Columbia Financial (CLBK) CEO boosts phantom stock via deferral plan

Rhea-AI Filing Summary

Columbia Financial, Inc. President & CEO Thomas J. Kemly, who is also a director, reported an acquisition of common stock–linked phantom units on January 23, 2026. A trustee purchased 116.7624 phantom stock units at $15.91 each under the Columbia Bank Stock Based Deferral Plan, a non-qualified stock-based deferral plan. These stock unit interests will be settled in Columbia Financial common shares when they are distributed to him.

Following this transaction, Kemly held 66,722.6193 units through the stock-based deferral plan, along with additional common stock positions held directly and through vehicles such as a 401(k), ESOP, SERP, spouse holdings, and performance-based stock awards. He also reported multiple stock option grants under the 2019 Equity Incentive Plan, with exercise prices between $15.60 and $16.49 and expirations from July 23, 2029 to March 3, 2035, subject to the vesting schedules described.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kemly Thomas J.

(Last) (First) (Middle)

19-01 ROUTE 208 NORTH

(Street)

FAIR LAWN NJ 07410

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Columbia Financial, Inc. [ CLBK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
01/23/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/23/2026		A		116.7624(1)	A	$15.91	66,722.6193	I	By Stock-Based Deferral Plan
Common Stock								233,808	D
Common Stock								40,946	I	By 401(k)
Common Stock								7,620	I	By ESOP
Common Stock								32,597	I	By SERP
Common Stock								41,572	I	By SIM
Common Stock								5,933	I	By Spouse
Common Stock								43,411	I	By Stock Award II(2)
Common Stock								50,686	I	By Stock Award III(3)
Common Stock								54,690	I	By Stock Award IV(4)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Options (right to buy)	$15.6							07/23/2020(5)	07/23/2029	Common Stock	656,471		656,471	D
Stock Options (right to buy)	$15.94							05/01/2024(6)	05/01/2033	Common Stock	37,894		37,894	D
Stock Options (right to buy)	$16.49							03/06/2025(7)	03/06/2034	Common Stock	37,168		37,168	D
Stock Options (right to buy)	$16.23							03/03/2026(8)	03/03/2035	Common Stock	94,749		94,749	D

Explanation of Responses:

1. Represents phantom stock purchased, on a non-discretionary basis, by the trustee of the Bank's rabbi trust maintained in connection with the Columbia Bank Stock Based Deferral Plan, a non-qualified stock-based deferral plan. Stock unit interests under the Columbia Bank Stock Based Deferral Plan will be settled in shares of stock upon distribution to the reporting person.

2. Stock Awards granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive plan, 25% of which vest in three approximately equal annual installments commencing on May 1, 2024; and the remaining 75% of which vest upon achievement of certain specified performance-based vesting criteria, which if achieved, such Awards would vest three years after the date of the Award.

3. Stock Awards granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive plan, 25% of which vest in three approximately equal annual installments commencing on March 6, 2025; and the remaining 75% of which vest upon achievement of certain specified performance-based vesting criteria, which if achieved, such Awards would vest three years after the date of the Award.

4. Stock Awards granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive plan, which vest upon achievement of certain specified performance-based vesting criteria, which if achieved, such Awards would vest three years after the date of the Award on March 3, 2028.

5. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan are fully vested and exercisable.

6. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan vest in three approximately equal annual installments commencing on May 1, 2024.

7. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan vest in three approximately equal annual installments commencing on March 6, 2025.

8. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan vest in three approximately equal annual installments commencing on March 3, 2026.

Remarks:

	/s/ Dennis E. Gibney, Power of Attorney	01/27/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did CLBK President & CEO Thomas J. Kemly report?

On January 23, 2026, Thomas J. Kemly reported an automatic acquisition of 116.7624 Columbia Financial common stock–linked phantom units at $15.91 each. The units were acquired in a stock-based deferral plan rather than through an open-market trade.

What is the Columbia Bank Stock Based Deferral Plan mentioned in the CLBK Form 4?

The Columbia Bank Stock Based Deferral Plan is described as a non-qualified stock-based deferral plan. Phantom stock purchased by a trustee in a rabbi trust under this plan represents stock unit interests that will be settled in shares of Columbia Financial common stock when they are distributed to the reporting person.

How many stock-based deferral plan units does the CLBK CEO hold after this transaction?

After the January 23, 2026 transaction, Thomas J. Kemly beneficially owned 66,722.6193 Columbia Financial common stock–linked units through the Stock-Based Deferral Plan, as shown in the non-derivative holdings table.

What other types of Columbia Financial (CLBK) common stock holdings does the CEO report?

In addition to the stock-based deferral plan units, Kemly reports common stock held directly and indirectly through a 401(k), ESOP, SERP, a category labeled By SIM, By Spouse, and performance-based Stock Award II, III, and IV.

What stock option positions in CLBK does the CEO report on this Form 4?

He reports several stock options (right to buy) granted under the 2019 Equity Incentive Plan, including options over 656,471, 37,894, 37,168, and 94,749 shares of common stock. The exercise prices range from $15.60 to $16.49, with expirations between July 23, 2029 and March 3, 2035, and vesting schedules as described in the footnotes.

How do the CLBK CEO’s performance-based stock awards vest?

The footnotes state that Stock Awards II and III under the 2019 Equity Incentive Plan vest 25% in three approximately equal annual installments beginning on May 1, 2024 and March 6, 2025, respectively. The remaining 75% of each, as well as Stock Award IV, vest upon achievement of specified performance-based vesting criteria, with vesting three years after the award dates if those criteria are achieved.