STOCK TITAN

Columbia Financial director gets 18.491 phantom shares

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Columbia Financial, Inc. (CLBK) reported that director and officer Dennis E. Gibney received an exempt award of 18.4910 shares of Common Stock on August 26, 2026 at a reference value of $11.62 per share, recorded as phantom stock dividends under the Columbia Bank Stock Based Deferral Plan. Following this, he holds 4,315.8050 indirect shares in that deferral plan and 376,592 direct Common shares, plus additional indirect holdings through retirement plans and awards. He also holds multiple stock option grants under the 2019 Equity Incentive Plan with exercise prices between $7.10 and $8.31 per share and expirations from 2029 to 2036, all reported as holdings rather than new option transactions.

Positive

  • None.

Negative

  • None.
Insider Gibney Dennis E.
Role 1st Sr. EVP, CBO
Type Security Shares Price Value
Grant/Award Common Stock F1 18.491 $11.62 $214.87
holding Stock Options (right to buy) F7 -- -- --
holding Stock Options (right to buy) F7 -- -- --
holding Stock Options (right to buy) F8 -- -- --
holding Stock Options (right to buy) F9 -- -- --
holding Stock Options (right to buy) F10 -- -- --
holding Common Stock -- -- --
holding Common Stock F2 -- -- --
holding Common Stock F2 -- -- --
holding Common Stock F2 -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock F3, F4 -- -- --
holding Common Stock F5 -- -- --
holding Common Stock F6 -- -- --
Holdings After Transaction: Common Stock — 4,315.805 shares (Indirect, By Stock-Based Deferral Plan); Stock Options (right to buy) — 745,895 contracts (Direct); Common Stock — 376,592 shares (Direct); Common Stock — 11,549 shares (Indirect, By 401(k)); Common Stock — 19,198 shares (Indirect, By ESOP); Common Stock — 25,194 shares (Indirect, By SERP); Common Stock — 6,600 shares (Indirect, By IRA); Common Stock — 22,000 shares (Indirect, By Spouse); Common Stock — 34,500 shares (Indirect, By SEP-IRA); Common Stock — 26,881 shares (Indirect, By Stock Award III); Common Stock — 28,899 shares (Indirect, By Stock Award IV); Common Stock — 68,668 shares (Indirect, By Stock Award V)
Footnotes (10)
  1. F1. Represents phantom stock dividends which are exempt under Rule 16b-3 in connection with the Columbia Bank Stock Based Deferral Plan.
  2. F2. This form reflects increases in beneficial ownership resulting from exempt acquisitions pursuant to rule 16b-3(c).
  3. F3. This form accounts for a decrease of 1 share from the prior report due to the rounding of fractional shares.
  4. F4. 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.
  5. F5. 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.
  6. F6. 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 2, 2029.
  7. F7. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan are fully vested and exercisable.
  8. F8. 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.
  9. F9. 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.
  10. F10. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan vest in three approximately equal annual installments commencing on March 2, 2027.
Phantom stock dividend acquisition 18.4910 shares of Common Stock at $11.6200 per share Exempt grant/award on 2026-08-26 under Stock Based Deferral Plan
Indirect deferral plan holdings 4315.8050 shares of Common Stock Indirect ownership by Stock-Based Deferral Plan after 2026-08-26
Direct Common Stock holdings 376592.0000 shares of Common Stock Direct ownership after 2026-08-26
401(k) indirect holdings 11549.0000 shares of Common Stock Indirect ownership by 401(k) plan
ESOP indirect holdings 19198.0000 shares of Common Stock Indirect ownership by ESOP
Largest stock option position 528000.0000 underlying shares at $7.1000 exercise price Stock Options (right to buy) expiring 2029-07-23, direct ownership
Additional stock options 116672.0000 underlying shares at $8.3100 exercise price Stock Options (right to buy) expiring 2036-03-02, direct ownership
Stock Award V holdings 68668.0000 shares of Common Stock Indirect ownership by Stock Award V vehicle
phantom stock dividends financial
"Represents phantom stock dividends which are exempt under Rule 16b-3"
Rule 16b-3 regulatory
"exempt under Rule 16b-3 in connection with the Columbia Bank Stock Based"
Rule 16b-3 is a Securities and Exchange Commission regulation that exempts certain routine, pre-approved transactions by company insiders from automatic liability for short-term trading profits. It acts like a safe harbor: if an insider follows a formal plan or the board approves specific transactions in advance, profits from buying and selling company stock within six months are not automatically reclaimed. Investors care because the rule clarifies when insider trades are permissible and reduces uncertainty about potential clawbacks.
Stock Options (right to buy) financial
"Stock Options (right to buy) granted pursuant to the Columbia Financial,"
Equity Incentive Plan financial
"granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
ESOP financial
"Indirect ownership By ESOP reported as Common Stock holdings"
An Employee Stock Ownership Plan (ESOP) is a program that gives employees ownership shares in their company, often as part of their benefits package. It acts like a company-sponsored savings plan, allowing workers to have a stake in the company's success, which can boost motivation and loyalty. For investors, ESOPs can influence company decisions and stock value, making them an important aspect of corporate ownership and governance.
SERP financial
"Indirect ownership By SERP reported as Common Stock holdings"
A Supplemental Executive Retirement Plan (SERP) is a company-funded benefit that promises extra retirement pay to selected senior executives beyond regular pension or savings plans. Think of it as a bespoke top-up savings account the employer guarantees for key leaders; it matters to investors because SERPs create future financial obligations, influence executive retention and pay incentives, and can signal how a company prioritizes management costs versus shareholder returns.

FAQ

What insider transaction did Dennis E. Gibney report in this CLBK Form 4?

Dennis E. Gibney reported an exempt acquisition of 18.4910 shares of Common Stock on August 26, 2026 at a reference value of $11.62 per share, representing phantom stock dividends under a stock-based deferral plan.

How many CLBK shares does Dennis E. Gibney hold directly after this filing?

After the reported transactions, Dennis E. Gibney holds 376,592 CLBK Common shares directly, as disclosed in the holdings table dated August 26, 2026.

What indirect CLBK share holdings does Dennis E. Gibney report?

Indirectly, Dennis E. Gibney holds 4,315.8050 shares via a stock-based deferral plan, and additional Common Stock through plans and entities including a 401(k) (11,549 shares), ESOP (19,198), SERP (25,194), IRA, spouse, SEP-IRA, and stock award vehicles.

What CLBK stock options does Dennis E. Gibney have outstanding?

He reports stock options on CLBK Common Stock with exercise prices of $7.10, $7.25, $7.50, $7.38, and $8.31 per share, covering underlying shares of 528,000, 29,475, 21,683, 50,065, and 116,672, expiring between 2029 and 2036.

Were the CLBK insider acquisitions by Dennis E. Gibney under Rule 16b-3?

Yes. The filing states that the phantom stock dividends and plan-related increases in beneficial ownership are exempt acquisitions under Rule 16b-3, including acquisitions pursuant to Rule 16b-3(c).

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Learn about SEC filing dates
SEC Form 4
FORM 4UNITED 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*
Gibney Dennis E.

(Last)(First)(Middle)
19-01 ROUTE 208 NORTH

(Street)
FAIR LAWN NEW JERSEY 07410

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Columbia Financial, Inc./MD/ [ CLBK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
1st Sr. EVP, CBO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/26/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/26/2026A18.491(1)A$11.624,315.805IBy Stock-Based Deferral Plan
Common Stock376,592D
Common Stock11,549(2)IBy 401(k)
Common Stock19,198(2)IBy ESOP
Common Stock25,194(2)IBy SERP
Common Stock6,600IBy IRA
Common Stock22,000IBy Spouse
Common Stock34,500IBy SEP-IRA
Common Stock26,881(3)IBy Stock Award III(4)
Common Stock28,899IBy Stock Award IV(5)
Common Stock68,668IBy Stock Award V(6)
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options (right to buy)$7.107/23/2020(7)07/23/2029Common Stock528,000528,000D
Stock Options (right to buy)$7.2505/01/2024(7)05/01/2033Common Stock29,47529,475D
Stock Options (right to buy)$7.503/06/2025(8)03/06/2034Common Stock21,68321,683D
Stock Options (right to buy)$7.3803/03/2026(9)03/03/2035Common Stock50,06550,065D
Stock Options (right to buy)$8.3103/02/2027(10)03/02/2036Common Stock116,672116,672D
Explanation of Responses:
1. Represents phantom stock dividends which are exempt under Rule 16b-3 in connection with the Columbia Bank Stock Based Deferral Plan.
2. This form reflects increases in beneficial ownership resulting from exempt acquisitions pursuant to rule 16b-3(c).
3. This form accounts for a decrease of 1 share from the prior report due to the rounding of fractional shares.
4. 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.
5. 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.
6. 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 2, 2029.
7. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan are fully vested and exercisable.
8. 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.
9. 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.
10. Stock Options granted pursuant to the Columbia Financial, Inc. 2019 Equity Incentive Plan vest in three approximately equal annual installments commencing on March 2, 2027.
Remarks:
/s/ Thomas F. Splaine, Jr., Power of Attorney08/28/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)