FFIC Sr. EVP gets 7,040 RSUs, PRSUs adjust

Flushing Financial Corp Senior Executive Vice President Thomas Buonaiuto reported routine equity compensation and related tax withholding transactions in company common stock.

Rhea-AI Filing Summary

Flushing Financial Corp Senior Executive Vice President Thomas Buonaiuto reported routine equity compensation and related tax withholding transactions in company common stock.

On January 26, 2026, 414 shares of common stock were withheld at $16.10 per share to satisfy taxes upon vesting, leaving 31,922 directly held shares. As of January 27, 2026, he also held 8,567 shares indirectly through the Flushing Bank 401(k) Savings Plan.

On January 27, 2026, he received a grant of 7,040 restricted stock units that cliff vest at the end of a three-year period, increasing his direct holdings to 38,962 shares. Derivative entries show an earlier performance-based restricted stock unit award of 5,000 shares did not vest because performance criteria from the January 26, 2023 grant were not met, and a new grant of 7,040 performance-based RSUs was awarded at target level, vesting after a three-year performance period if specific metrics are achieved.

Insider Trade Summary

12,040 shares exercised/converted

Exercise 5 txns

Insider BUONAIUTO THOMAS

Role Sr. EVP

Type	Security	Shares	Price	Value
Exercise	Common Stock	5,000	$0.00	$0.00
Exercise	Common Stock	7,040	$0.00	$0.00
Grant/Award	Common Stock	7,040	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	414	$16.10	$7K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 0 contracts (Direct); Common Stock — 38,962 shares (Direct); Common Stock — 8,567 shares (Indirect, 401K)

Footnotes (5)

1. F1. Shares withheld to satisfy taxes upon vesting.
2. F2. Grant of RSUs which cliff vest at end of three year period.
3. F3. Shares held in Flushing Bank 401(k) Savings Plan a/o 1/27/26.
4. F4. Disposition resulted from non-vesting of an equal number of PRSUs, due to performance criteria not being met, from the January 26, 2023 grant.
5. F5. Grant of PRSUs, at target level, which cliff vest at the end of the three year performance period if certain performance metrics are achieved.

FAQ

What insider transactions did FFIC executive Thomas Buonaiuto report?

Thomas Buonaiuto reported tax withholding on vested shares, new restricted stock unit grants, and performance-based award adjustments. Activity included 414 shares withheld for taxes, a 7,040-share RSU grant, changes to performance RSUs, and updated direct and 401(k) plan share holdings.

How many FFIC shares does Thomas Buonaiuto hold after these transactions?

After the reported transactions, Thomas Buonaiuto directly holds 38,962 shares of Flushing Financial common stock. In addition, 8,567 shares are held indirectly in the Flushing Bank 401(k) Savings Plan as of January 27, 2026, reflecting his retirement-plan position.

What was the purpose of the 414 FFIC shares withheld on January 26, 2026?

The 414 Flushing Financial shares were withheld to satisfy taxes upon vesting of equity awards. This is a common cashless method where the company retains shares instead of the executive paying withholding taxes in cash at the time of vesting.

What are the terms of the 7,040 RSUs granted to the FFIC executive?

The 7,040 restricted stock units granted to Thomas Buonaiuto cliff vest at the end of a three-year period. Cliff vesting means none of the units vest gradually; instead, the full award vests at the end of the specified three-year term.

Why did 5,000 performance-based RSUs related to FFIC not vest?

The 5,000 performance-based RSUs did not vest because the required performance criteria from the January 26, 2023 grant were not met. As a result, an equal number of PRSUs were forfeited, and the derivative balance for that award was reduced to zero.

What are the conditions on the new 7,040 performance-based RSUs at FFIC?

The new 7,040 performance-based RSUs were granted at target level and will cliff vest at the end of a three-year performance period. Vesting occurs only if certain specified performance metrics are achieved over that full three-year measurement window.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 01/28/2026 - 07:27 PM Learn about SEC filing dates

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^*

BUONAIUTO THOMAS

(Last) (First) (Middle)

220 RXR PLAZA

(Street)

UNIONDALE NY 11556

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FLUSHING FINANCIAL CORP [ FFIC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. EVP

3. Date of Earliest Transaction (Month/Day/Year)
01/26/2026

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	01/26/2026		F		414(1)	D	$16.1	31,922	D
Common Stock	01/27/2026		A		7,040	A	(2)	38,962	D
Common Stock								8,567(3)	I	401K

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
Common Stock	(4)	01/27/2026		M			5,000	(4)	(4)	Common Stock	5,000	(4)	0	D
Common Stock	(5)	01/27/2026		M		7,040		(5)	(5)	Common Stock	7,040	(5)	0	D

Explanation of Responses:

1. Shares withheld to satisfy taxes upon vesting.

2. Grant of RSUs which cliff vest at end of three year period.

3. Shares held in Flushing Bank 401(k) Savings Plan a/o 1/27/26.

4. Disposition resulted from non-vesting of an equal number of PRSUs, due to performance criteria not being met, from the January 26, 2023 grant.

5. Grant of PRSUs, at target level, which cliff vest at the end of the three year performance period if certain performance metrics are achieved.

	Signed by Russell A. Fleishman under Power of Attorney by Thomas M. Buonaiuto	01/28/2026
	** 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.