Kearny Financial insider filing: RSU vesting and 540,000 options disclosed

Rhea-AI Filing Summary

Montanaro Craig, President and CEO and a director of Kearny Financial Corp. (KRNY), reported insider transactions dated 08/07/2025 showing both an acquisition and a disposition of common stock. The filing records an acquisition (Code A) of 34,071 common shares (footnote 1) at a reported price of $0, with a stated beneficial ownership following that line of 296,823 shares (direct). The filing also reports a disposition (Code F) of 10,504 shares at $5.86, with a stated beneficial ownership following that line of 286,319 shares (direct). The report discloses indirect holdings of 142,193 shares by a 401(k), 65,097 by an ESOP, 25,518 by a BEP, and 4,417 by a daughter. It further shows 540,000 stock options exercisable through 12/01/2026 at an exercise price of $15.35. Footnotes describe staggered RSU vesting schedules and note certain items are not required to be reported under Section 16.

Positive

• Substantial direct and derivative ownership: Reporting person shows 296,823/286,319 reported direct shares on lines and 540,000 exercisable options, indicating significant executive stake.
• Staggered RSU vesting schedules: Footnotes show restricted stock units vesting at 33% per year, which aligns executive compensation with long-term performance.

Negative

• Reported sale of shares: A disposition of 10,504 shares at $5.86 is recorded on 08/07/2025.
• Large option position: 540,000 exercisable options are outstanding (exercisable through 12/01/2026), representing potential dilution if exercised.

Insights

Securities Analyst

TL;DR: Routine executive compensation vesting and a small sale alongside substantial option holdings; overall a neutral governance signal.

The filing documents a grant/vesting-related acquisition of 34,071 common shares (noted as restricted stock units) and a contemporaneous disposition of 10,504 shares at $5.86. The CEO retains sizable direct holdings (reported lines show 296,823 and 286,319 following individual entries) and 540,000 exercisable options expiring 12/01/2026 at $15.35. Footnotes indicate RSUs vest in annual 33% tranches, which is typical for executive alignment. Absent additional context on company capitalization or market reaction, these are routine insider compensation and liquidity events rather than clearly material corporate developments.

Corporate Governance Expert

TL;DR: Director/CEO compensation activity disclosed; staggered RSU vesting supports retention but a reported sale is worth noting.

The disclosure shows a mix of compensation-related awards and a small sale. Staggered vesting schedules for restricted stock units (33% per year across multiple commencement dates) align management incentives over time. The reported indirect holdings (401(k), ESOP, BEP, family) are explicitly disclosed, which supports transparency. The 10,504-share disposition at $5.86 is documented but not contextualized here as to reason or materiality. Overall, the filing reads as standard compensation and holding disclosures with proper footnoting.

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^*

MONTANARO CRAIG

(Last) (First) (Middle)

C/O KEARNY FINANCIAL CORP.

120 PASSAIC AVENUE

(Street)

FAIRFIELD NJ 07004

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Kearny Financial Corp. [ KRNY ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/07/2025

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	08/07/2025		A		34,071(1)	A	$0	296,823(2)(3)(4)	D
Common Stock	08/07/2025		F		10,504	D	$5.86	286,319(2)(3)(4)	D
Common Stock								142,193(5)	I	By 401(k)
Common Stock								65,097(5)	I	By ESOP
Common Stock								25,518(5)	I	By BEP
Common Stock								4,417	I	By Daughter

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	$15.35							12/01/2017	12/01/2026	Common Stock	540,000		540,000	D

Explanation of Responses:

1. Restricted stock units which vest at a rate of 33% per year commencing on August 7, 2026.

2. Includes restricted stock units which vest at a rate of 33% per year commencing on August 7, 2025.

3. Includes restricted stock units which vest at a rate of 33% per year commencing on August 7, 2024.

4. Includes restricted stock units which vest at a rate of 33% per year commencing on August 7, 2023.

5. Reflects transactions not required to be reported pursuant to Section 16 of the Securities Exchange Act of 1934, as amended.

Remarks:

	/s/ Gail Corrigan, pursuant to power of attorney	08/08/2025
	** 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 transactions did KRNY CEO Montanaro Craig report on the Form 4?

The Form 4 reports an acquisition (Code A) of 34,071 common shares (restricted stock units) and a disposition (Code F) of 10,504 shares at $5.86, both dated 08/07/2025.

How many shares does Montanaro Craig beneficially own according to the filing?

The filing shows line-item beneficial ownership figures of 296,823 and 286,319 shares (direct) following the reported transactions on the form.

Does the filing disclose indirect holdings for Montanaro Craig?

Yes. The report discloses indirect holdings of 142,193 shares by a 401(k), 65,097 by an ESOP, 25,518 by a BEP, and 4,417 by his daughter.

What derivative securities are reported?

The filing reports 540,000 stock options exercisable through 12/01/2026 with an exercise price of $15.35.

Do the footnotes provide vesting details for RSUs?

Yes. Footnotes state restricted stock units vest at a rate of 33% per year with various commencement dates noted in the filing.