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Kearny Financial Corp. (KRNY) EVP reports 12,240-share grant and tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Negative)
Form Type
4

Rhea-AI Filing Summary

Kearny Financial Corp. EVP and CCO Thomas DeMedici reported a grant of 12,240 shares of common stock on August 7, 2025 and a tax-withholding disposition of 1,879 shares at $5.86 per share. Following these transactions, he holds 80,994 common shares directly and stock options covering 150,000 underlying shares, plus indirect holdings of common stock through a 401(k), ESOP and BEP, some of which consist of restricted stock units vesting 33% annually beginning on August 7 in 2023–2026.

Positive

  • None.

Negative

  • None.

Insights

TL;DR: Insider reported RSU grants and a small open-market acquisition; 150,000 options outstanding—overall a routine compensation and ownership update.

The Form 4 shows Thomas DeMedici received 12,240 RSUs (priced $0) with staged vesting and acquired 1,879 shares at $5.86 on 08/07/2025. The report additionally lists 100,000 and 50,000 stock options with stated exercise prices and expirations. Indirect plan holdings are disclosed for 401(k), ESOP and BEP accounts. From an investor perspective, these are factual disclosures of compensation and holdings; the filing does not by itself indicate a material change to capitalization or a corporate event.

TL;DR: Filing documents multi-year RSU vesting vintages and retirement-plan holdings, reflecting executive compensation structure rather than a material corporate action.

The explanations explicitly state RSUs vest at a rate of 33% per year commencing on specified August 7 dates, indicating staged compensation recognition across multiple grant years. The presence of 48,189 shares held indirectly in a 401(k) and 24,968 via an ESOP is documented. The filing is a standard Section 16 disclosure showing ownership and option positions; it contains no disclosures of leadership change, securitization, or litigation that would alter governance assessment.

Insider DeMedici Thomas
Role EVP and CCO
Type Security Shares Price Value
Grant/Award Common Stock 12,240 $0.00 $0.00
Exercise Price or Tax Liability Common Stock 1,879 $5.86 $11K
holding Stock Options -- -- --
holding Stock Options -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 80,994 shares (Direct); Stock Options — 150,000 shares (Direct); Common Stock — 48,189 shares (Indirect, By 401(k)); Common Stock — 24,968 shares (Indirect, By ESOP); Common Stock — 786 shares (Indirect, By BEP)
Footnotes (5)
  1. F1. Restricted stock units which vest at a rate of 33% per year commencing on August 7, 2026.
  2. F2. Includes restricted stock units which vest at a rate of 33% per year commencing on August 7, 2025.
  3. F3. Includes restricted stock units which vest at a rate of 33% per year commencing on August 7, 2024.
  4. F4. Includes restricted stock units which vest at a rate of 33% per year commencing on August 7, 2023.
  5. F5. Reflects transactions not required to be reported pursuant to Section 16 of the Securities Exchange Act of 1934, as amended.
Stock grant 12,240 shares Common stock granted to EVP and CCO Thomas DeMedici on August 7, 2025
Tax withholding shares 1,879 shares Common shares withheld at $5.86 per share to satisfy tax liabilities on August 7, 2025
Tax withholding price $5.86 per share Price applied to common shares used for payment of tax obligations
Direct common stock holdings 80,994 shares Direct common stock held by Thomas DeMedici after the reported transactions
Stock options holdings 150,000 shares Underlying common shares covered by DeMedici’s direct stock options after transactions
401(k) indirect holdings 48,189 shares Common shares held indirectly through a 401(k) plan as of August 7, 2025
ESOP indirect holdings 24,968 shares Common shares held indirectly through an ESOP as of August 7, 2025
BEP indirect holdings 786 shares Common shares held indirectly through a BEP as of August 7, 2025
restricted stock units financial
"Restricted stock units which vest at a rate of 33% per year commencing on August 7, 2026."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
401(k) financial
"Nature of ownership: By 401(k) for indirect common stock holdings."
A 401(k) is a type of retirement savings plan offered by employers that allows workers to set aside a portion of their paycheck before taxes are taken out. The money saved in a 401(k) can grow over time through investments, helping individuals build funds for their future retirement. It matters to investors because it provides a tax-advantaged way to save and invest for long-term financial security.
ESOP financial
"Nature of ownership: By ESOP for indirect 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.
BEP financial
"Nature of ownership: By BEP for indirect common stock holdings."
Section 16 of the Securities Exchange Act of 1934 regulatory
"Reflects transactions not required to be reported pursuant to Section 16 of the Securities Exchange Act of 1934, as amended."
A provision of federal securities law that requires company insiders—directors, officers and large shareholders—to publicly report their stock holdings and trades and to surrender any “short-swing” profits from purchases and sales within a six-month window. It acts like a rule that forces leaders to announce their trades and prevents quick buy-sell windfalls, giving investors transparency into insider activity and reducing opportunities for unfair gain.

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

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What did KRNY executive Thomas DeMedici report in this Form 4?
Thomas DeMedici reported a grant of 12,240 common shares and a tax-withholding disposition of 1,879 shares at $5.86 on August 7, 2025. These transactions reflect equity compensation and related tax payments rather than open-market trading.

How many KRNY shares does Thomas DeMedici hold after these transactions?
After the reported transactions, Thomas DeMedici holds 80,994 common shares directly and stock options over 150,000 shares. He also has indirect holdings of common stock through a 401(k, ESOP and BEP, in addition to restricted stock units that vest over several years.

What tax-withholding transaction is disclosed for KRNY in this Form 4?
The filing shows 1,879 common shares were withheld at $5.86 per share to satisfy tax liabilities on August 7, 2025. This F-code transaction is a payment of tax obligations using shares, not a discretionary market sale.

What stock options on KRNY does Thomas DeMedici retain after the Form 4?
Thomas DeMedici retains stock options on 150,000 underlying common shares after these transactions. These include options with exercise prices of $15.35 and $13.38, expiring in 2026 and 2029, respectively, all held as direct positions.

How do KRNY restricted stock units for Thomas DeMedici vest?
Footnotes state that certain restricted stock units vest at a rate of 33% per year, commencing on August 7 in 2023, 2024, 2025 and 2026. These vesting schedules mean portions of his equity awards become deliverable annually over four years.
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*
DeMedici Thomas
(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)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP and CCO
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 12,240(1) A $0 82,873(2)(3)(4) D
Common Stock 08/07/2025 F 1,879 D $5.86 80,994(2)(3)(4) D
Common Stock 48,189(5) I By 401(k)
Common Stock 24,968(5) I By ESOP
Common Stock 786(5) I By BEP
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 100,000 100,000 D
Stock Options $13.38 01/07/2020 01/07/2029 Common Stock 50,000 50,000 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.

Source: View Original Filing on SEC EDGAR