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Northfield Bancorp, Inc. 8-K Filings

NFBK NASDAQ

Every 8-K that Northfield Bancorp, Inc. (NFBK) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow NFBK and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full NFBK filings page.

Rhea-AI Summary

Columbia Financial completed its merger with Northfield Bancorp on July 20, 2026, with Northfield merging into Columbia Financial and Northfield Bank merging into Columbia Bank, each with Columbia as the surviving entity. Northfield Bancorp no longer exists as a separate legal entity.

Each share of Northfield common stock outstanding immediately before the effective time was converted, at the holder’s election and subject to proration and allocation under the Merger Agreement, into the right to receive either $14.25 in cash, 1.425 shares of Columbia Financial common stock, or a combination, with cash paid in lieu of fractional Columbia shares. Time-based restricted stock and performance-vesting restricted stock units fully vested and were treated as common shares, while stock options were converted into Columbia options using the 1.425 exchange ratio and an adjusted exercise price.

Trading in Northfield common stock on NASDAQ was suspended on July 20, 2026, and the shares were withdrawn from listing. Columbia Financial, as successor, plans to file Form 15 to deregister Northfield common stock and suspend reporting obligations. Northfield’s directors and executive officers ceased service, and four former Northfield directors joined the Columbia Financial and Columbia Bank boards. Steven M. Klein became Senior Executive Vice President and Chief Operating Officer of Columbia Financial and Columbia Bank.

Rhea-AI Summary

Northfield Bancorp, Inc. shareholders approved the previously announced Agreement and Plan of Merger with Columbia Financial, Inc. at a Special Meeting of Shareholders held on June 25, 2026.

Of 41,763,852 shares entitled to vote, 28,267,268 were represented, establishing a quorum. The Northfield Merger Proposal received 27,714,343 votes for, 334,952 against and 217,973 abstentions. Shareholders also approved, on a non-binding basis, the merger-related compensation for named executive officers and authorized potential adjournment of the meeting if additional proxies were needed.

Rhea-AI Summary

Northfield Bancorp, Inc. reported a sharp earnings rebound for the quarter ended March 31, 2026, posting net income of $11.8 million, or $0.30 per diluted share, compared with a net loss of $27.4 million, or $0.69 per share, in the prior quarter and net income of $7.9 million, or $0.19 per share, a year earlier. The swing versus the prior quarter largely reflects a prior-period non-cash goodwill impairment of $41.0 million, while current results include $1.7 million of merger-related expenses tied to the pending merger with Columbia Financial, Inc.

Core performance improved, with net interest income rising to $37.0 million, up $5.2 million, or 16.3%, from the first quarter of 2025, driven by higher yields on loans and mortgage-backed securities and lower funding costs. Net interest margin expanded to 2.76% from 2.70% in the trailing quarter and 2.38% a year earlier. The provision for credit losses on loans fell to $247,000 from $2.6 million a year ago, helped by lower general reserves and reduced net charge-offs.

On the balance sheet, total assets were $5.74 billion, with loans held-for-investment, net, declining by $48.8 million to $3.81 billion, primarily in multifamily real estate, reflecting a strategic effort to manage concentration risk. Deposits excluding brokered deposits grew by $83.3 million to $4.06 billion, supported by gains in transaction and savings accounts, while borrowings fell by $98.0 million as deposit growth funded more of the balance sheet. Asset quality remained sound, though non-performing loans rose to 0.56% of total loans, up from 0.42% at December 31, 2025, as one commercial mortgage moved to non-accrual status but is described as well secured.

The company highlighted a sizable commercial real estate exposure, noting that non-owner occupied commercial real estate loans were estimated at approximately 368% of total risk-based capital, and outlined ongoing risk management practices and the possibility that regulators could require additional capital or risk controls. Liquidity metrics remained solid, with an on-hand liquidity ratio of 18.3% and significant borrowing capacity against unpledged securities and multifamily loans. Regulatory capital was strong under the Community Bank Leverage Ratio framework, with estimated CBLR ratios of 12.34% for the company and 13.05% for the bank, both above the 9% well-capitalized threshold.

The Board declared a quarterly cash dividend of $0.13 per common share, payable on May 20, 2026 to stockholders of record as of May 6, 2026, underscoring continued capital return alongside preparation for the merger with Columbia Bank.

Rhea-AI Summary

Northfield Bancorp, Inc. filed an amended report to correct the number of restricted stock units granted to its directors and employees. The original report stated that 172,272 restricted stock units were granted, but the actual number of restricted stock units granted was 201,168. The company states there are no other changes to the earlier report.

Rhea-AI Summary

Northfield Bancorp, Inc. reported that on February 4, 2026 its Compensation Committee approved, and the Board ratified, equity awards totaling 172,272 restricted stock units for directors and employees under the 2019 Equity Incentive Plan.

Employee time-based awards vest in three equal annual installments starting one year after the February 4, 2026 grant date, while director time-based awards vest fully on or after February 4, 2027. The Board also approved the Company’s 2026 Management Cash Incentive Plan, which is filed as an exhibit for reference.

Rhea-AI Summary

Northfield Bancorp, Inc. reported that it issued a press release on February 2, 2026 announcing a strategic transaction and its earnings for the quarter and year ended December 31, 2025. The press release is provided as an exhibit to this report.

The company also declared a $0.13 per common share cash dividend, payable on February 25, 2026 to stockholders of record as of February 12, 2026.

Rhea-AI Summary

Northfield Bancorp, Inc. agreed to be acquired by a new holding company formed by Columbia Financial, Inc. in a stock-and-cash merger tied to Columbia’s mutual-to-stock conversion. After Columbia Bank’s conversion, Northfield will merge into the new holding company and Northfield Bank will merge into Columbia Bank.

Each Northfield share can be exchanged for either stock or cash, with consideration based on an independent valuation of Columbia’s new holding company. Depending on that valuation, shareholders will receive between 1.425 and 1.465 holding company shares or between $14.25 and $14.65 in cash per Northfield share, subject to an overall 30% cash cap.

Northfield equity awards will vest or convert into holding company options, and four Northfield directors, including CEO Steven M. Klein, will join the new boards, with Klein becoming Senior Executive Vice President and Chief Operating Officer. The merger requires regulatory and shareholder approvals, completion of Columbia’s conversion, and includes reciprocal support agreements and termination fees of $23.7 million or $6 million in specified break-up scenarios.

Rhea-AI Summary

Northfield Bancorp, Inc. (NFBK) announced via Form 8-K that management will participate in the Piper Sandler Financial Services Conference in Miami on November 11, 2025. An investor presentation related to the event will be available on the Company’s Investor Relations website beginning November 10, 2025 at 5:00 p.m. Eastern Time and will remain accessible for 30 days. Investors can find it under Investor Relations > News & Market Data > Presentations.

Rhea-AI Summary

Northfield Bancorp, Inc. (NFBK) furnished a press release announcing earnings for the quarter ended September 30, 2025, and declared a $0.13 per common share cash dividend. The dividend is payable on November 19, 2025 to stockholders of record as of November 5, 2025. The earnings press release is attached as Exhibit 99.1 and was furnished to, not filed with, the SEC.

Rhea-AI Summary

Northfield Bancorp, Inc. (NASDAQ: NFBK) filed an 8-K dated 23 July 2025 to furnish its Q2 2025 earnings press release (Ex. 99.1). The filing supplies no income-statement or balance-sheet figures; investors must consult the attached release for details. Under Item 8.01, the board declared a $0.13 cash dividend per common share, payable 20 Aug 2025 to shareholders of record 6 Aug 2025.

No other material transactions, guidance revisions, leadership changes or financial statements were included. The information is being furnished, not filed, and therefore is not subject to automatic incorporation by reference into the company’s Securities Act filings.