Northfield Bancorp EVP equity converted in merger
Northfield Bancorp, Inc. EVP Robin Lefkowitz reported merger-related dispositions to the issuer of all Northfield equity holdings on July 20, 2026.
Rhea-AI Filing Summary
Northfield Bancorp, Inc. EVP Robin Lefkowitz reported merger-related dispositions to the issuer of all Northfield equity holdings on July 20, 2026. Transactions covered 13,879 restricted stock units, 40,000 stock options with a prior $18.44 exercise price, and common shares held directly, through a 401(k), and an ESOP. Under the merger with Columbia Financial, each Northfield share became the right to receive either 1.425 Newco shares or $14.25 in cash, with RSUs and options converted into Newco-based awards.
Positive
- None.
Negative
- None.
Insider Trade Summary
Disposition: 141,937.26 shares
Disposition
5 txns
Insider
Lefkowitz Robin
Role
EVP
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Restricted Stock Units F2 | 13,879 | -- | -- |
| Disposition | Stock Options F3 | 40,000 | -- | -- |
| Disposition | Common Stock F1 | 23,534 | -- | -- |
| Disposition | Common Stock F1 | 26,135.8 | -- | -- |
| Disposition | Common Stock F1 | 38,388.46 | -- | -- |
Holdings After Transaction:
Restricted Stock Units — 0 contracts (Direct);
Stock Options — 0 contracts (Direct);
Common Stock — 0 shares (Direct);
Common Stock — 0 shares (Indirect, By 401(k));
Common Stock — 0 shares (Indirect, By ESOP)
Footnotes (3)
- F1. Pursuant to the Agreement and Plan of Merger dated as of January 31, 2026, by and among Columbia Financial, Inc., a Delaware corporation, Columbia Financial, Inc., a Maryland corporation (Newco), Columbia Bank MHC and Northfield Bancorp, Inc. (Merger Agreement), at the effective time of the merger between Northfield Bancorp, Inc, and Newco, each issued and outstanding share of Northfield Bancorp, Inc. common stock was converted into the right to receive, at the election of the holder, either (i) 1.425 shares of Newco common stock or (ii) $14.25 in cash.
- F2. Pursuant to the Merger Agreement, each restricted stock unit was converted into the right to receive 1.425 units that will be settled in cash based on the closing price of Newco common stock on the day of vesting.
- F3. Pursuant to the Merger Agreement, each outstanding and unexercised option immediately prior to the effective time of the merger, whether vested or unvested, was converted into an option exercisable for a total number of shares of Newco common stock equal to the total number of shares underlying the Northfield Bancorp, Inc. option multiplied by 1.425, rounded down to the nearest whole share, with an exercise price per share equal to the exercise price applicable to the underlying Northfield Bancorp, Inc. option divided by 1.425, rounded up to the nearest cent.
Key Figures
Restricted stock units: 13,879 units
Stock options: 40,000 options
Original exercise price: $18.44 per share
+3 more
6 metrics
Restricted stock units
13,879 units
Restricted stock units disposed and converted into cash-settled Newco-based units on July 20, 2026.
Stock options
40,000 options
Northfield stock options reported as dispositions and converted into options for Newco common stock.
Original exercise price
$18.44 per share
Exercise price applicable to Northfield Bancorp, Inc. options before conversion into Newco options.
Share exchange ratio
1.425 shares
Each Northfield common share could be exchanged for 1.425 Newco common shares under the merger.
Cash election amount
$14.25 per share
Alternative cash consideration per Northfield common share under the Columbia Financial merger.
Disposition transactions
5 entries
Total number of transactions reported as dispositions to the issuer on July 20, 2026.
Key Terms
Agreement and Plan of Merger, restricted stock unit, exercise price, ESOP, +1 more
5 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger dated as of January 31"
An Agreement and Plan of Merger is a formal document where two companies agree to combine into one, outlining how the process will happen. It’s like a step-by-step plan for merging, and it matters because it shows both sides have agreed on the details before the official transition takes place.
restricted stock unit financial
"each restricted stock unit was converted into the right to receive 1.425 units"
A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.
exercise price financial
"with an exercise price per share equal to the exercise price applicable"
The exercise price is the fixed amount at which you can buy or sell an asset, like a stock, when using an options contract. It matters because it helps determine whether exercising the option will be profitable or not, depending on the current market price. Think of it as the set price you agree on today to buy or sell later.
ESOP financial
"nature_of_ownership": "By ESOP""
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.
401(k) financial
"nature_of_ownership": "By 401(k)""
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.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What insider transactions did Northfield Bancorp (NFBK) EVP Robin Lefkowitz report?
EVP Robin Lefkowitz reported issuer dispositions of all Northfield equity positions on July 20, 2026. The reported transactions cover restricted stock units, stock options, and direct and retirement-plan common stock holdings, all adjusted or canceled pursuant to the Columbia Financial merger terms.
What happened to NFBK restricted stock units held by Robin Lefkowitz?
Lefkowitz disposed of 13,879 Northfield restricted stock units as part of the merger. Each unit was converted into the right to receive 1.425 units that will be settled in cash based on the closing price of Newco common stock on the applicable vesting date.
How were NFBK stock options held by Robin Lefkowitz affected by the merger?
Lefkowitz reported disposition to the issuer of 40,000 Northfield stock options with a prior $18.44 exercise price. Under the merger, each option was converted into an option for Newco shares using a 1.425 share ratio and an exercise price divided by 1.425, subject to rounding rules.
What does the Rule 10b5-1 indicator show for the NFBK insider transactions?
The Rule 10b5-1 trading-plan checkbox was left unchecked, indicating these reported dispositions were not identified as being made under a pre-arranged Rule 10b5-1 trading plan and instead reflect merger-driven equity conversions.
AI-generated analysis. How Rhea-AI works. Not financial advice.
