OCEANFIRST FINANCIAL CORP (OCFC) SEC Filings

OceanFirst Financial Corp. (OCFC) received a notice that officer Brian Schaeffer intends to sell common stock under Rule 144. The planned sale covers 5,500 shares of common stock, with an aggregate market value of $103,977.50, to be effected through Ameriprise Financial Services on or about August 31, 2026 on NASDAQ. The filing also notes that Schaeffer acquired 25,609 shares as equity awards from OceanFirst Financial Corp. on February 27, 2026. As of the filing, OceanFirst Financial Corp. had 96,645,219 shares of common stock outstanding.

OceanFirst Financial Corp. (OCFC) is the subject of an amended Schedule 13D in which a group of Warburg Pincus-affiliated funds reports beneficial ownership of an aggregate 9,574,639 shares of common stock, or 9.9% of the outstanding shares. This percentage is based on 96,645,219 shares outstanding as of August 3, 2026. Two primary investors directly hold the shares: WPGG14 Investor with 6,415,008 shares and WPFSII Investor with 3,159,631 shares, with a multi‑entity Warburg Pincus control structure and committee-based investment decisions.

The filing also discloses a Margin Loan Agreement dated August 17, 2026, under which WPGG14 Investor has borrowed $61.5 million, secured by a pledge of its 6,415,008 OCFC shares and 1,214 NVCE Stock. The loan matures on or about July 31, 2028, and customary events could allow lenders to require prepayment, additional collateral, or foreclose and dispose of the pledged shares in accordance with the loan documentation.

OCFC has filed a notice of intent under Rule 144 to sell common stock on NASDAQ. The filing lists 113,630 shares of common stock with an aggregate value of 2,204,828.36, against 96,645,219 shares outstanding, with a proposed sale date of 08/07/2026. The stock was recently acquired through 401(k) Account Purchases, including open market purchases and transfers from a Flushing Financial Corp. Trust on 06/01/2026, totaling 113,463 shares.

OceanFirst Financial Corp. director John R. Buran reported an amended insider trade. On 2026-08-07, a 401(k) Plan associated with him sold 113,630 shares of Common Stock at $19.4036 per share, with the sale described as facilitating a rollover of assets from the 401(k) Plan. The amendment states it corrects the previously reported number of securities sold and notes that the form also reflects increases in beneficial ownership from exempt acquisitions under Rule 16b-3(c). Following the reported transactions, Buran is shown with 113,329 shares held directly.

OceanFirst Financial Corp. director John R. Buran reported selling 113,463 shares of common stock on August 7, 2026 at $19.4036 per share from a 401(k) Plan, leaving no indirect plan holdings. A separate entry shows 113,329 shares held directly after these transactions, and a footnote describes related exempt acquisitions under Rule 16b-3(c).

OceanFirst Financial Corp. reported a Q2 2026 net loss of $3.0 million, or $(0.04) per diluted share, as it closed the acquisition of Flushing Financial Corporation. Results included $42.8 million of merger-related expenses and other items that reduced net income by $33.6 million after tax.

Despite the loss, core banking metrics expanded. Net interest income rose to $120.7 million and net interest margin to 3.05%, helped by higher-yielding assets and the Flushing portfolio. Total assets increased to $23.27 billion, loans to $16.09 billion, and deposits to $17.76 billion.

The Flushing deal added $8.69 billion of assets and $7.44 billion of deposits, plus 30 New York–area branches. Management sold $1.31 billion of acquired multifamily loans at 92.25% of par and reinvested $1.20 billion of proceeds into liquid investment‑grade securities, lifting on-hand liquidity to 11.5% of assets and lowering the loan‑to‑deposit ratio to 91.6%. A concurrent $225 million equity raise from Warburg Pincus supported capital, with the Company’s common equity Tier 1 ratio at 10.72% and the Bank’s at 12.90%. Asset quality metrics remained stable, with non‑performing loans at 0.67% of total loans and the allowance for loan credit losses at 1.29%.

State Street Corporation reported beneficial ownership of common stock of OceanFirst Financial Corp. State Street and its investment adviser subsidiaries collectively beneficially own 3,869,335 shares of common stock, representing 4% of the class.

State Street reports no sole voting or dispositive power over the shares. It has shared voting power over 647,098 shares and shared dispositive power over 3,869,335 shares through affiliated investment advisers including SSGA Funds Management, Inc. and various State Street Global Advisors entities.

OceanFirst Financial Corp. reported a GAAP net loss of $3.0 million, or $(0.04) per diluted share, for the quarter ended June 30, 2026, compared with net income available to common stockholders of $16.2 million, or $0.28 per share, a year earlier and $20.5 million, or $0.36, in the prior quarter. Results were heavily affected by $42.8 million of non-recurring merger-related expenses from the acquisition of Flushing Financial Corporation, equal to about $0.48 per share after tax, which pushed the GAAP efficiency ratio to 98.88%.

Underlying performance was stronger: non-GAAP core earnings were $30.5 million, or $0.43 per diluted share, up from $17.7 million, or $0.31, a year earlier, and core pre-tax, pre-provision earnings rose to $44.5 million. Net interest income increased to $120.7 million and net interest margin expanded to 3.05% from 2.93% in the prior quarter, aided by the Flushing acquisition and organic commercial growth.

On June 1, 2026, OceanFirst completed the Flushing acquisition, adding $8.69 billion of assets, $6.19 billion of loans, $7.44 billion of deposits and 30 branches, and closed a $225 million strategic equity investment from Warburg Pincus. The company sold $1.31 billion of multifamily loans from Flushing at 92.25% of par and reinvested roughly $1.20 billion of proceeds into highly liquid investment-grade securities, reducing the regulatory commercial real estate concentration to 381%, lifting on-hand liquidity to 11.5% of assets and lowering the loan-to-deposit ratio to 91.60%. Asset quality remained controlled, with net loan charge-offs of $1.5 million, or 0.05% of average loans, and the allowance for loan credit losses increased to 1.29% of total loans. Capital stayed above “well-capitalized” levels, including an estimated common equity tier 1 ratio of 10.7%, while book value per common share declined to $24.50 and tangible book value per share to $18.19 following the merger and equity issuance. The board declared its 118th consecutive quarterly dividend of $0.20 per share, payable August 21, 2026 to stockholders of record on August 10, 2026.

Dimensional Fund Advisors LP, a Delaware limited partnership, reports that for Section 13(d) purposes it may be deemed to beneficially own 4,589,658 shares of OceanFirst Financial Corp common stock, representing 4.7% of the class as of June 30, 2026.

Dimensional has sole voting power over 4,504,979 shares and sole dispositive power over 4,589,658 shares, with no shared voting or dispositive power. All reported securities are owned by underlying funds and accounts it advises, and Dimensional disclaims beneficial ownership beyond this regulatory reporting.