OceanFirst Financial (OCFC) executive withholds 3,541 shares for taxes

Rhea-AI Filing Summary

OceanFirst Financial Corp Senior EVP & CRO David Berninger reported a tax-related share disposition, not an open-market sale. On March 4, 2026, 3,541 shares of common stock at $18.58 per share were withheld to cover taxes tied to vested restricted stock, as noted in the footnote stating no shares were sold. After this withholding, he directly owned 99,708 common shares and indirectly held 361 shares through an ESOP.

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^*

Berninger David

(Last) (First) (Middle)

110 WEST FRONT STREETT

(Street)

RED BANK NJ 07701

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
OCEANFIRST FINANCIAL CORP [ OCFC ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Senior EVP & CRO

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2026

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	03/04/2026		F		3,541	D	$18.58	99,708	D(1)
Common Stock								361	I	By ESOP

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

Explanation of Responses:

1. The reported shares were withheld to satisfy the tax liability in connection with the vesting of restricted stock. No shares were sold. Total includes unvested restricted stock.

Remarks:

	/s/ Steven J. Tsimbinos, Power of Attorney	03/06/2026
	** 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 insider transaction did OCFC executive David Berninger report?

David Berninger reported a tax-withholding share disposition, not an open-market sale. On March 4, 2026, 3,541 OceanFirst Financial common shares were withheld to satisfy tax liabilities from vested restricted stock, as clarified by the filing’s footnote.

Were any OceanFirst Financial (OCFC) shares actually sold in this Form 4?

No shares were sold in the usual market sense. The Form 4 states 3,541 shares were withheld solely to satisfy tax liabilities on restricted stock vesting, with a footnote explicitly confirming that no shares were sold and totals include unvested restricted stock.

How many OCFC shares does David Berninger own after this Form 4 transaction?

After the reported tax-withholding transaction, David Berninger directly owned 99,708 OceanFirst Financial common shares. He also indirectly held 361 additional shares through an ESOP arrangement, according to the ownership detail included in the Form 4 filing.

What price per share was used for the OCFC tax-withholding shares?

The Form 4 reports a price of $18.58 per share for the 3,541 OceanFirst Financial common shares withheld. This price was used for the tax-withholding disposition associated with the vesting of restricted stock, according to the transaction details.

What does transaction code F mean in the OCFC Form 4 filing?

Transaction code F indicates shares were used to pay a tax liability or exercise price. In this OceanFirst Financial filing, 3,541 shares were withheld to satisfy taxes upon restricted stock vesting, rather than being sold in an open-market transaction.