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Stock grants and forfeiture for OceanFirst (OCFC) senior executive

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

Rhea-AI Filing Summary

OCEANFIRST FINANCIAL CORP senior executive Steven James Tsimbinos reported equity compensation changes and a forfeiture of unvested shares. On February 27, 2026, he acquired 13,844 and 20,765 shares of common stock as restricted share awards, with vesting tied to time and performance conditions under Rule 16b-3(c).

One grant vests in four equal annual installments beginning March 1, 2027, and another can vest on March 1, 2029 at approximately 33% to 100% based on performance from January 1, 2026 through December 31, 2028. On March 1, 2026, he disposed of 17,075 unvested performance-based restricted shares back to the issuer for failure to meet performance conditions. The filing also updates his stock option and indirect plan holdings.

Positive

  • None.

Negative

  • None.

Insights

Routine equity awards offset by forfeiture of prior performance shares.

The transactions show restricted stock awards to a senior executive alongside forfeiture of earlier performance-based shares. Two grants totaling 34,609 shares are structured with multi-year vesting and, for one grant, explicit performance hurdles over the 2026–2028 period.

The 17,075-share forfeiture reflects performance criteria from a 2023 award not being met, so those unvested shares return to the issuer at no cost. Overall beneficial ownership increases because new awards exceed forfeited shares, but all awards are unvested and contingent on future service and results.

The filing also restates stock option and plan-related holdings, clarifying current equity exposure but not implying any open-market buying or selling. These changes are typical of long-term incentive programs and do not, by themselves, signal a change in company outlook.

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*
Tsimbinos Steven James

(Last) (First) (Middle)
110 WEST FRONT STREET

(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 & Corp. Secretary
3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026
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 02/27/2026 A 13,844 A $0 203,938 D(1)
Common Stock 02/27/2026 A 20,765 A $0 224,703 D(2)
Common Stock 03/01/2026 D 17,075 D $0 207,628 D(3)
Common Stock 10,234 I By 401(k)(4)
Common Stock 7,759 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
Stock Option (right to buy) $29.01 03/01/2018 03/15/2027 Common Stock 37,500 37,500 D
Stock Option (right to buy) $27.4 03/01/2019 01/24/2028 Common Stock 12,915 12,915 D
Stock Option (right to buy) $25.2 03/01/2020 03/01/2029 Common Stock 50,335 50,335 D
Stock Option (right to buy) $20.44 03/01/2021 02/28/2030 Common Stock 76,790 76,790 D
Explanation of Responses:
1. Restricted shares awarded. Such shares vest in four equal annual installments beginning on March 1, 2027. Total includes other restricted shares that vest in the future.
2. Restricted shares awarded. Such shares vest on March 1, 2029 at approximately 33% to 100% depending on the attainment of defined performance criteria for the three year period from January 1, 2026 through December 31, 2028, or are forfeited if threshold performance is not met. Total includes other unvested restricted shares that vest in the future.
3. Represents forfeiture of unvested performance based restricted shares, originally awarded on February 28, 2023, for failure to satisfy performance conditions. Total includes other unvested shares that vest in the future.
4. This form reflects increases in beneficial ownership resulting from exempt acquisitions pursuant to Rule 16b-3(c).
Remarks:
/s/ Steven J. Tsimbinos, Power of Attorney 03/03/2026
** 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 transactions did OCFC executive Steven James Tsimbinos report?

He reported new restricted stock awards and a forfeiture of prior awards. On February 27, 2026, he received grants of 13,844 and 20,765 common shares, then on March 1, 2026, 17,075 unvested performance-based shares were forfeited back to OceanFirst Financial Corp.

How do the new restricted stock awards for OCFC’s Tsimbinos vest?

One award vests in four equal annual installments starting March 1, 2027. The other can vest on March 1, 2029 at approximately 33% to 100%, depending on defined performance criteria for the 2026–2028 period, or is forfeited if threshold performance is not met.

Why were 17,075 OCFC shares disposed of in Tsimbinos’s Form 4?

The 17,075 shares represent forfeited unvested performance-based restricted stock. These shares, originally awarded on February 28, 2023, did not satisfy required performance conditions, so they reverted to the issuer, reducing his unvested holdings without an open-market sale or cash proceeds.

Does the OCFC Form 4 show open-market buying or selling by Tsimbinos?

The Form 4 shows grants and forfeiture, not open-market trades. Acquisitions are labeled as restricted share awards under Rule 16b-3(c), while the disposition is a forfeiture to the issuer, so no purchase or sale on the public market is reported in this filing.

What performance period governs Tsimbinos’s new performance-based OCFC shares?

The performance-based restricted shares reference a three-year period from January 1, 2026 through December 31, 2028. Vesting on March 1, 2029 ranges from approximately 33% to 100%, depending on how well defined performance criteria are achieved over that timeframe.

How did the OCFC Form 4 update Tsimbinos’s option and plan holdings?

The filing lists updated totals for stock options and indirect plan holdings. It shows stock option balances and common shares held through a 401(k) and ESOP, clarifying his overall beneficial ownership, while not identifying new option exercises or sales in those plan accounts.
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