OceanFirst (NASDAQ: OCFC) SEVP Estep nets new stock awards, forfeits others

Rhea-AI Filing Summary

OCEANFIRST FINANCIAL CORP insider Michele B. Estep reported stock-based compensation changes and a forfeiture of unvested shares. On February 27, 2026, she acquired 13,844 restricted common shares that vest in four equal annual installments beginning March 1, 2027, and 20,765 restricted shares that may vest on March 1, 2029 at approximately 33% to 100% based on performance for the period from January 1, 2026 through December 31, 2028, or be forfeited if threshold performance is not met. These increases are described as exempt acquisitions under Rule 16b-3(c). On March 1, 2026, she disposed of 17,075 unvested performance-based restricted shares back to the issuer due to failure to satisfy performance conditions. After these transactions, she directly owned 182,311 common shares, held stock options covering 50,335 and 76,790 shares in two option positions, and indirectly held 3,980 common 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

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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^*

ESTEP MICHELE B

(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
	Officer (give title below)	X	Other (specify below)
			SEVP & CAO, OceanFirst Bank

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	178,621	D(1)
Common Stock	02/27/2026		A		20,765	A	$0	199,386	D(2)
Common Stock	03/01/2026		D		17,075	D	$0	182,311	D(3)
Common Stock								3,980	I	By ESOP(4)

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)	$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).
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FAQ

What insider transactions did Michele B. Estep report at OCEANFIRST FINANCIAL CORP (OCFC)?

Michele B. Estep reported restricted stock awards and a forfeiture of unvested shares. She received two common stock awards totaling 34,609 shares and forfeited 17,075 unvested performance-based shares returned to the issuer after performance conditions were not met.

How many OceanFirst (OCFC) shares does Michele B. Estep own after these Form 4 transactions?

After the reported transactions, Michele B. Estep directly owned 182,311 shares of OceanFirst common stock and indirectly held 3,980 shares through an ESOP. She also held stock options covering 50,335 shares and another option position covering 76,790 shares.

What are the vesting terms of Michele B. Estep’s new restricted stock awards at OCFC?

One restricted stock award of 13,844 shares vests in four equal annual installments beginning March 1, 2027. Another award of 20,765 shares can vest on March 1, 2029, at approximately 33% to 100% based on performance from 2026 through 2028.

Why were 17,075 OceanFirst (OCFC) shares disposed of in Michele B. Estep’s Form 4?

The 17,075 shares reflect forfeiture of unvested performance-based restricted stock originally awarded February 28, 2023. These shares were returned to the issuer after failing to satisfy defined performance conditions, and the disposition is recorded as a transfer back to the company.

Are Michele B. Estep’s recent OceanFirst (OCFC) stock awards open-market purchases?

The reported acquisitions are grants of restricted stock, not open-market purchases. The filing notes they are exempt acquisitions under Rule 16b-3(c), meaning they arise from the company’s compensation arrangements rather than transactions in the open market.

How is performance measured for Michele B. Estep’s 2029-vesting restricted shares at OCFC?

The award vesting March 1, 2029 vests at approximately 33% to 100% depending on defined performance criteria over January 1, 2026 to December 31, 2028. If threshold performance is not met for that three-year period, the shares are forfeited.