OceanFirst director awarded 52,262 shares in merger

OCEANFIRST FINANCIAL CORP director Alfred A. DelliBovi reported an acquisition of 52,262 shares of Common Stock.

Rhea-AI Filing Summary

OCEANFIRST FINANCIAL CORP director Alfred A. DelliBovi reported an acquisition of 52,262 shares of Common Stock. The shares were received at no cash cost as part of the merger between OceanFirst Financial Corp, Flushing Financial Corporation, and Apollo Merger Sub Corp under an Agreement and Plan of Merger.

Each Flushing Financial common share was converted into the right to receive 0.85 OceanFirst share at the effective time of the merger, with cash paid instead of fractional shares. The reported holdings include 4,080 restricted stock units that vest in full on January 30, 2027.

Insider Trade Summary

Grant/Award: 52,262 shares

Grant/Award 1 txn

Insider DelliBovi Alfred A

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	52,262	$0.00	$0.00

Holdings After Transaction: Common Stock — 52,262 shares (Direct)

Footnotes (3)

1. F1. Represents shares of Issuer Common Stock received pursuant to the Agreement and Plan of Merger, dated December 29, 2025 (the "Merger Agreement"), by and among OceanFirst Financial Corp. (the "Issuer"), Flushing Financial Corporation ("FFIC"), and Apollo Merger Sub Corp. ("Merger Sub"). At the effective time of the merger (the "Effective Time"), each share of FFIC common stock outstanding immediately prior to the Effective Time was converted into the right to receive 0.85 shares of Issuer Common Stock (the "Exchange Ratio") with cash paid in lieu of any fractional shares, in accordance with the Merger Agreement.
2. F2. Reflects OceanFirst securities acquired pursuant to the terms of the Merger Agreement and agreements contemplated thereby.
3. F3. Includes 4,080 restricted stock units acquired pursuant to the terms of the Merger Agreement and agreements contemplated thereby, which cliff vest on January 30, 2027.

Key Figures

Shares acquired: 52,262 shares Price per share: $0.00 per share Total shares after transaction: 52,262 shares +2 more

5 metrics

Shares acquired 52,262 shares Common Stock received in merger-related grant/award acquisition

Price per share $0.00 per share Stated acquisition price for reported Common Stock grant

Total shares after transaction 52,262 shares Direct holdings of Alfred A. DelliBovi following the acquisition

Exchange ratio 0.85 shares OceanFirst shares per Flushing Financial common share under merger

Restricted stock units 4,080 RSUs Acquired under merger terms; cliff vest on January 30, 2027

Key Terms

Agreement and Plan of Merger, Exchange Ratio, restricted stock units, cliff vest, +1 more

5 terms

Agreement and Plan of Merger regulatory

"received pursuant to the Agreement and Plan of Merger, dated December 29, 2025"

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.

Exchange Ratio financial

"was converted into the right to receive 0.85 shares of Issuer Common Stock (the "Exchange Ratio")"

The exchange ratio is the number used to decide how many shares of one company you get for each share you own in another company during a merger or acquisition. It’s like a recipe that tells you how to swap shares fairly, ensuring both companies’ values are balanced. This ratio matters because it determines how ownership divides between the companies' shareholders.

restricted stock units financial

"Includes 4,080 restricted stock units acquired pursuant to the terms of the Merger Agreement"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

cliff vest financial

"restricted stock units ... which cliff vest on January 30, 2027"

A cliff vest is a schedule for stock options or restricted shares where no ownership rights are earned until a fixed date, after which a set portion becomes fully owned all at once — like a probation period that suddenly unlocks pay. Investors watch cliff vests because they influence when insiders can sell shares, affect staff retention and dilution timing, and help predict short-term changes in a company’s shareholder makeup.

Effective Time regulatory

"At the effective time of the merger (the "Effective Time"), each share of FFIC common stock"

The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.

FAQ

What insider transaction did OCEANFIRST FINANCIAL CORP (OCFC) report for Alfred A. DelliBovi?

Alfred A. DelliBovi reported acquiring 52,262 shares of OceanFirst Common Stock. The shares were received as merger consideration rather than through an open-market purchase, reflecting equity issued in connection with the completed merger structure.

How did Alfred A. DelliBovi receive OceanFirst (OCFC) shares in this Form 4?

He received OceanFirst shares pursuant to the Agreement and Plan of Merger among OceanFirst, Flushing Financial, and Apollo Merger Sub. Flushing Financial common shares were converted into rights to receive OceanFirst shares under the merger’s exchange terms.

What was the exchange ratio described in the OceanFirst (OCFC) Form 4 filing?

Each share of Flushing Financial Corporation common stock was converted into the right to receive 0.85 shares of OceanFirst Common Stock. Cash was paid instead of any fractional OceanFirst shares, according to the merger agreement’s exchange provisions.

How many OceanFirst (OCFC) shares does Alfred A. DelliBovi hold after this transaction?

Following the reported transaction, Alfred A. DelliBovi directly holds 52,262 shares of OceanFirst Common Stock. This total reflects the OceanFirst securities acquired pursuant to the merger agreement and related arrangements described in the filing’s footnotes.

What restricted stock units did Alfred A. DelliBovi receive in the OceanFirst (OCFC) merger?

His holdings include 4,080 restricted stock units in OceanFirst acquired under the merger terms. These restricted stock units are scheduled to cliff vest on January 30, 2027, meaning the full award vests at that single future vesting date.

Did Alfred A. DelliBovi pay cash for the OceanFirst (OCFC) shares reported in this Form 4?

The reported 52,262 OceanFirst shares were acquired at a stated price of $0.00 per share. They were received as equity consideration under the merger agreement rather than bought for cash in an open-market or privately negotiated purchase.

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Accepted by SEC EDGAR 06/03/2026 - 12:03 PM Learn about SEC filing dates

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^*

DelliBovi Alfred A

(Last) (First) (Middle)

110 WEST FRONT STREET

(Street)

RED BANK NEW JERSEY 07701

(City) (State) (Zip)

UNITED STATES

(Country)

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

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	06/01/2026		A		52,262	A	(1)(2)	52,262	D(3)

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. Represents shares of Issuer Common Stock received pursuant to the Agreement and Plan of Merger, dated December 29, 2025 (the "Merger Agreement"), by and among OceanFirst Financial Corp. (the "Issuer"), Flushing Financial Corporation ("FFIC"), and Apollo Merger Sub Corp. ("Merger Sub"). At the effective time of the merger (the "Effective Time"), each share of FFIC common stock outstanding immediately prior to the Effective Time was converted into the right to receive 0.85 shares of Issuer Common Stock (the "Exchange Ratio") with cash paid in lieu of any fractional shares, in accordance with the Merger Agreement.

2. Reflects OceanFirst securities acquired pursuant to the terms of the Merger Agreement and agreements contemplated thereby.

3. Includes 4,080 restricted stock units acquired pursuant to the terms of the Merger Agreement and agreements contemplated thereby, which cliff vest on January 30, 2027.

Remarks:

	/s/ Steven J. Tsimbinos, Power of Attorney	06/03/2026
	** 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.
* Form 4: SEC 1474 (03-26)