Ponce Financial (NASDAQ: PDLB) EVP receives new stock and option grants

Rhea-AI Filing Summary

Ponce Financial Group EVP and Chief Banking Officer Betty Yolainy Campiz reported new equity awards dated February 9, 2026. She received 10,000 shares of common stock at $0 per share, increasing her directly held common stock to 17,500 shares, plus 7,962 shares held indirectly through an ESOP.

She was also granted 12,500 non-premium stock options with a $16.87 exercise price and several premium stock option grants of 2,500 shares each with exercise prices from $18.56 to $19.91, generally vesting at 20% per year starting on specified dates between February 9, 2027 and February 4, 2031. Footnotes indicate earlier option awards that are fully or partially vested remain outstanding.

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^*

Campiz Betty Yolainy

(Last) (First) (Middle)

C/O PONCE BANK

2244 WESTCHESTER AVENUE

(Street)

BRONX NY 10462

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Ponce Financial Group, Inc. [ PDLB ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP and Chief Banking Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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	02/09/2026		A		10,000(1)	A	$0	17,500(2)	D
Common stock								7,962	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
Non-Premium Stock Options	$16.87	02/09/2026		A		12,500		02/09/2027	02/08/2036	Common Stock	12,500	$16.87	12,500(3)	D
Premium Stock Options	$18.56	02/09/2026		A		2,500		02/09/2027	02/08/2036	Common Stock	2,500	$18.56	2,500	D
Premium Stock Options	$18.89	02/09/2026		A		2,500		02/09/2028	02/08/2036	Common Stock	2,500	$18.89	2,500	D
Premium Stock Options	$19.23	02/09/2026		A		2,500		02/09/2029	02/08/2036	Common Stock	2,500	$19.23	2,500	D
Premium Stock Options	$19.57	02/09/2026		A		2,500		02/09/2030	02/08/2036	Common Stock	2,500	$19.57	2,500	D
Premium Stock Options	$19.91	02/09/2026		A		2,500		02/09/2031	02/08/2036	Common Stock	2,500	$19.91	2,500	D
Non-Premium Stock Options	$6.2							05/21/2021	05/20/2031	Common Stock	13,952		13,952(4)	D
Non-Premium Stock Options	$10.44							04/01/2023	03/31/2033	Common Stock	3,122		3,122(5)	D
Non-Premium Stock Options	$10.33							12/07/2024	12/06/2034	Common Stock	20,000		20,000(6)	D
Non-Premium Stock Options	$13.31							02/04/2026	02/03/2036	Common Stock	20,000		20,000(7)	D

Explanation of Responses:

1. Shares of restricted stock units vest annually at a rate of 20% per year commencing on February 9, 2027.

2. Includes 5,500 shares of restricted stock, 500 shares each will vest on December 7, 2026, December 7, 2027 and December 8, 2027 and 1,000 shares each will vest on February 4, 2027, February 4, 2028, February 4, 2029 and February 4, 2030.

3. Stock options commence vesting at a rate of 20% starting on February 9, 2027.

4. Stock options fully vested.

5. Stock options commenced vesting annually at a rate of 20% starting on April 1, 2023.

6. Stock options commence vesting annually at a rate of 20% starting on December 7, 2024.

7. Stock options commence vesting annually at a rate of 20% starting on February 4, 2026.

	/s/ Megan Foscaldi, as attorney in fact	02/10/2026
	** 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).
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FAQ

What equity awards did PDLB executive Betty Yolainy Campiz receive on February 9, 2026?

Betty Yolainy Campiz received 10,000 shares of PDLB common stock at $0 per share and multiple stock option grants, including 12,500 non-premium options at $16.87 and several 2,500-share premium option tranches with exercise prices ranging from $18.56 to $19.91.

How many PDLB common shares does Betty Yolainy Campiz beneficially own after this Form 4?

After the reported transactions, Betty Yolainy Campiz directly beneficially owns 17,500 shares of PDLB common stock and indirectly beneficially owns 7,962 additional shares through an ESOP, according to the filing’s beneficial ownership table and related disclosure for non-derivative securities.

What are the vesting terms for Betty Yolainy Campiz’s new PDLB restricted stock units and options?

The filing states restricted stock units vest annually at 20% per year starting February 9, 2027. Several option awards also vest at 20% annually, with commencement dates on April 1, 2023, December 7, 2024, February 4, 2026, and February 9, 2027, depending on grant.

What are the exercise prices and maturities of the new PDLB stock options granted to Campiz?

Non-premium options have a $16.87 exercise price and expire February 8, 2036. Premium options are granted at exercise prices of $18.56, $18.89, $19.23, $19.57, and $19.91, with each series expiring on February 8, 2036, as disclosed in the derivative securities table.

Does the PDLB Form 4 show any sales of shares by Betty Yolainy Campiz?

The reported transactions are coded as acquisitions, including grants of common stock and stock options. The tables list awards of derivative and non-derivative securities but do not show dispositions coded as sales in the excerpted Form 4 transaction details.

What prior PDLB option grants to Campiz remain outstanding according to this Form 4?

Outstanding non-premium options include awards with $6.20, $10.44, $10.33, and $13.31 exercise prices, covering 13,952, 3,122, 20,000, and 20,000 underlying shares, respectively. Footnotes note one grant is fully vested and others vest 20% annually from specified start dates.