Blue Foundry (NASDAQ: BLFY) CLO exits shares, options via Fulton merger terms
Filing Impact
Filing Sentiment
Form Type
4
Rhea-AI Filing Summary
Blue Foundry Bancorp EVP and Chief Legal Officer Elyse D. Beidner disposed of her remaining Blue Foundry equity and options in connection with the company’s merger with Fulton Financial Corporation. Common shares held directly, through a 401(k), and through an ESOP were transferred back to the issuer, and her stock options were cancelled.
Under the merger agreement, each Blue Foundry common share was converted into the right to receive 0.650 shares of Fulton Financial common stock, with cash paid instead of fractional shares. Each cancelled option becomes a cash right equal to the spread between its $11.69 exercise price and the per share consideration of $13.6435, multiplied by the number of option shares.
Positive
- None.
Negative
- None.
Insider Trade Summary
4 transactions reported
Mixed
4 txns
Insider
Beidner Elyse D.
Role
EVP and Chief Legal Officer
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Disposition | Common Stock | 16,998 | $0.00 | -- |
| Disposition | Common Stock | 20,000 | $0.00 | -- |
| Disposition | Common Stock | 11,772 | $0.00 | -- |
| Disposition | Stock Options | 55,000 | $0.00 | -- |
Holdings After Transaction:
Common Stock — 0 shares (Direct);
Common Stock — 0 shares (Indirect, By 401(k));
Stock Options — 0 shares (Direct)
Footnotes (1)
- Pursuant to the Agreement and Plan of Merger, dated as of November 24, 2025 (the "Merger Agreement"), by and between the Issuer and Fulton Financial Corporation, each issued and outstanding share of Issuer common stock was converted into the right to receive 0.650 shares of Fulton Financial Corporation common stock (subject to the payment of cash in lieu of fractional shares). Stock options vest ratably for seven years commencing on October 19, 2023. In accordance with the Merger Agreement, each option to acquire common stock of the Issuer that is outstanding immediately prior to the effective time of the merger (whether vested or unvested), was cancelled and converted into the right to receive a cash payment, less applicable taxes and other withholdings, equal to the difference between the exercise price of the option and the per share consideration price ($13.6435), multiplied by the number of shares subject to such option.
Key Figures
Direct common shares disposed: 16,998 shares
401(k) shares disposed: 20,000 shares
ESOP shares disposed: 11,772 shares
+4 more
7 metrics
Direct common shares disposed
16,998 shares
Common Stock disposition to issuer by Elyse D. Beidner
401(k) shares disposed
20,000 shares
Common Stock indirectly held by 401(k) and disposed to issuer
ESOP shares disposed
11,772 shares
Common Stock indirectly held by ESOP and disposed to issuer
Stock options cancelled
55,000 options
Options on Common Stock disposed to issuer under merger agreement
Option exercise price
$11.69 per share
Exercise price for cancelled stock options
Per share consideration
$13.6435 per share
Cash consideration reference price for option cashout
Merger share exchange ratio
0.650 shares
Fulton Financial common stock per Blue Foundry common share
Key Terms
Agreement and Plan of Merger, per share consideration price, ESOP, 401(k), +1 more
5 terms
Agreement and Plan of Merger regulatory
"Pursuant to the Agreement and Plan of Merger, dated as of November 24, 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.
ESOP financial
"Common Stock indirectly owned, nature of ownership: By ESOP"
An Employee Stock Ownership Plan (ESOP) is a program that gives employees ownership shares in their company, often as part of their benefits package. It acts like a company-sponsored savings plan, allowing workers to have a stake in the company's success, which can boost motivation and loyalty. For investors, ESOPs can influence company decisions and stock value, making them an important aspect of corporate ownership and governance.
401(k) financial
"Common Stock indirectly owned, nature of ownership: By 401(k)"
A 401(k) is a type of retirement savings plan offered by employers that allows workers to set aside a portion of their paycheck before taxes are taken out. The money saved in a 401(k) can grow over time through investments, helping individuals build funds for their future retirement. It matters to investors because it provides a tax-advantaged way to save and invest for long-term financial security.
stock options vest ratably financial
"Stock options vest ratably for seven years commencing on October 19, 2023."
FAQ
What did BLFY executive Elyse D. Beidner report in this Form 4?
Elyse D. Beidner reported disposing of all remaining Blue Foundry Bancorp common shares and stock options. The transactions reflect transfers back to the issuer and option cancellations tied to the merger with Fulton Financial Corporation, rather than open-market buying or selling.
What happened to Elyse Beidner’s BLFY stock options in this filing?
Her Blue Foundry stock options were cancelled and converted into a cash right. The cash equals the difference between the option’s $11.69 exercise price and the $13.6435 per share consideration, multiplied by the number of option shares, less applicable taxes and withholdings.