FLUSHING FINANCIAL CORP: Merger Update

Here is the latest on the Flushing Financial Corp merger, explained in plain English.

1. What is happening?

Flushing Financial Corp, the parent company of Flushing Bank, is merging with OceanFirst Financial Corp. Shareholders from both companies have already approved the deal. If you are a Flushing shareholder, you will receive 0.85 shares of OceanFirst stock for every share of Flushing stock you currently own. This deal is valued at roughly $1.2 billion and is designed to create a larger, more competitive regional bank in the Northeast.

2. Why are they merging?

Banks often merge to grow larger and operate more efficiently. By joining forces, the companies expect to save $45 million annually by combining their back-office, technology, and administrative teams.

• Scale: OceanFirst brings a footprint stretching from Massachusetts to Virginia, while Flushing adds a strong presence in the New York City market.
• Efficiency: The combined company aims to use these cost savings to improve their competitive position in the banking industry.

3. What is the status of the deal?

The merger has cleared two major hurdles:

• Shareholder Approval: Investors voted to move forward on April 2, 2026.
• Regulatory Approval: The New York State Department of Financial Services and the Office of the Comptroller of the Currency have both signed off on the deal.

The final step is receiving approval from the Federal Reserve. Once that is granted, the companies expect to finalize the legal integration by the third quarter of 2026.

4. What does this mean for you as an investor?

• Your Shares: Because this is a stock-for-stock deal, your investment will transition into OceanFirst shares. Your investment value will now be tied to the performance of the combined company rather than Flushing alone.
• The Exchange Ratio: Keep a close eye on the 0.85 exchange ratio. Because you are receiving a fixed amount of OceanFirst stock, the actual dollar value of your holding will fluctuate based on OceanFirst’s current market price.
• No Action Required: Once the Federal Reserve approves the deal and it officially closes, your brokerage will automatically convert your shares. You do not need to take any manual action.

5. What are the risks?

The companies have noted that mergers come with inherent challenges. The projected $45 million in cost savings is an estimate, and there is always a risk that the actual integration of two different banking systems could be more expensive or time-consuming than planned. For a deep dive into these risks, you can search for the "joint proxy statement/prospectus" on the SEC website (sec.gov) or the banks' investor relations pages.

How to decide your next move

If you are currently holding Flushing stock, you are effectively choosing to become an OceanFirst investor. Before the deal closes, ask yourself:

1. Do I believe in the future of the combined company? Research OceanFirst’s recent performance and their strategy for the Northeast market.
2. Does this fit my portfolio? If you were specifically looking for exposure to a smaller, New York-focused bank, you may want to consider if the new, larger entity still aligns with your investment goals.

Disclaimer: I am an AI, not a financial advisor. This summary is for informational purposes only and should not be considered professional investment advice. Always do your own research or consult with a qualified financial advisor before making investment decisions.