OCFC · OceanFirst Financial Corp.

OceanFirst Financial Corp. held a Special Meeting on April 6, 2026, where stockholders voted on two critical proposals related to the pending merger with Flushing Financial Corp. The first proposal, the OceanFirst Issuance Proposal, was approved with strong support, receiving 42,020,260 votes in favor versus 2,526,694 against. This approval authorizes the issuance of OceanFirst common stock to Flushing shareholders as consideration for the merger, as well as the issuance of equity securities to Warburg Pincus LLC under a separate Investment Agreement. However, the second proposal, the OceanFirst Exemption Amendment Proposal, was not approved, failing with 26,148,179 votes against and only 18,408,853 votes in favor. This proposal sought to amend the Certificate of Incorporation to exempt Warburg Pincus and its affiliates from certain charter restrictions. The rejection of this amendment introduces uncertainty regarding the Warburg investment structure, though the core merger issuance authority was granted. Regarding regulatory progress, the company disclosed that the New York State Department of Financial Services and the Office of the Comptroller of the Currency granted their approvals on March 23, 2026, and April 6, 2026, respectively. The transaction remains contingent upon approval from the Board of Governors of the Federal Reserve System. The record date for the meeting was February 20, 2026, with 57,402,016 shares outstanding and a quorum of 44,723,849 shares represented.