Flushing Financial Corporation (FFIC)
NASDAQ: FFIC · Real-Time Price · USD
16.06
-0.06 (-0.37%)
Apr 24, 2026, 4:00 PM EDT - Market closed
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EGM 2026

Apr 2, 2026

Operator

Thank you for standing by, and welcome to the Flushing Financial Corporation special meeting. I will now turn the call over to John Buran. Please go ahead.

John Buran
President and CEO, Flushing Financial

Good morning, and welcome to the 2026 virtual special shareholders meeting of Flushing Financial Corporation. I'm John Buran, President and CEO of Flushing Financial. Thank you for joining us today. As is our custom, we will conduct the business portion of our meeting first, and then I will address some questions submitted by shareholders at the end of the meeting. Though we may not be able to answer every question, we will do our best to provide a response to as many as possible. In keeping with the digital approach to this meeting, it is now shortly after 10 A.M. Eastern Daylight Saving Time on April 2, and this meeting is officially called to order. Now, I'd like to introduce members of the board and certain senior executives attending today's virtual meeting. Alfred DelliBovi, Chairman. Michael Azarian. James Bennett. Steven D'Iorio. Louis Grassi. Sam Han. Douglas Manditch.

John McCabe. Donna O'Brien. Caren Yoh. It is now my pleasure to introduce Flushing Bank's Senior Executive Vice Presidents: Michael Bingold, Chief Retail and Client Development Officer. Thomas Buonaiuto, Chief of Staff and Deposit Channel Executive. Alan Brewer, Chief Information Officer. Susan Cullen, Chief Financial Officer and Assistant Corporate Secretary. Francis Korzekwinski, Chief of Real Estate Lending. Douglas McClintock, General Counsel. Lastly, Chief Operating Officer and Corporate Secretary, Ms. Maria Grasso, will act as secretary of the meeting. I will now turn to her for some further introductions and to discuss some virtual meeting procedural items. Maria.

Maria Grasso
COO and Corporate Secretary, Flushing Financial

Thank you, John. I'd like to take a moment to recognize a few other virtual meeting attendees. Phillip Hyatt from our independent auditing firm, BDO USA, P.C. Peter Descovich from Broadridge, who is serving as our Inspector of Election for this meeting. Gary Simon, Partner of Hughes Hubbard & Reed LLP, Counsel to the Company. After the formal meeting has been adjourned, we will provide time for general questions. Only validated shareholders may ask questions in the designated field on the web portal. Out of consideration for others, please limit yourself to one question. Please note that this meeting is being recorded. However, no one attending via the webcast or telephone is permitted to use any audio recording device. The Board of Directors fixed February 20, 2026 as the record date for determining shareholders entitled to vote at this meeting.

I hereby confirm receipt of an affidavit of mailing from the mail coordinator, Broadridge, as proof of mailing of the notice of special meeting and joint proxy statement prospectus, a certified list of stockholders of record at the close of business on February 20, 2024, and the subscribed oath of Broadridge as Inspector of Election. As of the record date, there were 33,883,626 shares of common stock outstanding and entitled to vote at this meeting. We are informed by the Inspector of Election that a majority of the voting power of all issued and outstanding stock entitled to vote on the record date have voted, thus a quorum is present for all purposes. Now I will present the matters to be voted upon.

Proposal one, to adopt the agreement and plan of merger dated as of December 29, 2025 by and among Flushing Financial Corporation, OceanFirst Financial Corp, and Apollo Merger Sub Corp, and the transactions contemplated thereby. Approval of the Flushing Financial Corporation's merger proposal requires the affirmative vote of the holders of a majority of the outstanding shares of Flushing Financial Corporation's common stock entitled to vote on the merger agreement.

Proposal two, to approve on a non-binding advisory basis the compensation that Flushing Financial Corporation's named executive officers may receive in connection with the mergers pursuant to the agreements or arrangements with Flushing Financial Corporation. Approval of the Flushing Financial Corporation's compensation proposal requires the affirmative vote of a majority of votes cast at this special meeting by the holders of shares of Flushing Financial Corporation's common stock entitled to vote thereon.

Any shareholder who has not yet voted or wishes to change their vote may do so by clicking on the voting button on the web portal and following the instructions there. Shareholders who have sent in proxies or voted via telephone or internet and do not want to change their vote do not need to take any further action. Now that everyone has had the opportunity to vote, I now declare the polls for 2026 Flushing Financial Corporation special shareholders meeting closed. I will now turn the meeting back to John.

John Buran
President and CEO, Flushing Financial

Thank you, Maria. We will continue to count and finalize the voting following the meeting and promptly, publicly announce the results. I want to thank all of you for attending today's meeting and for your continuing support of Flushing Financial Corporation. This concludes the official business of the meeting, and the meeting is adjourned. I will now turn it over to the operator for the Q&A discussion.

Operator

We are reviewing some shareholder questions that have been submitted on the web portal. Please note we will attempt to answer as many questions as time allows, but only questions that are germane to the meeting will be addressed.

John Buran
President and CEO, Flushing Financial

Operator, are there any questions?

Operator

We are not showing any questions at this time.

John Buran
President and CEO, Flushing Financial

Seeing that there are no questions, I'd like to adjourn the meeting. Thank you very, very much for your participation. Have a good day.

Operator

This concludes t oday's meeting.

John Buran
President and CEO, Flushing Financial

Bye.

Operator

This concludes today's meeting. You may now disconnect.

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