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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 29, 2022
BLUE FOUNDRY BANCORP
(Exact Name of Registrant as Specified in its Charter)
| | | | | | | | | | | |
| Delaware | 001-40619 | 86-2831373 |
| (State or Other Jurisdiction) | (Commission File No.) | (I.R.S. Employer |
| of Incorporation) | | Identification No.) |
| | |
19 Park Avenue, Rutherford, New Jersey | | 07070 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (201) 939-5000
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, $0.01 par value | BLFY | The NASDAQ Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On December 29, 2022, Elizabeth Varki Jobes was appointed to the boards of directors of Blue Foundry Bancorp (the “Company”) and Blue Foundry Bank, effective immediately. There are no arrangements or understandings between Ms. Jobes and any other person pursuant to which Ms. Jobes became a director. Ms. Jobes is not a party to any transaction with the Company or Blue Foundry Bank that would require disclosure under Item 404(a) of Securities and Exchange Commission Regulation S-K. As of the date of this filing, Ms. Jobes’ committee appointments have not yet been finalized. A copy of the press release dated January 5, 2023 announcing the appointment of Ms. Jobes as a director is attached as Exhibit 99.1 of this Current Report on Form 8-K and is incorporated by reference into this Item 5.02.
Item 9.01 Financial Statements and Exhibits
a.Financial Statements of Businesses Acquired. Not applicable.
a.Pro Forma Financial Information. Not applicable.
a.Shell Company Transactions. Not applicable.
a.Exhibits.
Exhibit No. Description
104 Cover Page Interactive Data File (embedded within Inline XBRL document).
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
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| Blue Foundry Bancorp |
| | |
| DATE: January 5, 2023 | By: | /s/ James D. Nesci |
| | James D. Nesci |
| | President and Chief Executive Officer |