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BLFY • CIK 0001846017
Blue Foundry Bancorp Blue Foundry Bancorp (the “Company”) is a Delaware corporation which became the holding company for Blue Foundry Bank (the “Bank”) on July 15, 2021, following the completion of the mutual-to-stock conversion of Blue Foundry, MHC. In connection with the conversion, the Company sold 27,772,500 shares of common stock, par value $0.01 per share, at a price of $10 per share, for gross proceeds of $277.7 million. The Company also contributed 750,000 shares of common stock and $1.5 million in cash to Blue Foundry Charitable Foundation, Inc. Shares of the Company’s common stock began trading on July 16, 2021 on the Nasdaq Global Select Market under the trading symbol “BLFY.” The Company owns all of the outstanding common stock of the Bank, and as such, is a bank holding company subject to regulation by the Federal Reserve Board. At December 31, 2025, the Company had assets of $2.17 billion, net loans of $1.68 billion and deposits of $1.51 billion. On November 24, 2025 , the Company entered into a definitive merger agreement (the “merger agreement”) with Fulton Financial Corporation (“Fulton”) pursuant to which the companies will combine in an all-stock merger. Under the terms of the merger agreement, the Company will merge with and into Fulton (the “Merger”), with Fulton surviving the Merger. Following the Merger, around the time of systems conversion, Blue Foundry Bank, a New Jersey-chartered stock savings bank and wholly owned subsidiary of Blue Foundry, will merge with and into Fulton Bank, N.A. (“Fulton Bank”), a national banking association and wholly owned subsidiary of Fulton (the “Bank Merger” and, together with the Merger, the “Transaction”), with Fulton Bank continuing as the surviving bank in the Bank Merger. Following the closing of the Merger, Blue Foundry shareholders will receive 0.65 shares of Fulton’s common stock for each share of Blue Foundry stock they own as of the date of the Merger closing. The implied total transaction value based on closing prices on November 21, 2025 , was approximately $243.0 million . The Transaction has been unanimously approved by the boards of directors of each company. On January 29, 2026 , Blue Foundry’s shareholders approved the planned Merger with Fulton at a special meeting. In addition, all required regulatory approvals have been obtained for the Transaction. The Merger is expected to be completed on or around April 1, 2026 , pending the satisfaction or waiver of the remaining customary closing conditions set forth in the merger agreement. Blue Foundry Bank The Bank is a New Jersey-chartered stock savings bank that was organized in 1939 as Boiling Springs Savings & Loan Association by the combination of the Rutherford Mutual Loan and Building Association, which had been founded in 1876, and the East Rutherford Savings, Loan and Building Association. In 1992, Boiling Springs Savings & Loan Association converted to a New Jersey-chartered mutual savings bank and became known as Boiling Springs Savings Bank. Boiling Springs Savings Bank’s name was changed to Blue Foundry Bank in 2019. 5 Blue Foundry Bank’s principal business consists of originating residential, multifamily and commercial real estate mortgages, construction, commercial and industrial loans and home equity loans and lines of credit in our principal market and surrounding areas. In addition, we occasionally lend outside of our branch network in more densely populated and metropolitan areas, adding diversification to our loan portfolio. We attract retail deposits from the general public in the areas surrounding our banking offices, through our borrowers, and through our online presence, offering a wide variety of deposit products. We also invest in securities. Our revenues are derived primarily from interest on loans and, to a lesser extent, interest on mortgage-backed and other investment securities. Our primary sources of funds are deposits, principal and interest payments on loans and securities and borrowings. Blue Foundry Bank is subject to comprehensive regulation and examination by the New Jersey Department of Banking and Insurance (“NJDOBI”) and the Federal Deposit Insurance Corporation (“FDIC”). Our website address is www.bluefoundrybank.com . Information on this website is not and should not be considered a part of this Annual Report on Form 10-K. Market Area Our market area is primarily northern New Jersey.…