Northfield Bancorp completes merger into Columbia Financial; shareholders receive $14.25 cash or 1.425 Columbia shares

on the Closing Date, Northfield Bancorp merged with and into Columbia Financial (the “Merger”), with Columbia Financial continuing as the surviving corporation in the Merger. Immediately following the effective time of the Merger (the “Effective Time”), Northfield Bancorp’s wholly owned banking subsidiary, Northfield Bank, merged with and into Columbia Financial’s wholly owned banking subsidiary, Columbia Bank (the “Bank Merger”), with Columbia Bank continuing as the surviving bank in the Bank Merger.

Immediately prior to the Effective Time, each share of Northfield Common Stock subject to time-based vesting that was outstanding immediately prior to the Effective Time fully vested and was treated as an issued and outstanding share of Northfield Common Stock for purposes of the Merger Agreement.

Immediately prior to the Effective Time, each performance-vesting restricted stock unit award of Northfield Bancorp accelerated in full and fully vested, with any applicable performance-based vesting condition deemed achieved at the greater of the target level of performance or actual annualized performance measured as of the most recent completed fiscal quarter, and was treated as an issued and outstanding share of Northfield Common Stock for purposes of the Merger Agreement.

On July 20, 2026, The NASDAQ Stock Market LLC (the “NASDAQ”) was notified that the Merger would be effective as of July 20, 2026, and it was requested that the NASDAQ (1) suspend trading of Northfield Common Stock, (2) withdraw Northfield Common Stock from listing on the NASDAQ following the closing of trading on July 20, 2026, and (3) file with the Securities and Exchange Commission (the “SEC”) a notification of delisting of Northfield Common Stock under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). As a result, Northfield Common Stock is no longer listed on the NASDAQ.

In furtherance of the foregoing, Columbia Financial, as successor to Northfield Bancorp, intends to file with the SEC certifications on Form 15 under the Exchange Act requesting the deregistration of Northfield Common Stock under Section 12(g) of the Exchange Act, and the corresponding immediate suspension of Northfield Bancorp’s reporting obligations under Sections 13 and 15(d) of the Exchange Act as promptly as practicable, and to cease filing any further periodic reports with respect to Northfield Bancorp as it no longer exists as a separate legal entity as a result of the Merger.

at the Effective Time, each holder of Northfield Common Stock immediately prior to the Effective Time ceased to have any rights with respect thereto, except the right to receive the Merger Consideration as described above and subject to the terms and conditions set forth in the Merger Agreement.

pursuant to the Merger Agreement, at the Effective Time, Northfield Bancorp was merged with and into Columbia Financial, with Columbia Financial surviving the Merger.

As of the Effective Time, and pursuant to the terms of the Merger Agreement, Northfield Bancorp’s directors and executive officers ceased serving as directors and executive officers of Northfield Bancorp.

as of the Effective Time and in accordance with the Merger Agreement, the size of the Board of Directors of Columbia Financial and Columbia Bank was increased by four members, and the following individuals, each of whom was a member of the board of directors of Northfield Bancorp immediately prior to the Effective Time, were appointed to the board of directors of Columbia Financial and Columbia Bank: Steven M. Klein, John P. Connors, Jr., Timothy C. Harrison and Paul V. Stahlin.

Steven M. Klein, the Chairman, President and Chief Executive Officer of Northfield Bancorp, was appointed as Senior Executive Vice President and Chief Operating Officer of Columbia Financial and Columbia Bank effective as of the Effective Time.

At the Effective Time, the Certificate of Incorporation of Northfield Bancorp and the Bylaws of Northfield Bancorp, as amended, ceased to be in effect by operation of law, and the organizational documents of Columbia Financial (as successor to Northfield Bancorp by operation of law) remained the Articles of Incorporation of and the Bylaws of Columbia Financial, in each case as in effect as of immediately prior to the Effective Time.