OCEANFIRST FINANCIAL CORP

Previous wording

(5) Performance ratios for the three months ended June 30, 2026 included a net expense related to a net loss on equity investments, restructuring release, and merger related expenses of $43.0 million, or $33.6 million, net of tax benefit. Performance ratios for the three months ended March 31, 2026 included a net expense related to a net loss on equity investments, restructuring charges, and merger related expenses of $4.6 million, or $3.8 million, net of tax benefit. Performance ratios for the three months ended June 30, 2025 included a loss on redemption of preferred stock of $1.8 million and a net gain on equity investments of $488,000, or $373,000, net of tax expense.

Current wording

(5) Performance ratios for the three months ended September 30, 2026 included a net expense related to a net loss on equity investments, restructuring release, and merger related expenses of $37.0 million, or $30.5 million, net of tax benefit. Performance ratios for the three months ended June 30, 2026 included a net expense related to a net loss on equity investments, restructuring release, and merger related expenses of $43.0 million, or $33.6 million, net of tax benefit. Performance ratios for the three months ended September 30, 2025 included a net expense related to restructuring charges, a net loss on equity investments and a FDIC special assessment release of $3.9 million, or $3.0 million, net of tax benefit.

Previous wording

(10) Non-performing assets consist of non-performing loans, real estate acquired through foreclosure, and a non-performing investment acquired from Flushing. Non-performing loans and assets generally consist of all loans and investments 90 days or more past due and other loans in the process of foreclosure. It is the Company’s policy to cease accruing interest on all such loans and investments and to reverse previously accrued interest.

Current wording

(10) Non-performing assets consist of non-performing loans and real estate acquired through foreclosure. At June 30, 2026, non-performing assets also included a non-performing investment acquired from Flushing. Non-performing loans and assets generally consist of all loans and investments 90 days or more past due and other loans in the process of foreclosure. It is the Company’s policy to cease accruing interest on all such loans and investments and to reverse previously accrued interest.

Previous wording

On June 1, 2026, the Company completed its acquisition of Flushing and its results of operations from June 1, 2026 through June 30, 2026 are included in the consolidated results for the three and six months ended June 30, 2026, but are not included in the results of operations for the corresponding prior year periods.

Current wording

On June 1, 2026, the Company completed its acquisition of Flushing and its results of operations from June 1, 2026 through September 30, 2026 are included in the consolidated results for thethree and nine months ended September 30, 2026, but are not included in the results of operations for the corresponding prior year periods.

Previous wording

Net loss for the three months ended June 30, 2026 was $3.0 million, or $0.04 per diluted share, while net income available to common stockholders for the six months ended June 30, 2026 was $17.5 million, or $0.27 per diluted share, as compared to net income available to common stockholders of $16.2 million and $36.7 million, or $0.28 and $0.63 per diluted share, for the corresponding prior year periods, respectively. Dividends paid to preferred stockholders were $1.0 million and $2.0 million for the three and six months ended June 30, 2025. No such dividends were paid during the three and six months ended June 30, 2026 as the preferred stock was redeemed in the second quarter of 2025.

Current wording

Net income available to common stockholders for the three and nine months ended September 30, 2026 was $16.5 million and $33.9 million, or $0.17 and $0.45 per diluted share, respectively, as compared to $17.3 million and $54.0 million, or $0.30 and $0.94 per diluted share, for the corresponding prior year periods. Dividends paid to preferred stockholders were $0 and $2.0 million for the three and nine months ended September 30, 2025. No such dividends were paid during the three and nine months ended September 30, 2026 as, during the quarter ended June 30, 2025, the Company redeemed all of its preferred stock for an aggregate payment of $57.4 million, at a redemption price of $25.00 per share, which resulted in a net loss on redemption of $1.8 million for the nine months ended September 30, 2025.

Previous wording

Concurrent with the completion of the Merger, the Company raised $225 million of equity from affiliates of funds managed by Warburg Pincus, in which the Company issued and sold to Warburg Pincus 9.6 million shares of Company’s common stock, at $19.76 per share, 1,812 shares of a new class of NVCE Stock representing the economic equivalent of approximately 1.8 million shares of Company’s common stock, at $19,760 per share of NVCE Stock and issued to Warburg Pincus a warrant to purchase approximately 11.4 million shares of NVCE Stock with an exercise price of $19,760 per share of NVCE Stock.

Current wording

Concurrent with the completion of the Merger, the Company raised $225 million of equity from affiliates of funds managed by Warburg Pincus, in which the Company issued and sold to Warburg Pincus 9.6 million shares of the Company’s common stock, at $19.76 per share, 1,812 shares of a new class of NVCE Stock representing the economic equivalent of approximately 1.8 million shares of the Company’s common stock, at $19,760 per share of NVCE Stock and issued to Warburg Pincus a warrant to purchase approximately 11.4 million shares of NVCE Stock with an exercise price of $19,760 per share of NVCE Stock.

Previous wording

Net interest income represents the difference between income on interest-earning assets and expense on interest-bearing liabilities. Net interest income depends upon the relative amounts of interest-earning assets and interest-bearing liabilities and the interest rate earned or paid on them. For the three and six months ended June 30, 2026, interest income included net loan fees of $1.2 million and $2.3 million, respectively, as compared to $1.2 million and $2.6 million for the same prior year period.

Current wording

Net interest income represents the difference between income on interest-earning assets and expense on interest-bearing liabilities. Net interest income depends upon the relative amounts of interest-earning assets and interest-bearing liabilities and the interest rate earned or paid on them. For the three and nine months ended September 30, 2026, interest income included net loan fees of $1.7 million and $4.0 million, respectively, as compared to $1.4 million and $4.1 million for the same prior year periods.

Previous wording

The following tables set forth certain information relating to the Company for the three and six months ended June 30, 2026 and 2025. The yields and costs, which are annualized, are derived by dividing the income or expense by the average balance of the related assets or liabilities, respectively, for the periods shown except where noted otherwise. Average balances are derived from average daily balances. The yields and costs include certain fees and costs which are considered adjustments to yields.

Current wording

The following tables set forth certain information relating to the Company for the three and nine months ended September 30, 2026 and 2025. The yields and costs, which are annualized, are derived by dividing the income or expense by the average balance of the related assets or liabilities, respectively, for the periods shown except where noted otherwise. Average balances are derived from average daily balances. The yields and costs include certain fees and costs which are considered adjustments to yields.

Previous wording

Total assets increased by $8.71 billion to $23.27 billion, due to the acquisition of Flushing which added $8.69 billion to total assets. Total loans increased by $5.24 billion to $16.28 billion, from $11.03 billion, primarily due to Flushing totaling $6.19 billion partly offset by $1.31 billion of multifamily loans sold during the quarter for a price of $1.20 billion, net of costs to sell. Debt securities held-to-maturity and available-for-sale increased by $2.82 billion, primarily due to the acquisition of Flushing totaling $1.54 billion and the reinvestment of proceeds from the loan sales into securities. Bank owned life insurance increased by $233.6 million to $503.9 million, from $270.3 million driven by the acquisition of Flushing. As part of the acquisition of Flushing, the Company’s goodwill balance increased to $529.8 million, from $517.5 million and intangibles increased to $90.6 million, from $9.0 million.

Current wording

Total assets increased by $8.81 billion to $23.37 billion, due to the acquisition of Flushing which added $8.69 billion to total assets. Total loans increased by $5.46 billion to $16.49 billion, from $11.03 billion, primarily due to Flushing totaling $6.20 billion partly offset by $1.31 billion of multifamily loans sold in the prior quarter for a price of $1.20 billion, net of costs to sell. Debt securities held-to-maturity and available-for-sale increased by $2.65 billion, primarily due to the acquisition of Flushing totaling $1.56 billion and the reinvestment of proceeds from loan sales into securities. Bank owned life insurance increased by $237.1 million to $507.4 million, from $270.3 million driven by the acquisition of Flushing. As part of the acquisition of Flushing, the Company’s goodwill balance increased to $530.8 million, from $517.5 million, and intangibles increased to $84.5 million, from $9.0 million.

Previous wording

Other assets increased by $217.7 million to $367.0 million, from $149.3 million primarily due to revaluation of deferred tax assets as a result of the acquisition of Flushing and increase in market values of derivatives associated with customer interest rate swaps.

Current wording

Other assets increased by $278.5 million to $427.8 million, from $149.3 million, primarily due to deferred tax assets acquired from the Flushing acquisition and an increase in market values of derivatives associated with customer interest rate swaps.

Previous wording

Total liabilities increased by $7.96 billion to $20.86 billion, from $12.90 billion primarily due to the acquisition of Flushing, which added $8.16 billion. Deposits increased by $6.80 billion to $17.76 billion, from $10.96 billion, primarily due to acquired deposits from Flushing totaling $7.44 billion. Excluding Flushing, the decrease in deposits was primarily attributable to a decrease in government deposits due to seasonality. Time deposits increased by $1.74 billion to $4.21 billion, from $2.47 billion, representing 23.7% and 22.5% of total deposits, respectively. Time deposits included an increase in retail time deposits of $1.41 billion and brokered time deposits of $276.0 million. FHLB advances increased by $335.2 million to $1.73 billion, from $1.40 billion, partly due to Flushing and additional borrowing needs. Other borrowings increased by $238.0 million to $493.2 million, from $255.2 million driven by the addition of subordinated debt and trust preferred securities from the acquisition of Flushing. The loan-to-deposit ratio was 91.6%, as compared to 100.6%.

Current wording

Total liabilities increased by $8.07 billion to $20.97 billion, from $12.90 billion, primarily due to the acquisition of Flushing, which added $8.16 billion. Deposits increased by $7.11 billion to $18.08 billion, from $10.96 billion, primarily due to acquired deposits from Flushing. At the date of acquisition, the estimated fair value of Flushing deposits was $7.44 billion. Time deposits increased by $1.88 billion to $4.35 billion, from $2.47 billion, representing 24.1% and 22.5% of total deposits, respectively. Time deposits included an increase in retail time deposits of $1.44 billion and brokered time deposits of $439.6 million. FHLB advances increased by $377.8 million to $1.77 billion, from $1.40 billion, partly due to Flushing and additional borrowing needs. Other borrowings increased by $241.3 million to $496.6 million, from $255.2 million, driven by the addition of subordinated debt and trust preferred securities from the acquisition of Flushing. The loan-to-deposit ratio was 91.2%, as compared to 100.6%.

Previous wording

Other liabilities increased by $489.8 million to $699.1 million, from $209.3 million, mostly related to $337.0 million of unsettled security purchases and increases in market values of derivatives associated with customer interest rate swaps.

Current wording

Other liabilities increased by $292.3 million to $501.6 million, from $209.3 million, mostly related to increases in market values of derivatives associated with customer interest rate swaps.

Previous wording

Capital levels remain strong and in excess of “well-capitalized” regulatory levels at June 30, 2026, including the Company’s common equity tier one capital ratio of 10.72%.

Current wording

Capital levels remain strong and in excess of “well-capitalized” regulatory levels at September 30, 2026, including the Company’s common equity tier one capital ratio of 10.64%.

Previous wording

Total stockholders’ equity increased to $2.41 billion, as compared to $1.66 billion, primarily due to the acquisition of Flushing which added $535.6 million to stockholders’ equity. The current period also included a $225 million strategic investment from affiliates of funds managed by Warburg Pincus, in exchange for approximately 9.6 million shares of common stock, 1.8 million shares of NVCE Stock, and warrants to purchase 11.4 million shares of NVCE Stock. Additionally, accumulated other comprehensive loss increased by $1.2 million primarily due to decreases in the fair market value of available-for-sale debt securities and derivative hedges, net of tax.

Current wording

Total stockholders’ equity increased to $2.40 billion, as compared to $1.66 billion, primarily due to the acquisition of Flushing, which added $535.6 million to stockholders’ equity. The current period also included a $225 million capital raise consisting of approximately 9.6 million shares of common stock, 1.8 million shares of NVCE stock, and warrants to purchase 11.4 million shares of NVCE stock. Additionally, accumulated other comprehensive loss increased by $15.6 million, net of tax, primarily due to decreases in the fair market value of available-for-sale debt securities of $26.2 million partially offset by increases in the market value of derivative hedges of $9.9 million.

Previous wording

During the six months ended June 30, 2026, the Company repurchased 376,277 shares totaling $7.1 million representing a weighted average cost of $18.70, for repurchases of exercised options and vesting of awards from employees outside of the authorized share repurchase program. On June 1, 2026 the Company donated 273,973 shares totaling $5.0 million to the OceanFirst Foundation, which was funded through treasury stock. As of June 30, 2026, the Company had 3,226,284 shares available for repurchase under the authorized repurchase programs.

Current wording

During the nine months ended September 30, 2026, the Company repurchased 415,348 shares of common stock related to exercised options and vesting of employee awards outside of the authorized share repurchase program, at a weighted average cost of $18.76. The repurchases, including applicable excise tax, reduced stockholders’ equity by $7.9 million. As of September 30, 2026, the Company had 3,226,284 shares available for repurchase under the authorized repurchase programs. On June 1, 2026, the Company donated 273,973 shares totaling $5.0 million to the OceanFirst Foundation, which was funded through treasury stock.

Previous wording

The Company’s stockholders’ equity to assets ratio was 10.36%, as compared to 11.42% and book value per share decreased to $24.50, as compared to $28.97.

Current wording

The Company’s stockholders’ equity to assets ratio was 10.25%, as compared to 11.42% and book value per share decreased to $24.32, as compared to $28.97.

Previous wording

Comparison of Operating Results for the Three and Six Months Ended June 30, 2026 and June 30, 2025

Current wording

Comparison of Operating Results for the Three and Nine Months Ended September 30, 2026 and September 30, 2025

Previous wording

For the three months ended June 30, 2026, net loss was $3.0 million, or $0.04 per diluted share, as compared to net income available to common stockholders of $16.2 million, or $0.28 per diluted share, for the corresponding prior year period. For the six months ended June 30, 2026, net income available to common stockholders was $17.5 million, or $0.27 per diluted share, as compared to $36.7 million, or $0.63 per diluted share, for the corresponding prior year period. Net loss/income for the three and six months ended June 30, 2026 included merger-related expenses of $42.8 million and $46.9 million, respectively, a net loss of $347,000 and $701,000 on equity investments, and restructuring release of $71,000 and restructuring charge of $57,000, respectively. These items decreased net income by $33.6 million and $37.4 million, net of tax.

Current wording

Net income available to common stockholders for the three and nine months ended September 30, 2026 was $16.5 million and $33.9 million, or $0.17 and $0.45 per diluted share, respectively, as compared to $17.3 million and $54.0 million, or $0.30 and $0.94 per diluted share, for the corresponding prior year periods. Net income available to common stockholders for the three and nine months ended September 30, 2026 included merger-related expenses of $37.1 million and $84.0 million, respectively, a net loss of $10,000 and $711,000 on equity investments, and restructuring release of $49,000 and restructuring charge of $8,000, respectively. These items decreased net income by $30.5 million and $67.9 million, net of tax.

Previous wording

3 Flushing amounts refer to estimated fair values as of the June 1, 2026 acquisition date, unless otherwise noted.

Current wording

1 Flushing amounts refer to estimated fair values as of the June 1, 2026 acquisition date, unless otherwise noted.

Previous wording

Net income available to common stockholders for the three and six months ended June 30, 2025 included net gains on equity investments of $488,000 and $693,000, respectively, which increased net income by $373,000 and $529,000, net of tax. Additionally, net income available to common stockholders for the three and six months ended June 30, 2025 included a net loss on redemption of preferred stock of $1.8 million.

Current wording

Net income available to common stockholders for the three and nine months ended September 30, 2025 included restructuring charges of $4.1 million for both periods, an FDIC special assessment release of $210,000 for both periods, and a net loss of $7,000 and net gain of $686,000 on equity investments, respectively. These items decreased net income by $3.0 million and $2.5 million, net of tax. Additionally, net income available to common stockholders for the nine months ended September 30, 2025 included a net loss on redemption of preferred stock of $1.8 million.

Previous wording

Interest income for the three and six months ended June 30, 2026 increased to $209.6 million and $377.9 million, respectively, from $154.8 million and $308.5 million. The average balance of interest-earning assets increased by $3.81 billion and $2.53 billion, driven by $2.50 billion and $1.26 billion of average interest-earning assets acquired from Flushing and increases in commercial loans and securities. The average yield for interest-earning assets increased to 5.29% and 5.20%, from 5.14% for both prior periods, primarily due to the repricing of assets and new originations, and the addition of loans acquired from Flushing at higher yields.

Current wording

Interest income for the three and nine months ended September 30, 2026 increased to $301.7 million and $679.6 million, respectively, as compared to $162.2 million and $470.7 million. The average balance of interest-earning assets increased by $9.13 billion and $4.76 billion, driven by assets acquired from Flushing and increases in commercial loans and securities. The average yield for interest-earning assets increased to 5.57% and 5.36%, from 5.21% and 5.16%, primarily due to the net impact of the Flushing acquisition, as well as repricing of assets and new originations.

Previous wording

Interest expense increased to $88.9 million from $67.2 million. The average balance of interest-bearing liabilities increased by $3.25 billion, driven by liabilities assumed from Flushing, and the remainder attributable to increases in deposits and FHLB advances. The cost of average interest-bearing liabilities decreased to 2.74% from 2.77%, primarily due to repricing of deposits and, to a lesser extent, FHLB advances, partially offset by the addition of deposits acquired from Flushing at higher rates. The total cost of deposits was 2.06% for both periods.

Current wording

Interest expense increased to $129.6 million from $71.5 million. The average balance of interest-bearing liabilities increased by $7.62 billion, driven by liabilities assumed from Flushing, growth in deposits and increases in FHLB advances. The cost of average interest-bearing liabilities increased to 2.92% from 2.85%, primarily due to the full quarter impact of higher-cost deposits acquired from Flushing, partially offset by the repricing of deposits and, to a lesser extent, FHLB advances. The total cost of deposits increased 11 basis points to 2.17%, from 2.06%.

Previous wording

Interest expense increased to $160.7 million from $134.2 million. The average balance of interest-bearing liabilities increased by $2.23 billion, driven by the acquisition of Flushing, with the remaining increases related to deposits and FHLB advances. The cost of average interest-bearing liabilities decreased to 2.70% from 2.77%, primarily due to repricing of deposits and FHLB advances, partially offset by the addition of deposits acquired from Flushing at higher rates. The total cost of deposits decreased four basis points to 2.02% from 2.06%.

Current wording

Interest expense increased to $290.3 million from $205.8 million. The average balance of interest-bearing liabilities increased by $4.04 billion, driven by the acquisition of Flushing, with the remaining increases reflecting deposit growth and increased FHLB advances. The cost of average interest-bearing liabilities was 2.80% for both periods, primarily due to the full quarter impact of deposits acquired from Flushing at higher rates, offset by the net impact of repricing of deposits and FHLB advances. The total cost of deposits increased two basis points to 2.08% from 2.06%.

Previous wording

Net interest income for the three and six months ended June 30, 2026 increased to $120.7 million and $217.2 million, respectively, from $87.6 million and $174.3 million, reflecting the net impact of the interest rate environment and the acquisition of Flushing. Net interest margin increased to 3.05% and 2.99%, from 2.91% for both prior periods.

Current wording

Net interest income for the three and nine months ended September 30, 2026 increased to $172.1 million and $389.3 million, respectively, as compared to $90.7 million and $264.9 million, reflecting the net impact of the acquisition of Flushing and the interest rate environment. Net interest margin increased to 3.18% and 3.07%, from 2.91% for both prior periods.

Previous wording

Net loan charge-offs were $1.5 million and $2.2 million for the three and six months ended June 30, 2026, as compared to $2.2 million and $2.9 million for the corresponding prior year periods. Net loan charge-offs to average total loans were 0.05% and 0.04% for the three and six months ended June 30, 2026, as compared to 0.09% and 0.06% for the corresponding prior year periods.

Current wording

Net loan charge-offs were $1.5 million and $3.7 million for the three and nine months ended September 30, 2026, as compared to $617,000 and $3.5 million for the corresponding prior year periods. Annualized net loan charge-offs to average total loans were 0.04% for both the three and nine months ended September 30, 2026, as compared to 0.02% and 0.05% for the corresponding prior year periods.

Previous wording

Furthermore, there was also a decrease in fees and service charges of $1.8 million and a decrease in net gain on sale of loans of $1.2 million due to the discontinuation of residential loan originations, including the disposition of the title business at the beginning of the fourth quarter last year. In addition, the prior period included non-recurring other income of $1.1 million. This was partly offset by increases in net gain on other real estate operations of $1.5 million and commercial loan swap income of $1.4 million.

Current wording

Other income increased to $13.0 million, as compared to $12.3 million. The increase in other income of $715,000 was driven by an increase in income from bank owned life insurance of $2.5 million, partly offset by decreases in commercial loan swap income of $796,000. Additionally, net gain on sale of loans decreased by $683,000 due to the discontinuation of residential loan originations, including the disposition of the title business at the beginning of the fourth quarter last year.

Previous wording

Other income decreased to $17.3 million, as compared to $23.0 million. Other income was adversely impacted by net losses on equity investments of $701,000 in the current period. For the prior year period, other income was favorably impacted by net gains on equity investments of $693,000 and $1.4 million of other income from Flushing acquisition.

Current wording

Other income decreased to $30.4 million, as compared to $35.3 million. Other income included $711,000 of net losses on equity investments in the current period. The prior period other income included $686,000 of net gains on equity investments.

Previous wording

Furthermore, there was a decrease in fees and service charges of $3.6 million and a decrease in a net gain on sale of loans of $2.1 million due to the same drivers as noted above. In addition, the prior period included non-recurring other income of $1.9 million. This was partly offset by increases in net gain on other real estate operations of $1.3 million and commercial loan swap income of $1.1 million.

Current wording

Furthermore, there were decreases in fees and service charges of $3.4 million and net gain on sale of loans of $2.7 million, both due to the same discontinuation drivers noted above, partly offset by an increase in income from bank owned life insurance of $3.2 million. In addition, the prior period included non-recurring other income of $1.9 million.

Previous wording

The provision for income taxes was $496,000 and $7.0 million for the three and six months ended June 30, 2026, as compared to $5.8 million and $12.6 million for the same prior year periods. The effective tax rate was (19.6)% and 28.7% for the three and six months ended June 30, 2026, as compared to 23.2% and 23.7% for the same prior year period. The effective tax rate for the three and six months ended June 30, 2026 was adversely impacted by non-deductible merger related expenses, which were offset by a one-time revaluation of deferred taxes as a result of the Flushing acquisition. Excluding the impact of these adjustments, the effective tax rate would have been 28.1% and increased as a result of the new tax profile due to the acquisition of Flushing.

Current wording

The provision for income taxes was $13.0 million and $20.1 million for the three and nine months ended September 30, 2026, as compared to $5.2 million and $17.7 million for the same prior year periods. The effective tax rate was 44.2% and 37.2% for the three and nine months ended September 30, 2026, as compared to 22.9% and 23.4% for the same prior year periods. The effective tax rate for the three and nine months ended September 30, 2026 was adversely impacted by non-deductible merger-related expenses. The effective tax rate for the nine-month period was partially offset by the revaluation of deferred taxes as a result of the Flushing acquisition. Excluding the tax impact of non-deductible merger-related expenses, the effective tax rate would have been 26.6% and 29.5% for the three and nine months ended September 30, 2026, respectively.

Previous wording

The Company continually evaluates its on-balance sheet liquidity, including cash and unpledged securities and funding capacity at the FHLB and FRB Discount Window, and periodically tests each of its lines of credit. As of June 30, 2026, total on-balance sheet liquidity and funding capacity was $8.4 billion.

Current wording

The Company continually evaluates its on-balance sheet liquidity, including cash and unpledged securities and funding capacity at the FHLB and FRB Discount Window, and periodically tests each of its lines of credit. As of September 30, 2026, total on-balance sheet liquidity and funding capacity was $7.8 billion.

Previous wording

The Bank has a highly operational and granular deposit base, with long-standing client relationships across multiple customer segments providing stable funding. The vast majority of government deposits are protected by FDIC insurance as well as the State of New Jersey under the Government Unit Deposit Protection Act, which requires uninsured government deposits to be further collateralized by the Bank. At June 30, 2026, the Bank reported $9.31 billion of estimated uninsured deposits in its Call Report. This total included $3.69 billion of collateralized government deposits and $2.24 billion of intercompany deposits of fully consolidated subsidiaries, leaving estimated adjusted uninsured deposits of $3.38 billion, or 18.8% of total deposits. On-balance-sheet liquidity and funding capacity represented 249% of the estimated adjusted uninsured deposits.

Current wording

The Bank has a highly operational and granular deposit base, with long-standing client relationships across multiple customer segments providing stable funding. The vast majority of government deposits are protected by FDIC insurance as well as by the State of New Jersey under the Government Unit Deposit Protection Act, which requires uninsured government deposits to be further collateralized by the Bank. At September 30, 2026, the Bank reported $9.52 billion of estimated uninsured deposits in its Call Report. This total included $3.75 billion of collateralized government deposits and $2.31 billion of intercompany deposits of fully consolidated subsidiaries, leaving estimated adjusted uninsured deposits of $3.46 billion, or 18.8% of total deposits. On-balance-sheet liquidity and funding capacity represented 227% of the estimated adjusted uninsured deposits.

Previous wording

The primary sources of liquidity specifically available to the Parent Company are dividends from the Bank, proceeds from the sale of investments, and the issuance of debt and common stock. For the six months ended June 30, 2026, the Parent Company received $28.0 million dividend payments from the Bank. At June 30, 2026, the Parent Company held $99.8 million in cash and cash equivalents.

Current wording

The primary sources of liquidity specifically available to the Parent Company are dividends from the Bank, proceeds from the sale of investments, and the issuance of debt and common stock. For the nine months ended September 30, 2026, the Parent Company received $56.0 million dividend payments from the Bank. At September 30, 2026, the Parent Company held $103.3 million in cash and cash equivalents.

Previous wording

Upon completion of the acquisition, the Company subsequently sold $1.31 billion of acquired multifamily loans at a price of 92.25% and re-invested the $1.20 billion of net proceeds into highly-liquid, investment grade securities. The repositioning reduced commercial real estate concentration to 381%1, while increasing liquidity as indicated by on-hand liquidity 2 increasing to 11.5% of assets at June 30, 2026, from 5.3% at December 31, 2025.

Current wording

Upon completion of the acquisition, the Company subsequently sold $1.31 billion of acquired multifamily loans at a price of 92.25% and re-invested the $1.20 billion of net proceeds into highly-liquid, investment grade securities. The repositioning reduced commercial real estate concentration, while increasing liquidity.

Previous wording

As of June 30, 2026, the Bank pledged $11.84 billion of loans with the FHLB and FRB to enhance the Company’s borrowing capacity, which included collateral pledged to the FHLB to obtain a letter of credit to collateralize certain municipal deposits. The Bank also pledged $1.87 billion of securities to secure borrowings, enhance borrowing capacity, collateralize its repurchase agreements, and for other purposes required by law. The Company had $1.73 billion of FHLB advances, including $1.09 billion of outstanding FHLB term advances and $647.0 million of overnight borrowings as of June 30, 2026, as compared to $929.2 million of FHLB term advances and $468.0 million of overnight borrowings at December 31, 2025.

Current wording

As of September 30, 2026, the Bank pledged $12.02 billion of loans with the FHLB and FRB to enhance the Company’s borrowing capacity, which included collateral pledged to the FHLB to obtain a letter of credit to collateralize certain municipal deposits. The Bank also pledged $2.96 billion of securities to secure borrowings, enhance borrowing capacity, collateralize its repurchase agreements, and for other purposes required by law. The Company had $1.77 billion of FHLB advances, including $1.40 billion of outstanding FHLB term advances and $374.0 million of overnight borrowings as of September 30, 2026, as compared to $929.2 million of FHLB term advances and $468.0 million of overnight borrowings at December 31, 2025.

Previous wording

The Company’s cash needs for the six months ended June 30, 2026 were primarily satisfied by proceeds from sale of loans, the net proceeds from equity raise, FHLB advances, and primarily utilized for securities and loan growth.

Current wording

The Company’s cash needs for the nine months ended September 30, 2026 were primarily satisfied by proceeds from sale of loans and securities, the net proceeds from equity raise, FHLB advances, and primarily utilized for securities and loan growth.

Previous wording

In the normal course of business, the Bank routinely enters into various off-balance sheet commitments, primarily relating to the origination and funding of loans. At June 30, 2026, outstanding commitments to originate loans totaled $409.4 million and outstanding undrawn lines of credit totaled $2.18 billion, of which $1.94 billion were commitments to commercial and commercial construction borrowers and $241.9 million were commitments to consumer and residential construction borrowers. Commitments to fund undrawn lines of credit and commitments to originate loans are agreements to lend to a customer as long as there is no violation of any condition established in the existing contracts. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since some of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Company’s exposure to credit risk is represented by the contractual amount of the instruments.

Current wording

In the normal course of business, the Bank routinely enters into various off-balance sheet commitments, primarily relating to the origination and funding of loans. At September 30, 2026, outstanding commitments to originate loans totaled $541.2 million and outstanding undrawn lines of credit totaled $2.17 billion, of which $1.94 billion were commitments to commercial and commercial construction borrowers and $226.4 million were commitments to consumer and residential construction borrowers. Commitments to fund undrawn lines of credit and commitments to originate loans are agreements to lend to a customer as long as there is no violation of any condition established in the existing contracts. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. Since some of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Company’s exposure to credit risk is represented by the contractual amount of the instruments.

Previous wording

At June 30, 2026, the Company also had various contractual obligations, which included debt obligations of $2.29 billion, including finance lease obligations of $1.0 million, and an additional $71.1 million in operating lease obligations included in other liabilities. The Company expects to have sufficient funds available to meet current commitments in the normal course of business.

Current wording

At September 30, 2026, the Company also had various contractual obligations, which included debt obligations of $2.30 billion, including finance lease obligations of $923,000, and an additional $72.2 million in operating lease obligations included in other liabilities. The Company expects to have sufficient funds available to meet current commitments in the normal course of business.

Previous wording

Time deposits scheduled to mature in one year or less totaled $4.01 billion at June 30, 2026. If these deposits do not remain with the Company, it may need to seek other sources of funds, including other deposit products, advances from the Federal Home Loan Bank of New York and other borrowing sources. Depending on market conditions, the Company may be required to pay higher rates on such deposits or borrowings than it currently pays.

Current wording

Time deposits scheduled to mature in one year or less totaled $4.13 billion at September 30, 2026. If these deposits do not remain with the Company, it may need to seek other sources of funds, including other deposit products, advances from the Federal Home Loan Bank of New York and other borrowing sources. Depending on market conditions, the Company may be required to pay higher rates on such deposits or borrowings than it currently pays.

Previous wording

Under the Company’s stock repurchase program, shares of its common stock may be purchased in the open market and through privately-negotiated transactions, from time-to-time, depending on market conditions. The repurchased shares are held as treasury stock for general corporate purposes. For the three and six months ended June 30, 2026, the Company repurchased 198,827 and 376,277 shares of its common stock, totaling $3.7 million and $7.1 million, which represented shares in connection with the exercise of options and vesting of awards from employees to satisfy tax withholding obligations outside of the authorized share repurchase program. At June 30, 2026, there were 3,226,284 shares available to be repurchased under the authorized stock repurchase program.

Current wording

Under the Company’s stock repurchase programs, shares of its common stock may be purchased in the open market and through privately-negotiated transactions, from time-to-time, depending on market conditions. The repurchased shares are held as treasury stock for general corporate purposes. For the three and nine months ended September 30, 2026, the Company repurchased 39,071 and 415,348 shares of its common stock, totaling $763,000 and $7.9 million, including applicable excise tax, which represented shares in connection with the exercise of options and vesting of awards from employees to satisfy tax withholding obligations outside of the authorized share repurchase program. At September 30, 2026, there were 3,226,284 shares available to be repurchased under the authorized stock repurchase programs.

Previous wording

Cash dividends on common stock declared and paid during the six months ended June 30, 2026 were $23.0 million.

Current wording

Cash dividends on common stock declared and paid during the nine months ended September 30, 2026 were $42.7 million.

Previous wording

The following represents capital actions taken in conjunction with the Company’s acquisition of Flushing. On June 1, 2026, the Company raised $225 million in equity from affiliates of funds managed by Warburg Pincus, in exchange for approximately 9.6 million shares of common stock, 1.8 million shares of NVCE Stock, and warrants to purchase 11.4 million shares of NVCE Stock. Additionally, the Company donated 273,973 shares totaling $5.0 million to the OceanFirst Foundation, which was funded through treasury stock.

Current wording

On June 1, 2026, in conjunction with the Company’s acquisition of Flushing, the Company raised $225 million in equity from affiliates of funds managed by Warburg Pincus, in exchange for approximately 9.6 million shares of common stock, 1.8 million shares of NVCE Stock, and warrants to purchase 11.4 million shares of NVCE Stock. Additionally, the Company donated 273,973 shares totaling $5.0 million to the OceanFirst Foundation, which was funded through treasury stock.