About OceanFirst Financial Corp.

OceanFirst Financial Corp. (NASDAQ: OCFC) is the holding company for OceanFirst Bank N.A., a regional bank headquartered in Red Bank, New Jersey. founded in 1902, is a $14.6 billion regional bank providing financial services throughout New Jersey and in the major metropolitan areas between Massachusetts and Virginia.

OceanFirst Bank delivers commercial and residential financing, treasury management, trust and asset management, and deposit services and is one of the largest and oldest community-based financial institutions headquartered in New Jersey. It has grown from a local building and loan association into one of the largest community-based financial institutions in the Northeastern U.S.

Key Results

Net income available to common stockholders of $13.1 million, or $0.23 per diluted share, for the quarter ended December 31, 2025, a decrease from $20.9 million, or $0.36 per diluted share, for the corresponding prior year period, and $17.3 million, or $0.30 per diluted share, for the linked quarter.

For the year ended December 31, 2025, the Company reported net income available to common stockholders of $67.1 million, or $1.17 per diluted share, a decrease from $96.0 million, or $1.65 per diluted share, for the prior year.

Core earnings for the quarter and year ended December 31, 2025 were $23.5 million and $81.9 million, respectively, or $0.41 and $1.43 per diluted share, an increase from $22.1 million and a decrease from $93.6 million, or $0.38 and $1.60 per diluted share, for the corresponding prior year periods, and an increase from $20.3 million, or $0.36 per diluted share, for the linked quarter.

Core earnings PTPP for the quarter and year ended December 31, 2025 were $33.2 million and $122.6 million, respectively, or $0.58 and $2.13 per diluted share, an increase from $29.6 million and a decrease from $129.4 million, or $0.51 and $2.22 per diluted share, for the corresponding prior year periods, and an increase from $30.5 million, or $0.54 per diluted share, for the linked quarter.

Key Developments for the Recent Quarter

Net interest income increased by $4.6 million, or 5%, to $95.3 million, representing a 20% annualized growth rate and driving an increase in pre-tax pre-provision income of $2.7 million, or 9%, to $33.2 million. Total loans increased $474.0 million, representing an 18% annualized growth rate, primarily due to an increase in commercial loans. Loan originations were robust at $1.05 billion for the quarter, and the loan pipeline remained strong at $474.1 million.

Capital remained strong with an estimated common equity tier one capital ratio of 10.7% as of December 31, 2025 and was favorably impacted by the Company’s execution of a credit risk transfer on a $1.5 billion pool of residential loans. The credit protection significantly reduced the risk-weighted assets associated with these loans for regulatory capital purposes.

The Company’s Board of Directors declared its 116th consecutive quarterly cash dividend on common stock. The quarterly cash dividend on common stock of $0.20 per share will be paid on February 13, 2026 to common stockholders of record on February 2, 2026.

Results of Operations

The current quarter included an additional $7.4 million of restructuring charges for the outsourcing of residential loan originations and title business and $4.3 million of merger-related expenses for the anticipated merger with Flushing Financial Corporation. Additionally, the current quarter results included $1.3 million of one-time costs recorded in professional fees for the execution of the credit risk transfer.

Provision for Credit Losses

Provision for credit losses for the quarter and year ended December 31, 2025, was $3.7 million and $16.2 million, respectively, as compared to $3.5 million and $7.7 million for the corresponding prior year periods and $4.1 million in the linked quarter. The prior year included a $1.4 million initial provision for credit losses related to the acquisition of Spring Garden. The current quarter provision was primarily driven by overall improvements in asset quality and faster observed prepayment speeds, partly offset by net loan growth. The current quarter provision also includes a net reduction in reserves for unfunded loan balances of $608,000.

Financial Condition (Dec. 31, 2025 vs. Dec. 31, 2024)

Total assets increased by $1.14 billion to $14.56 billion, from $13.42 billion, primarily due to increases in loans and securities. Total loans increased by $913.9 million to $11.03 billion, from $10.12 billion, primarily due to an increase of $797.1 million in the total commercial portfolio. The loan pipeline increased by $167.4 million to $474.1 million, from $306.7 million, primarily due to an increase in the commercial loan pipeline of $267.1 million.

Total liabilities increased by $1.18 billion to $12.90 billion, from $11.72 billion primarily related to an increase in deposits and FHLB advances. Deposits increased by $898.1 million to $10.96 billion, from $10.07 billion, primarily due to increases in time deposits of $387.9 million and interest bearing deposits of $353.9 million.

Time deposits increased by $387.9 million to $2.47 billion, from $2.08 billion, representing 22.5% and 20.7% of total deposits, respectively. Time deposits included an increase in brokered time deposits of $535.1 million, partly offset by a decrease in retail time deposits of $149.0 million. The loans-to-deposit ratio was 100.6%, as compared to 100.5%.

Other liabilities decreased by $89.1 million to $209.3 million, from $298.4 million, mostly due to a decrease in the market values of derivatives associated with customer interest rate swaps and related collateral received from counterparties.

Total stockholders’ equity decreased to $1.66 billion, as compared to $1.70 billion, primarily due to the redemption of preferred stock for $55.5 million and capital returns comprised of dividends and share repurchases, partially offset by net income. Additionally, accumulated other comprehensive loss decreased by $13.7 million primarily due to increases in the fair market value of available-for-sale debt securities, net of tax. Noncontrolling interest decreased by $1.1 million due to the disposition of the title business.

Share Repurchase

During the year ended December 31, 2025, the Company repurchased 1,433,537 shares totaling $24.9 million at a weighted average cost of $17.21, which includes repurchases of exercised options and awards from employees outside of the share repurchase program.

On July 16, 2025, the Company announced its Board of Directors authorized a 2025 Stock Repurchase Program to repurchase up to an additional 3.0 million shares. As of December 31, 2025, the Company had 3,226,284 shares available for repurchase under the authorized repurchase programs.

Major Merger Announcement

In late December 2025, OceanFirst announced a definitive merger agreement with Flushing Financial Corporation with a goal to create a powerhouse regional bank with approximately $23 billion in assets. The deal significantly expands OceanFirst’s footprint in high-density New York markets, including Long Island, Queens, and Brooklyn. The merger is supported by a $225 million investment from private equity firm Warburg Pincus. The transaction is expected to close in the second quarter of 2026.