{"filing":{"accession_number":"0001193125-26-312412","cik":"0001493225","ticker":"NFBK","company_name":"Northfield Bancorp, Inc.","form":"8-K","filing_date":"2026-07-22","report_date":null,"primary_document":"d173115d8k.htm","primary_document_url":"https://www.sec.gov/Archives/edgar/data/1493225/000119312526312412/d173115d8k.htm"},"events":[{"id":19539,"run_id":17574,"accession_number":"0001193125-26-312412","anchor_item_number":"2.01","event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.97,"summary":"Northfield Bancorp completed a merger with Columbia Financial, with Columbia Financial as the surviving corporation. Northfield shareholders received $14.25 cash or 1.425 Columbia Financial shares per share, and Northfield's board members and CEO were appointed to roles at Columbia.","company_name":"Northfield Bancorp, Inc.","ticker":"NFBK","filing_date":"2026-07-22","form":"8-K","submitted_at":null,"items":[{"id":18644,"accession_number":"0001193125-26-312412","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"This Item 2.01 discloses the completion of a merger in which Northfield Bancorp merged with and into Columbia Financial, with Columbia Financial as the surviving corporation. The filing describes the Effective Time of the Merger, the conversion of Northfield Common Stock into merger consideration ($14.25 cash or 1.425 Columbia Financial shares per share), and the treatment of equity awards. This is a material acquisition/change of control event that would significantly affect a reasonable investor's assessment of the registrant.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T20:18:20.548755+00:00","company_name":"","ticker":null,"filing_date":""},{"id":18646,"accession_number":"0001193125-26-312412","item_number":"3.03","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 3.03 discloses material modifications to security holder rights arising from a merger transaction. The prose explicitly states that at the \"Effective Time,\" holders of Northfield Common Stock ceased to have rights except to receive \"Merger Consideration\" under a \"Merger Agreement.\" This is a change-of-control event where shareholders' equity interests are extinguished and replaced with merger consideration, which is the core substance of a material acquisition or merger (Items 2.01, 5.01 referenced). The modification of rights is a direct consequence of the merger completion.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T20:18:20.548755+00:00","company_name":"","ticker":null,"filing_date":""},{"id":18647,"accession_number":"0001193125-26-312412","item_number":"5.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.01 discloses a merger in which Northfield Bancorp was merged into Columbia Financial, with Columbia Financial as the surviving entity. This constitutes a change of control and material acquisition activity. The filing explicitly references the Merger Agreement and the Effective Time of the merger, which are hallmarks of M\u0026A completion disclosures under Item 2.01 and Item 5.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T20:18:20.548755+00:00","company_name":"","ticker":null,"filing_date":""},{"id":18648,"accession_number":"0001193125-26-312412","item_number":"5.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"This disclosure describes the completion of a merger between Northfield Bancorp and Columbia Financial, evidenced by the phrase \"as of the Effective Time\" and the Merger Agreement. The cessation of Northfield's directors and officers, combined with the appointment of four Northfield board members to Columbia's board and the appointment of Northfield's CEO to a senior role at Columbia, are all consequences of the merger's consummation. This is a material acquisition/change of control event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T20:18:20.548755+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":19540,"run_id":17574,"accession_number":"0001193125-26-312412","anchor_item_number":"3.01","event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"summary":"Northfield Common Stock was delisted from NASDAQ effective July 20, 2026, following completion of the merger with Columbia Financial. Columbia Financial intends to file Form 15 to deregister the stock and suspend reporting obligations.","company_name":"Northfield Bancorp, Inc.","ticker":"NFBK","filing_date":"2026-07-22","form":"8-K","submitted_at":null,"items":[{"id":18645,"accession_number":"0001193125-26-312412","item_number":"3.01","item_title":null,"event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"reasoning":"The filing discloses that Northfield Common Stock has been delisted from NASDAQ effective July 20, 2026, following completion of a merger with Columbia Financial. The company explicitly states that \"Northfield Common Stock is no longer listed on the NASDAQ\" and that Columbia Financial (as successor) intends to file Form 15 to deregister the stock and suspend reporting obligations. This is a terminal delisting event resulting from a change of control merger.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T20:18:20.548755+00:00","company_name":"","ticker":null,"filing_date":""}]},{"id":19541,"run_id":17574,"accession_number":"0001193125-26-312412","anchor_item_number":"5.03","event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"summary":"Upon the effective time of the merger, Northfield Bancorp's Certificate of Incorporation and Bylaws automatically ceased, and Columbia Financial's organizational documents became operative.","company_name":"Northfield Bancorp, Inc.","ticker":"NFBK","filing_date":"2026-07-22","form":"8-K","submitted_at":null,"items":[{"id":18649,"accession_number":"0001193125-26-312412","item_number":"5.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"reasoning":"This disclosure describes the automatic cessation of Northfield Bancorp's Certificate of Incorporation and Bylaws upon the effective time of a merger with Columbia Financial, with Columbia Financial's organizational documents becoming operative. While this is a governance matter (organizational documents), it is a routine administrative consequence of a merger transaction rather than a substantive amendment to articles or bylaws. The materiality of the underlying merger would be disclosed separately under Item 2.01 or 1.01; this Item 5.03 filing merely documents the mechanical effect on the organizational documents themselves.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T20:18:20.548755+00:00","company_name":"","ticker":null,"filing_date":""}]}],"classifications":[{"id":18644,"accession_number":"0001193125-26-312412","item_number":"2.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.99,"reasoning":"This Item 2.01 discloses the completion of a merger in which Northfield Bancorp merged with and into Columbia Financial, with Columbia Financial as the surviving corporation. The filing describes the Effective Time of the Merger, the conversion of Northfield Common Stock into merger consideration ($14.25 cash or 1.425 Columbia Financial shares per share), and the treatment of equity awards. This is a material acquisition/change of control event that would significantly affect a reasonable investor's assessment of the registrant.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T20:18:20.548755+00:00","company_name":"Northfield Bancorp, Inc.","ticker":"NFBK","filing_date":"2026-07-22"},{"id":18645,"accession_number":"0001193125-26-312412","item_number":"3.01","item_title":null,"event_type":"delisting_risk","event_domain":"terminal","is_material":true,"confidence":0.95,"reasoning":"The filing discloses that Northfield Common Stock has been delisted from NASDAQ effective July 20, 2026, following completion of a merger with Columbia Financial. The company explicitly states that \"Northfield Common Stock is no longer listed on the NASDAQ\" and that Columbia Financial (as successor) intends to file Form 15 to deregister the stock and suspend reporting obligations. This is a terminal delisting event resulting from a change of control merger.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T20:18:20.548755+00:00","company_name":"Northfield Bancorp, Inc.","ticker":"NFBK","filing_date":"2026-07-22"},{"id":18646,"accession_number":"0001193125-26-312412","item_number":"3.03","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 3.03 discloses material modifications to security holder rights arising from a merger transaction. The prose explicitly states that at the \"Effective Time,\" holders of Northfield Common Stock ceased to have rights except to receive \"Merger Consideration\" under a \"Merger Agreement.\" This is a change-of-control event where shareholders' equity interests are extinguished and replaced with merger consideration, which is the core substance of a material acquisition or merger (Items 2.01, 5.01 referenced). The modification of rights is a direct consequence of the merger completion.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T20:18:20.548755+00:00","company_name":"Northfield Bancorp, Inc.","ticker":"NFBK","filing_date":"2026-07-22"},{"id":18647,"accession_number":"0001193125-26-312412","item_number":"5.01","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.95,"reasoning":"Item 5.01 discloses a merger in which Northfield Bancorp was merged into Columbia Financial, with Columbia Financial as the surviving entity. This constitutes a change of control and material acquisition activity. The filing explicitly references the Merger Agreement and the Effective Time of the merger, which are hallmarks of M\u0026A completion disclosures under Item 2.01 and Item 5.01.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T20:18:20.548755+00:00","company_name":"Northfield Bancorp, Inc.","ticker":"NFBK","filing_date":"2026-07-22"},{"id":18648,"accession_number":"0001193125-26-312412","item_number":"5.02","item_title":null,"event_type":"ma_activity","event_domain":"operational","is_material":true,"confidence":0.92,"reasoning":"This disclosure describes the completion of a merger between Northfield Bancorp and Columbia Financial, evidenced by the phrase \"as of the Effective Time\" and the Merger Agreement. The cessation of Northfield's directors and officers, combined with the appointment of four Northfield board members to Columbia's board and the appointment of Northfield's CEO to a senior role at Columbia, are all consequences of the merger's consummation. This is a material acquisition/change of control event.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T20:18:20.548755+00:00","company_name":"Northfield Bancorp, Inc.","ticker":"NFBK","filing_date":"2026-07-22"},{"id":18649,"accession_number":"0001193125-26-312412","item_number":"5.03","item_title":null,"event_type":"governance_other","event_domain":"governance","is_material":false,"confidence":0.75,"reasoning":"This disclosure describes the automatic cessation of Northfield Bancorp's Certificate of Incorporation and Bylaws upon the effective time of a merger with Columbia Financial, with Columbia Financial's organizational documents becoming operative. While this is a governance matter (organizational documents), it is a routine administrative consequence of a merger transaction rather than a substantive amendment to articles or bylaws. The materiality of the underlying merger would be disclosed separately under Item 2.01 or 1.01; this Item 5.03 filing merely documents the mechanical effect on the organizational documents themselves.","classifier_version":"claude-haiku-4-5-20251001+prompt-a85dd512","taxonomy_version":"v1.3","classified_at":"2026-07-22T20:18:20.548755+00:00","company_name":"Northfield Bancorp, Inc.","ticker":"NFBK","filing_date":"2026-07-22"}]}