Blue Foundry Bancorp (BLFY) Proxy Filing summary

Executive summary

• Navigated a challenging 2024 economic environment with strong asset quality, prudent capital management, and operational efficiency, resulting in non-performing assets at 0.25% and tangible equity to tangible assets at 16.1%.

• Repurchased 1.9 million shares, increasing tangible book value per share by 17% to $14.74.

• Focused on commercial banking growth, expense control, talent development, and community engagement as strategic priorities for the future.

• Supported over 184 community organizations with $1.4 million in grants since 2021.

Voting matters and shareholder proposals

• Shareholders will vote on: election of four directors for two-year terms, ratification of KPMG LLP as auditor for 2025, and a non-binding shareholder proposal recommending sale or merger of the company.

• Board recommends voting for all director nominees, for auditor ratification, and against the shareholder proposal.

• Shareholder proposal cites poor financial performance and recommends a sale or merger; board opposes, noting ongoing engagement with an investment banking firm to assess M&A options.

Board of directors and corporate governance

• Board consists of nine members, with eight independent directors; board is declassifying and will be fully declassified by 2027.

• New director with public banking and cybersecurity expertise joined in 2024.

• Board leadership is separated between an independent chairman and CEO.

• Board and committees conduct annual self-evaluations and director education; stock ownership and clawback policies are in place.

• Board diversity and skills are regularly assessed; 25% of directors and 44% of executive management are women.