OceanFirst Financial Corp., the parent company of OceanFirst Bank N.A., and Flushing Financial Corp., which owns Flushing Bank, have announced a definitive agreement to merge. Following the merger, Flushing Bank will be integrated into OceanFirst Bank, with OceanFirst as the surviving entity. The transaction, valued at $579 million based on OceanFirst’s closing stock price of $19.76 on December 26, 2025, is expected to close in the second quarter of 2026.
The combined institution will expand its reach across New Jersey, Long Island, and New York markets. Upon completion, it is projected to hold approximately $23 billion in assets, $17 billion in total loans, and $18 billion in deposits across 71 retail branches.
As part of the deal, OceanFirst has also entered into an investment agreement with Warburg Pincus LLC affiliates for a committed investment of $225 million in newly issued equity securities. This investment is contingent upon the closing of the merger.
After the transaction concludes: about 30% of shares will be held by former Flushing stockholders; Warburg Pincus will own around 12%; and current OceanFirst shareholders will control approximately 58% of the new entity.
Christopher Maher, Chairman and CEO of OceanFirst, stated: “This acquisition represents a natural extension of our proven growth strategy. We are bringing together two highly complementary organizations, leveraging Flushing’s 95+ year distribution channel in Long Island and New York alongside OceanFirst’s relationship-driven business model and robust products and services. We share a disciplined credit philosophy and long-term commitment to the communities we serve and are highly confident that this combination will enable us to better support our customers and deliver meaningful value for shareholders.”
Maher will continue as CEO after the merger closes. John Buran, President and CEO of Flushing Financial Corp., will become non-executive Chairman of the Board at OceanFirst. The combined board will consist of seventeen members: ten from OceanFirst’s current board, six from Flushing’s board, plus one representative from Warburg Pincus.
Buran commented: “We are excited to partner with OceanFirst, an organization that shares our values and long-term vision. This transaction creates meaningful opportunities for our clients, employees, and communities while preserving the relationship-focused culture that has defined our bank for nearly a century. We look forward to taking the next step in our journey with OceanFirst and for our shareholders to participate in the future upside resulting from creating a scaled, more profitable franchise together.”
Todd Schell from Warburg Pincus will join as a director following closure. He said: “This combination marries OceanFirst’s scalable platform and robust product suite with Flushing’s distribution network and deep customer relationships. We have known both franchises for a long time – they share an underlying culture and philosophy and are complementary in ways that unlock strategic value for the combined entity. This is a natural combination that can produce strong returns for shareholders.”
Financial projections indicate that by 2027 there could be about 16% accretion to earnings per share (EPS), an internal rate of return near 24%, along with tangible book value dilution estimated at roughly 6%, which should be recovered within three years.
Under terms outlined by both companies: each share of Flushing common stock will convert into approximately 0.85 shares of OceanFirst common stock.
In connection with its capital raise plan involving Warburg Pincus: about 9.7 million shares at $19.76 per share—alongside another class equivalent to roughly 1.7 million non-voting shares—will be sold; additionally warrants representing up to approximately 11.4 million shares may be exercised if certain price conditions are met over seven years.
