Columbia completes conversion and $580 million Northfield merger

The combined company said it has $18.0 billion in assets pro forma as of March 31, 2026, and will start trading on Nasdaq under CLBK on July 21.

Summary

Columbia Financial said it completed its second-step conversion from a mutual holding company structure and closed its previously announced merger with Northfield Bancorp, creating a combined bank with $18.0 billion in total assets on a pro forma basis as of March 31, 2026. The transaction leaves Columbia Bank fully owned by Columbia Financial, with the parent company fully owned by public stockholders. The merged company said it has $12.5 billion in total deposits, $11.9 billion in total loans held for investment, and more than 100 branches across New Jersey and in Staten Island and Brooklyn, New York. Northfield Bank, the subsidiary bank of Northfield, was merged into Columbia Bank. Columbia sold 167,236,353 shares at $10.00 each in the stock offering. Each share of Holding Company common stock held by public stockholders was exchanged for 2.2000 shares of Company common stock, with cash paid for fractional shares at $10.00 per share. Under the merger terms, each Northfield share was converted into either $14.25 in cash or 1.425 shares of Columbia common stock, or a mix of both, subject to elections and proration, for an aggregate transaction value of $580 million. Non-election shares will receive $8.06 in cash and 0.6185 of a Columbia share. Final consideration at closing is 70% stock and 30% cash. After the conversion share issuance, the acquisition, and cash adjustments for fractional shares, Columbia expects to have about 269,542,256 shares outstanding. The stock is set to begin trading on the Nasdaq Global Select Market on July 21, 2026, under the symbol CLBK. The company also named John P. Connors, Jr., Timothy C. Harrison, Steven M. Klein and Paul V. Stahlin, formerly directors of Northfield, to the boards of Columbia Financial and Columbia Bank. Klein was also appointed Senior Executive Vice President, Chief Operating Officer of the Company and the Bank. President and Chief Executive Officer Thomas J. Kemly said the deal creates one of the largest community banks headquartered in the region and provides excess capital to support growth, while Chairman, President and Chief Executive Officer of Northfield Steven M. Klein said the combination gives the institution greater scale, talent and financial strength in what he described as one of the most attractive banking markets in the country.

Terms & Concepts
  • mutual holding company structure: Bank ownership model with depositor roots
  • pro forma: Adjusted to show combined company figures
  • proration: Allocation method when elections exceed limits