OCEANFIRST FINANCIAL CORP 10-Q

Item 4. Controls and Procedures (a) Disclosure Controls and Procedures The Company’s management, including the Company’s principal executive officer and principal financial officer, have evaluated the effectiveness of the Company’s “disclosure controls and procedures,” as such term is defined in Rule 13a-15(e) and 15d-15(e) promulgated under the Exchange Act. Based upon their evaluation, the principal executive officer and principal financial officer concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were effective. Disclosure controls and procedures are the controls and other procedures that are designed to ensure that the information required to be disclosed in the reports that the Company files or submits under the Exchange Act with the SEC (1) is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and (2) is accumulated and communicated to the Company’s management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure. (b) Changes in Internal Control Over Financial Reporting There were no changes in the Company’s internal control over financial reporting during the quarter ended June 30, 2026 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. SEC guidance permits that an assessment of internal controls over financial reporting of a recently acquired business may be excluded from management’s evaluation of disclosure controls and procedures for up to a year from the date of acquisition, and management has excluded Flushing from its reporting on internal control over financial reporting for the quarter ended June 30, 2026. Management will continue to evaluate the effectiveness of internal controls over financial reporting as it completes the integration of Flushing with the Company and will make changes to the internal control framework, as necessary. 21 Table of Contents OceanFirst Financial Corp. CONSOLIDATED STATEMENTS OF FINANCIAL CONDITION (dollars in thousands, except per share amounts) June 30, December 31, 2026 2025 (Unaudited) Assets Cash and due from banks $ 274,057 $ 135,130 Debt securities available-for-sale, at estimated fair value 2,067,668 1,231,827 Debt securities held-to-maturity, net of allowance for securities credit losses of $ 663 at June 30, 2026 and $ 811 at December 31, 2025 (estimated fair value of $ 2,803,466 at June 30, 2026 and $ 825,790 at December 31, 2025) 2,862,196 881,568 Equity investments 75,965 91,882 Restricted equity investments, at cost 180,711 129,329 Loans receivable, net of allowance for loan credit losses of $ 209,716 at June 30, 2026 and $ 83,726 at December 31, 2025 16,086,532 10,970,666 Loans held-for-sale — 5,768 Interest and dividends receivable 91,497 49,010 Other real estate owned 13,453 10,266 Premises and equipment, net 126,609 112,743 Bank owned life insurance 503,910 270,301 Goodwill 529,836 517,481 Intangibles 90,613 9,046 Other assets 366,963 149,300 Total assets $ 23,270,010 $ 14,564,317 Liabilities and Stockholders’ Equity Deposits $ 17,760,073 $ 10,964,405 FHLB advances 1,732,373 1,397,179 Securities sold under agreements to repurchase with customers 61,329 54,434 Other borrowings 493,216 255,233 Advances by borrowers for taxes and insurance 112,876 21,245 Other liabilities 699,063 209,271 Total liabilities 20,858,930 12,901,767 Stockholders’ equity: Preferred stock, $ 0.01 par value, $ 1,000 liquidation preference, 5,000,000 shares authorized, no shares issued at June 30, 2026 and December 31, 2025, respectively — — Common stock, $ 0.01 par value, 150,000,000 shares authorized, 102,258,357 and 62,942,427 shares issued at June 30, 2026 and December 31, 2025, respectively; and 96,604,195 and 57,390,569 shares outstanding at June 30, 2026 and December 31, 2025, respectively 1,017 625 Non-voting common-equivalent stock, $ 0.00001 par value, 13,500,000 shares authorized, 1,812,000 shares issued at June 30, 2026 and no shares issued at December 31, 2025 30,448 — Additional paid-in capital 1,843,530 1,118,331 Retained earnings 657,121 662,616 Accumulated other comprehensive loss ( 3,376 ) ( 2,159 ) Less: Unallocated common stock held by ESOP ( 681 ) ( 1,301 ) Treasury stock, 5,654,162 and 5,551,858 shares at June 30, 2026 and December 31, 2025, respectively ( 116,979 ) ( 115,562 ) Total stockholders’ equity 2,411,080 1,662,550 Total liabilities and stockholders’ equity $ 23,270,010 $ 14,564,317 See accompanying Notes to Unaudited Consolidated Financial Statements. 22 Table of Contents OceanFirst Financial Corp. CONSOLIDATED STATEMENTS OF INCOME (in thousands, except per share amounts) For the Three Months Ended June 30, For the Six Months Ended June 30, 2026 2025 2026 2025 (Unaudited) (Unaudited) Interest income: Loans $ 178,982 $ 135,478 $ 324,306 $ 268,497 Debt securities 26,633 15,950 46,443 33,220 Equity investments and other 3,989 3,397 7,146 6,811 Total interest income 209,604 154,825 377,895 308,528 Interest expense: Deposits 68,308 52,273 122,003 103,319 Borrowed funds 20,566 14,916 38,715 30,921 Total interest expense 88,874 67,189 160,718 134,240 Net interest income 120,730 87,636 217,177 174,288 Provision for credit losses 4,002 3,039 6,740 8,379 Net interest income after provision for credit losses 116,728 84,597 210,437 165,909 Other income (loss): Bankcard services revenue 1,772 1,619 3,401 3,082 Trust and asset management revenue 384 374 817 780 Fees and service charges 3,389 4,969 6,202 9,681 Net gain on sales of loans 38 1,177 10 2,035 Net (loss) gain on equity investments ( 347 ) 488 ( 701 ) 693 Net gain (loss) from other real estate operations 1,203 ( 260 ) 1,039 ( 276 ) Income from bank owned life insurance 2,471 1,786 4,345 3,638 Commercial loan swap income 1,654 207 1,999 827 Other 34 1,373 234 2,526 Total other income 10,598 11,733 17,346 22,986 Operating expenses: Compensation and employee benefits 50,202 40,242 89,686 76,982 Occupancy 7,333 5,454 13,165 10,951 Equipment 1,111 869 2,032 1,790 Marketing 1,894 1,541 2,857 2,649 Federal deposit insurance and regulatory assessments 4,130 2,898 7,345 5,881 Data processing 7,655 6,808 14,707 13,455 Check card processing 1,097 1,156 2,195 2,326 Professional fees 3,405 4,336 6,627 6,761 Amortization of intangibles 2,586 906 3,434 1,846 Merger related expenses 42,765 — 46,915 — Restructuring (release) charges ( 71 ) — 57 — Other operating expenses 7,752 7,264 14,242 13,127 Total operating expenses 129,859 71,474 203,262 135,768 (Loss) Income before provision for income taxes ( 2,533 ) 24,856 24,521 53,127 Provision for income taxes 496 5,771 7,044 12,579 Net (loss) income ( 3,029 ) 19,085 17,477 40,548 Net income (loss) attributable to non-controlling interest — 39 — ( 7 ) Net (loss) income attributable to OceanFirst Financial Corp. ( 3,029 ) 19,046 17,477 40,555 Dividends on preferred shares — 1,004 — 2,008 Loss on redemption of preferred stock — 1,842 — 1,842 Net (loss) income available to common stockholders $ ( 3,029 ) $ 16,200 $ 17,477 $ 36,705 Basic (loss) earnings per share $ ( 0.04 ) $ 0.28 $ 0.27 $ 0.63 Diluted (loss) earnings per share $ ( 0.04 ) $ 0.28 $ 0.27 $ 0.63 Average basic shares outstanding 70,239 57,738 63,630 57,889 Average diluted shares outstanding 70,239 57,740 63,638 57,891 See accompanying Notes to Unaudited Consolidated Financial Statements. 23 Table of Contents OceanFirst Financial Corp. CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (in thousands) For the Three Months Ended June 30, For the Six Months Ended June 30, 2026 2025 2026 2025 (Unaudited) (Unaudited) Net (loss) income $ ( 3,029 ) $ 19,085 $ 17,477 $ 40,548 Other comprehensive (loss) income: Net unrealized gain (loss) on debt securities (net of tax expense of $ 484 and tax benefit of $ 304 in 2026 and tax expense of $ 542 and $ 1,330 in 2025, respectively) 1,724 1,693 ( 748 ) 4,166 Accretion of unrealized loss on debt securities reclassified to HTM (net of tax expense of $ 37 and $ 77 in 2026 and $ 74 and $ 118 in 2025, respectively) 54 109 112 173 Unrealized loss on cash flow derivative hedges (net of tax benefit of $ 237 for both periods in 2026 and $ 31 and $ 30 in 2025, respectively) ( 581 ) ( 93 ) ( 581 ) ( 93 ) Reclassification adjustment for losses included in net income (net of tax expense of $ 35 and $ 55 in 2025, respectively) — 106 — 170 Total other comprehensive income (loss), net of tax 1,197 1,815 ( 1,217 ) 4,416 Total comprehensive (loss) income ( 1,832 ) 20,900 16,260 44,964 Less: comprehensive income (loss) attributable to non-controlling interest — 39 — ( 7 ) Comprehensive (loss) income attributable to OceanFirst Financial Corp. ( 1,832 ) 20,861 16,260 44,971 Less: dividends on preferred shares — 1,004 — 2,008 Less: loss on redemption of preferred stock — 1,842 — 1,842 Total comprehensive (loss) income available to common stockholders $ ( 1,832 ) $ 18,015 $ 16,260 $ 41,121 See accompanying Notes to Unaudited Consolidated Financial Statements. 24 OceanFirst Financial Corp. CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (dollars in thousands, except per share amounts) (Unaudited) For the Three Months Ended June 30, 2026 and 2025 Preferred Stock Common Stock Non-Voting Common-Equivalent Stock Additional Paid-In Capital Retained Earnings Accumulated Other Comprehensive (Loss) Income Employee Stock Ownership Plan Treasury Stock Non-Controlling Interest Total Balance at March 31, 2025 $ 1 $ 625 $ — $ 1,170,179 $ 650,546 $ ( 13,252 ) $ ( 2,232 ) $ ( 97,545 ) $ 795 $ 1,709,117 Net income — — — — 19,046 — — — 39 19,085 Other comprehensive income, net of tax — — — — — 1,815 — — — 1,815 Stock compensation — — — 808 — — — — — 808 Allocation of ESOP stock — — — ( 36 ) — — 310 — — 274 Cash dividend - $ 0.20 per share — — — — ( 11,651 ) — — — — ( 11,651 ) Exercise of stock options — — — 17 — — — — — 17 Repurchase 1,003,550 shares of common stock — — — — — — — ( 17,411 ) — ( 17,411 ) Preferred stock dividend — — — — ( 1,004 ) — — — — ( 1,004 ) Redemption of preferred stock ( 1 ) — — ( 55,527 ) ( 1,842 ) — — — — ( 57,370 ) Balance at June 30, 2025 $ — $ 625 $ — $ 1,115,441 $ 655,095 $ ( 11,437 ) $ ( 1,922 ) $ ( 114,956 ) $ 834 $ 1,643,680 Balance at March 31, 2026 $ — $ 629 $ — $ 1,121,646 $ 671,657 $ ( 4,573 ) $ ( 991 ) $ ( 119,000 ) $ — $ 1,669,368 Net loss — — — — ( 3,029 ) — — — — ( 3,029 ) Other comprehensive income, net of tax — — — — — 1,197 — — — 1,197 Stock compensation — — — 2,918 — — — — — 2,918 Allocation of ESOP stock — — — ( 3 ) — — 310 — — 307 Cash dividend - $ 0.20 per share — — — — ( 11,507 ) — — — — ( 11,507 ) Repurchase of 198,827 shares of common stock — — — 65 — — — ( 3,670 ) — ( 3,605 ) Issuance of common stock for merger with Flushing — 293 — 535,295 — — — — — 535,588 Net proceeds from capital raise — 95 30,448 184,300 — — — — — 214,843 Shares issued to OceanFirst foundation — — — ( 691 ) — — — 5,691 — 5,000 Balance at June 30, 2026 $ — $ 1,017 $ 30,448 $ 1,843,530 $ 657,121 $ ( 3,376 ) $ ( 681 ) $ ( 116,979 ) $ — $ 2,411,080 25 Table of Contents OceanFirst Financial Corp. CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (dollars in thousands, except per share amounts) (Unaudited) For the Six Months Ended June 30, 2026 and 2025 Preferred Stock Common Stock Non-Voting Common-Equivalent Stock Additional Paid-In Capital Retained Earnings Accumulated Other Comprehensive (Loss) Income Employee Stock Ownership Plan Treasury Stock Non-Controlling Interest Total Balance at December 31, 2024 $ 1 $ 613 $ — $ 1,168,321 $ 641,727 $ ( 15,853 ) $ ( 2,542 ) $ ( 90,617 ) $ 1,107 $ 1,702,757 Net income — — — — 40,555 — — — ( 7 ) 40,548 Other comprehensive income, net of tax — — — — — 4,416 — — — 4,416 Stock compensation — 12 — 2,534 — — — — — 2,546 Allocation of ESOP stock — — — ( 54 ) — — 620 — — 566 Cash dividend - $ 0.40 per share — — — — ( 23,337 ) — — — — ( 23,337 ) Exercise of stock options — — — 136 — — — — — 136 Repurchase 1,401,945 shares of common stock — — — 31 — — — ( 24,339 ) — ( 24,308 ) Preferred stock dividend — — — — ( 2,008 ) — — — — ( 2,008 ) Redemption of preferred stock ( 1 ) — — ( 55,527 ) ( 1,842 ) — — — — ( 57,370 ) Distributions to non-controlling interest — — — — — — — — ( 266 ) ( 266 ) Balance at June 30, 2025 $ — $ 625 $ — $ 1,115,441 $ 655,095 $ ( 11,437 ) $ ( 1,922 ) $ ( 114,956 ) $ 834 $ 1,643,680 Balance at December 31, 2025 $ — $ 625 $ — $ 1,118,331 $ 662,616 $ ( 2,159 ) $ ( 1,301 ) $ ( 115,562 ) $ — $ 1,662,550 Net income — — — — 17,477 — — — — 17,477 Other comprehensive loss, net of tax — — — — — ( 1,217 ) — — — ( 1,217 ) Stock compensation — 3 — 3,868 — — — — — 3,871 Allocation of ESOP stock — — — ( 9 ) — — 620 — — 611 Cash dividend - $ 0.40 per share — — — — ( 22,972 ) — — — — ( 22,972 ) Exercise of stock options — 1 — 2,322 — — — — — 2,323 Repurchase 376,277 shares of common stock — — — 114 — — — ( 7,108 ) — ( 6,994 ) Issuance of common stock for merger with Flushing — 293 — 535,295 — — — — — 535,588 Net proceeds from capital raise — 95 30,448 184,300 — — — — — 214,843 Shares issued to OceanFirst foundation — — — ( 691 ) — — — 5,691 — 5,000 Balance at June 30, 2026 $ — $ 1,017 $ 30,448 $ 1,843,530 $ 657,121 $ ( 3,376 ) $ ( 681 ) $ ( 116,979 ) $ — $ 2,411,080 See accompanying Notes to Unaudited Consolidated Financial Statements. 26 Table of Contents OceanFirst Financial Corp. CONSOLIDATED STATEMENTS OF CASH FLOWS (dollars in thousands) For the Six Months Ended June 30, 2026 2025 (Unaudited) Cash flows from operating activities: Net income $ 17,477 $ 40,548 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization of premises and equipment 5,736 5,083 Allocation of ESOP stock 611 566 Stock compensation 3,871 2,546 Net excess tax expense on stock compensation 194 195 Amortization of servicing asset 460 163 Net (discount) premium amortization in excess of discount accretion on securities ( 6,337 ) 82 Net amortization of deferred costs on borrowings 310 239 Amortization of intangibles 3,434 1,846 Net accretion of purchase accounting adjustments ( 1,238 ) ( 691 ) Net amortization of deferred fees/costs and premiums/discounts on loans ( 3,633 ) ( 4,668 ) Provision for credit losses 6,740 8,379 Net (gain) loss on sale of OREO and fixed assets ( 19 ) 24 Net loss on sales of AFS securities — 56 Net loss (gain) on equity investments 701 ( 693 ) Net gain on sales of loans ( 10 ) ( 2,035 ) Proceeds from sales of residential loans held for sale 2,714 249,458 Net residential loans originated for sale 3,064 ( 241,956 ) Net write (up) down of OREO ( 1,256 ) 194 Increase in cash surrender value of bank owned life insurance ( 4,394 ) ( 3,638 ) Decrease in interest and dividends receivable 1,230 1,882 Shares issued to OceanFirst Foundation 5,000 — Deferred tax provision (benefit) 1,170 ( 39 ) Decrease in other assets 44,213 33,053 Decrease in other liabilities ( 18,789 ) ( 63,797 ) Total adjustments 43,772 ( 13,751 ) Net cash provided by (used in) operating activities 61,249 26,797 Cash flows from investing activities: Net increase in loans receivable ( 132,004 ) ( 56,273 ) Proceeds from sale of loans 1,201,786 — Proceeds from sales of non-performing loans 2,037 6,361 Purchase of loan pools, net of discount — ( 24,297 ) Purchase of debt securities AFS ( 326,796 ) ( 51,661 ) Purchase of debt securities HTM ( 979,556 ) — Purchase of equity investments ( 3,481 ) ( 3,220 ) Proceeds from maturities and calls of debt securities AFS 6,559 3,250 Proceeds from maturities and calls of debt securities HTM 17,860 27,004 Proceeds from sales of debt securities available-for-sale 157,792 5,444 Proceeds from calls and sales of equity investments 32,486 — Principal repayments on debt securities AFS 105,383 139,898 Principal repayments on debt securities HTM 64,201 51,515 Proceeds from bank owned life insurance 1,531 2,662 Proceeds from the redemption of restricted equity investments 295,634 127,306 Purchases of restricted equity investments ( 329,057 ) ( 125,210 ) Capitalized improvements to OREO ( 434 ) — Proceeds from sale of OREO 1,920 402 Purchases of premises and equipment ( 4,530 ) ( 3,249 ) Cash received, net of cash consideration paid for acquisition 305,707 — Net cash provided by investing activities 417,038 99,932 27 Table of Contents OceanFirst Financial Corp. CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) (dollars in thousands) For the Six Months Ended June 30, 2026 2025 (Unaudited) Cash flows from financing activities: (Decrease) increase in deposits $ ( 646,907 ) $ 166,102 Increase in short-term borrowings 6,865 885 Net repayment of FHLB advances 171,500 ( 133,924 ) Increase in advances by borrowers for taxes and insurance ( 53,651 ) ( 4,272 ) Exercise of stock options 2,323 136 Payment of employee taxes withheld from stock awards and phantom stock units ( 4,367 ) ( 1,383 ) Purchase of treasury stock ( 6,994 ) ( 24,308 ) Net proceeds from capital raise 214,843 — Dividends paid ( 22,972 ) ( 25,345 ) Redemption of preferred stock — ( 57,370 ) Distributions to non-controlling interest — ( 266 ) Net cash used in financing activities ( 339,360 ) ( 79,745 ) Net increase in cash and due from banks and restricted cash 138,927 46,984 Cash and due from banks and restricted cash at beginning of period 135,130 123,615 Cash and due from banks and restricted cash at end of period $ 274,057 $ 170,599 Supplemental Disclosure of Cash Flow Information: Cash and due from banks at beginning of period $ 135,130 $ 123,615 Restricted cash at beginning of period — — Cash and due from banks and restricted cash at beginning of period $ 135,130 $ 123,615 Cash and due from banks at end of period $ 274,057 $ 170,599 Restricted cash at end of period — — Cash and due from banks and restricted cash at end of period $ 274,057 $ 170,599 Cash paid during the period for: Interest $ 152,477 $ 133,527 Income taxes 17,614 12,957 Non-cash activities: Accretion of unrealized loss on securities reclassified to held-to-maturity 189 291 Net loan charge-offs 2,215 2,854 Shares issued to OceanFirst foundation 5,000 — Transfer of loans receivable to OREO 3,398 6,487 Transfer of loans receivable to loans held-for-sale 2,037 6,361 Acquisition: Non-cash assets acquired: Securities $ 1,560,476 $ — Loans 4,991,257 — Loans held for sale 1,201,786 — Other assets 539,570 — Goodwill and other intangible assets, net 97,356 — Total non-cash assets acquired $ 8,390,445 $ — Liabilities assumed: Deposits $ 7,443,951 $ — Borrowings 400,135 — Other liabilities 316,478 — Total liabilities assumed $ 8,160,564 $ — See accompanying Notes to Unaudited Consolidated Financial Statements. 28 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements Note 1. Basis of Presentation The consolidated financial statements include the accounts of: the Company; its wholly-owned subsidiaries, the Bank and OceanFirst Risk Management, Inc.; the Bank’s direct and indirect wholly-owned subsidiaries, OceanFirst REIT Holdings, Inc., OceanFirst Management Corp., OceanFirst Realty Corp., Casaba Real Estate Holdings Corporation, Country Property Holdings, Inc., OFB Acquisition LLC; Spring Garden Capital Group, LLC (and its subsidiaries), FSB Properties Inc., Flushing Service Corporation, and Flushing Remsen Units, Inc. The Company disposed of its 60 % controlling interest in Trident Abstract Title Agency, LLC on October 1, 2025, which was included in the Company’s consolidated financial statements for previous periods. All significant intercompany accounts and transactions have been eliminated in consolidation. The interim consolidated financial statements reflect all normal and recurring adjustments, which are, in the opinion of management, considered necessary for a fair presentation of the financial condition and results of operations for the periods presented. The results of operations for the three and six months ended June 30, 2026 are not necessarily indicative of the results of operations that may be expected for the full year or any other period. In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the statements of financial condition and the results of operations for the periods presented. Actual results could differ from these estimates. Certain information and note disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. Segment Reporting The Company’s operations are solely in the financial services industry and provide a range of regional community banking services to retail and commercial customers. The Company operates throughout New Jersey, New York, Long Island, and the major metropolitan areas from Massachusetts through Virginia. Operating segments are defined as components of an entity for which separate financial information is available and is regularly reviewed by the CODM. The CODM makes operating decisions and manages the activities of the business on a consolidated basis. Therefore, management concluded the Company has a single operating segment, and therefore one reportable segment. Further, the CODM allocates resources and assesses performance based on an ongoing review of the Company’s consolidated financial results. Specifically, the CODM reviews net income, reported within the Consolidated Statements of Income, along with information in the Consolidated Statements of Financial Condition, to decide whether to reinvest profits into the Company or other strategic investments. Refer to the Consolidated Statements of Financial Condition and Consolidated Statements of Income for net income and all significant expenses regularly provided to and reviewed by the CODM. 29 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements Note 2. Business Combination Flushing Acquisition On June 1, 2026, the Company completed its acquisition of Flushing, pursuant to which Apollo Merger Sub Corp., a Delaware corporation and wholly-owned subsidiary of the Company (“Merger Sub”), merged with and into Flushing (the “First-Step Merger”), with Flushing continuing as the surviving entity. Immediately following the First-Step Merger, Flushing merged with and into the Company, with the Company continuing as the surviving corporation (the “Second-Step Merger” and together with the First-Step Merger, the “Merger”). On the day immediately following the closing date of June 1, 2026, Flushing Bank, a New York-chartered non-member bank and, prior to the Second-Step Merger, a wholly-owned subsidiary of Flushing merged with and into the Bank, with the Bank continuing as the surviving bank. Each share of common stock, par value $ 0.01 per share, of Flushing issued and outstanding immediately prior to the completion of the Merger, was converted into the right to receive 0.85 of a share of common stock, par value $ 0.01 per share, of the Company. Holders of Flushing common stock also became entitled to receive cash in lieu of fractional shares of the Company’s common stock. Concurrent with the completion of the Merger, the Company raised $ 225 million of equity from affiliates of funds managed by Warburg Pincus, in which the Company issued and sold to Warburg Pincus 9.6 million shares of Company’s common stock, at $ 19.76 per share, 1,812 shares of a new class of NVCE Stock representing the economic equivalent of approximately 1.8 million shares of Company’s common stock, at $ 19,760 per share of NVCE Stock, and issued to Warburg Pincus a warrant to purchase approximately 11.4 million shares of NVCE Stock with an exercise price of $ 19,760 per share of NVCE Stock. The NVCE Stock was issued as a series of preferred stock, in accordance with the Investment Agreement dated December 29, 2025. The NVCE Stock is not listed or traded on any national securities exchange or automated quotation system, and there currently is no established trading market for such stock. The NVCE Stock does not have voting rights and ranks equally with, and has identical rights, preferences and privileges as the voting common stock with respect to dividends or distributions (including regular quarterly dividends) declared by the Board and rights upon any liquidation, dissolution, winding up or similar proceeding of the Company. The warrant carries a term of seven years and can be exercised voluntarily following the third anniversary of the investment. The warrant can also be voluntarily exercised prior to the third anniversary of the investment, in the event the market price of the Company’s common stock reaches or exceeds $ 30 per share at the closing of any trading day or in connection with certain change of control transactions involving the Company. The warrant is subject to mandatory exercise, at any time, in the event the market price of Company’s common stock reaches or exceeds $ 30 per share for a certain number of trading days over a specified period. In the event of a change of control transaction where less than 90% of the consideration in such transaction is comprised of equity securities traded on the NASDAQ or NYSE, Warburg Pincus will be entitled to receive additional shares if it exercises the warrant in connection with such transaction. The warrants are accounted as equity-classified instruments. The acquisition was accounted for under the acquisition method of accounting, with the Company as the accounting acquirer. Under this method of accounting, the purchase price has been allocated to the respective assets acquired and liabilities assumed based upon their estimated fair values, net of tax. The excess of consideration paid over the estimated fair value of the net assets acquired has been recorded as goodwill. After purchase accounting adjustments, the merger added $ 8.69 billion to total assets, including $ 6.19 billion to loans and loans held for sale, and $ 7.44 billion to deposits. Total consideration paid for Flushing was $ 538.4 million, including cash consideration of $ 2.8 million. The application of the acquisition method of accounting resulted in goodwill of $ 12.4 million. 30 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements The following table summarizes the estimated fair values of the assets acquired and the liabilities assumed at the date of the acquisition for Flushing, net of total consideration paid (in thousands): At June 1, 2026 Flushing Book Value Purchase Accounting Adjustments Estimated Fair Value Total Purchase Price: $ 538,351 Assets acquired: Cash and cash equivalents $ 308,470 $ — $ 308,470 Securities 1,560,808 ( 332 ) 1,560,476 Loans receivable, net of allowance for loans credit losses 5,221,067 ( 229,810 ) 4,991,257 Loans held-for-sale 1,309,849 ( 108,063 ) 1,201,786 Core deposit intangible 647 84,353 85,000 Other assets 457,057 82,513 539,570 Total assets acquired 8,857,898 ( 171,339 ) 8,686,559 Liabilities assumed: Deposits 7,436,454 7,497 7,443,951 FHLB advances and other borrowings 406,241 ( 6,106 ) 400,135 Other liabilities 316,879 ( 401 ) 316,478 Total liabilities assumed 8,159,574 990 8,160,564 Net assets acquired $ 698,324 $ ( 172,329 ) $ 525,995 Goodwill recorded in the merger $ 12,356 The calculation of goodwill is subject to change for up to one year after the date of acquisition as additional information relative to the closing date estimates and uncertainties become available. As the Company finalizes its review of the acquired assets and liabilities, certain adjustments to the recorded carrying values may be required. Fair Value Measurement of Assets Assumed and Liabilities Assumed The methods used to determine the fair value of the assets acquired and liabilities assumed in the Flushing acquisition were as follows. Refer to Note 8, Fair Value Measurements, for a discussion of the fair value hierarchy. Securities The estimated fair values of the securities were generally calculated utilizing Level 1 and Level 2 inputs using quoted market prices, observable market data or subsequent sale prices as this was determined to be the best indicator of fair value. The securities acquired are generally traded in active markets. Prices for these instruments were obtained through security industry sources actively participating in these markets or using other observable inputs. Certain municipal securities are fair valued using a discounted cash flow methodology and therefore, classified as Level 3. Loans and loans held-for-sale The Company evaluated whether acquired loans have experienced more-than-insignificant deteriorations in credit quality since origination, using a combination of qualitative and quantitative factors. Loans meeting this criteria were classified as purchased credit deteriorated (“PCD”) loans. In accordance with the adoption of ASU 2025-08, all loans acquired that are not identified as PCD loans are classified as purchased seasoned loans (“PSL”), with the exception of credit cards. For both PSL and PCD loans, the Company recorded an initial allowance through an adjustment to acquired loan balances and a related purchase accounting mark under the gross up approach. The acquired loan portfolio held for investment was valued utilizing Level 3 inputs and included the use of present value techniques employing cash flow estimates and incorporated assumptions that marketplace participants would use in estimating fair values. The acquired loans were grouped into pools based on similar characteristics such as loan type, interest rate type, payment type, risk rating and performance status. Specifically, the Company utilized two separate fair value analyses which a market participant would employ in estimating the total fair value adjustment: 1) interest rate loan fair value analysis and 2) credit fair value adjustment. 31 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements The credit fair value adjustment was calculated using expected credit losses derived from probability of default and loss given default assumptions over the estimated life of the loans. The analysis also incorporated market participant assumptions regarding economic conditions and other qualitative factors. These inputs were obtained from various external data sources and reviewed by management for reasonableness. A discounted cash flow approach was utilized to calculate the credit fair value adjustment. For the interest rate fair value analysis, market rate spreads and prepayment assumptions were developed for each loan pool using data obtained from various external sources and were reviewed by management for reasonableness. A discounted cash flow approach was utilized to calculate the interest rate fair value adjustment. The non-credit discount on the acquired loans will be recognized over the life of the loans on a level yield basis as an adjustment to yield. The following table presents the PCD and PSL activity on loans held for investment (in thousands): June 1, 2026 PSL PCD Par value of loans at acquisition $ 4,416,746 $ 812,205 Initial allowance for credit losses on acquired loans ( 60,881 ) ( 60,450 ) Non-credit discount on acquired loans ( 60,897 ) ( 55,466 ) Fair value of acquired loans $ 4,294,968 $ 696,289 Upon completion of the acquisition, the Company sold $ 1.31 billion of multifamily loans that were classified as loans held-for-sale, with servicing released. The held-for-sale loans were valued based on the executed sales price, net of estimated costs to sell, from an observable transaction completed shortly after the acquisition date, as this was determined to be the best indicator of fair value. Management determined that no significant changes in market conditions or loan characteristics occurred between the acquisition date and the sale date. Leases Flushing operated 31 properties that were subject to separate lease agreements, in addition to owned properties. The fair value of acquired leases was determined using a discounted cash flow methodology based on the present value of the difference between contractual rents and estimated market rents for comparable properties over the remaining lease terms. Deposits and Core Deposit Premium Core deposit premium represents the value assigned to certain non-interest-bearing demand deposits, interest-bearing checking, money market and savings accounts acquired as part of the acquisition. The core deposit premium value represents the future economic benefit, including the present value of future tax benefits, of the potential cost saving from acquiring the core deposits as part of an acquisition compared to the cost of alternative funding sources and is valued utilizing Level 3 inputs. The core deposit premium totaled $ 85.0 million for the acquisition of Flushing, and is being amortized over its estimated useful life of approximately 7 years using a sum of the years’ digits method. Time deposits are not considered to be core deposits as they are assumed to have a low expected average life upon acquisition. The fair value of time deposits represents the present value of the expected contractual payments discounted by market rates for similar time deposits and is valued utilizing Level 2 inputs. Borrowings The fair value of the acquired subordinated debt is valued using observable market prices and trading data for this instrument. Accordingly, the valuation utilized Level 2 inputs. The fair value for the junior subordinated debt, or trust preferred securities, was determined using a discounted cash flow methodology. Contractual cash flows were discounted using market rates for similar debt instruments adjusted for differences in credit risk, liquidity, and time to maturity. Accordingly, the valuation utilized Level 3 inputs. Supplemental Pro Forma Financial Information The following table presents financial information regarding the former Flushing operations included in the Consolidated Statements of Income from the date of the acquisition (June 1, 2026) through June 30, 2026. In addition, the table provides unaudited condensed pro forma financial information assuming the Merger had been completed as of January 1, 2025 for the six months ended June 30, 2025. The table below has been prepared for comparative purposes only and is not necessarily 32 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements indicative of the actual results that would have been attained had the acquisition occurred as of the beginning of the periods presented, nor is it indicative of future results. The unaudited pro forma information does not reflect management’s estimates of any revenue-enhancing opportunities or anticipated cost savings that may be realized as a result of the integration and consolidation of Flushing’s operations. The pro forma information presented gives effect to estimated purchase accounting fair value adjustments, merger-related expenses of $ 46.9 million (which had an estimated tax-adjusted earnings per share impact of $ 0.37 ) assumed to have been incurred in 2025 and therefore excluded from 2026 results, the removal of Flushing’s 2025 goodwill impairment charge, and related income tax effects, including the application of the combined entity’s effective tax rate. Average diluted shares outstanding include shares issued in connection with the Flushing acquisition, as well as common stock and NVCE Stock issued to Warburg Pincus. (in thousands) Flushing Actual from June 1, 2026 to June 30, 2026 Pro Forma For the Six Months Ended June 30, 2026 Pro Forma For the Six Months Ended June 30, 2025 Net interest income $ 19,068 $ 316,979 $ 287,326 Credit loss expense ( 109 ) 8,751 16,891 Non-interest income 1,350 22,810 38,337 Non-interest expense 14,813 257,942 275,657 Income before income taxes 5,714 73,096 33,115 Provision for income taxes 1,607 20,467 9,272 Net income $ 4,107 $ 52,629 $ 23,843 Net income available to common stockholders $ 4,107 $ 52,629 $ 20,000 Average diluted shares outstanding 97,712 98,555 Fully diluted earnings per share $ 0.54 $ 0.20 33 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) Note 3. Earnings/(Loss) per Share The following reconciles shares outstanding for basic and diluted earnings/(loss) per share for the three and six months ended June 30, 2026 and 2025 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Weighted average shares outstanding 70,604 58,030 64,071 58,284 Less: Unallocated ESOP shares ( 41 ) ( 107 ) ( 49 ) ( 115 ) Unallocated incentive award shares ( 324 ) ( 185 ) ( 392 ) ( 280 ) Average basic shares outstanding 70,239 57,738 63,630 57,889 Add: Effect of dilutive securities: Incentive awards — 2 8 2 Average diluted shares outstanding 70,239 57,740 63,638 57,891 The Company calculates earnings per share using the two-class method, as NVCE Stock qualifies as a participating security under ASC 260. Since earnings per share attributable to common stock and NVCE Stock are identical, a single basic and diluted earnings per share amount is presented for both classes of stock. All NVCE shares presented in this document are reported on an as-converted common stock equivalent basis. The following table presents the antidilutive stock options and warrants that were excluded from the earnings per share calculation for the three and six months ended June 30, 2026 and 2025. For the three months ended June 30, 2026 shares related to incentive awards were excluded from the diluted earnings/(loss) per share calculation as they were antidilutive. Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Stock options 1,178 1,532 1,257 1,561 NVCE stock warrants 11,387 — 11,387 — Incentive awards 12 — — — 34 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) Note 4. Securities The amortized cost, estimated fair value, and allowance for securities credit losses of debt securities AFS and HTM at June 30, 2026 and December 31, 2025 are as follows (in thousands): Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Allowance for Securities Credit Losses At June 30, 2026 Debt securities AFS: U.S. government and agency obligations $ 54,631 $ — $ ( 2,544 ) $ 52,087 $ — State and municipal debt obligations 135,335 6,937 — 142,272 — Corporate debt securities 144,760 952 ( 158 ) 145,554 — Asset-backed securities 461,052 103 ( 157 ) 460,998 — MBS: Agency residential 1,179,978 1,005 ( 12,322 ) 1,168,661 — Agency commercial 107,545 — ( 9,449 ) 98,096 — Total mortgage-backed securities 1,287,523 1,005 ( 21,771 ) 1,266,757 — Total excluding fair value hedge basis adjustment 2,083,301 8,997 ( 24,630 ) 2,067,668 — Fair value hedge basis adjustment (1) ( 12,223 ) — 12,223 — — Total debt securities AFS $ 2,071,078 $ 8,997 $ ( 12,407 ) $ 2,067,668 $ — Debt securities HTM: State and municipal debt obligations $ 150,074 $ 622 $ ( 7,155 ) $ 143,541 $ ( 20 ) Corporate debt securities 46,007 227 ( 398 ) 45,836 ( 631 ) Mortgage-backed securities: Agency residential 2,520,815 3,134 ( 49,788 ) 2,474,161 — Agency commercial 144,905 275 ( 6,227 ) 138,953 — Non-agency commercial 1,058 — ( 83 ) 975 ( 12 ) Total mortgage-backed securities 2,666,778 3,409 ( 56,098 ) 2,614,089 ( 12 ) Total debt securities HTM $ 2,862,859 $ 4,258 $ ( 63,651 ) $ 2,803,466 $ ( 663 ) Total debt securities $ 4,933,937 $ 13,255 $ ( 76,058 ) $ 4,871,134 $ ( 663 ) At December 31, 2025 Debt securities AFS: U.S. government and agency obligations $ 54,607 $ — $ ( 2,666 ) $ 51,941 $ — State, municipal and sovereign debt obligations 75,776 7,359 — 83,135 — Corporate debt securities 27,947 575 ( 298 ) 28,224 — Asset-backed securities 114,595 60 ( 161 ) 114,494 — Mortgage-backed securities: Agency residential 857,079 1,773 ( 3,830 ) 855,022 — Agency commercial 108,070 2 ( 9,061 ) 99,011 — Total mortgage-backed securities 965,149 1,775 ( 12,891 ) 954,033 — Total excluding fair value hedge basis adjustment 1,238,074 9,769 ( 16,016 ) 1,231,827 — Fair value hedge basis adjustment (1) ( 4,038 ) — 4,038 — — Total debt securities AFS $ 1,234,036 $ 9,769 $ ( 11,978 ) $ 1,231,827 $ — Debt securities HTM: State and municipal debt obligations $ 165,267 $ 434 $ ( 8,518 ) $ 157,183 $ ( 22 ) Corporate debt securities 48,986 251 ( 692 ) 48,545 ( 772 ) Mortgage-backed securities: Agency residential 589,078 1,788 ( 44,521 ) 546,345 — Agency commercial 77,517 8 ( 5,256 ) 72,269 — Non-agency commercial 1,531 — ( 83 ) 1,448 ( 17 ) Total mortgage-backed securities 668,126 1,796 ( 49,860 ) 620,062 ( 17 ) Total debt securities HTM $ 882,379 $ 2,481 $ ( 59,070 ) $ 825,790 $ ( 811 ) Total debt securities $ 2,116,415 $ 12,250 $ ( 71,048 ) $ 2,057,617 $ ( 811 ) (1) Refer to Note 9, Derivatives and Hedging Activities for additional information. 35 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) The following table presents the activity in the allowance for credit losses for debt securities HTM for the three and six months ended June 30, 2026 and 2025 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Allowance for securities credit losses Beginning balance $ ( 754 ) $ ( 898 ) $ ( 811 ) $ ( 967 ) Benefit for credit losses 91 89 148 158 Total ending allowance balance $ ( 663 ) $ ( 809 ) $ ( 663 ) $ ( 809 ) The Company monitors the credit quality of debt securities HTM on a quarterly basis through the use of internal credit analysis supplemented by external credit ratings. Credit ratings of BBB- or Baa3 or higher are considered investment grade. Where multiple ratings are available, the Company considers the lowest rating when determining the allowance for securities credit losses. Under this approach, the amortized cost of debt securities HTM at June 30, 2026, aggregated by credit quality indicator, are as follows (in thousands): Investment Grade Non-Investment Grade/Non-rated Total As of June 30, 2026 State and municipal debt obligations $ 150,074 $ — $ 150,074 Corporate debt securities 32,601 13,406 46,007 Non-agency commercial MBS 1,058 — 1,058 Total debt securities held-to-maturity $ 183,733 $ 13,406 $ 197,139 There were no realized gains/losses on sale of debt securities AFS for the three and six months ended June 30, 2026, as compared to $ 56,000 realized losses for both the corresponding prior year periods. These realized gains/losses on debt securities are presented within Other and included within Total other income on the Consolidated Statements of Income. The amortized cost and estimated fair value of debt securities at June 30, 2026 by contractual maturity are shown below (in thousands): June 30, 2026 Amortized Cost (1) Estimated Fair Value Less than one year $ 64,385 $ 63,625 Due after one year through five years 108,490 104,690 Due after five years through ten years 215,288 215,267 Due after ten years 603,696 606,706 $ 991,859 $ 990,288 (1) The amortized cost of AFS securities excludes the portfolio layer fair value hedge basis adjustments of $ 12.2 million at June 30, 2026. Actual maturities may differ from contractual maturities in instances where issuers have the right to call or prepay obligations with or without call or prepayment penalties. At June 30, 2026, corporate debt securities, state and municipal obligations, and asset-backed securities with an amortized cost, excluding the fair value hedge basis adjustments, of $ 190.2 million, $ 166.4 million, and $ 461.1 million, respectively, and an estimated fair value of $ 190.8 million, $ 173.4 million, and $ 461.0 million, respectively, were callable prior to the maturity date. Mortgage-backed securities are excluded from the above table since their effective lives are expected to be shorter than the contractual maturity date due to principal prepayments. 36 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) The estimated fair value and unrealized losses for debt securities AFS and HTM at June 30, 2026 and December 31, 2025, segregated by the duration of the unrealized losses, are as follows (in thousands): Less than 12 months 12 months or longer Total Estimated Fair Value Unrealized Losses (1) Estimated Fair Value Unrealized Losses (1) Estimated Fair Value Unrealized Losses (1) At June 30, 2026 Debt securities AFS: U.S. government and agency obligations $ — $ — $ 52,087 $ ( 2,544 ) $ 52,087 $ ( 2,544 ) Corporate debt securities 48,005 ( 150 ) 993 ( 8 ) 48,998 ( 158 ) Asset-backed securities 243,820 ( 157 ) — — 243,820 ( 157 ) MBS: Agency residential 730,312 ( 12,322 ) — — 730,312 ( 12,322 ) Agency commercial 485 ( 3 ) 97,611 ( 9,446 ) 98,096 ( 9,449 ) Total MBS 730,797 ( 12,325 ) 97,611 ( 9,446 ) 828,408 ( 21,771 ) Total debt securities AFS 1,022,622 ( 12,632 ) 150,691 ( 11,998 ) 1,173,313 ( 24,630 ) Debt securities HTM: State and municipal debt obligations 4,911 ( 59 ) 125,489 ( 7,096 ) 130,400 ( 7,155 ) Corporate debt securities 992 ( 1 ) 15,768 ( 397 ) 16,760 ( 398 ) MBS: Agency residential 1,089,549 ( 3,555 ) 348,410 ( 46,233 ) 1,437,959 ( 49,788 ) Agency commercial 34,016 ( 116 ) 66,317 ( 6,111 ) 100,333 ( 6,227 ) Non-agency commercial — — 975 ( 83 ) 975 ( 83 ) Total MBS 1,123,565 ( 3,671 ) 415,702 ( 52,427 ) 1,539,267 ( 56,098 ) Total debt securities HTM 1,129,468 ( 3,731 ) 556,959 ( 59,920 ) 1,686,427 ( 63,651 ) Total debt securities $ 2,152,090 $ ( 16,363 ) $ 707,650 $ ( 71,918 ) $ 2,859,740 $ ( 88,281 ) At December 31, 2025 Debt securities AFS: U.S. government and agency obligations $ — $ — $ 51,941 $ ( 2,666 ) $ 51,941 $ ( 2,666 ) Corporate debt securities 4,712 ( 97 ) 3,798 ( 201 ) 8,510 ( 298 ) Asset-backed securities 68,805 ( 161 ) — — 68,805 ( 161 ) MBS: Agency residential 498,047 ( 3,771 ) 21,547 ( 59 ) 519,594 ( 3,830 ) Agency commercial — — 98,518 ( 9,061 ) 98,518 ( 9,061 ) Total MBS 498,047 ( 3,771 ) 120,065 ( 9,120 ) 618,112 ( 12,891 ) Total debt securities AFS 571,564 ( 4,029 ) 175,804 ( 11,987 ) 747,368 ( 16,016 ) Debt securities HTM: State and municipal debt obligations 245 — 138,624 ( 8,518 ) 138,869 ( 8,518 ) Corporate debt securities 4,458 ( 241 ) 14,295 ( 451 ) 18,753 ( 692 ) MBS: Agency residential 23,548 ( 72 ) 425,748 ( 44,449 ) 449,296 ( 44,521 ) Agency commercial — — 71,509 ( 5,256 ) 71,509 ( 5,256 ) Non-agency commercial 459 ( 1 ) 989 ( 82 ) 1,448 ( 83 ) Total MBS 24,007 ( 73 ) 498,246 ( 49,787 ) 522,253 ( 49,860 ) Total debt securities HTM 28,710 ( 314 ) 651,165 ( 58,756 ) 679,875 ( 59,070 ) Total debt securities $ 600,274 $ ( 4,343 ) $ 826,969 $ ( 70,743 ) $ 1,427,243 $ ( 75,086 ) (1) The unrealized losses of AFS securities excludes the portfolio layer fair value hedge basis adjustments of $ 12.2 million and $ 4.0 million at June 30, 2026 and December 31, 2025, respectively. The Company concluded that no debt securities were impaired at June 30, 2026 based on consideration of several factors. As of June 30, 2026, the Company had one non-performing investment of $ 20.6 million acquired from Flushing, for which full recovery is expected. Except for this investment, the Company noted that each issuer made all contractually due payments when required. There were no defaults on principal or interest payments, and no interest payments were deferred. Based on management’s analysis of each individual security, the issuers appear to have the ability to meet debt service requirements over the life of the security. Furthermore, the net unrealized losses were primarily due to changes in the general credit and interest rate environment and not credit quality. Additionally, the Company has not utilized securities sales as a source of liquidity and the Company’s liquidity plans include adequate sources of liquidity outside securities sales. 37 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) Equity Investments At June 30, 2026 and December 31, 2025, the Company held equity investments of $ 76.0 million and $ 91.9 million, respectively. The equity investments are primarily comprised of investments in other financial institutions and funds, and select financial services institutions’ preferred stocks. The realized and unrealized gains or losses on equity securities for the three and six months ended June 30, 2026 and 2025 are shown in the table below (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Net (loss) gain on equity investments $ ( 347 ) $ 488 $ ( 701 ) $ 693 Less: Net loss recognized on equity investments sold ( 455 ) — ( 455 ) — Unrealized gains (losses) recognized on equity investments still held $ 108 $ 488 $ ( 246 ) $ 693 Note 5. Loans Receivable, Net Loans receivable, net at June 30, 2026 and December 31, 2025 consisted of the following (in thousands): June 30, December 31, 2026 2025 Commercial: Commercial real estate – investor $ 9,125,313 $ 5,420,989 Commercial and industrial: Commercial and industrial – real estate 1,800,501 986,431 Commercial and industrial – non-real estate 1,907,719 1,227,556 Total commercial and industrial 3,708,220 2,213,987 Total commercial 12,833,533 7,634,976 Consumer: Residential real estate 3,245,311 3,194,264 Other consumer 196,908 202,763 Total consumer 3,442,219 3,397,027 Total loans receivable 16,275,752 11,032,003 Deferred origination costs, net of fees 20,496 22,389 Allowance for loan credit losses ( 209,716 ) ( 83,726 ) Total loans receivable, net $ 16,086,532 $ 10,970,666 The Company categorizes all loans into risk categories based on relevant information about the ability of borrowers to service their debt, such as: current financial information, historical payment experience, credit documentation, and current economic trends, among other factors. The Company evaluates risk ratings on an ongoing basis. The Company uses the following definitions for risk ratings: Pass : Loans classified as Pass are well protected by the paying capacity and net worth of the borrower. Special Mention : Loans classified as Special Mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the Company’s credit position at some future date. Substandard : Loans classified as Substandard are inadequately protected by the current net worth and paying capacity of the borrower or of the collateral pledged, if any. These loans have a well-defined weakness or weaknesses that jeopardize the collection or the liquidation of the debt. They are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected. Doubtful : Loans classified as Doubtful have all the weaknesses inherent in those classified as Substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. 38 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) The following tables summarize total loans (in thousands) by year of origination, internally assigned credit grades, and risk characteristics. The tables also include gross charge-offs that were recorded for the year to date periods presented, by year of origination (in thousands): 2026 2025 2024 2023 2022 2021 and prior Revolving lines of credit Total As of June 30, 2026 Commercial real estate - investor Pass $ 446,641 $ 905,946 $ 331,635 $ 499,793 $ 1,551,649 $ 4,297,144 $ 778,091 $ 8,810,899 Special Mention — 9,630 — — 3,948 56,288 2,934 72,800 Substandard — — — 1,618 24,905 209,719 5,372 241,614 Total commercial real estate - investor 446,641 915,576 331,635 501,411 1,580,502 4,563,151 786,397 9,125,313 Gross charge-offs ( 351 ) — ( 85 ) ( 411 ) ( 119 ) ( 84 ) — ( 1,050 ) Commercial and industrial: Commercial and industrial - real estate Pass 191,430 298,000 86,198 106,205 215,867 754,794 41,385 1,693,879 Special Mention 273 2,646 8,823 — — 332 — 12,074 Substandard — 17,975 33,360 — — 43,132 81 94,548 Total commercial and industrial - real estate 191,703 318,621 128,381 106,205 215,867 798,258 41,466 1,800,501 Gross charge-offs — — — — — — — — Commercial and industrial - non-real estate Pass 267,865 385,265 207,236 79,583 68,357 86,685 735,542 1,830,533 Special Mention 175 9,510 7,643 14,620 869 1,541 12,779 47,137 Substandard — 4,358 481 — 1,179 1,732 22,299 30,049 Total commercial and industrial - non-real estate 268,040 399,133 215,360 94,203 70,405 89,958 770,620 1,907,719 Gross charge-offs — ( 178 ) ( 893 ) — — ( 73 ) — ( 1,144 ) Total commercial and industrial 459,743 717,754 343,741 200,408 286,272 888,216 812,086 3,708,220 Residential real estate (1) Pass 13,407 466,545 228,453 270,909 509,877 1,748,890 — 3,238,081 Special Mention — 1,220 896 833 116 1,567 — 4,632 Substandard — 179 — 333 — 2,086 — 2,598 Total residential real estate 13,407 467,944 229,349 272,075 509,993 1,752,543 — 3,245,311 Gross charge-offs — ( 47 ) ( 107 ) ( 3 ) ( 28 ) ( 198 ) — ( 383 ) Other consumer (1) Pass — 29,063 22,536 20,739 12,185 110,346 136 195,005 Special Mention — — — — — 62 — 62 Substandard — — — 85 — 1,756 — 1,841 Total other consumer — 29,063 22,536 20,824 12,185 112,164 136 196,908 Gross charge-offs — — ( 29 ) — ( 5 ) ( 121 ) — ( 155 ) Total loans $ 919,791 $ 2,130,337 $ 927,261 $ 994,718 $ 2,388,952 $ 7,316,074 $ 1,598,619 $ 16,275,752 Total gross charge-offs $ ( 351 ) $ ( 225 ) $ ( 1,114 ) $ ( 414 ) $ ( 152 ) $ ( 476 ) $ — $ ( 2,732 ) (1) For residential real estate and other consumer loans, the Company evaluates credit quality based on the aging status of the loan and by payment activity. 39 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) 2025 2024 2023 2022 2021 2020 and prior Revolving lines of credit Total As of December 31, 2025 Commercial real estate - investor Pass $ 647,529 $ 65,950 $ 166,397 $ 1,161,291 $ 1,299,618 $ 1,427,844 $ 579,022 $ 5,347,651 Special Mention 66 — — 2,932 — 8,735 725 12,458 Substandard — 85 — 20,788 298 33,969 5,740 60,880 Total commercial real estate - investor 647,595 66,035 166,397 1,185,011 1,299,916 1,470,548 585,487 5,420,989 Gross charge-offs ( 102 ) ( 310 ) ( 1,938 ) ( 649 ) ( 24 ) ( 511 ) — ( 3,534 ) Commercial and industrial: Commercial and industrial - real estate Pass 255,690 74,284 58,970 90,142 59,476 403,738 31,844 974,144 Special Mention — 250 — — — 731 — 981 Substandard — — — — — 11,306 — 11,306 Total commercial and industrial - real estate 255,690 74,534 58,970 90,142 59,476 415,775 31,844 986,431 Gross charge-offs — — — — — — — — Commercial and industrial - non-real estate Pass 325,180 181,538 40,761 30,417 8,314 35,057 589,300 1,210,567 Special Mention 39 224 — — — — 690 953 Substandard — 528 553 776 649 1,774 11,756 16,036 Total commercial and industrial - non-real estate 325,219 182,290 41,314 31,193 8,963 36,831 601,746 1,227,556 Gross charge-offs — ( 815 ) — ( 20 ) — — — ( 835 ) Total commercial and industrial 580,909 256,824 100,284 121,335 68,439 452,606 633,590 2,213,987 Residential real estate (1) Pass 471,828 225,885 209,979 501,308 743,610 1,034,301 — 3,186,911 Special Mention 218 121 345 265 1,432 1,298 — 3,679 Substandard 207 1,590 396 93 445 943 — 3,674 Total residential real estate 472,253 227,596 210,720 501,666 745,487 1,036,542 — 3,194,264 Gross charge-offs ( 37 ) ( 218 ) ( 106 ) ( 319 ) ( 345 ) ( 426 ) — ( 1,451 ) Other consumer (1) Pass 27,971 24,292 23,141 13,697 15,086 93,425 3,242 200,854 Special Mention — — — — 8 82 — 90 Substandard — 190 181 67 — 1,381 — 1,819 Total other consumer 27,971 24,482 23,322 13,764 15,094 94,888 3,242 202,763 Gross charge-offs — — — ( 48 ) — ( 385 ) — ( 433 ) Total loans $ 1,728,728 $ 574,937 $ 500,723 $ 1,821,776 $ 2,128,936 $ 3,054,584 $ 1,222,319 $ 11,032,003 Total gross charge-offs $ ( 139 ) $ ( 1,343 ) $ ( 2,044 ) $ ( 1,036 ) $ ( 369 ) $ ( 1,322 ) $ — $ ( 6,253 ) (1) For residential real estate and other consumer loans, the Company evaluates credit quality based on the aging status of the loan and by payment activity. 40 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) An analysis of the allowance for credit losses on loans for the three and six months ended June 30, 2026 and 2025 was as follows (in thousands): Commercial and Industrial Commercial Real Estate – Investor Commercial and Industrial - Real Estate Commercial and Industrial - Non-Real Estate Residential Real Estate Other Consumer Total For the three months ended June 30, 2026 Allowance for credit losses on loans Balance at beginning of period $ 29,014 $ 7,293 $ 23,663 $ 25,140 $ 1,000 $ 86,110 Provision (benefit) for credit losses 3,458 ( 1,709 ) 974 1,123 ( 57 ) 3,789 Initial allowance for credit losses on acquired loans from Flushing (1) 85,748 15,796 18,606 966 215 121,331 Charge-offs ( 966 ) — ( 342 ) ( 354 ) ( 114 ) ( 1,776 ) Recoveries 100 17 117 2 26 262 Balance at end of period $ 117,354 $ 21,397 $ 43,018 $ 26,877 $ 1,070 $ 209,716 For the three months ended June 30, 2025 Allowance for credit losses on loans Balance at beginning of period $ 33,947 $ 4,102 $ 12,837 $ 26,810 $ 1,102 $ 78,798 Provision (benefit) for credit losses 690 ( 179 ) 1,951 108 116 2,686 Charge-offs ( 1,791 ) — — ( 370 ) ( 254 ) ( 2,415 ) Recoveries 80 11 34 22 50 197 Balance at end of period $ 32,926 $ 3,934 $ 14,822 $ 26,570 $ 1,014 $ 79,266 For the six months ended June 30, 2026 Allowance for credit losses on loans Balance at beginning of period $ 29,944 $ 4,753 $ 23,376 $ 24,680 $ 973 $ 83,726 Provision (benefit) for credit losses 2,604 828 1,924 1,591 ( 73 ) 6,874 Initial allowance for credit losses on acquired loans from Flushing (1) 85,748 15,796 18,606 966 215 121,331 Charge-offs ( 1,050 ) — ( 1,144 ) ( 383 ) ( 155 ) ( 2,732 ) Recoveries 108 20 256 23 110 517 Balance at end of period $ 117,354 $ 21,397 $ 43,018 $ 26,877 $ 1,070 $ 209,716 For the six months ended June 30, 2025 Allowance for credit losses on loans Balance at beginning of period $ 30,780 $ 3,817 $ 10,471 $ 27,587 $ 952 $ 73,607 Provision (benefit) for credit losses 3,837 103 4,315 51 207 8,513 Charge-offs ( 1,846 ) — — ( 1,092 ) ( 275 ) ( 3,213 ) Recoveries 155 14 36 24 130 359 Balance at end of period $ 32,926 $ 3,934 $ 14,822 $ 26,570 $ 1,014 $ 79,266 (1) The allowance for credit losses for the three and six months ended June 30, 2026 reflects the initial allowance recorded on purchased seasoned loans and purchased credit deteriorated loans acquired in the Flushing merger, in accordance with ASU 2025-08. A loan is considered collateral dependent when the borrower is experiencing financial difficulty and repayment is expected to be provided substantially through the operation or sale of the collateral and, therefore, is classified as non-accruing. At June 30, 2026 and December 31, 2025, the Company had collateral dependent loans with an amortized cost balance as follows: commercial real estate - investor of $ 76.7 million and $ 13.6 million, respectively, commercial and industrial - real estate of $ 17.0 million and $ 4.8 million, respectively, and commercial and industrial - non-real estate of $ 4.5 million and $ 603,000 , respectively. In addition, the Company had collateral dependent residential and consumer loans with an amortized cost balance of $ 4.4 million and $ 5.5 million at June 30, 2026 and December 31, 2025, respectively. 41 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) The following table presents the recorded investment in non-accrual loans, by loan portfolio segment as of June 30, 2026 and December 31, 2025 (in thousands): June 30, December 31, 2026 2025 Commercial real estate – investor $ 76,721 $ 13,636 Commercial and industrial: Commercial and industrial - real estate 16,980 4,813 Commercial and industrial - non-real estate 5,045 640 Total commercial and industrial 22,025 5,453 Residential real estate 7,043 6,200 Other consumer 2,452 2,502 Total non-performing loans $ 108,241 $ 27,791 At June 30, 2026 and December 31, 2025, non-accrual loans were included in the allowance for credit loss calculation and the Company did not recognize or accrue interest income on these loans. At June 30, 2026 and December 31, 2025, there were no loans greater than 90 days past due that were accruing interest. The following table presents the aging of the recorded investment in past due loans as of June 30, 2026 and December 31, 2025 by loan portfolio segment (in thousands): 30-59 Days Past Due 60-89 Days Past Due 90 Days or Greater Past Due Total Past Due Loans Not Past Due Total June 30, 2026 Commercial real estate – investor $ 12,168 $ 22,563 $ 52,162 $ 86,893 $ 9,038,420 $ 9,125,313 Commercial and industrial: Commercial and industrial - real estate 806 650 15,661 17,117 1,783,384 1,800,501 Commercial and industrial - non-real estate 1,741 2,655 3,374 7,770 1,899,949 1,907,719 Total commercial and industrial 2,547 3,305 19,035 24,887 3,683,333 3,708,220 Residential real estate 1,002 4,465 2,598 8,065 3,237,246 3,245,311 Other consumer 1,013 34 1,842 2,889 194,019 196,908 Total loans $ 16,730 $ 30,367 $ 75,637 $ 122,734 $ 16,153,018 $ 16,275,752 December 31, 2025 Commercial real estate – investor $ 25,516 $ 974 $ 12,333 $ 38,823 $ 5,382,166 $ 5,420,989 Commercial and industrial: Commercial and industrial - real estate 587 — 4,281 4,868 981,563 986,431 Commercial and industrial - non-real estate 1,220 235 578 2,033 1,225,523 1,227,556 Total commercial and industrial 1,807 235 4,859 6,901 2,207,086 2,213,987 Residential real estate 14,517 3,672 3,673 21,862 3,172,402 3,194,264 Other consumer 1,027 60 1,819 2,906 199,857 202,763 Total loans $ 42,867 $ 4,941 $ 22,684 $ 70,492 $ 10,961,511 $ 11,032,003 Loan Modifications to Borrowers Experiencing Financial Difficulty In accordance with ASU 2022-02, the Company has modified and may modify in the future certain loans to borrowers experiencing financial difficulty. These modifications may include a reduction in interest rate, an extension in term, principal forgiveness and/or other than insignificant payment delay. Upon the Company’s determination that a modified loan (or portion of a loan) has subsequently been deemed uncollectible, the loan (or a portion of the loan) is charged off. Therefore, the amortized cost basis of the loan is reduced by the uncollectible amount, and the allowance for credit losses is subsequently adjusted by an amount equal to the total loss rate as applied to the reduced amortized cost basis. As of June 30, 2026 and December 31, 2025, loans with modifications to borrowers experiencing financial difficulty totaled $ 22.2 million and $ 24.9 million, respectively. There were no outstanding commitments to lend additional funds to such borrowers with loan modifications as of June 30, 2026 or December 31, 2025. 42 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) The following table presents loan modifications made to borrowers experiencing financial difficulty during the three and six months ended June 30, 2026 and 2025 (in thousands): Interest Rate Reduction Combination of Term Extension and Interest Rate Reduction Total % of Total by Loan Portfolio Segment For the three months ended June 30, 2026 Commercial real estate – investor $ 1,695 $ — $ 1,695 0.02 % $ 1,695 $ — $ 1,695 0.01 % For the six months ended June 30, 2026 Commercial real estate – investor $ 1,695 $ — $ 1,695 0.02 % Residential real estate — 102 102 — $ 1,695 $ 102 $ 1,797 0.01 % Term Extension Combination of Term Extension and Other Than Insignificant Payment Delay Total % of Total by Loan Portfolio Segment For the three months ended June 30, 2025 Commercial real estate – investor $ — $ 4,449 $ 4,449 0.09 % $ — $ 4,449 $ 4,449 0.04 % For the six months ended June 30, 2025 Commercial real estate – investor $ 5,067 $ 4,449 $ 9,516 0.19 % $ 5,067 $ 4,449 $ 9,516 0.09 % The modifications during the periods presented had an insignificant financial effect on the Company. The Company closely monitors the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table provides the performance of loans modified to borrowers experiencing financial difficulty during the twelve months ended June 30, 2026 and 2025 (in thousands): Current 90 Days or Greater past due Total June 30, 2026 Commercial real estate – investor $ 1,695 $ 949 (1) $ 2,644 Residential real estate 102 — 102 $ 1,797 $ 949 $ 2,746 June 30, 2025 Commercial real estate – investor $ 16,805 $ — $ 16,805 $ 16,805 $ — $ 16,805 (1) Represents one commercial real estate - investor loan that defaulted during the three months ended June 30, 2026, which had been modified within the last 12 months. 43 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) Note 6. Deposits The major types of deposits at June 30, 2026 and December 31, 2025 were as follows (in thousands): Type of Account June 30, December 31, 2026 2025 Non-interest-bearing $ 2,836,711 $ 1,741,958 Interest-bearing checking 6,276,653 4,354,485 Money market deposit 3,375,564 1,412,917 Savings 1,060,481 986,195 Time deposits 4,210,664 2,468,850 Total deposits $ 17,760,073 $ 10,964,405 Included in time deposits at June 30, 2026 and December 31, 2025 was $ 1.01 billion and $ 474.6 million, respectively, of deposits of $250,000 or more. Time deposits also include brokered deposits of $ 885.7 million and $ 609.8 million at June 30, 2026 and December 31, 2025, respectively. Note 7. Borrowed Funds Borrowed funds at June 30, 2026 and December 31, 2025 were as follows (in thousands): June 30, December 31, 2026 2025 FHLB advances $ 1,732,373 $ 1,397,179 Securities sold under agreements to repurchase with customers 61,329 54,434 Other borrowings 493,216 255,233 Total borrowed funds $ 2,286,918 $ 1,706,846 At June 30, 2026 and December 31, 2025, there were $ 1.09 billion and $ 929.2 million, respectively, of FHLB term advances and overnight borrowings from the FHLB of $ 647.0 million and $ 468.0 million, respectively. Pledged assets The following table presents the assets pledged to secure borrowings, borrowing capacity, repurchase agreements, letters of credit, and for other purposes required by law at carrying value (in thousands): Loans Debt securities Total June 30, 2026 FHLB and FRB $ 11,843,177 $ 1,800,384 $ 13,643,561 Repurchase agreements — 67,647 67,647 Total pledged assets $ 11,843,177 $ 1,868,031 $ 13,711,208 December 31, 2025 FHLB and FRB $ 7,923,979 $ 1,367,469 $ 9,291,448 Repurchase agreements — 78,422 78,422 Total pledged assets $ 7,923,979 $ 1,445,891 $ 9,369,870 The securities that collateralize the repurchase agreements are delivered to the lender, with whom each transaction is executed, to a third-party custodian, or held at the Company. The lender agrees to resell to the Company substantially the same securities at the maturity of the repurchase agreements. 44 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) Note 8. Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or in the absence of a principal market, the most advantageous market for the asset or liability. The price in the principal (or most advantageous) market used to measure the fair value of the asset or liability shall not be adjusted for transaction costs. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact, and (iv) willing to transact. The Company uses valuation techniques that are consistent with the market approach, the income approach and/or the cost approach. The market approach uses prices and other relevant information generated by market transactions involving identical or comparable assets and liabilities. The income approach uses valuation techniques to convert future amounts, such as cash flows or earnings, to a single present amount on a discounted basis. The cost approach is based on the amount that currently would be required to replace the service capacity of an asset (replacement costs). Valuation techniques should be consistently applied. Inputs to valuation techniques refer to the assumptions that market participants would use in pricing the asset or liability. Inputs may be observable, meaning those that reflect the assumptions market participants would use in pricing the asset or liability and developed based on market data obtained from independent sources, or unobservable, meaning those that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability and developed based on the best information available in the circumstances. In that regard, a fair value hierarchy has been established for valuation inputs that gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The fair value hierarchy is as follows: Level 1 Inputs – Unadjusted quoted prices in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2 Inputs – Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly or indirectly. These include quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (for example, interest rates, volatilities, prepayment speeds, loss severities, credit risks and default rates) or inputs that are derived principally from or corroborated by observable market data by correlations or other means. Level 3 Inputs – Significant unobservable inputs that reflect an entity’s own assumptions that market participants would use in pricing the assets or liabilities. Assets and Liabilities Measured at Fair Value A description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below. Certain financial assets and financial liabilities are measured at fair value on a non-recurring basis, that is, the instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). Debt Securities Available-for-Sale Debt securities classified as AFS are reported at fair value. Fair value of U.S. Treasuries are determined using quoted prices in active markets (Level 1). The majority of the other debt securities are determined using inputs other than quoted prices that are based on market observable information (Level 2). Level 2 debt securities are priced through third-party pricing services or security industry sources that actively participate in the buying and selling of securities. Prices obtained from these sources include market quotations and matrix pricing. Matrix pricing is a mathematical technique used principally to value certain debt securities without relying exclusively on quoted prices for the specific securities, but comparing the debt securities to benchmark or comparable debt securities. Certain municipal securities are fair valued using a discounted cash flow methodology and therefore, classified as Level 3. 45 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) Equity Investments Equity investments with readily determinable fair value are reported at fair value. Fair value for these investments is primarily determined using a quoted price in an active market or exchange (Level 1) or using inputs other than quoted prices that are based on market observable information (Level 2). Equity investments without readily determinable fair values are carried at cost less impairment, if any, plus or minus adjustments resulting from observable price changes in orderly transactions for the identical or similar investment of the same issuer (measurement alternative). Certain equity investments without readily determinable fair values are measured at NAV per share as a practical expedient, which are excluded from the fair value hierarchy levels in the table below. Interest Rate Derivatives The Company’s interest rate swaps, caps, and collars are reported at fair value utilizing discounted cash flow models provided by an independent, third-party and observable market data (Level 2). When entering into an interest rate swap, cap, or collar contracts, the Company is exposed to fair value changes due to interest rate movements, and also the potential nonperformance of the contract counterparty. Credit Default Swap The credit default swap is reported at fair value. The fair value of the credit default swap is estimated utilizing discounted cash flows and is derived from various inputs. The inputs include unobservable inputs to measure the probability of future credit events for a portion of the Company’s underlying residential loan portfolio in which no active market exists. The credit default swap is therefore classified within Level 3 on the hierarchy. Other Real Estate Owned and Loans Individually Measured for Impairment Other real estate owned and loans measured for impairment based on the fair value of the underlying collateral are recorded at estimated fair value, less estimated selling costs. Fair value is generally based on independent appraisals (Level 3), which may be adjusted by management for qualitative factors, such as economic factors and estimated liquidation expenses. 46 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) The following table summarizes financial assets and financial liabilities measured at fair value as of June 30, 2026 and December 31, 2025, segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value (in thousands): Fair Value Measurements at Reporting Date Using: Total Fair Value Level 1 Inputs Level 2 Inputs Level 3 Inputs June 30, 2026 Items measured on a recurring basis: Debt securities available-for-sale $ 2,067,668 $ 43,490 $ 1,985,644 $ 38,534 Equity investments 12,535 — 12,535 — Interest rate derivative asset 85,957 — 85,957 — Interest rate derivative liability ( 74,694 ) — ( 74,694 ) — Credit default swap ( 844 ) — — ( 844 ) Items measured on a non-recurring basis: Equity investments (1) (2) 63,430 — — 40,163 Other real estate owned 13,453 — — 13,453 Loans measured for impairment based on the fair value of the underlying collateral (3) 102,673 — — 102,673 December 31, 2025 Items measured on a recurring basis: Debt securities available-for-sale $ 1,231,827 $ 43,385 $ 1,188,442 $ — Equity investments 45,207 — 45,207 — Interest rate derivative asset 57,823 — 57,823 — Interest rate derivative liability ( 53,835 ) — ( 53,835 ) — Credit default swap ( 234 ) — — ( 234 ) Items measured on a non-recurring basis: Equity investments (1) (2) 46,675 — — 40,163 Other real estate owned 10,266 — — 10,266 Loans measured for impairment based on the fair value of the underlying collateral (3) 24,470 — — 24,470 (1) As of June 30, 2026 and December 31, 2025, equity investments included $ 40.2 million and $ 40.2 million, respectively, of equity investments measured under the measurement alternative. There were no realized gains/losses for the six months ended June 30, 2026 and December 31, 2025. (2) As of June 30, 2026 and December 31, 2025, equity investments included $ 23.3 million and $ 6.5 million, respectively, of certain equity investment funds measured at NAV per share (or its equivalent) as a practical expedient to fair value and these equity investments have not been classified in the fair value hierarchy levels. (3) Primarily consists of commercial loans, which are collateral dependent. The range of fair value adjustments may vary but is generally 0 % to 8 % on the discount for costs to sell and 0 % to 10 % on appraisal adjustments. The Company recognizes transfers between levels of the valuation hierarchy at the end of the applicable reporting periods. There were no transfers into or out of Level 3 for the three and six months ended June 30, 2026 and 2025. 47 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) Assets and Liabilities Disclosed at Fair Value A description of the valuation methodologies used for assets and liabilities disclosed at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy is set forth below. Cash and Due from Banks For cash and due from banks, the carrying amount approximates fair value. Debt Securities Held-to-Maturity Debt securities classified as HTM are carried at amortized cost, as the Company has the positive intent and ability to hold these debt securities to maturity. The Company determines the fair value of the debt securities utilizing Level 2 inputs. Most of the Company’s debt securities are fixed income instruments that are not quoted on an exchange, but are bought and sold in active markets. Prices for these instruments are obtained through third-party pricing vendors or security industry sources that actively participate in the buying and selling of debt securities. Prices obtained from these sources include market quotations and matrix pricing. Matrix pricing is a mathematical technique used principally to value certain debt securities without relying exclusively on quoted prices for the specific debt securities, but comparing the debt securities to benchmark or comparable debt securities. Management’s policy is to obtain and review all available documentation from the third-party pricing service relating to their fair value determinations, including their methodology and summary of inputs. Management reviews this documentation, makes inquiries of the third-party pricing service and decides as to the level of the valuation inputs. Based on the Company’s review of the available documentation from the third-party pricing service, management concluded that Level 2 inputs were utilized for all securities. Restricted Equity Investments The fair value of these investments, which are primarily Federal Home Loan Bank of New York and Federal Reserve Bank stock, is its carrying value since this is the amount for which it could be redeemed. There is no active market for this stock and the Company is required to maintain a minimum investment as stipulated by the respective entities. Loans Receivable and Loans Held-for-Sale Fair values are estimated for portfolios of loans with similar financial characteristics. Loans are segregated by type such as residential real estate, consumer and commercial. Each loan category is further segmented into fixed and adjustable rate interest terms. Fair value of performing and non-performing loans, which is based on an exit price notion, was estimated by discounting the future cash flows, net of estimated prepayments, at market discount rates that reflect the credit and interest rate risk inherent in the loan. Loans held for sale are carried at the lower of unpaid principal balance, net, or estimated fair value on an aggregate basis. Estimated fair value is generally determined based on bid quotations from secondary markets. Deposits Other than Time Deposits The fair value of deposits with no stated maturity, such as non-interest-bearing demand deposits, savings, and interest-bearing checking accounts and money market accounts is, by definition, equal to the amount payable on demand. The related insensitivity of the majority of these deposits to interest rate changes creates a significant inherent value which is not reflected in the fair value reported. Time Deposits The fair value of time deposits is based on the discounted value of contractual cash flows. The discount rate is estimated using the rates currently offered for deposits of similar remaining maturities. FHLB Advances and Other Borrowings Fair value estimates are based on discounting contractual cash flows using rates which approximate the rates offered for borrowings of similar remaining maturities. Securities Sold Under Agreements to Repurchase with Customers Fair value approximates the carrying amount as these borrowings are payable on demand and the interest rate adjusts monthly. 48 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) The book value and estimated fair value of the Company’s significant financial instruments not recorded at fair value as of June 30, 2026 and December 31, 2025 are presented in the following tables (in thousands): Fair Value Measurements at Reporting Date Using: Book Value Level 1 Inputs Level 2 Inputs Level 3 Inputs June 30, 2026 Financial Assets: Cash and due from banks $ 274,057 $ 274,057 $ — $ — Debt securities held-to-maturity 2,862,196 — 2,803,465 — Restricted equity investments 180,711 — — 180,711 Loans receivable, net and loans held-for-sale 16,086,532 — — 15,613,122 Financial Liabilities: Deposits other than time deposits (1) 13,549,409 — 13,549,409 — Time deposits 4,210,664 — 4,192,948 — FHLB advances and other borrowings 2,225,589 — 2,225,263 — Securities sold under agreements to repurchase with customers 61,329 61,329 — — December 31, 2025 Financial Assets: Cash and due from banks $ 135,130 $ 135,130 $ — $ — Debt securities held-to-maturity 881,568 — 825,790 — Restricted equity investments 129,329 — — 129,329 Loans receivable, net and loans held-for-sale 10,976,434 — — 10,665,389 Financial Liabilities: Deposits other than time deposits (1) 8,495,555 — 8,495,555 — Time deposits 2,468,850 — 2,455,199 — FHLB advances and other borrowings 1,652,412 — 1,662,638 — Securities sold under agreements to repurchase with customers 54,434 54,434 — — (1) The estimated fair value of non-maturity deposits does not consider any inherent value and represents the amount payable on demand. However, non-maturity deposits do contain significant inherent value to the Company, particularly when overnight funding costs are greater than the deposit costs. Limitations Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale at one time the Company’s entire holdings of a particular financial instrument. Because a limited market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments and other significant unobservable inputs. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates. Fair value estimates are based on existing balance sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. Significant assets and liabilities that are not considered financial assets or liabilities include premises and equipment, bank owned life insurance, and goodwill. In addition, the tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in the estimates. 49 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) Note 9. Derivatives and Hedging Activities The Company enters into derivative financial instruments which involve, to varying degrees, interest rate and credit risk. The Company manages these risks as part of its asset and liability management process and through credit policies and procedures, seeking to minimize counterparty credit risk by establishing credit limits and collateral agreements. The Company utilizes derivative financial instruments to accommodate the business needs of its customers as well as to economically hedge the exposure that this creates for the Company. Additionally, the Company enters into certain derivative financial instruments to enhance its ability to manage interest rate risk that exists as part of its ongoing business operations. The Company may also enter into derivative financial instruments to reduce credit risk and manage regulatory capital levels. The Company does not use derivative financial instruments for trading purposes. Customer Derivatives – Interest Rate Swaps and Cap Contracts Derivatives Not Designated as Hedging Instruments Interest Rate Swaps and Cap Contracts The Company enters into interest rate swaps that allow commercial loan customers to effectively convert a variable-rate commercial loan agreement to a fixed-rate commercial loan agreement. Under these agreements, the Company enters into a variable-rate loan agreement with a customer in addition to an interest rate swap agreement, which serves to effectively swap the customer’s variable-rate loan into a fixed-rate loan. The Company then enters into a corresponding swap agreement with a third party in order to economically hedge its exposure through the customer agreement. The Company also enters into interest rate cap contracts that enable commercial loan customers to lock in a cap on a variable-rate commercial loan agreement. This feature prevents the loan from repricing to a level that exceeds the cap contract’s specified interest rate, which serves to hedge the risk from rising interest rates. The Company then enters into an offsetting interest rate cap contract with a third party in order to economically hedge its exposure through the customer agreement. These interest rate swaps and cap contracts with both the customers and third parties are not designated as hedges under ASC Topic 815, Derivatives and Hedging, and therefore changes in fair value are reported in earnings. As the interest rate swaps and cap contracts are structured to offset each other, changes to the underlying benchmark interest rates considered in the valuation of these instruments do not result in an impact to earnings; however, there may be fair value adjustments related to credit quality variations between counterparties, which may impact earnings as required by ASC Topic 820, Fair Value Measurements. The Company recognized gains of $ 7,000 and $ 17,000 in commercial loan swap income resulting from fair value adjustments for the three and six months ended June 30, 2026, respectively, as compared to losses of $ 9,000 and $ 25,000 for the corresponding prior year periods. Credit Default Swap In December 2025, the Company entered into a credit default swap related to a $ 1.52 billion pool of on-balance sheet residential mortgage loans, as the buyer of credit protection, to manage regulatory capital levels and reduce credit risk. The swap is a freestanding derivative as the contract is distinct from the referenced loan agreements and is executed with a separate counterparty. Under the terms of the swap contract, the Company will be compensated for certain credit-related losses on the residential mortgage loan pool, which had a total remaining principal balance of $ 1.42 billion and $ 1.50 billion at June 30, 2026 and December 31, 2025, respectively. The credit protection purchased was equal to the credit default swap notional amount of $ 71.2 million and $ 75.8 million at June 30, 2026 and December 31, 2025, respectively. The loss on the credit default swap for the three and six months ended June 30, 2026 was $ 721,000 and $ 609,000 , respectively and was recorded in other income on the Consolidated Statements of Income. As the buyer of credit protection, the Company pays a premium to the protection seller in return for the right to receive a payment if a specified credit event occurs. The premium expense associated with the credit default swap for the three and six months ended June 30, 2026 totaled $ 877,000 and $ 1.8 million, respectively, and was recorded in other operating expense on the Consolidated Statements of Income. The credit default swap terminates in October 2055. Derivatives Designated as Hedging Instruments Interest Rate Swap Contracts - Fair Value Hedges During 2025, the Company entered into interest rate swap derivatives to hedge the changes in fair value of AFS debt securities due to changes in interest rates. The swaps hedge the interest rate risk component of the change in fair value of the hedged items (i.e., hedged layers of AFS debt securities), and were designated and qualified as portfolio layer method fair value hedges under ASC Topic 815, Derivatives and Hedging. The last of the fair value hedges is scheduled to expire in October 2042. 50 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) For AFS securities that are included in a fair value hedge relationship, changes in fair value related to changes to the benchmark interest rate on AFS securities are immediately recognized into interest income in the Consolidated Statements of Income, and are offset by the change in the fair value of the interest rate swap derivatives. Changes in fair value of the AFS securities that are unrelated to interest rate risk are recorded in OCI as net unrealized gains (losses) on AFS securities. Throughout the life of the hedges, basis adjustments are maintained at the portfolio level and are allocated to individual assets only under certain circumstances. These circumstances include instances where the portfolio amount falls below the hedged layer amounts, or in cases of voluntary de-designation. The cumulative fair value hedge basis adjustments included in the carrying amount of hedged assets are reversed through the Consolidated Statements of Income in future periods as an adjustment to yield. All swaps involved in fair value hedges have been determined to be effective. The following table presents the amortized cost and cumulative basis adjustment for closed portfolios of securities used to designate fair value hedging relationships (in thousands): As of June 30, 2026 As of December 31, 2025 AFS securities: Amortized cost (excluding fair value hedge basis adjustment) $ 659,375 $ 682,878 Fair value hedge basis adjustment ( 12,223 ) ( 4,038 ) The table below presents the effects of fair value hedges on net interest income, as well as their location on the Consolidated Statements of Income (in thousands): Location of Gain/(Loss) Recognized in Income Three Months Ended June 30, 2026 Six Months Ended June 30, 2026 AFS securities: Gain recognized on derivatives Interest income - debt securities $ 5,523 $ 8,185 Loss recognized on hedged items Interest income - debt securities ( 5,484 ) ( 8,074 ) Net gains recognized on fair value hedges Interest income - debt securities $ 39 $ 111 Interest Rate Option and Swap Contracts - Cash Flow Hedges In June 2026, the Company entered into interest rate collars, which are option contracts intended to limit the Company's exposure to increases in short term interest rates while foregoing some of the upside if short term interest rates decrease significantly. These contracts hedge the risk of variability in the Company’s cash flows arising from future interest payments attributable to changes in the benchmark SOFR rate below certain interest rate floors and above certain interest rate caps related to the rollover of fixed-rate FHLB advances, brokered time deposits, or other fixed rate borrowings. The collars were designated and qualified as a cash flow hedge under ASC Topic 815, Derivatives and Hedging. The collars have terms ranging from three to five years , and the last of the collar hedges is scheduled to expire in June 2031. During 2022, the Company entered into a three-year interest rate swap intended to add stability to its net interest income and to manage its exposure to future interest rate movements associated with a pool of floating-rate commercial loans. The swap was designated and qualified as a cash flow hedge, under ASC Topic 815, Derivatives and Hedging. The interest rate swap matured on January 1, 2026, and there were no additional reclassifications into interest income. The table below presents the effect on the Company’s AOCI or AOCL attributable to the cash flow hedge derivatives, net of tax, and the related gains/losses reclassified from AOCI into income (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 AOCL balance at beginning of period, net of tax $ — $ ( 23 ) $ — $ ( 87 ) Unrealized (losses) gains recognized in OCI ( 581 ) ( 93 ) ( 581 ) ( 93 ) Losses reclassified from AOCI into interest income — 64 — 128 AOCL balance at end of period, net of tax $ ( 581 ) $ ( 52 ) $ ( 581 ) $ ( 52 ) During the next twelve months ending June 30, 2027, the Company estimates that there will be no reclassifications into interest income or expense. 51 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) Derivatives Not Designated as Hedging Instruments and Designated as Hedging Instruments The table below presents the notional amount and fair value of derivatives designated and not designated as hedging instruments, as well as their location on the Consolidated Statements of Financial Condition (in thousands): Notional Fair Value Other assets Other liabilities As of June 30, 2026 Derivatives Not Designated as Hedging Instruments Interest rate swaps and cap contracts $ 2,254,358 $ 73,854 $ 73,877 Credit default swap 71,246 — 844 Derivatives Designated as Hedging Instruments Interest rate option contracts - cash flow hedge 1,320,000 — 817 Interest rate swap contracts - fair value hedge 649,564 12,103 — Total Derivatives $ 4,295,168 $ 85,957 $ 75,538 As of December 31, 2025 Derivatives Not Designated as Hedging Instruments Interest rate swaps and cap contracts $ 1,537,760 $ 53,768 $ 53,809 Credit default swap 75,802 — 234 Derivatives Designated as Hedging Instruments Interest rate swap contract - cash flow hedge 100,000 — — Interest rate swap contracts - fair value hedge 678,921 4,055 26 Total Derivatives $ 2,392,483 $ 57,823 $ 54,069 Credit Risk-Related Mitigating Features The Company is exposed to credit risk in the event of nonperformance by various derivative counterparties. The Company minimizes risk of nonperformance by being a party to International Swaps and Derivatives Association agreements with third party broker-dealers that require a minimum dollar transfer amount upon a margin call. This requirement is dependent on certain specified credit measures. There was no cash collateral posted by the Company with third parties at either June 30, 2026 or December 31, 2025. The amount of cash collateral received from these third parties was $ 63.4 million and $ 42.9 million at June 30, 2026 and December 31, 2025, respectively. The amount of cash collateral posted or received with these third parties is deemed to be sufficient to collateralize both the fair market value change as well as any additional amounts that may be required as a result of a change in the specified credit measures. The interest rate derivatives which the Company executes with the commercial borrowers are collateralized by the borrowers’ commercial real estate financed by the Company. The credit default swap is not exposed to counterparty credit risk as it is fully collateralized. The aggregate fair value of all derivative financial instruments in a liability position with credit measure contingencies and entered into with third parties was $ 75.5 million and $ 54.0 million at June 30, 2026 and December 31, 2025, respectively. 52 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) Note 10. Leases A lease is defined as a contract, or part of a contract, that conveys the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration. The Company’s leases are comprised of real estate property for branches, automated teller machine locations and office space with terms extending through 2038. The Company has one existing finance lease, which has a lease term through 2029. The following table represents the classification of the Company’s ROU assets and lease liabilities on the Consolidated Statements of Financial Condition (in thousands): June 30, December 31, 2026 2025 Lease ROU Assets Classification Operating lease ROU assets Other assets $ 65,330 $ 17,596 Finance lease ROU asset Premises and equipment, net 722 838 Total lease ROU assets $ 66,052 $ 18,434 Lease Liabilities Operating lease liabilities (1) Other liabilities $ 71,067 $ 19,037 Finance lease liability Other borrowings 997 1,143 Total lease liabilities $ 72,064 $ 20,180 (1) Operating lease liabilities excludes liabilities for future rent and estimated lease termination payments related to closed branches of $ 754 ,000 and $ 897,000 at June 30, 2026 and December 31, 2025, respectively. The following table represents the weighted-average remaining lease term and weighted-average discount rate for the Company’s operating and finance leases: June 30, December 31, 2026 2025 Weighted-Average Remaining Lease Term Operating leases 6.68 years 5.82 years Finance lease 3.10 years 3.59 years Weighted-Average Discount Rate Operating leases 4.29 % 3.57 % Finance lease 5.63 5.63 53 Table of Contents OceanFirst Financial Corp. Notes to Unaudited Consolidated Financial Statements (Continued) The following table represents lease expenses and other lease information (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2026 2025 2026 2025 Lease Expense Operating lease expense $ 2,123 $ 1,227 $ 3,379 $ 2,430 Finance lease expense: Amortization of ROU assets 58 58 116 116 Interest on lease liabilities (1) 14 19 30 38 Total $ 2,195 $ 1,304 $ 3,525 $ 2,584 Other Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 2,094 $ 1,316 $ 3,437 $ 2,605 Operating cash flows from finance leases 14 19 30 38 Financing cash flows from finance leases 73 69 145 137 (1) Included in borrowed funds interest expense on the Consolidated Statements of Income. All other costs are included in occupancy expense on the Consolidated Statements of Income. Future minimum payments for the finance lease and operating leases with initial or remaining terms were as follows (in thousands): Finance Lease Operating Leases For the Year Ending December 31, 2026 $ 175 $ 7,474 2027 350 14,759 2028 350 13,707 2029 209 12,377 2030 — 8,366 Thereafter — 25,632 Total 1,084 82,315 Less: Imputed interest ( 87 ) ( 11,248 ) Total lease liabilities $ 997 $ 71,067 54 Table of Contents PART II. OTHER INFORMATION Item 1. Legal Proceedings The Company and the Bank are not involved in any pending legal proceedings other than routine legal proceedings occurring in the ordinary course of business. Such routine legal proceedings in the aggregate are believed by management to be immaterial to the Company’s financial condition or results of operations.