8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_____________________________

FORM 8-K

_____________________________

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): December 20, 2023

_____________________________

KEARNY FINANCIAL CORP.

(Exact name of Registrant as Specified in Its Charter)

_____________________________

Maryland	001-37399	30-0870244
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
120 Passaic Avenue Fairfield, New Jersey		07004
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s Telephone Number, Including Area Code: (973) 244-4500

(Former Name or Former Address, if Changed Since Last Report)

_____________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 par value	KRNY	The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01    Other Events

On December 20, 2023, Kearny Financial Corp. (the “Company”) announced the repositioning of a portion of its investment securities portfolio.

A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01    Financial Statements and Exhibits

(a)Financial Statements of Business Acquired. Not applicable.

(b)Pro Forma Financial Information. Not applicable.

(c)Shell Company Transaction. Not applicable.

(d)Exhibits.

Exhibit Number	Description
99.1	Kearny Financial Corp. Press release dated December 20, 2023.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	KEARNY FINANCIAL CORP.
Date: December 20, 2023	By:	/s/ Keith Suchodolski
		Keith Suchodolski
		Senior Executive Vice President and Chief Financial Officer

EX-99.1

EXHIBIT 99.1 FOR IMMEDIATE RELEASE December 20, 2023 For further information contact: Craig L. Montanaro, President and Chief Executive Officer, or Keith Suchodolski, Senior Executive Vice President and Chief Financial Officer Kearny Financial Corp. (973) 244-4500 KEARNY FINANCIAL CORP. ANNOUNCES INVESTMENT SECURITIES REPOSITIONING Fairfield, New Jersey, December 20, 2023 – Kearny Financial Corp. (NASDAQ GS: KRNY) (the “Company”), the holding company of Kearny Bank (the “Bank”), announced the repositioning of a portion of its investment securities portfolio. As part of the Company’s ongoing strategy to realign its balance sheet for the prevailing economic and interest rate environment, the Company executed the sale of $122.2 million of its available- for-sale debt securities, yielding 3.22%, with a weighted average remaining life of 8.2 years. The sale resulted in an estimated after-tax loss of $12.9 million and is expected to have a nominal impact on tangible book value, as the loss was previously reflected in capital via accumulated other comprehensive loss. Proceeds from the sale were utilized to retire higher-cost wholesale funding and to reinvest into loans yielding current market rates. The transaction is expected to be immediately accretive to net interest income. In executing this transaction the Company has achieved a number of strategic objectives, including:  The retirement of higher-cost wholesale funding, which provides for additional liquidity and balance sheet flexibility;  The liquidation of $78.9 million of COVID-era investment securities, yielding 1.75%, which are expected to underperform alternative assets in a variety of interest rate scenarios; and  The liquidation of $37.1 million of floating-rate investment securities, reducing balance sheet sensitivity to the short end of the yield curve. About Kearny Financial Corp. Kearny Financial Corp. is the parent company of Kearny Bank which operates from its administrative headquarters in Fairfield, New Jersey, and a total of 43 retail branch offices located throughout northern and central New Jersey and Brooklyn and Staten Island, New York. At September 30, 2023, Kearny Financial Corp. had approximately $8.0 billion in total assets.

EXHIBIT 99.1 Statements contained in this news release that are not historical facts are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties which could cause actual results to differ materially from those currently anticipated due to a number of factors, which include, but are not limited to, factors discussed in documents filed by the Company with the Securities and Exchange Commission from time to time. The Company does not undertake and specifically disclaims any obligation to update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of the Company.

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Cover	Dec. 20, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Dec. 20, 2023
Entity Incorporation, State or Country Code	MD
Entity File Number	001-37399
Entity Tax Identification Number	30-0870244
Entity Address, Address Line One	120 Passaic Avenue
Entity Address, City or Town	Fairfield
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07004
City Area Code	(973)
Local Phone Number	244-4500
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(g) Security	Common Stock, $0.01 par value
Trading Symbol	KRNY
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	false
Amendment Flag	false
Entity Central Index Key	0001617242
Entity Registrant Name	KEARNY FINANCIAL CORP.