Princeton Bancorp (NASDAQ: BPRN) shareholders elect full board and ratify auditor

Rhea-AI Filing Summary

Princeton Bancorp, Inc. held its 2026 annual meeting of shareholders on April 21, 2026. There were 6,795,200 common shares issued and outstanding as of the March 6, 2026 record date, and 5,642,618 shares were present and entitled to vote at the meeting.

All nine director nominees were elected, each receiving significantly more votes “For” than “Withheld.” Shareholders also approved, on an advisory basis, the named executive officer compensation, with 4,176,844 votes in favor versus 231,544 against. In addition, shareholders ratified the appointment of Wolf & Company, P.C. as independent auditors for the year ending December 31, 2026, with 5,612,397 votes in favor and minimal opposition.

8-K Event Classification

Item 5.07 — Submission of Matters to a Vote of Security Holders

1 item

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Key Figures

Shares outstanding: 6,795,200 shares Shares present to vote: 5,642,618 shares Executive pay advisory vote – For: 4,176,844 votes +4 more

7 metrics

Shares outstanding 6,795,200 shares Common stock issued and outstanding on March 6, 2026 record date

Shares present to vote 5,642,618 shares Shares present and entitled to vote at 2026 annual meeting

Executive pay advisory vote – For 4,176,844 votes Advisory vote to approve named executive officer compensation

Executive pay advisory vote – Against 231,544 votes Advisory vote to approve named executive officer compensation

Auditor ratification – For 5,612,397 votes Ratification of Wolf & Company, P.C. as independent auditors for 2026

Director Edward Dietzler – For 4,335,831 votes Election of director at 2026 annual meeting

Executive pay broker nonvotes 1,193,886 votes Broker nonvotes on advisory executive compensation proposal

Key Terms

broker nonvotes, advisory vote to approve named executive officer compensation, independent auditors, record date, +1 more

5 terms

broker nonvotes financial

"2. Advisory vote to approve named executive officer compensation | 4,176,844 | 231,544 | 40,344 | 1,193,886"

advisory vote to approve named executive officer compensation financial

"2. Advisory vote to approve named executive officer compensation | 4,176,844 | 231,544 | 40,344 | 1,193,886"

independent auditors financial

"ratify the appointment of Wolf & Company, P.C. as independent auditors for the year ending December 31, 2026"

Independent auditors are outside, licensed accountants who examine a company’s books, records and internal controls and issue an objective opinion on whether the financial statements accurately reflect the business’s financial position. Investors treat their report like a neutral inspector’s stamp — it increases trust, makes financial results easier to compare, and alerts readers if there are errors, omissions or other problems that could affect investment decisions.

record date financial

"There were issued and outstanding on March 6, 2026, the record date for the 2026 Annual Meeting, 6,795,200 shares"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

emerging growth company regulatory

"Emerging growth company Item 5.07 Submission of Matters to a Vote of Security Holders."

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Understanding 8-K Material Events →

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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): April 21, 2026

PRINCETON BANCORP, INC.

(Exact name of Registrant as Specified in Its Charter)

Pennsylvania			001-41589	88-4268702
(State or Other Jurisdiction of Incorporation)			(Commission File Number)	(IRS Employer Identification No.)
183 Bayard Lane
Princeton, New Jersey				08540
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: 609 921-1700

N/A

(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:

☐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, no par value		BPRN		The Nasdaq Global Market

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 5.07 Submission of Matters to a Vote of Security Holders.

The registrant’s 2026 annual meeting of shareholders (the “2026 Annual Meeting”) was held on April 21, 2026. There were issued and outstanding on March 6, 2026, the record date for the 2026 Annual Meeting, 6,795,200 shares of the registrant’s common stock, and 5,642,618 of such shares were present and entitled to vote at the 2026 Annual Meeting. The results of the items voted on are listed below.

1. Election of Directors

	For	Withheld
Richard Gillespie	3,669,511	779,220
Stephen Distler	4,321,918	126,814
Ross Wishnick	4,067,225	381,507
Robert Ridolfi	3,687,717	761,015
Judith Giacin	3,694,017	754,715
Stephen Shueh	4,325,600	123,132
Martin Tuchman	4,276,964	171,768
Susan Barrett	4,320,379	128,353
Edward Dietzler	4,335,831	112,901

	For	Against	Abstain	Broker Nonvotes
2. Advisory vote to approve named executive officer compensation	4,176,844	231,544	40,344	1,193,886
3. Proposal to ratify the appointment of Wolf & Company, P.C. as independent auditors for the year ending December 31, 2026	5,612,397	29,487	734	0

As the results in Matters 1 through 3 above indicate, at the 2026 Annual Meeting, (i) all of the nominees listed were elected as directors of the registrant; (ii) the advisory vote to approve named executive officer compensation was approved by the shareholders; and (iii) the proposal to ratify Wolf & Company, P.C. as the registrant’s independent auditors for the year ending December 31, 2026 was approved by the shareholders.

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 hereunto duly authorized.

			PRINCETON BANCORP. INC.
Date:	April 27, 2026	By:	/s/ Daniel J. O'Donnell
			Daniel J. O'Donell Executive Vice President, Chief Operating Officer and General Counsel

FAQ

What was the main outcome of Princeton Bancorp (BPRN)'s 2026 annual meeting?

Shareholders elected all director nominees, approved executive compensation on an advisory basis, and ratified Wolf & Company, P.C. as independent auditors for 2026. These results confirm board composition, endorse current pay practices, and finalize the auditor choice for the upcoming fiscal year.

How many Princeton Bancorp (BPRN) shares were eligible and present to vote at the 2026 meeting?

There were 6,795,200 common shares issued and outstanding on March 6, 2026, the record date, and 5,642,618 of those shares were present and entitled to vote. This indicates strong shareholder participation in the 2026 annual meeting decisions.

Did Princeton Bancorp (BPRN) shareholders approve executive compensation in 2026?

Yes. The advisory vote to approve named executive officer compensation received 4,176,844 votes for, 231,544 against, and 40,344 abstentions, with 1,193,886 broker nonvotes. This indicates clear shareholder support for the compensation program presented at the meeting.

Which audit firm did Princeton Bancorp (BPRN) shareholders ratify for 2026?

Shareholders ratified Wolf & Company, P.C. as independent auditors for the year ending December 31, 2026, with 5,612,397 votes for, 29,487 against, and 734 abstentions. This ratification confirms the external audit provider for the upcoming fiscal year.

How did individual director nominees fare in Princeton Bancorp (BPRN)'s 2026 director elections?

All nine nominees, including Richard Gillespie, Stephen Distler, Ross Wishnick, and others, received more votes “For” than “Withheld.” For example, Edward Dietzler received 4,335,831 votes for and 112,901 withheld, confirming each nominee’s election to the board.

Filing Exhibits & Attachments

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