Greene County Bancorp (NASDAQ: GCBC) adopts 400,000-share repurchase plan
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Greene County Bancorp, Inc. has authorized a stock repurchase program allowing the company to buy back up to 400,000 shares of its common stock. This represents about 5.0% of the 7,808,300 shares held by public shareholders, excluding its mutual holding company parent.
Shares may be repurchased in open market or private transactions, including block trades and trades under Rule 10b5-1 plans. Repurchases are expected to begin after the company releases results for the quarter ended March 31, 2026, and will occur at management’s discretion based on market conditions, share price, alternative uses of capital, and financial performance.
The program follows Rule 10b-18 and other legal requirements and can be suspended, modified, or terminated at any time. The company is not obligated to repurchase any specific number of shares under this authorization.
Positive
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Negative
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8-K Event Classification
2 items: 8.01, 9.01
2 items
Item 8.01
Other Events
Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Authorized repurchase size: 400,000 shares
Public float base: 7,808,300 shares
Repurchase as % of public shares: 5.0%
+2 more
5 metrics
Authorized repurchase size
400,000 shares
Maximum shares under new stock repurchase program
Public float base
7,808,300 shares
Outstanding common stock held by shareholders other than Greene County Bancorp, MHC
Repurchase as % of public shares
5.0%
Portion of 7,808,300 publicly held shares covered by program
Quarter reference
Quarter ended March 31, 2026
Repurchases expected to begin after results for this period are released
Par value per share
$0.10 par value
Common stock listed on The Nasdaq Stock Market
Key Terms
stock repurchase program, Rule 10b5-1, Rule 10b-18, forward-looking statements, +1 more
5 terms
stock repurchase program financial
"the Board of Directors has adopted a stock repurchase program"
A stock repurchase program is when a company buys back its own shares from the market. This can make each remaining share more valuable and shows that the company believes its stock is a good investment. It’s like a business treating its shares like a limited resource, hoping to boost confidence and share prices.
Rule 10b5-1 regulatory
"pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1"
Rule 10b5-1 is a regulation that allows company insiders to buy or sell their shares at predetermined times, even if they have access to non-public information. It acts like setting a schedule in advance for transactions, helping prevent accusations of unfair trading. This rule provides a way for insiders to plan trades transparently, giving investors confidence that these transactions are not based on hidden information.
Rule 10b-18 regulatory
"Open market purchases will be conducted in accordance with the limitations set forth in Rule 10b-18"
Rule 10b-18 is a regulation that sets strict rules for how a company's executives and employees can buy back their own company's stock from the market. It helps ensure that these buybacks happen in a fair and transparent way, reducing the chance of market manipulation. This is important for investors because it offers protection against unfair practices and promotes confidence in the integrity of the stock market.
forward-looking statements regulatory
"this release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
mutual holding company financial
"shares held by shareholders other than Greene County Bancorp, MHC, the Company’s majority mutual holding company parent"
A mutual holding company is a corporate structure where an organization that is owned by its members or policyholders creates a stock company underneath it, so shares can be sold while the original member-owned entity remains the parent. For investors, it matters because it changes who can buy stock, how control and voting are split, and the potential for future share sales or dilution—like a club setting up a store it can sell shares in while the club itself keeps overall control.
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 15, 2026
(Exact Name of Registrant as Specified in its Charter)
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(Zip Code)
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Not Applicable
(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 Instruction A.2. below):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Name of exchange on which registered Common
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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
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On April 15, 2026, Greene County Bancorp, Inc. (the “Company”) announced that it had authorized a stock repurchase program for up to 400,000 shares
of the Company’s outstanding shares of common stock. This amount represents approximately 5.0% of the Company’s 7,808,300 shares of outstanding common stock held by shareholders other than Greene County Bancorp, MHC, the Company’s majority mutual
holding company parent.
A copy of the press release announcing the stock repurchase program is included as exhibit 99.1 to this report and is incorporated herein by
reference.
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Financial Statements and Exhibits
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(d)
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Exhibits
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Exhibit No.
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Description
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99.1
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Press Release, dated April 15, 2026
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104
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Cover Page Interactive Data File (embedded within the Inline XBRL document)
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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.
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GREENE COUNTY BANCORP, INC.
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DATE: April 15, 2026
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By:
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/s/ Donald E. Gibson
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Donald E. Gibson
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President and Chief Executive Officer
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Exhibit 99.1
FOR IMMEDIATE RELEASE
Date: April 15, 2026
For Further Information Contact:
Donald E. Gibson
President and CEO
(518) 943-2600
donaldg@tbogc.com
GREENE COUNTY BANCORP, INC.
ADOPTS STOCK REPURCHASE PROGRAM
Catskill, New York, April 15, 2026 – Greene County Bancorp, Inc. (the “Company”) (NASDAQ-GCBC), the holding company for Bank of Greene County and its subsidiary Greene County Commercial Bank, today
announced that its Board of Directors has adopted a stock repurchase program. Under the repurchase program, the Company may repurchase up to 400,000 shares of its common stock. This amount represents approximately 5.0% of the Company’s 7,808,300
shares of outstanding common stock held by shareholders other than Greene County Bancorp, MHC, the Company’s majority mutual holding company parent.
The repurchase program permits shares to be repurchased in open market or private transactions, through block trades,
and pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 of the Securities and Exchange Commission.
Repurchases are expected to commence after
the Company publicly releases its results of operations for the quarter ended March 31, 2026. Repurchases will be made at management’s discretion at prices management considers to be attractive and in the
best interests of both the Company and its stockholders, subject to the availability of stock, general market conditions, the trading price of the stock, alternative uses for capital, and the Company’s financial performance. Open market purchases
will be conducted in accordance with the limitations set forth in Rule 10b-18 of the Securities and Exchange Commission and other applicable legal requirements.
The repurchase program may be suspended, terminated or modified at any time for any reason, including market conditions, the cost of
repurchasing shares, the availability of alternative investment opportunities, liquidity, and other factors deemed appropriate. These factors may also affect the timing and amount of share repurchases. The repurchase program does not obligate the
Company to purchase any particular number of shares.
About Greene County Bancorp, Inc.
Greene County Bancorp, Inc. is the holding company for the Bank of Greene County, and its subsidiary Greene County Commercial Bank. The
Company is the leading provider of community-based banking services throughout the Hudson Valley and Capital Region of New York State. Its customers include individuals, businesses, municipalities and other institutions. Greene County Bancorp, Inc.
(GCBC) is publicly traded on the Nasdaq Capital Market and is dedicated to promoting economic development and a high quality of life in the communities it serves. For more information on Greene County Bancorp, Inc., visit www.tbogc.com.
Forward-Looking Statements
In addition to historical information, this release may contain forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995, which describes the future plans, strategies and expectations of the Company. Forward-looking statements can be identified by the use of words such as “estimate,” “project,” “believe,” “intend,” “anticipate,”
“assume,” “plan,” “seek,” “expect,” “will,” “may,” “should,” “indicate,” “would,” “contemplate,” “continue,” “target” and words of similar meaning. Forward-looking statements are based on our current beliefs and expectations and are inherently
subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and
decisions that are subject to change. Accordingly, you should not place undue reliance on such statements. We are under no duty to and do not take any obligation to update any forward-looking statements after the date of this report. Factors which
could have a material adverse effect on the operations of the Company and its subsidiaries include, but are not limited to, changes in general economic conditions, interest rates and inflation; changes in asset quality; our ability to access
cost-effective funding; fluctuations in real estate values; changes in laws or regulations; the effects of any federal government shutdown; changes in liquidity, including the size and composition of our deposit portfolio and the percentage of
uninsured deposits in the portfolio; changes in technology; failures or breaches of our IT security systems; our ability to introduce new products and services and capitalize on growth opportunities; changes in accounting policies and practices;
our ability to retain key employees; and the effects of natural disasters and geopolitical events, including terrorism, conflict and acts of war.
FAQ
What stock repurchase did Greene County Bancorp, Inc. (GCBC) authorize?
Greene County Bancorp, Inc. authorized a stock repurchase program for up to 400,000 shares of its common stock. This buyback capacity equals about 5.0% of its 7,808,300 publicly held shares, excluding the majority mutual holding company parent.
When will Greene County Bancorp’s new repurchase program begin?
Repurchases under Greene County Bancorp’s program are expected to commence after it publicly releases results for the quarter ended March 31, 2026. Actual timing and amounts will depend on stock availability, market conditions, trading price, and the company’s financial performance.
What factors will influence Greene County Bancorp’s buyback activity?
Management will consider stock availability, general market conditions, the trading price of GCBC shares, alternative uses for capital, and the company’s financial performance. These factors will shape both the timing and total volume of actual share repurchases under the program.