GCBC 2025 Annual Meeting: director and advisory vote results

Rhea-AI Filing Summary

Greene County Bancorp, Inc. reported results from its 2025 Annual Meeting of Stockholders held on November 1, 2025. Stockholders voted on director nominees and other proposals detailed in the company’s proxy statement.

Director nominee vote totals (three-year terms): John Brust received 14,198,641 votes for and 50,069 withheld, with 1,490,885 broker non-votes; Donald E. Gibson received 14,223,456 for and 25,254 withheld, with 1,490,885 broker non-votes; Tejraj S. Hada received 13,527,927 for and 720,783 withheld, with 1,490,885 broker non-votes.

Other proposals received the following votes: one proposal had 15,695,544 for, 32,149 against, and 11,902 abstentions; another had 13,045,463 for, 1,147,689 against, and 55,558 abstentions, with 1,490,885 broker non-votes. On advisory frequency, votes were 13,986,241 for 1 year, 55,168 for 2 years, 140,533 for 3 years, and 66,768 abstentions, with 1,490,885 broker non-votes. The company also used a slideshow at the meeting, available under Investor Relations → Events & Presentations.

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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): November 1, 2025

GREENE COUNTY BANCORP, INC.

(Exact Name of Registrant as Specified in its Charter)

United States		0-25165		14-1809721
(State or Other Jurisdiction of Incorporation)		(Commission File No.)		(I.R.S. Employer Identification No.)

302 Main Street, Catskill NY		12414
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code:  (518) 943-2600

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):

☐
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 class	Trading symbol	Name of exchange on which registered
Common Stock, $0.10 par value	GCBC	The Nasdaq Stock 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.

On November 1, 2025, Greene County Bancorp, Inc. (the “Company”) held its 2025 Annual Meeting of Stockholders. The matters listed below were submitted to a vote of the stockholders through the solicitation of proxies, and the proposals are described in detail in the Company’s Proxy Statement filed with the Securities and Exchange Commission on September 19, 2025. The final results of the stockholder vote are as follows:

1. The election as Directors of the nominees listed below.

Each to serve for the three-year term:

	For	Withheld	Broker Non-Votes
John Brust	14,198,641	50,069	1,490,885
Donald E. Gibson	14,223,456	25,254	1,490,885
Tejraj S. Hada	13,527,927	720,783	1,490,885

2. The ratification of the appointment of Bonadio & Co., LLP as the Company’s independent registered public accounting firm for the fiscal year ending June 30, 2026.

For	Against	Abstain	Broker Non-Votes
15,695,544	32,149	11,902	—

3. To consider and act upon a non-binding advisory resolution regarding the compensation of the Company’s named executive officers.

For	Against	Abstain	Broker Non-Votes
13,045,463	1,147,689	55,558	1,490,885

4. To consider and act upon an advisory vote on the frequency at which the Company should include an advisory vote regarding the compensation of the Company’s named executive officers in its proxy statement for shareholder consideration.

1 YR	2 YRS	3 YRS	Abstain	Broker Non-Votes
13,986,241	55,168	140,533	66,768	1,490,885

Item 8.01 Other Events

On November 1, 2025, the Company utilized a slideshow at its 2025 Annual Meeting of Stockholders. This slideshow discusses the Company’s financial performance and business strategies and is available on the Company’s website, www.tbogc.com, under the links for “Investor Relations” and then “Events & Presentations.”

Item 9.01 Financial Statements and Exhibits.

(a) Not Applicable.

(b) Not Applicable.

(c) Not Applicable.

(d) Exhibits

Exhibit Number	Description
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, hereunto duly authorized.

		GREENE COUNTY BANCORP, INC.
November 4, 2025	By:	/s/ Donald E. Gibson
		Donald E. Gibson
		President and Chief Executive Officer

FAQ

What did GCBC announce in its 8-K?

GCBC reported the final voting results from its 2025 Annual Meeting of Stockholders and noted a meeting slideshow is available on its website.

What were the vote totals for GCBC’s director nominees?

John Brust: 14,198,641 for, 50,069 withheld; Donald E. Gibson: 14,223,456 for, 25,254 withheld; Tejraj S. Hada: 13,527,927 for, 720,783 withheld; each with 1,490,885 broker non-votes.

How did stockholders vote on the advisory proposal with the largest support?

One proposal received 15,695,544 votes for, 32,149 against, and 11,902 abstentions.

What were the results of the advisory vote on executive compensation?

Votes were 13,045,463 for, 1,147,689 against, and 55,558 abstentions, with 1,490,885 broker non-votes.

What say-on-pay frequency did GCBC stockholders favor?

Votes for frequency were 13,986,241 for 1 year, 55,168 for 2 years, 140,533 for 3 years, and 66,768 abstentions, with 1,490,885 broker non-votes.

Where can I find GCBC’s Annual Meeting presentation?

On the company’s website, www.tbogc.com, under Investor Relations → Events & Presentations.