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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): February 9, 2026
GOUVERNEUR BANCORP, INC.
(Exact name of registrant as specified in its charter)
| | | | |
Maryland | | 000-56605 | | 37-2102925 |
(State or Other Jurisdiction
of Incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) |
42 Church Street, Gouverneur, New York 13642
(Address of principal executive offices, including zip code)
(315) 287-2600
(Registrant’s telephone number, including area code)
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:
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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)) |
Securities registered pursuant to Section 12(b) of the Act:
| | | | |
Title of each class: | | Trading Symbol | | Name of each exchange on which registered: |
None | | | | |
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 annual meeting of the stockholders of Gouverneur Bancorp, Inc. (the “Company”) was held on February 9, 2026. The final results of the vote for each of the matters submitted to a vote of stockholders at the annual meeting are as follows:
| 1. | The following individuals were elected as directors, each for a three-year term or until their successors are duly elected and qualified, by the following vote: |
| | | | |
| | FOR | | WITHHELD |
Henry J. Leader | | 464,018 | | 16,834 |
Duane M. Pelkey | | 463,616 | | 17,236 |
Chad B. Soper | | 450,305 | | 30,547 |
There were 279,606 broker non-votes on the proposal.
| 2. | The appointment of Bonadio & Co., LLP as the Company’s independent registered public accounting firm for the fiscal year ending September 30, 2026 was ratified by stockholders by the following vote: |
| | | | |
FOR | | AGAINST | | ABSTAIN |
733,379 | | 22,231 | | 4,848 |
There were no broker non-votes on the proposal.
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.
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| GOUVERNEUR BANCORP, INC. |
| |
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| By: | /s/ James D. Campanaro |
| Name: | James D. Campanaro |
| Title: | Vice President and Chief Financial Officer |
Date: February 11, 2026
