Gouverneur Bancorp swings to $3.1M Q4 net loss

GOVB expects restructuring benefits to emerge progressively as it redeploys remaining proceeds into higher-yielding earning assets.

Available on EDGAR 10/29/2026 - 01:12 PM EDT Accepted by SEC EDGAR 10/29/2026 - 01:12 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Gouverneur Bancorp, Inc. (GOVB) reported a $3.1 million GAAP net loss for the quarter ended September 30, 2026, versus $238,000 of net income a year earlier; its fiscal 2026 net loss was $2.3 million, versus $733,000 of net income. Adjusted net income, a non-GAAP measure, was $241,000 for the quarter and $984,000 for the year.

Fourth-quarter results included approximately $4.0 million in pretax losses tied to balance-sheet restructuring: the company sold approximately $24.0 million of available-for-sale securities and a 95% participation interest in a portfolio of lower-yielding loans. It retained the remaining 5% and continues to service the loans. Proceeds were used to repay higher-cost borrowings and reinvest in securities. Net interest margin was 4.66%, compared with 4.12% a year earlier; deposits were $155.6 million at September 30, 2026, and FHLBNY advances were zero, compared with $7.0 million one year earlier.

1 point · 0 major

NegativeiHow this balance works

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

How the balance worksHow Sentiment works

1 major · 1 point

How the balance works

Positive

• Moderate pointQuarterly interest income increased 8.76% to $2.4 million.

Negative

• Major pointGAAP losses: $3.1 million in Q4 and $2.3 million for fiscal 2026.

Filing Explained

The $241,000 adjusted quarterly profit adds back a $210,000 overdraft-related credit-loss provision and $24,000 of overdraft expenses, but subtracts $91,000 of accelerated loan-fee income; those items are part of the GAAP-to-adjusted reconciliation.

8-K Event Classification

2 items: 2.02, 9.01

2 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Fourth-quarter GAAP net loss: $3.1 million loss Fiscal 2026 GAAP net loss: $2.3 million loss Fourth-quarter adjusted net income: $241,000 +5 more

8 metrics

Fourth-quarter GAAP net loss $3.1 million loss Three months ended September 30, 2026; versus $238,000 net income in 2025

Fiscal 2026 GAAP net loss $2.3 million loss Year ended September 30, 2026; versus $733,000 net income in 2025

Fourth-quarter adjusted net income $241,000 Non-GAAP; three months ended September 30, 2026

Fiscal 2026 adjusted net income $984,000 Non-GAAP; year ended September 30, 2026

Pretax restructuring sale losses Approximately $4.0 million Sales of investment securities and loan participations during the fourth quarter

Available-for-sale securities sold Approximately $24.0 million Fourth-quarter balance-sheet restructuring

Loan participation sale net proceeds Approximately $16.4 million Fourth-quarter balance-sheet restructuring

Fourth-quarter net interest margin 4.66% Three months ended September 30, 2026; versus 4.12% in 2025

Key Terms

Available-for-sale, Loan participation, Net interest margin, Adjusted Net Income, +1 more

5 terms

Available-for-sale financial

"available-for-sale investment securities"

A classification for bonds, stocks or other investments that a company plans to keep but might sell before they reach full term. Think of it like items a shop keeps on a shelf for potential sale: their market value can go up or down while the company holds them, and those unrealized gains or losses are shown separately from operating profit until they are sold. Investors watch this because large swings can change a company’s reported net worth and signal how much flexibility it has to raise cash quickly.

Loan participation financial

"sold a 95% participation interest in a portfolio"

Net interest margin financial

"Net interest margin, which represents net interest income as a percentage"

Net interest margin measures how much a bank earns from lending and investing compared with what it pays for funding, expressed as a percentage of its interest-earning assets. Think of it like a grocery store’s markup: it shows the gap between buying cost and selling price per dollar of goods — here, the cost is interest paid and the sale is interest received. Investors watch it because a higher margin usually means a bank is more profitable and better at managing interest rate and credit conditions.

Adjusted Net Income financial

"Adjusted Net Income as GAAP net income (loss), adjusted to exclude"

Adjusted net income is a company's reported profit after removing unusual, one-time, or non-operational items so the number reflects the business’s regular earning power. Investors use it like a cleaned-up scorecard — similar to judging a player’s season performance without a few fluke games — to compare companies or assess trends without being misled by rare gains or losses that won’t affect future cash flow.

Deferred loan fees financial

"accelerated recognition of deferred loan fees"

Earnings Snapshot

Fourth-quarter GAAP net income (loss): $3.1 million loss

Three months and fiscal year ended September 30, 2026

Fourth-quarter GAAP net income (loss) $3.1 million loss Versus $238,000 net income in 2025

Fiscal 2026 GAAP net income (loss) $2.3 million loss Versus $733,000 net income in 2025

Fourth-quarter adjusted net income $241,000 Versus $238,000 in 2025

Fiscal 2026 adjusted net income $984,000 Versus $733,000 in 2025

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were GOVB's fourth-quarter and fiscal 2026 results?

GOVB reported a GAAP net loss of $3.1 million, or $2.97 per basic and diluted share, for the quarter ended September 30, 2026; fiscal-year net loss was $2.3 million, or $2.25 per share. Adjusted net income was $241,000 for the quarter and $984,000 for the year.

How much principal and proceeds were involved in GOVB's loan participation sale?

The loan portfolio had approximately $20.0 million in outstanding principal balances. The participation sale represented approximately $18.7 million in principal, generated approximately $16.4 million in net proceeds, and resulted in an approximately $2.0 million pretax loss.

How did GOVB use its balance-sheet restructuring proceeds?

The company used proceeds to repay higher-cost borrowings, reinvest approximately $11.6 million in higher-yielding, shorter-duration investment securities, and invest approximately $9.0 million in a laddered portfolio of short-term U.S. Treasury securities.

What was GOVB's net interest margin in fiscal 2026?

GOVB's net interest margin was 4.29% for fiscal 2026, compared with 4.08% for fiscal 2025. For the fourth quarter, it was 4.66%, compared with 4.12% a year earlier.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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): October 28, 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:

​

	☐	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	​ ​ ​	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 2.02     Results of Operations and Financial Condition.

On October 28, 2026, Gouverneur Bancorp, Inc. (the “Company”) issued a press release announcing its financial results for the three months and year ended September 30, 2026. A copy of the Company’s press release is attached as Exhibit 99.1 and is furnished herewith.

Except as specifically set forth herein, the information contained in this Item 2.02 and in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific references in such a filing.

Item 9.01     Financial Statements and Other Exhibits.

(d)	Exhibits:
​	​
99.1	Press Release dated October 28, 2026
​	​
104	Cover Page Interactive Data File (embedded within the inline XBRL document)

​

​

2

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.

​		​
​	GOUVERNEUR BANCORP, INC.
​	​
​		​
​	By:	/s/ James D. Campanaro
​	Name:	James D. Campanaro
​	Title:	Vice President and Chief Financial Officer

​

Date: October 29, 2026

3

Exhibit 99.1

Gouverneur Bancorp, Inc. Announces Fiscal 2026 Fourth Quarter and Fiscal Year Results

​

Gouverneur, New York, October 28, 2026:  Gouverneur Bancorp, Inc. (OTCQB: GOVB) (the “Company”), the holding company for Gouverneur Savings and Loan Association (the “Bank”), today announced the Company’s results for the fourth quarter and full fiscal year ended September 30, 2026.

​

The Company reported a net loss of $3.1 million, or $2.97 per basic and diluted share, for the quarter ended September 30, 2026, compared to net income of $238,000, or $0.24 per basic and diluted share, for the quarter ended September 30, 2025. The Company reported adjusted net income⁽¹⁾ of $241,000, or $0.23 per basic and diluted share, for the quarter ended September 30, 2026.

​

The Company also reported a net loss of $2.3 million, or $2.25 per basic and diluted share, for the fiscal year ended September 30, 2026, compared to net income of $733,000, or $0.72 per basic and diluted share, for the fiscal year ended September 30, 2025. The Company reported adjusted net income⁽¹⁾ of $984,000, or $0.95 per basic and diluted share, for the fiscal year ended September 30, 2026.

​

Balance Sheet Restructuring and Other Notable Items

​

As previously announced, during the fourth quarter of fiscal 2026, the Company executed a strategic balance sheet restructuring designed to improve future earnings, enhance net interest margin and strengthen the Company’s overall balance sheet position. As part of this initiative, the Company sold approximately $24.0 million of available-for-sale investment securities, resulting in a pretax loss of approximately $2.0 million. Additionally, the Company sold a 95% participation interest in a portfolio of lower-yielding loans with outstanding principal balances of approximately $20.0 million. The participation sale represented approximately $18.7 million in principal balances, resulting in a pretax loss of approximately $2.0 million and generating net proceeds of approximately $16.4 million. The Company retained the remaining 5% participation interest and continues to service the loans, preserving its existing customer relationships.

​

Proceeds from the restructuring transactions have been used to repay higher-cost borrowings and reinvest approximately $11.6 million in higher-yielding, shorter-duration investment securities to support the Company’s ongoing collateral and pledging requirements. Additionally, the Company invested approximately $9.0 million in a laddered portfolio of short-term U.S. Treasury securities to generate additional interest income while maintaining liquidity to support future loan demand. The Company continued to experience strong loan demand during the fourth quarter, contributing to record loan origination volume for the fiscal year ended September 30, 2026. The restructuring, combined with the Company’s continued loan production, is expected to improve ongoing earnings performance through reduced funding costs, improved asset yields and a more favorable interest rate risk profile. As the Company continues to redeploy the remaining proceeds into higher-yielding earning assets, the financial benefits of the restructuring are expected to be realized progressively over future reporting periods.

​

In addition to the restructuring transactions, the Company recognized a $215,000 provision for credit losses during the fourth quarter of fiscal 2026 primarily associated with the resolution of previously

(1) As used in this press release, adjusted net income is a non-GAAP financial measure. This measure excludes certain items impacting reported earnings, including losses recognized on the sales of investment securities and loan participations, accelerated recognition of deferred loan fees associated with the loan participation sale, and certain charges related to the resolution of previously identified overdraft balances, together with the related income tax effects. For a reconciliation of this and other non-GAAP financial measures to their comparable GAAP measures, see “Reconciliation of Non-GAAP Measures.”

identified overdraft balances, as well as a $24,000 charge related to other overdraft adjustments. The Company also recognized approximately $91,000 of income from the accelerated recognition of deferred loan fees associated with the loan participation sale. These items, together with the losses recognized on the securities and loan sales, impacted reported earnings for the fourth quarter and fiscal year ended September 30, 2026. The Company has provided adjusted net income, a non-GAAP financial measure, to supplement its reported financial results, with a reconciliation to the most directly comparable GAAP financial measures included in the accompanying financial tables.

​

Summary of Financial Results

​

Our results of operations depend primarily on our net interest income. Net interest income is the difference between the interest income we earn on our interest-earning assets, consisting primarily of loans and securities, and the interest we pay on our interest-bearing liabilities, consisting primarily of savings and club accounts, NOW and money market accounts and time certificates. Our results of operations also are affected by our provisions for credit losses, non-interest income and non-interest expense. Non-interest income currently consists primarily of service charges, earnings on bank owned life insurance and loan servicing fees. Non-interest expense currently consists primarily of salaries and employee benefits, directors’ fees, occupancy and data processing expense and professional fees. Our results of operations also may be affected significantly by other factors including, but not limited to, general and local economic and competitive conditions, changes in market interest rates, governmental policies and actions of regulatory authorities.

​

Total assets decreased by $6.8 million, or 3.44%, from $198.5 million at September 30, 2025 to $191.7 million at September 30, 2026.  Securities-available-for sale decreased $8.3 million, or 20.39%, from $40.9 million as of September 30, 2025, to $32.6 million as of September 30, 2026. The decrease was primarily due to the sale of investment securities as part of the Company’s balance sheet restructuring, partially offset by reinvestment in higher-yielding securities. Net loans decreased by $6.4 million or 4.88%, from $131.5 million at September 30, 2025 to $125.1 million at September 30, 2026, primarily due to the sale of loan participations during the fourth quarter, partially offset by strong loan origination activity throughout the fiscal year.  Cash and cash equivalents increased $7.3 million, from $4.7 million at September 30, 2025 to $11.9 million at September 30, 2026, reflecting additional liquidity available for future loan growth and balance sheet repositioning.

​

Deposits increased by $0.8 million, or 0.54%, to $155.6 million at September 30, 2026 from $154.8 million at September 30, 2025 due to seasonal activity from commercial deposit relationships, partially offset by a slight decrease in municipal deposits. At September 30, 2026, the Company had no outstanding advances from the Federal Home Loan Bank of New York (the “FHLBNY”), compared to $7.0 million in FHLBNY advances at September 30, 2025, reflecting the repayment of higher-cost borrowings as part of the Company’s balance sheet restructuring. The Bank did not hold any brokered deposits at either September 30, 2026 or September 30, 2025.

​

Shareholders’ equity was $30.0 million at September 30, 2026, representing a decrease of 6.50% from the September 30, 2025 balance of $32.1 million. The decrease was primarily attributable to the net loss recognized during fiscal 2026, the repurchase of common stock, which was returned to authorized but unissued status by the Company, and by the declaration and payment of dividends, partially offset by a $0.5 million improvement in accumulated other comprehensive loss. The improvement in accumulated other comprehensive loss reflected the combined effects of the realization of previously unrealized losses on investment securities sold as part of the balance sheet restructuring and changes in the market value of the remaining securities portfolio. The Company declared cumulative dividends

of $0.18 per share totaling $191,000 during fiscal year 2026, paid in November 2025 and May 2026.  The Company’s book value was $28.35 per common share based on 1,059,027 shares issued and outstanding at September 30, 2026. The Company’s book value was $30.55 per common share based on 1,050,945 shares issued and outstanding at September 30, 2025.

​

Total interest income increased $192,000, or 8.76%, from $2.2 million for the quarter ended September 30, 2025 to $2.4 million for the quarter ended September 30, 2026 due to an increase in interest income on loans and short-term investments, partially offset by a decrease in interest income from investments in taxable and non-taxable securities. Interest income on loans increased $220,000, or 12.46%, from $1.8 million for the quarter ended September 30, 2025 to $2.0 million for the quarter ended September 30, 2026. For the year ended September 30, 2026, total interest income increased $435,000, or 5.02%, from $8.7 million for the year ended September 30, 2025 to $9.1 million. Interest income on loans increased $646,000, or 9.42%, from $6.9 million in fiscal 2025 to $7.5 million in fiscal 2026, primarily due to strong loan origination activity and loan repricing, partially offset by the sale of loan participations during the fourth quarter.

​

Total interest expense decreased $16,000, or 4.36%, from $367,000 for the quarter ended September 30, 2025 to $351,000 for the quarter ended September 30, 2026. Interest expense on deposits decreased $10,000, from $356,000 for the quarter ended September 30, 2025 to $346,000 for the quarter ended September 30, 2026, primarily due to a decrease in retail deposit rates. For the fiscal year ended September 30, 2026, total interest expense remained relatively unchanged at $1.5 million compared to fiscal 2025. Interest expense on deposits decreased $127,000, or 8.43%, from $1.5 million in fiscal 2025 to $1.4 million in fiscal 2026, primarily due to lower rates paid on time certificates. The decrease was substantially offset by increased interest expense on FHLBNY borrowings during fiscal 2026, which were subsequently repaid as part of the Company’s balance sheet restructuring.

​

Net interest margin, which represents net interest income as a percentage of average interest-earning assets, was 4.66% and 4.12% for the quarters ended September 30, 2026 and 2025, respectively, and 4.29% and 4.08% for the fiscal years ended September 30, 2026 and 2025, respectively. Net interest margin increased primarily due to higher yields on interest-earning assets, continued loan production and repricing, and lower funding costs.

​

Non-interest income decreased $4.2 million, from income of $347,000 for the quarter ended September 30, 2025 to a loss of $3.8 million for the quarter ended September 30, 2026, primarily due to pretax losses of approximately $4.0 million total on the sales of investment securities and loan participations associated with the Company’s balance sheet restructuring. For the year ended September 30, 2026, non-interest income decreased $4.0 million, from income of $1.1 million in fiscal 2025 to a loss of $3.0 million in fiscal 2026, primarily attributable to the restructuring losses. Non-interest income also benefited from a $103,000 bank-owned life insurance death benefit recognized during the first quarter of fiscal 2026.

​

Non-interest expense increased $42,000 for the quarter ended September 30, 2026, compared to the quarter ended September 30, 2025. This was primarily due to a $88,000 increase in other operating expenses from higher supplemental retirement plan expenses, increased ATM card processing costs, and higher credit bureau fees resulting from increased lending activity. For the year ended September 30, 2026, non-interest expenses increased $131,000, or 1.78%, compared to the same period in fiscal 2025. This was primarily due to an increase in building, occupancy and equipment expense and the non-recurrence of a recovery recognized in miscellaneous expense during the prior-year period. Foreclosed asset expenses decreased $61,000 to a net benefit of $37,000 for the year ended September

30, 2026, compared to a net expense of $24,000 for the year ended September 30, 2025. The change was primarily due to a favorable fair value adjustment and subsequent gain on the sale of one foreclosed property and the sale of a different foreclosed property during the year ended September 30, 2026.

​

Financial and Operational Metrics (GAAP) – The following information is unaudited and preliminary and based on the Company’s current data available at the time of presentation and is subject to change.

​

​	​	​	​	​	​	​
​	​	As of		​	As of
​	​	9/30/2026		​	9/30/2025
​		​	(In Thousands)
​		​	(unaudited)	​	​	​
Statement of Condition	​ ​ ​	​	​	​ ​ ​	​	​
Assets	​	​	​	​	​	​
Cash and Cash Equivalents	​	$	11,942	​	$	4,659
Securities Available-for-Sale	​		32,585	​		40,931
Loans Receivable, Net of Allowance for Credit	​		​	​		​
Losses and Deferred Loan Fees	​		125,090	​		131,504
Premises and Equipment, Net	​		3,114	​		2,904
Goodwill and Intangible Assets	​		5,410	​	​	5,531
Accrued Interest Receivable and Other Assets	​		13,556	​	​	12,999
Total Assets	​	$	191,697	​	$	198,528
​	​	​	​	​	​	​
Liabilities and Shareholders’ Equity	​		​	​		​
Deposits	​	$	155,618	​	$	154,780
FHLB Advances	​		—	​		7,000
Accrued Interest Payable and Other Liabilities	​		6,059	​		4,640
Total Liabilities	​		161,677	​		166,420
​	​	​	​	​	​	​
Common Stock	​		11	​		11
Additional Paid in Capital	​		6,360	​		6,514
Unearned Common Stock held by ESOP	​		(463)	​		(501)
Retained Earnings	​		26,464	​		28,972
Accumulated Other Comprehensive Loss	​		(1,677)	​		(2,187)
Authorized but Unissued Stock	​		(675)	​		(701)
Total Shareholders’ Equity	​		30,020	​		32,108
Total Liabilities and Shareholders’ Equity	​	$	191,697	​	$	198,528

​

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​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

For the Three Months Ended

​

For the Fiscal Year Ended

​

​

9/30/2026

​

9/30/2025

​

9/30/2026

​

9/30/2025

​

(In Thousands except per share data)

​

​

(unaudited)

​

​

​

​

(unaudited)

​

​

​

​

Statement of Earnings

​ ​ ​

​

​

​ ​ ​

​

​

​ ​ ​

​

​

​ ​ ​

​

​

​

Interest Income

​

$

2,385

​

$

2,193

​

$

9,101

​

$

8,666

​

Interest Expense

​

351

​

367

​

1,519

​

1,518

​

Net Interest Income

​

2,034

​

1,826

​

7,582

​

7,148

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Less: Provision for Credit Loss

​

215

​

32

​

245

​

59

​

Net Interest Income After Provision for Credit Loss

​

1,819

​

1,794

​

7,337

​

7,089

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Non-interest Income (Loss)

​

(3,804)

​

347

​

(2,978)

​

1,055

​

Non-interest Expenses

​

1,919

​

1,877

​

7,482

​

7,351

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Income (Loss) Before Income Tax Expense (Benefit)

​

(3,904)

​

264

​

(3,123)

​

793

​

Less: Income Tax Expense (Benefit)

​

(844)

​

26

​

(806)

​

60

​

Net Income (Loss)

​

$

(3,060)

​

$

238

​

$

(2,317)

​

$

733

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Performance Ratios

​

​

​

​

​

​

​

​

​

Basic and Diluted Earnings (Losses) per Share

​

$

(2.97)

​

$

0.24

​

$

(2.25)

​

$

0.72

​

Annualized Return on Average Assets

​

(6.20)

%

0.48

%

(1.17)

%

0.37

%

Annualized Return on Average Equity

​

(38.63)

%

2.99

%

(7.26)

%

2.31

%

Net Interest Margin

​

4.66

%

4.12

%

4.29

%

4.08

%

​

Reconciliation of Non-GAAP Measures

To supplement our financial information, which is prepared and presented in accordance with generally accepted accounting principles in the United States of America (“ GAAP”), we used the following non-GAAP financial measures: Adjusted Interest Income, Adjusted Net Interest Income, Adjusted Provision for Credit Loss, Adjusted Non-interest Income, Adjusted Non-interest Expense, Adjusted Earnings Before Income Tax (AEBIT), Adjusted Income Tax, and Adjusted Net Income.  The presentation of this financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP.

We use these non-GAAP financial measures for financial and operational decision making and as a means to evaluate period-to-period comparisons.  We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain items that may not be indicative of our recurring business operating results. For fiscal 2026, these adjustments primarily relate to losses recognized on the sales of investment securities and loan participations associated with the Company’s balance sheet restructuring, accelerated recognition of deferred loan fees associated with the loan participation sale, certain provision for credit losses and expenses associated with the resolution of previously identified overdraft balances.

We believe these non-GAAP financial measures facilitate management’s internal comparisons to our historical financial performance and provide investors with greater transparency regarding the Company’s underlying operating results. These non-GAAP financial measures are also used by management in evaluating financial performance, developing operating plans and making strategic decisions. By excluding certain items that management believes may not be representative of ongoing operations, these measures may assist investors and analysts in evaluating the Company’s performance across reporting periods.

There are a number of limitations related to the use of non-GAAP financial measures, including that these measures may not be comparable to similarly titled measures used by other companies and exclude items that affected our results for the periods presented.  In light of these limitations, we provide specific information regarding the GAAP amounts excluded from these non-GAAP financial measures and evaluate these non-GAAP financial measures together with their relevant financial measures in accordance with GAAP.  

Adjusted Interest Income.  We define Adjusted Interest Income as total interest income, excluding certain items that management believes may not be indicative of recurring business operating results. For fiscal 2026, this adjustment reflects the accelerated recognition of deferred loan fees associated with the sale of loan participations as part of the Company’s balance sheet restructuring.

Adjusted Net Interest Income.  We define Adjusted Net Interest Income as net interest income adjusted to exclude the accelerated recognition of deferred loan fees associated with the loan participation sale. Management believes this measure provides supplemental information regarding the Company’s net interest income excluding the impact of this transaction.

Adjusted Provision for Credit Loss.  We define Adjusted Provision for Credit Loss as the provision for credit losses, excluding certain charges associated with the resolution of previously identified overdraft balances. For fiscal 2026, this adjustment reflects $210,000 provision for credit losses recognized in connection with the resolution of these balances. Management believes presenting this measure provides supplemental information regarding the Company’s credit loss expense excluding the impact of this identified matter.

Adjusted Non-Interest Income.  We define Adjusted Non-Interest Income as total non-interest earnings excluding certain items that management believes may not be indicative of our recurring business operating results. For fiscal 2026, these adjustments include losses recognized on the sales of investment securities and loan participations associated with the Company’s balance sheet restructuring.

Adjusted Non-Interest Expense.  We define Adjusted Non-Interest Expense as total non-interest expense, excluding certain expenses that management believes may not be indicative of recurring business operating results. For fiscal 2026, this adjustment includes $24,000 of expenses associated with the resolution of previously identified overdraft balances. Management believes this measure provides supplemental information regarding the Company’s operating expenses excluding the impact of this identified matter.

Adjusted Earnings Before Income Tax (“AEBIT”). We define AEBIT as net income before income tax, excluding certain items that management believes may not be indicative of recurring business operating results. For fiscal 2026, these adjustments include the aforementioned items affecting non-interest income, and certain provision for credit losses and expenses related to the resolution of previously identified overdraft balances.

We have included AEBIT because it is a key measure used by our management team to evaluate our operating performance, develop future operating plans, and make strategic decisions, including those related to operating expenses.  Management believes AEBIT provides useful supplemental information to investors and others in understanding and evaluating operating results by reducing the effects of certain transactions and expenses that may affect comparability between reporting periods.  AEBIT is not meant as a substitute for the related financial information prepared in accordance with GAAP.  

Adjusted Income Tax. We define Adjusted Income Tax as GAAP income tax expense (benefit) plus the income tax effect of the non-GAAP adjustments, calculated at the Company’s statutory federal income tax rate of 21%.

Adjusted Net Income. We define Adjusted Net Income as GAAP net income (loss), adjusted to exclude certain items that management believes may not be indicative of recurring business operating results, together with the related income tax effects. For fiscal 2026, these adjustments primarily include losses recognized on the sales of investment securities and loan participations, accelerated recognition of deferred loan fees, certain provision for credit losses and expenses associated with previously identified overdraft balances. Adjusted Net Income should be considered as a supplement to, and not a substitute for, net income (loss) prepared in accordance with GAAP.

Financial and Operational Metrics (Non-GAAP) – The following information is unaudited and preliminary and based on the Company’s current data available at the time of presentation and is subject to change.

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

For the Three Months Ended

​

For the Fiscal Year Ended

​

​

9/30/2026

​

9/30/2025

​

9/30/2026

​

9/30/2025

​

(In Thousands except per share data)

​

​

(unaudited)

​

(unaudited)

​

Adjusted Statement of Earnings (Non-GAAP)

​ ​ ​

​

​

​ ​ ​

​

​

​ ​ ​

​

​

​ ​ ​

​

​

​

Interest Income (GAAP)

​

$

2,385

​

$

2,193

​

$

9,101

​

$

8,666

​

Less: Accelerated Deferred Loan Fee Income

​

​

(91)

​

​

—

​

​

(91)

​

​

—

​

Adjusted Interest Income(2)

​

​

2,294

​

​

2,193

​

​

9,010

​

​

8,666

​

Interest Expense

​

351

​

367

​

1,519

​

1,518

​

Adjusted Net Interest Income(2)

​

1,943

​

1,826

​

7,491

​

7,148

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Provision for Credit Loss (GAAP)

​

215

​

32

​

245

​

59

​

Less: Overdraft-related Provision

​

​

(210)

​

​

—

​

​

(210)

​

​

—

​

Adjusted Provision for Credit Loss(2)

​

​

5

​

​

32

​

​

35

​

​

59

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Adjusted Net Interest Income After Provision for Credit Loss(2)

​

1,938

​

1,794

​

7,456

​

7,089

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Non-interest Income (Loss), (GAAP)

​

(3,804)

​

347

​

(2,978)

​

1,055

​

Add: Securities Sale Loss

​

​

2,002

​

​

—

​

​

2,002

​

​

—

​

Add: Loan Participation Sale Loss

​

​

2,033

​

​

—

​

​

2,033

​

​

—

​

Adjusted Non-interest Income(2)

​

​

231

​

​

347

​

​

1,057

​

​

1,055

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Non-interest Expenses (GAAP)

​

1,919

​

1,877

​

7,482

​

7,351

​

Less: Overdraft-related Expense

​

​

(24)

​

​

—

​

​

(24)

​

​

—

​

Adjusted Non-interest Expense(2)

​

​

1,895

​

​

1,877

​

​

7,458

​

​

7,351

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Adjusted Income Before Income Tax Expense(2)

​

274

​

264

​

1,055

​

793

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Income Tax Expense (Benefit)

​

(844)

​

26

​

(806)

​

60

​

Add: Tax Effect of Non-GAAP Adjustments

​

​

877

​

​

—

​

​

877

​

​

—

​

Adjusted Income Tax Expense(2)

​

​

33

​

​

26

​

​

71

​

​

60

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Adjusted Net Income (Non-GAAP)(2)

​

$

241

​

$

238

​

$

984

​

$

733

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

Performance Ratios (Non-GAAP)

​

​

​

​

​

​

​

​

​

Adjusted Basic and Diluted Earnings per Share

​

$

0.23

​

$

0.24

​

$

0.95

​

$

0.72

​

Adjusted Annualized Return on Average Assets

​

0.49

%

0.48

%

0.50

%

0.38

%

Adjusted Annualized Return on Average Equity

​

3.04

%

2.99

%

3.08

%

2.33

%

Adjusted Net Interest Margin

​

4.45

%

4.12

%

4.24

%

4.08

%

​

(2) “Adjusted Interest Income”, “Adjusted Net Interest Income”, Adjusted Provision for Credit Loss”, “Adjusted Non-interest Income”, “Adjusted Non-interest Expense”, “Adjusted Earnings Before Income Tax”, “Adjusted Income Tax”, and “Adjusted Net Income” are non-GAAP measures.  See “Reconciliation of Non-GAAP Measures” herein for an explanation and reconciliation of non-GAAP measures used throughout this release.

​

Reconciliation of GAAP Net Income (Loss) to Non-GAAP Adjusted Net Income

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

​

For the Three Months Ended

​

For the Fiscal Year Ended

​

​

9/30/2026

​

9/30/2025

​

9/30/2026

​

9/30/2025

​

(In Thousands except per share data)

​

(unaudited)

​

​ ​ ​

​

​

​ ​ ​

​

​

​ ​ ​

​

​

​ ​ ​

​

​

Net Income (Loss) - GAAP

​

$

(3,060)

​

$

238

​

$

(2,317)

​

$

733

​

​

​

​

​

​

​

​

​

​

​

​

​

Add: Loss on Sale of Investment Securities

​

​

2,002

​

​

—

​

​

2,002

​

​

—

Add: Loss on Sale of Loan Participations

​

​

2,033

​

​

—

​

​

2,033

​

​

—

Less: Accelerated Deferred Loan Fee Income

​

(91)

​

—

​

(91)

​

—

Add: Overdraft-related Provision for Credit Losses

​

210

​

—

​

210

​

—

Add: Overdraft-related Non-interest Expense

​

​

24

​

​

—

​

​

24

​

​

—

Total Pretax Adjustments

​

​

4,178

​

​

—

​

​

4,178

​

​

—

​

​

​

​

​

​

​

​

​

​

​

​

​

Tax Effect of Non-GAAP Adjustments

​

​

(877)

​

​

—

​

​

(877)

​

​

—

​

​

​

​

​

​

​

​

​

​

​

​

​

Adjusted Net Income - Non-GAAP

​

$

241

​

$

238

​

$

984

​

$

733

​

​

About Gouverneur Bancorp, Inc.

​

Gouverneur Bancorp, Inc. is the holding company for Gouverneur Savings and Loan Association, which is a New York chartered savings and loan association founded in 1892 that offers deposit and loan services for businesses, families and individuals.  At September 30, 2026, Gouverneur Bancorp, Inc. had total assets of $191.7 million, total deposits of $155.6 million and total shareholders’ equity of $30.0 million.

​

Forward-Looking Statements

​

This press release may contain forward-looking statements, which can be identified by the use of words such as “believes,” “expects,” “anticipates,” “estimates” or similar expressions. Such forward-looking statements and all other statements that are not historic facts are subject to risks and uncertainties which could cause actual results to differ materially from those currently anticipated due to a number of factors. These factors include, among others, the following: our ability to recognize the anticipated benefits of the strategic balance sheet repositioning transactions that we implemented in the fourth quarter of fiscal 2026 in accordance with expected earn-back timelines or at all; our ability to successfully implement our current capital management strategies, including with respect to the adoption of future stock repurchase programs and the continued payment of cash dividends; changes in interest rates; national and regional economic conditions; legislative and regulatory changes; monetary and fiscal policies of the U.S. government, including policies of the U.S. Treasury and the Federal Reserve Board; the impacts of tariffs, sanctions and other trade policies of the United States and its global trading counterparts; the impact of changing political conditions or federal government shutdowns; the effect of acts of terrorism, war or pandemics, including on our credit quality and business operations, as well as on general economic and financial market conditions; the size, quality and composition of the loan or investment portfolios; demand for loan products; deposit flows and our ability to effectively manage liquidity; competition; demand for financial services in our market area;

changes in real estate market values in our market area; changes in relevant accounting principles and guidelines; our ability to attract and retain key employees; our ability to maintain the security of our data processing and information technology systems; and that the Company may not be successful in the implementation of its business strategy. Additionally, other risks and uncertainties are described in the Company’s Annual Report on Form 10-K for the year ended September 30, 2025 and other reports the Company files with the SEC, which are available through the SEC’s EDGAR website located at www.sec.gov. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements.  Should one or more of these risks materialize, actual results may vary from those anticipated, estimated or projected.

​

Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Except as may be required by applicable law or regulation, the Company and the Bank assume no obligation to update any forward-looking statements.

​

For more information, contact Stephen Jefferies, President and Chief Executive Officer at (315) 287-2600.

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