Investor J. David Rosenberg takes 5.14% GOVB stake

Gouverneur Bancorp, Inc. (GOVB) is the subject of a new Schedule 13D by investor J. David Rosenberg.

Rhea-AI Filing Summary

Gouverneur Bancorp, Inc. (GOVB) is the subject of a new Schedule 13D by investor J. David Rosenberg. As of this filing, he beneficially owns 54,452 shares of common stock, representing 5.14% of the 1,058,922 shares of common stock deemed outstanding.

Rosenberg purchased shares with personal funds and describes his position as for investment purposes, but states he will continually review the investment. He may buy more, hold, or sell shares, including via Rule 10b5-1 trading plans, and may discuss with management and other shareholders potential corporate actions such as mergers, asset transactions, or changes to capitalization or dividend policy.

Key Figures

Shares beneficially owned: 54,452 shares of Common Stock Percent of class: 5.14% Shares outstanding (deemed for calculation): 1,058,922 shares of Common Stock +4 more

7 metrics

Shares beneficially owned 54,452 shares of Common Stock Beneficial ownership reported by J. David Rosenberg as of the filing

Percent of class 5.14% Portion of 1,058,922 shares of Common Stock deemed outstanding

Shares outstanding (deemed for calculation) 1,058,922 shares of Common Stock Used to calculate Rosenberg’s 5.14% beneficial ownership

Purchase on August 18, 2026 2,000 shares at $19.85 per share Open-market purchase executed through brokers

Purchase on August 19, 2026 2,027 shares at $19.60 per share Open-market purchase executed through brokers

Sole voting power 54,452.00 shares Shares over which Rosenberg has sole voting power

Sole dispositive power 54,452.00 shares Shares over which Rosenberg has sole dispositive power

Key Terms

Schedule 13D, beneficially owned, sole dispositive power, Rule 10b5-1 trading plans, +1 more

5 terms

Schedule 13D regulatory

"The information required on the remainder of this cover page shall not be deemed to be "filed""

A Schedule 13D is a legal document that investors file with regulators when they buy a large enough stake in a company to potentially influence its management or decisions. It provides details about the investor’s intention, ownership stake, and plans, helping other investors understand who is gaining control and what their motives might be.

beneficially owned financial

"As of the date hereof, Mr. Rosenberg owns, in the aggregate, 54,452 shares"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

sole dispositive power financial

"Mr. Rosenberg has sole voting and dispositive power with respect to 54,452 shares"

Sole dispositive power is the exclusive legal authority to decide what happens to a security — for example, whether to sell, transfer, or retain shares — without needing anyone else’s permission. Investors care because it signals who truly controls the economic outcome of an investment: like holding the only key to a safe, the holder can realize gains or losses and may trigger regulatory reporting, insider rules, or influence over corporate ownership.

Rule 10b5-1 trading plans regulatory

"whether pursuant to or outside of Rule 10b5-1 trading plans"

Rule 10b5-1 trading plans are written, pre-arranged instructions that allow company insiders (such as executives or directors) to automatically buy or sell their company's stock at specified times or under set conditions, like a standing instruction or automated thermostat for trades. They matter to investors because these plans provide a legal defense against insider‑trading accusations and create predictable insider trading patterns that can help signal whether sales are routine portfolio management or potentially meaningful to the company’s outlook.

extraordinary corporate transactions financial

"encourage such persons to consider or explore extraordinary corporate transactions, such as: a merger"

FAQ

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

What percentage of Gouverneur Bancorp (GOVB) does J. David Rosenberg report owning?

J. David Rosenberg reports beneficial ownership of 5.14% of Gouverneur Bancorp’s common stock, representing 54,452 shares out of 1,058,922 shares of common stock deemed outstanding as of the filing date.

How many Gouverneur Bancorp (GOVB) shares does Rosenberg hold and what powers does he have?

Rosenberg beneficially owns 54,452 shares of Gouverneur Bancorp common stock and has sole voting and sole dispositive power over all of these shares. He reports no shared voting or dispositive power.

What recent GOVB share purchases did Rosenberg disclose?

Rosenberg disclosed buying 2,000 shares at $19.85 per share on August 18, 2026 and 2,027 shares at $19.60 per share on August 19, 2026, both executed through brokers on the open market.

How were Rosenberg’s purchases of Gouverneur Bancorp (GOVB) funded?

The filing states that the shares of Gouverneur Bancorp common stock were purchased with personal funds of J. David Rosenberg.

What potential actions does Rosenberg mention regarding his GOVB investment?

Rosenberg may acquire additional shares, hold, or sell his GOVB stake, possibly through Rule 10b5-1 plans, and may discuss with management and shareholders potential extraordinary corporate transactions, including mergers, asset sales or acquisitions, or changes to capitalization or dividend policy.

Does Rosenberg indicate any current concrete plans for changing Gouverneur Bancorp (GOVB)?

He states he currently has no specific plans or proposals relating to the matters listed in Items 4(a)-(j), but may change his purpose or formulate different plans depending on future developments.

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

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Available on EDGAR 08/28/2026 - 01:16 PM EDT Accepted by SEC EDGAR 08/28/2026 - 01:15 PM EDT Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13D

Under the Securities Exchange Act of 1934

Gouverneur Bancorp, Inc./MD/

(Name of Issuer)

Common Stock, $0.01 Par Value

(Title of Class of Securities)

38358M109

(CUSIP Number)

J. David Rosenberg
1 East Fourth Street, Suite 1400
Cincinnati, OH, 45202
(513) 579-6422

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)

08/19/2026

(Date of Event Which Requires Filing of This Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

schemaVersion:

SCHEDULE 13D

CUSIP Number(s): 38358M109

1

Name of reporting person

Rosenberg J. David

2

Check the appropriate box if a member of a Group (See Instructions)

(a)
(b)

3

SEC use only

4

Source of funds (See Instructions)

PF

5

Check if disclosure of legal proceedings is required pursuant to Items 2(d) or 2(e)

6

Citizenship or place of organization

UNITED STATES

Number of Shares Beneficially Owned by Each Reporting Person With:

7	Sole Voting Power 54,452.00
8	Shared Voting Power 0.00
9	Sole Dispositive Power 54,452.00
10	Shared Dispositive Power 0.00

11

Aggregate amount beneficially owned by each reporting person

54,452.00

12

Check if the aggregate amount in Row (11) excludes certain shares (See Instructions)

13

Percent of class represented by amount in Row (11)

5.1 %

14

Type of Reporting Person (See Instructions)

IN

SCHEDULE 13D

Item 1.	Security and Issuer
(a)	Title of Class of Securities: Common Stock, $0.01 Par Value
(b)	Name of Issuer: Gouverneur Bancorp, Inc./MD/
(c)	Address of Issuer's Principal Executive Offices: 42 CHURCH STREET, GOUVERNEUR, NEW YORK , 13642.
Item 2.	Identity and Background
(a)	J. David Rosenberg
(b)	1 East 4th Street, Suite 1400, Cincinnati, Ohio 45202
(c)	Mr. Rosenberg is a Senior Partner at Keating Muething and Klekamp PLL, 1 East 4th Street, Suite 1400, Cincinnati, Ohio 45202.
(d)	Mr. Rosenberg has not during the last five years, been convicted in any criminal proceeding (excluding traffic violations or similar misdemeanors.)
(e)	Mr. Rosenberg has not during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and has not, as a result of such proceeding, been subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
(f)	Mr. Rosenberg is a U.S. citizen.
Item 3.	Source and Amount of Funds or Other Consideration
	The shares of the Issuer's Common Stock were purchased with personal funds.
Item 4.	Purpose of Transaction
	The Reporting Person acquired the securities described in this Schedule 13D for investment purposes and he intends to review his investments in the Issuer on a continuing basis. Any actions the Reporting Person might undertake will be dependent upon the Reporting Person's review of numerous factors, including, but not limited to: an ongoing evaluation of the Issuer's business, financial condition, operations and prospects; price levels of the Issuer's securities; general market, industry and economic conditions; the relative attractiveness of alternative business and investment opportunities; and other future developments. The Reporting Person may, at any time and from time to time, acquire additional securities of the Issuer, or retain or sell all or a portion of the securities then held, in the open market or in privately negotiated transactions whether pursuant to or outside of Rule 10b5-1 trading plans. The Reporting Person may in the future enter into and/or amend Rule 10b5-1 trading plans with respect to the acquisition or sale of Issuer securities involving amounts greater than or less than one percent of the Issuer's outstanding common stock. The Reporting Person also may attempt to pledge shares pursuant to margin, loan and other security agreements. In addition, the Reporting Person may engage in discussions with management, Directors, and shareholders of the Issuer and other relevant parties or encourage such persons to consider or explore extraordinary corporate transactions, such as: a merger; sales or acquisitions of assets or businesses; changes to the capitalization or dividend policy of the Issuer; or other material changes to the Issuer's business or corporate structure. Other than as described above, the Reporting Persons does not currently have any plans or proposals that relate to, or would result in, any of the matters listed in Items 4(a)-(j) of Schedule 13D, although, depending on the factors discussed herein, the Reporting Person may change his purpose or formulate different plans or proposals with respect thereto at any time.
Item 5.	Interest in Securities of the Issuer
(a)	As of the date hereof, Mr. Rosenberg owns, in the aggregate, 54,452 shares of the Issuer's Common Stock, representing 5.14% of the 1,058,922 shares of the Common Stock deemed outstanding for such purpose.
(b)	Mr. Rosenberg has sole voting and dispositive power with respect to 54,452 shares of the Issuer's Common Stock.
(c)	On August 18, 2026, the Reporting Person purchased 2,000 shares for a purchase price of $19.85 per share. On August 19, 2026, the Reporting Person purchased 2,027 shares for a purchase price of $19.60 per share. Both transactions were executed through brokers on the open market.
(d)	None.
(e)	Not applicable.
Item 6.	Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer
	See response to Item 4 above.
Item 7.	Material to be Filed as Exhibits.
	Not applicable.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Rosenberg J. David

Signature:	/s/ J. David Rosenberg
Name/Title:	J. David Rosenberg
Date:	08/28/2026