Juniata Valley OKs 2026 Long-Term Incentive Plan

Juniata Valley Financial Corp. reported that its shareholders approved the 2026 Long-Term Incentive Plan.

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Form Type

8-K

Rhea-AI Filing Summary

Juniata Valley Financial Corp. reported that its shareholders approved the 2026 Long-Term Incentive Plan. This plan allows the company to grant various equity-based awards, including incentive and nonqualified stock options, stock appreciation rights, performance restricted shares, restricted stock awards, and stock awards to officers, directors and key employees.

The company notes that a full description of the plan’s material terms appears in its definitive proxy statement for the 2026 Annual Meeting of Shareholders filed on March 26, 2026, and the full plan is included as an exhibit to this report by reference.

8-K Event Classification

2 items: 5.02, 9.01

2 items

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 9.01 Financial Statements and Exhibits Exhibits

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

Key Terms

2026 Long-Term Incentive Plan, incentive stock options, stock appreciation rights, performance restricted shares

4 terms

2026 Long-Term Incentive Plan financial

"the shareholders of Juniata Valley Financial Corp. approved the 2026 Long-Term Incentive Plan of Juniata Valley Financial Corp."

incentive stock options financial

"awards may be granted in the form of incentive stock options, nonqualified stock options"

Incentive stock options are a type of employee stock option that gives eligible workers the right to buy company shares at a fixed price later on, often below future market value. They matter to investors because they align employee incentives with company performance, can dilute existing ownership when exercised, and create potential tax advantages for option holders if certain holding-time rules are met — think of them as a coupon to buy stock at today’s price with extra tax rules attached.

stock appreciation rights financial

"awards may be granted in the form of incentive stock options, nonqualified stock options, stock appreciation rights"

Stock appreciation rights (SARs) are a form of employee compensation that give the holder the right to receive the increase in a company's stock price over a set baseline, paid in cash or shares, without having to buy the stock. For investors, SARs matter because they can create future cash outflows or share dilution and signal how a company rewards and motivates executives — similar to giving a bonus tied directly to how well the company’s stock performs.

performance restricted shares financial

"stock appreciation rights, performance restricted shares, restricted stock awards and stock awards"

FAQ

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

What did Juniata Valley Financial Corp. (JUVF) announce in this 8-K?

Juniata Valley Financial Corp. announced that shareholders approved its 2026 Long-Term Incentive Plan. The plan authorizes various equity-based awards for officers, directors and key employees, with detailed terms described in the company’s March 26, 2026 definitive proxy statement.

What is the 2026 Long-Term Incentive Plan for Juniata Valley Financial Corp. (JUVF)?

The 2026 Long-Term Incentive Plan is an equity compensation program for Juniata Valley’s officers, directors and key employees. It permits grants of stock options, stock appreciation rights, performance restricted shares, restricted stock awards and stock awards under terms outlined in the company’s proxy statement.

Which types of awards can JUVF grant under the 2026 Long-Term Incentive Plan?

Under the 2026 Long-Term Incentive Plan, Juniata Valley can grant incentive stock options, nonqualified stock options, stock appreciation rights, performance restricted shares, restricted stock awards and stock awards. These awards are intended for officers, directors and key employees of the company.

Where can investors find full details of JUVF’s 2026 Long-Term Incentive Plan?

Full details of Juniata Valley’s 2026 Long-Term Incentive Plan are in its definitive proxy statement for the 2026 Annual Meeting of Shareholders, filed on March 26, 2026. The plan is also incorporated by reference as Exhibit 10.8 to this current report.

Who at Juniata Valley Financial Corp. signed this 8-K filing?

The 8-K was signed on behalf of Juniata Valley Financial Corp. by Michael W. Wolf. He is identified as the company’s Executive Vice President and Chief Financial Officer, executing the report under the requirements of the Securities Exchange Act of 1934.

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

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Accepted by SEC EDGAR 05/20/2026 - 04:05 PM EDT

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): May 19, 2026

JUNIATA VALLEY FINANCIAL CORP.

(Exact name of registrant as specified in its charter)

-
Pennsylvania	0-13232	23-2235254
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)


Bridge and Main Streets, Mifflintown, Pennsylvania		17059
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (855) 582-5101

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))

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. ☐

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
None	N/A	N/A

Juniata Valley Financial Corp.

Current Report on Form 8-K

Item 5.02Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

As reported in a Current Report on Form 8-K filed on May 19, 2026, the shareholders of Juniata Valley Financial Corp. (the “Company”) approved the 2026 Long-Term Incentive Plan of Juniata Valley Financial Corp. (the “Plan”), which provides that awards may be granted in the form of incentive stock options, nonqualified stock options, stock appreciation rights, performance restricted shares, restricted stock awards and stock awards to officers, directors and key employees of the Company. A description of the material terms of the Plan is contained in the Company’s definitive proxy statement for the Annual Meeting of Shareholders, as filed with the Securities and Exchange Commission on March 26, 2026, and such description is incorporated by reference into this Current Report.

Item 9.01 Financial Statements and Exhibits.

Exhibits. The exhibits listed in the Exhibit Index accompanying this Form 8-K are furnished herewith.

Exhibit Index


Exhibit No.		Description
10.8		2026 Long-Term Incentive Plan of Juniata Valley Financial Corp., incorporated by reference to Juniata’s Definitive Proxy Statement for its 2026 Annual Meeting of Shareholders, as filed with the SEC on March 26, 2026.


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 thereunto duly authorized.



	Juniata Valley Financial Corp.

Date: May 20, 2026	By:	/s/ Michael W. Wolf

	Name:	Michael W. Wolf
	Title:	EVP, Chief Financial Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents