Quaint Oak Bancorp (QNTO) overhauls bylaws and moves to book-entry shares

Rhea-AI Filing Summary

Quaint Oak Bancorp, Inc. adopted amended and restated bylaws effective February 11, 2026. The changes clarify that when the Chief Executive Officer and President are different individuals, the Chief Executive Officer may preside over shareholder meetings, call special Board meetings, and sign stock certificates.

The amendments also remove the requirement to issue physical stock certificates, allowing all shares to be held in uncertificated, book‑entry form. Additional updates are described as technical and modernizing, such as deleting references to the first annual shareholder meeting and outdated communications methods for giving notices.

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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)	February 11, 2026

QUAINT OAK BANCORP, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania	000-52694	35-2293957
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

501 Knowles Avenue, Southampton, Pennsylvania		18966
(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code	(215) 364-4059
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: None

Title of each class Trading symbol(s) Name of each exchange on which registered

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 5.03        Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On February 11, 2026, the Board of Directors of Quaint Oak Bancorp, Inc. (the “Company”) amended and restated the Company’s Bylaws (the “Amended and Restated Bylaws”), effective immediately.  The following is a summary of the amendments, which is qualified in its entirety by reference to the full text of the Amended and Restated Bylaws, which are filed as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.

Article II, Section 2.3, Article III, Section 3.6 and Article VII, Section 7.1. The amendments clarify that if different individuals hold the offices of Chief Executive Officer and President, meetings of shareholders may be presided over by the Chief Executive Officer, special meetings of the Board may be called by the Chief Executive Officer and stock certificates may be signed by the Chief Executive Officer.

Article VII, Sections 7.1 and 7.2.  The amendments eliminate the requirement to issue physical stock certificates to represent shares of the Company and, instead, to allow for the shares of the Company to be represented solely in uncertificated (book-entry) form.

The amendments also include other technical, clarifying, and modernizing revisions, including removing reference to the first annual meeting of shareholders and references to unused communications equipment for the provision of notices.

Item 9.01		Financial Statements and Exhibits
(a)		Not applicable.
(b)		Not applicable.
(c)		Not applicable.
(d)		Exhibits

The following exhibit is included with this Report:

	Exhibit Number		Description
	3.1		Amended and Restated Bylaws of Quaint Oak Bancorp, Inc., effective as of February 11, 2026
	104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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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.

		QUAINT OAK BANCORP, INC.
Date: February 12, 2026	By:	/s/Robert T. Strong
		Robert T. Strong
		Chief Financial Officer

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FAQ

What did Quaint Oak Bancorp, Inc. (QNTO) change in its bylaws?

Quaint Oak Bancorp amended and restated its bylaws effective February 11, 2026. The revisions clarify certain officer powers, modernize procedural language, and update how shares are represented, while leaving the detailed provisions to the full bylaw text filed as an exhibit.

How do the new bylaws affect the roles of the CEO and President at QNTO?

The amended bylaws clarify responsibilities when the Chief Executive Officer and President are different people. The CEO may preside over shareholder meetings, call special Board meetings, and sign stock certificates, providing clearer authority allocation between these senior executive positions under the company’s governance framework.

What changes did Quaint Oak Bancorp, Inc. make regarding stock certificates?

The company removed the requirement to issue physical stock certificates and now permits shares to be represented solely in uncertificated, book‑entry form. This aligns ownership records with electronic systems and simplifies share administration for both the company and its shareholders.

When did Quaint Oak Bancorp’s amended and restated bylaws become effective?

The amended and restated bylaws of Quaint Oak Bancorp, Inc. became effective on February 11, 2026. The Board of Directors approved these changes on that date, and the company filed them as an exhibit to its current report for public reference.

Did Quaint Oak Bancorp, Inc. report any financial impact in this 8-K?

The report focuses on corporate governance changes to the bylaws and includes no financial statements. Items for financial statements, pro forma information, and related data are marked not applicable, indicating no direct financial disclosure in this particular filing.

Where can investors find the full text of QNTO’s amended bylaws?

Investors can review the complete amended and restated bylaws in Exhibit 3.1 to the current report. The exhibit contains the full legal text governing Quaint Oak Bancorp, Inc.’s corporate procedures, officer powers, and shareholder meeting rules as of February 11, 2026.

Filing Exhibits & Attachments

5 documents

Other Documents

• EX-3.1 EXHIBIT 3.1 119.4 KB
• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.5 KB
• EX-101 XBRL TAXONOMY EXTENSION DEFINITION LINKBASE 10.5 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 14.0 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.5 KB