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): October 19, 2026
SENECA BANCORP, INC.
(Exact Name of Registrant as Specified in Charter)
| Maryland | | 000-56790 | | 39-4029114 |
| (State or Other Jurisdiction of Incorporation) | | (Commission File No.) | | (I.R.S. Employer Identification No.) |
| | | | | |
| 35 Oswego Street, Baldwinsville, New York | | 13027 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant's telephone number, including area code: (315) 638-0233
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:
|
Title of each class
|
|
Trading
Symbol(s)
|
|
Name of each exchange on which registered
|
|
None
|
|
None
|
|
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. [ ]
On October 19, 2026, Seneca Bancorp, Inc. (the “Company”) announced it has adopted a stock repurchase program. Under the repurchase program, the Company may repurchase up to 144,411 shares of its common stock, or approximately 8.0% of the current outstanding shares. Repurchases are expected to commence after the Company publicly releases its results of operations at and for the three and nine months ended September 30, 2026.
A copy of the press release announcing the stock repurchase program is included as exhibit 99.1 to this report and is incorporated herein by reference.
Item 9.01
Financial Statements and Exhibits
| |
|
|
|
(a)
|
Financial statements of businesses acquired. None.
|
| |
|
|
(b)
|
Pro forma financial information. None.
|
| |
|
|
(c)
|
Shell company transactions: None.
|
| |
|
|
(d)
|
Exhibits.
|
| |
99.1
|
Press release dated October 19, 2026
|
| |
104
|
Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)
|
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, hereunto duly authorized.
|
|
SENECA BANCORP, INC.
|
|
|
|
|
|
|
|
|
|
|
DATE: October 19, 2026
|
|
|
|
Joseph G. Vitale
|
|
|
President and Chief Executive Officer
|
|
|
|
0002072421
false
0002072421
2026-10-19
2026-10-19
SENECA BANCORP, INC.
ANNOUNCES ADOPTION OF STOCK REPURCHASE PROGRAM
Baldwinsville, New York – October 19, 2026 – Seneca Bancorp, Inc. (the “Company”) (OTCQX: SNNF), the holding company for Seneca Savings Bank, National Association announced it has adopted a stock repurchase program for up to approximately 8% of its outstanding shares of common stock, or 144,411 shares of its common stock. This is the Company’s first stock repurchase program since completing its second step conversion and related stock offering in October 2025.
Repurchases are expected to commence after the Company publicly releases its results of operations at and for the three and nine months ended September 30, 2026. Shares may be repurchased in open market or private transactions, through block trades, or pursuant to any trading plan that may be adopted in accordance with Rule 10b5-1 of the Securities and Exchange Commission.
Repurchases will be made at management’s discretion at prices management considers to be attractive and in the best interests of both the Company and its stockholders, subject to the availability of stock, general market conditions, the trading price of the stock, alternative uses for capital, and the Company’s financial performance. Open market purchases may be subject to the limitations set forth in Rule 10b-18 of the Securities and Exchange Commission and other applicable legal requirements.
The timing and amount of share repurchases under this authorization may be suspended, terminated or modified by the Company at any time for any reason, including market conditions, the cost of repurchasing shares, the availability of alternative investment opportunities, liquidity, and other factors deemed appropriate. These factors may also affect the timing and amount of share repurchases. The Company is not obligated to repurchase any particular number of shares or any shares in any specific time period.
About Seneca Bancorp, Inc.
Seneca Bancorp is the bank holding company of Seneca Savings Bank, National Association headquartered in Baldwinsville, New York. The Bank has five full-service locations in Onondaga and Madison Counties in New York. Seneca Bancorp’s common stock is quoted on the OTCQX Market as “SNNF”. Additional information about Seneca Savings Bank is available at www.senecasavings.com.
Forward Looking Statements
Certain statements herein constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and are intended to be covered by the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements may be identified by words such as “believes,” “will,” “expects,” “project,” “may,” “could,” “developments,” “strategic,” “launching,” “opportunities,” “anticipates,” “estimates,” “intends,” “plans,” “targets” and similar expressions. These statements are based upon the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. Actual results may differ materially from those set forth in the forward-looking statements as a result of numerous factors. Factors that could cause such differences to exist include, but are not limited to, general economic conditions, inflation, tariffs, changes in interest rates, data loss or other security breaches, unanticipated changes in our liquidity position, climate change, public health issues, geopolitical conflicts, increased unemployment, deterioration in the credit quality of the loan portfolio and/or the value of the collateral securing repayment of loans, reduction in the value of investment securities, the cost and ability to attract and retain key employees, regulatory considerations, and competition and the other risks described in the Company’s Annual Report on Form 10-K and Quarterly Reports on Form 10-Q as filed with the Securities and Exchange Commission. Should one or more of these risks materialize or should underlying beliefs or assumptions prove incorrect, the Company’s actual results could differ materially from those discussed. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release. Forward-looking statements speak only as of the date they are made, and we assume no obligation to update any of these statements in light of new information, future events or otherwise unless required under federal securities laws.
# # # # #
Contact:
Joseph G. Vitale
President and Chief Executive Officer
Seneca Bancorp, Inc.
35 Oswego Street
Baldwinsville, New York 13027
(315) 638-0233
