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): September 30, 2025
Seneca Bancorp, Inc.
(Exact Name of Registrant as Specified in Charter)
|
Maryland
|
|
333-288044
|
|
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. [ ]
Item 8.01. Other Events.
At a Special Meeting of Stockholders of Seneca Financial Corp. ( “Seneca Financial”) and a Special Meeting of Members of Seneca
Financial MHC, both held on September 30, 2025, the stockholders of Seneca Financial and the members of Seneca Financial MHC, the mutual holding company parent of Seneca Financial and Seneca Savings (the “Bank”), approved Seneca Financial MHC’s Plan
of Conversion and Reorganization, whereby Seneca Financial MHC and Seneca Financial will convert and reorganize from the mutual holding company structure to the stock holding company structure. In addition, the Bank will convert from a federal savings bank to a national bank.
A copy of the press release is filed as an exhibit hereto and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
|
99.1 |
Press Release dated September 30, 2025
|
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: September 30, 2025
|
By: /s/ Joseph G. Vitale
|
| |
Joseph G. Vitale
|
| |
President and Chief Executive Officer
|
| |
|
