Management Change/Compensation (Form 8-K)

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

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On February 12, 2026, the Board of Directors of Hanover Bancorp, Inc. (the "Company") and its wholly-owned bank subsidiary, Hanover Community Bank (the "Bank"), approved a Transition Agreement and General Release for McClelland "Mac" Wilcox, President of the Company and the Bank. Mr. Wilcox will be leaving the Company and the Bank in connection with a management restructuring initiative. Mr. Wilcox's last day with the Company and the Bank will be March 31, 2026, unless sooner under the terms of the Amended and Restated Employment Agreement by and between Mr. Wilcox and the Bank, dated as of April 27, 2023 ("Employment Agreement").

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Subject to the execution and non-revocation of the Transition Agreement and General Release, Mr. Wilcox will be entitled to a severance benefit in the amount of approximately $2.15 million pursuant to terms of his Employment Agreement.

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On February 12, 2026, the Company's Board of Directors appointed Michael Puorro, the Chairman and Chief Executive Officer of the Company and the Bank, as the President of the Company and the Bank, effective immediately following Mr. Wilcox's last day of employment. Biographical and other information about Mr. Puorro can be found in the section of the Company's definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on March 26, 2025, titled "Certain Information About the Board of Directors,"which is incorporated herein by reference.

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