Hanover Bancorp Inc.

06/01/2026 | Press release | Distributed by Public on 06/01/2026 14:00

Proxy Results, 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.

On May 28, 2026, the shareholders of Hanover Bancorp, Inc. (the "Company") approved the Hanover Bancorp, Inc. 2026 Equity Incentive Plan (the "Plan"). The material terms of the Plan are summarized on pages 25 through 31 of the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on April 23, 2026 (the "Proxy Statement"), which description is incorporated herein by reference.

The foregoing description of the Plan does not purport to be complete and is qualified in its entirety by reference to the full text of the Plan, a copy of which was included as Appendix A to the Proxy Statement.

Item 5.07Submission of Matters to a Vote of Security Holders.

The annual meeting of the shareholders of the Company was held on May 28, 2026. The final results for each of the matters submitted to a vote of shareholders at the annual meeting are as follows:

1.

The following individuals were elected as directors, each for a three-year term, by the following vote:

FOR

WITHHELD

Michael Katz

4,651,759

174,675

John R. Sorrenti

4,769,855

56,579

Philip Okun

4,642,366

184,068

There were 903,723 broker non-votes on the proposal.

2.

The Hanover Bancorp, Inc. 2026 Equity Incentive Plan was approved by the shareholders by the following vote:

FOR

AGAINST

ABSTAIN

4,755,228

27,522

43,684

There were 903,723 broker non-votes on the proposal.

3.

The appointment of Crowe LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026 was ratified by the shareholders by the following vote:

FOR

AGAINST

ABSTAIN

5,725,927

2,908

1,322

There were no broker non-votes on the proposal.

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