Welcome to our dedicated page for Hanover Bancorp SEC filings (Ticker: HNVR), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Hanover Bancorp, Inc. filings document the regulatory record of a Maryland bank holding company and its Hanover Community Bank subsidiary. Recent 8-Ks furnish quarterly and annual operating results, investor presentations under Regulation FD, management and compensation matters, and material agreements related to fixed-to-floating subordinated notes due 2036.
Proxy materials describe annual meeting votes, director elections, equity incentive plan approval, auditor ratification, board governance, executive compensation, and shareholder voting procedures.
Hanover Bancorp, Inc. director Robert Golden reported an open-market sale of 1,514 shares of common stock on May 29, 2026 at an average price of $23.7073 per share. After this sale, he directly held 30,188 shares of Hanover Bancorp common stock.
Golden also reported several indirect holdings. These include shares held in trusts for his benefit, for the benefit of his spouse, children, and sibling, as well as shares held by a limited liability company controlled by him and by his spouse individually, as described in the footnotes.
Hanover Bancorp, Inc. reported the results of its annual shareholder meeting held on May 28, 2026. Shareholders approved the Hanover Bancorp, Inc. 2026 Equity Incentive Plan, which will be used to grant stock-based awards to directors, executives, and employees under terms described in the April 23, 2026 proxy statement.
Shareholders also elected three directors. Michael Katz received 4,651,759 votes for and 174,675 withheld; John R. Sorrenti received 4,769,855 for and 56,579 withheld; and Philip Okun received 4,642,366 for and 184,068 withheld, with additional broker non-votes reported on the proposals.
Hanover Bancorp, Inc. director Robert Golden reported an open-market sale of 1,295 shares of common stock at $23.5298 per share. These shares were sold from his direct holdings.
After the sale, he directly owns 31,702 common shares. The filing also details substantial additional indirect holdings through various trusts, a limited liability company, and shares held by his spouse and family members.
Hanover Bancorp, Inc. director Robert Golden reported open-market sales of company common stock. He sold a total of 3,271 shares in two transactions: 2,259 shares at a weighted average price of about $22.79 per share and 1,012 shares at about $23.01 per share. After these sales, he directly holds 32,997 shares. The filing also reports substantial indirect holdings in various trusts and entities associated with him and his family, including 195,358 shares in trusts for his benefit and additional large positions held for his spouse, children, and sibling, indicating the sales represent a small portion of his overall economic exposure to Hanover Bancorp.
Hanover Bancorp Inc ownership update: AllianceBernstein L.P. reports beneficial ownership of 317,382 shares of Common Stock, representing 4.4% of the class as of 03/31/2026. The shares are held solely for investment purposes on behalf of client discretionary advisory accounts, with AllianceBernstein claiming sole voting and dispositive power over the shares.
Hanover Bancorp, Inc. director Robert Golden exercised stock options to acquire 10,000 shares of Common Stock on May 6, 2026 at $13.00 per share. Following the exercise, he directly holds 36,268 Common Stock shares, and the exercised Stock Options balance decreased to zero.
The filing also lists significant indirect holdings, including 195,358 shares in trusts for his benefit where his spouse is a trustee, 80,769 shares in trusts for a sibling where he is a trustee, 42,771 shares held by a limited liability company he controls, and additional shares held in various trusts and by his spouse and children.
Hanover Bancorp, Inc. reported Q1 2026 net income of $1.874 million, up from $1.521 million in Q1 2025, with basic and diluted EPS of $0.25 versus $0.20.
Total assets were $2.37 billion, loans were $1.99 billion and deposits $2.02 billion as of March 31, 2026. Net interest income rose to $16.36 million as interest expense declined, while non-interest income softened on lower gains on loan sales.
Asset quality remained manageable: the allowance for credit losses was $19.15 million, with nonaccrual loans of $24.6 million. The Bank stayed well capitalized, with a common equity Tier 1 ratio of 13.32%. During the quarter the company restructured $60.3 million of FHLB advances at lower rates and issued $35 million of new subordinated notes, while also recording a Board-approved severance payment of approximately $2.15 million to its former President.
Hanover Bancorp, Inc. executive Lisa A. Diiorio exercised stock options and had shares withheld for taxes. On May 1, 2026, she exercised 6,000 shares of common stock at $13.00 per share through a derivative exercise.
On the same date, 3,879 shares of common stock were disposed of at $23.72 per share as a tax-withholding disposition, meaning the shares covered tax obligations rather than being sold on the open market. After these transactions, she directly owned 17,899 shares of Hanover Bancorp common stock, and the stock options referenced in the footnote were fully exercised.
Hanover Bancorp, Inc. reported first-quarter 2026 net income of $1.9 million, or $0.25 per diluted share, up from $1.5 million, or $0.20, a year earlier. Adjusted non-GAAP net income was $4.0 million, or $0.54 per diluted share, versus $4.1 million, or $0.55, in first-quarter 2025.
Results were driven by stronger core banking performance. Net interest income rose to $16.4 million, an 11.85% increase, as net interest margin expanded to 2.96% from 2.68%, helped by a lower cost of interest-bearing liabilities. Non-interest income declined, mainly from lower gains on loan sales, and expenses included $2.3 million of severance tied to a leadership transition.
Total assets were $2.37 billion and deposits $2.02 billion at March 31, 2026. Credit quality remained stable, with non-performing loans at 1.23% of total loans, or 0.89% excluding SBA-guaranteed amounts. The company issued $35 million of subordinated notes at 7.25% and plans to redeem $25 million of higher-cost subordinated notes, and declared a $0.10 per share quarterly dividend payable May 18, 2026.
Hanover Bancorp, Inc. is asking shareholders to vote at a fully virtual annual meeting on May 28, 2026, with 7,156,661 common shares entitled to one vote each as of April 8, 2026.
Shareholders will elect three directors, approve the nonbinding ratification of the independent auditor, and vote on the new 2026 Equity Incentive Plan, which would authorize 270,289 shares for future equity awards, replacing the 2018 and 2021 plans. Directors and executive officers as a group beneficially own 1,811,734 shares, or 24.38% of the company, and several institutional investors each hold more than 5%.
The proxy details a largely independent board, key committees, and a pay‑for‑performance program. In 2025, CEO Michael P. Puorro’s total compensation was $1,499,882 on a $716,000 base salary, with performance-based annual incentives and long-term equity awards, plus a change-in-control package estimated at about $4.0 million at the year-end share price. A separate change-in-control agreement could provide about $637,000 to Executive Vice President and Chief Lending Officer Joseph F. Burns.