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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): May 20, 2026

 

 

Lake Shore Bancorp, Inc.

(Exact name of Registrant as Specified in Its Charter)

 

 

Maryland

001-42754

39-3058424

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

31 East Fourth Street

 

Dunkirk, New York

 

14048

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: 716 3664070

 

 

(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:

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

Common stock, par value $0.01 per share

 

LSBK

 

The Nasdaq Stock Market LLC

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 5.07 Submission of Matters to a Vote of Security Holders.

On May 20, 2026, Lake Shore Bancorp, Inc. (the "Company") held its Annual Meeting of Shareholders, at which time shareholders were asked to consider four proposals, as follows:

1. To elect three (3) Class Three directors to the Board of Directors of the Company for a three-year term expiring in 2029;

2. To approve, on an advisory basis, a non-binding resolution regarding the compensation of our named executive officers;

3. To choose the frequency of the advisory vote on the non-binding resolution to approve compensation of our named executive officers; and

4. To ratify the appointment of Yount, Hyde & Barbour, P.C. as the Company's independent registered public accounting firm for the year ending December 31, 2026.

The shareholders elected the directors to the terms stated above, approved the non-binding resolution regarding the compensation of our named executive officers, chose a one year frequency for the advisory vote on the non-binding resolution to approve compensation of our named executive officers, and ratified the appointment of Yount, Hyde & Barbour, P.C. as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026.

The vote tabulation was as follows:

1. To elect three (3) Class Three directors to the Board of Directors of the Company for a three-year term expiring in 2029.

 

 

Votes For

 

 

Votes Withheld

 

 

Broker Non-Votes

 

Michelle M. DeBergalis (2029)

 

 

4,345,346

 

 

 

468,365

 

 

 

1,119,394

 

Jack L. Mehltretter (2029)

 

 

4,390,548

 

 

 

423,163

 

 

 

1,119,394

 

Dennis S. Pollack (2029)

 

 

4,690,640

 

 

 

123,071

 

 

 

1,119,394

 

 

2. To approve, on an advisory basis, a non-binding resolution regarding the compensation of our named executive officers.

 

 

Votes For

 

 

Votes Against

 

 

Votes Abstained

 

 

Broker Non-Votes

 

Number of votes

 

 

3,988,849

 

 

 

486,649

 

 

 

338,213

 

 

 

1,119,394

 

 

3. To choose the frequency of the advisory vote on the non-binding resolution to approve compensation of our named executive officers.

 

 

1 Year

 

 

2 Years

 

 

3 Years

 

 

Votes Abstained

 

 

Broker Non-Votes

 

Number of votes

 

 

4,464,166

 

 

 

85,825

 

 

 

173,803

 

 

 

89,917

 

 

 

1,119,394

 

 

4. To ratify the appointment of Yount, Hyde & Barbour, P.C. as the Company's independent registered public accounting firm for the year ending December 31, 2026.

 

 

Votes For

 

 

Votes Against

 

 

Votes Abstained

 

Number of votes

 

 

5,895,190

 

 

 

26,814

 

 

 

11,101

 

Consistent with the Board of Directors’ recommendation in the proxy statement for the Annual Meeting, and in light of the shareholder vote on the frequency of the shareholder vote on executive compensation, the Company has determined to include in its proxy materials the shareholder advisory vote on the compensation of its named executive officers annually until the next required vote on the frequency of shareholder votes on executive compensation.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


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.

 

 

 

Lake Shore Bancorp, Inc.

 

 

 

 

Date:

May 20, 2026

By:

/s/ Taylor M. Gilden

 

 

 

Taylor M. Gilden, Chief Financial Officer and Treasurer