PBHC Pathfinder Bancorp, Inc. - 8-K

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

The 2026 Annual Meeting of Shareholders of the Company was held on June 4, 2026. At the 2026 Annual Meeting, shareholders approved all of the proposals which included (i) the election of four directors, David Ayoub, William Barclay, James Dowd, and John Sharkey, each for a three-year term and until their successors have been elected and qualified; and (ii) the ratification of the appointment of Bonadio & Company, LLP, as the independent registered public accounting firm for the year ending December 31, 2026.

The following table reflects the tabulation of votes with respect to the election of the four directors at the 2026 Annual Meeting:

Number of Votes

For

Withheld

Non Votes

Director nominees for a three-year term:

David Ayoub

2,988,385

169,760

836,980

William Barclay

2,966,515

191,630

836,980

James Dowd

3,052,032

106,113

836,980

John Sharkey

2,545,016

613,129

836,980

The following table reflects the tabulation of votes with respect to the approval of the ratification of Bonadio & Company, LLP, as our independent registered public accounting firm for the year ending December 31, 2026:

For

Against

Abstain

3,981,917

8,109

5,099

Item 9.01– Financial Statements and Exhibits

(a)

Financial statements of businesses acquired. None.

(b)

Pro forma financial information. None.

(c)

Shell company transactions: None.

(d)

Exhibits.

104

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