Form 8-K - Current report

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 16, 2024

Generations Bancorp NY, Inc.

(Exact Name of Registrant as Specified in Charter)

Maryland		001-39883		85-3659943
(State or Other Jurisdiction of Incorporation)		(Commission File No.)		(I.R.S. Employer Identification No.)
20 East Bayard Street, Seneca Falls, New York				13148
(Address of Principal Executive Offices)				(Zip Code)

Registrant's telephone number, including area code: [phone]

Not Applicable

(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 (see General Instruction A.2. below):

☐	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	GBNY	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.   ☐

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

On May 16, 2024, Generations Bancorp NY, Inc. (the “Company”) held its 2024 Annual Meeting of Stockholders.  At the Annual Meeting, stockholders considered and voted on the following matters, with a breakdown of the votes cast set forth below.

Matter 1.

The following individuals were elected as directors of the Company, each for a three-year term or until his successor is duly elected and qualified, by the following vote:

	For	Withheld	Broker Non-Votes
James E Gardner	925,803	626,786	354,157
Bradford M Jones	1,146,747	405,842	354,157
Gerald Macaluso	1,142,482	410,007	354,157

Matter 2.

The ratification of the appointment of Bonadio & Co., LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2024.

For	Against	Abstain	Broker Non-Votes
1,803,307	99,999	3,440	—

Item 9.01 Financial Statements and Exhibits.

	(a)	Financial statements of businesses acquired.  Not Applicable.
	(b)	Pro forma financial information.  Not Applicable.
	(c)	Shell company transactions: Not Applicable.
	(d)	Exhibits: Not applicable.

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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.

	GENERATIONS BANCORP NY, INC.
DATE: May 20, 2024	By:    /s/ Angela M. Krezmer
	Angela M. Krezmer
	Chief Executive Officer

Document and Entity Information	May 16, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 16, 2024
Entity File Number	001-39883
Entity Registrant Name	Generations Bancorp NY, Inc.
Entity Central Index Key	0001823365
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	85-3659943
Entity Address, Address Line One	20 East Bayard Street
Entity Address, City or Town	Seneca Falls
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	13148
City Area Code	315
Local Phone Number	568-5855
Title of 12(b) Security	Common Stock, Par Value $0.01 Per Share
Trading Symbol	GBNY
Security Exchange Name	NASDAQ
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false

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