Filing Analysis
Pioneer Bancorp, Inc. filed an amendment to its previous 8-K to provide financial statements and pro forma information for its acquisition of Targeted Lending Co., LLC. The company previously misclassified the transaction as non-significant but has since re-performed significance tests under Regulation S-X and determined it is a significant acquisition.
🚩 Red Flags
- Initial misclassification: The company originally reported the acquisition as 'not significant,' requiring this amendment to provide required financial disclosures.
📋 Key Facts
- Acquisition of 100% of membership interests of Targeted Lending Co., LLC by Pioneer Bank, National Association (via subsidiary).
- Transaction was an all-cash deal pursuant to an Equity Purchase Agreement dated April 24, 2026.
- Company re-performed significance tests under Rule 1-02(w) and Rule 3-05 of Regulation S-X.
- The acquisition is now determined to be 'significant' under Regulation S-X.
- Filing includes audited financial statements for Targeted Lending as of year-end 2024 and 2025 (Exhibits 99.1).
- Includes unaudited pro forma condensed combined balance sheet and statements of operations (Exhibit 99.2).
Pioneer Bancorp, Inc. filed an 8-K to announce its earnings release for the three and six months ended June 30, 2026. The filing serves as a formal notification of the results of operations and financial condition.
📋 Key Facts
- Earnings release issued on July 30, 2026.
- Covers financial results for the three and six months ended June 30, 2026.
- Exhibit 99.1 contains the full earnings release.
Pioneer Bancorp, Inc. has acquired The College Advisor of New York, a specialized college admissions consulting firm. This acquisition marks the launch of Pioneer's new College Advising Division, integrating financial strategy with educational planning.
🚩 Red Flags
- None identified in this filing.
📋 Key Facts
- Acquisition of The College Advisor of New York completed on July 29, 2026.
- Dr. Dean Skarlis (founder/president of the acquired firm) joins Pioneer as Vice President of College Advising.
- The acquisition establishes a new 'College Advising Division' within Pioneer Bancorp.
- The division aims to integrate college selection processes with financial strategy for families.
Pioneer Bancorp, Inc. announced the appointment of Michael T. Keegan to its Board of Directors on July 21, 2026. Mr. Keegan is a veteran banking executive with extensive experience at M&T Bank.
📋 Key Facts
- Michael T. Keegan appointed to the Board of Directors effective July 21, 2026.
- Mr. Keegan will serve on the Audit and Compensation Committees.
- He is a former Senior Executive VP and Head of Community Banking at M&T Bank with over 40 years of experience.
- No related-party transactions under Item 404(a) were disclosed for this appointment.
Pioneer Bancorp, Inc. has adopted a 'Targeted Incentive Plan' designed to motivate, attract, and retain qualified executives through performance-based cash awards.
🚩 Red Flags
- None identified. The adoption of an incentive plan is a standard corporate governance practice for micro-cap and mid-cap companies.
📋 Key Facts
- The plan was adopted on December 16, 2025.
- Eligible participants include the CEO and other executive officers designated by the Compensation Committee.
- Incentives are based on a 'scorecard' of financial, operational, and non-financial metrics.
- Payouts are capped at 150% of the target amount.
- Awards must be paid in cash by March 15th following the end of the plan year.
- Clawback policies apply to all awards made under the Plan.
Pioneer Bancorp, Inc. announced the adoption of a new stock repurchase program on December 17, 2025. The company intends to repurchase up to 5% of its outstanding common stock, or approximately 1,254,027 shares.
📋 Key Facts
- New repurchase authorization: Up to 5% of outstanding common stock (approx. 1,254,027 shares).
- The program has no expiration date.
- Repurchases may occur via open market, private transactions, or block trades.
- Previous repurchase program completed the buyback of 1,298,883 shares at an average price of $11.83 per share.
- The company is a financial institution based in Albany, New York.
Pioneer Bancorp, Inc. announced the formation and launch of a new wholly owned broker-dealer subsidiary, Pioneer Capital Markets, Inc. The subsidiary will initially focus on proprietary trading of investment-grade municipal bonds.
📋 Key Facts
- Formation of Pioneer Capital Markets, Inc., a wholly owned broker-dealer subsidiary.
- Initial business focus: Proprietary trading of investment-grade municipal bonds.
- Announcement date: December 11, 2025.
- The move marks the company's entry into regulated broker-dealer operations.
Pioneer Bancorp, Inc. filed an 8-K to announce its quarterly earnings release for the three and nine months ended September 30, 2025.
📋 Key Facts
- Earnings release issued on October 30, 2025.
- Covers financial results for the periods ending September 30, 2025 (Q3 and YTD).
- The earnings release is attached as Exhibit 99.1.
Pioneer Bancorp, Inc. announced the launch of a new HR Consulting division aimed at small- and mid-sized companies. This marks an expansion of their non-banking service lines, which already include insurance, employee benefits, and wealth management.
📋 Key Facts
- Launch of 'Human Resources (HR) Consulting' as a new business division on August 5, 2025.
- Services include on-site HR services, project-based work, and leave management.
- Miriam Dushane has been hired as Vice President of HR Consulting to lead the division.
- The move is part of a strategic initiative termed 'More Than a Bank'.
Pioneer Bancorp, Inc. filed an 8-K to announce its quarterly earnings results for the three and six months ended June 30, 2025.
📋 Key Facts
- Earnings release issued on July 30, 2025
- Covers financial results for the three and six months ended June 30, 2025
- Exhibit 99.1 contains the full earnings release
Pioneer Bancorp, Inc. reported the results of its Annual Meeting of Stockholders held on May 20, 2025. Shareholders approved director elections, auditor ratification, and executive compensation matters.
📋 Key Facts
- Annual Meeting of Stockholders held on May 20, 2025.
- Eileen C. Bagnoli was elected to the Board of Directors (20,765,791 votes 'For').
- Bonadio & Co., LLP was ratified as independent registered public accounting firm for fiscal year ending Dec 31, 2025.
- Stockholders approved a non-binding advisory resolution on executive compensation (Say-on-Pay).
- Stockholders voted to hold the non-binding advisory vote on executive compensation every one year.
Pioneer Bancorp, Inc. filed an 8-K to announce its quarterly earnings release for the three months ended March 31, 2025.
📋 Key Facts
- Earnings release issued on April 30, 2025.
- Reporting period covers the three months ended March 31, 2025.
- The filing includes Exhibit 99.1 containing the earnings press release.
Pioneer Bancorp, Inc. filed an 8-K to announce its earnings release for the three and six months ended December 31, 2024.
📋 Key Facts
- Earnings release issued on January 30, 2025.
- Covers financial results for the three and six months ended December 31, 2024.
- The information in Exhibit 99.1 is not considered 'filed' under Section 18 of the Exchange Act.
Pioneer Bancorp, Inc. held its Annual Meeting of Stockholders on November 19, 2024. All proposals submitted to a vote, including the election of directors and the ratification of the independent auditor, were approved by stockholders.
📋 Key Facts
- Annual Meeting of Stockholders held on November 19, 2024.
- Three directors (Thomas L. Amell, Shaun Mahoney, and Charles Seifert) were elected to three-year terms.
- Stockholders ratified the appointment of Bonadio & Co., LLP as the independent registered public accounting firm for the six-month transition period ending December 31, 2024.
- All proposals received majority approval.
Pioneer Bancorp, Inc. filed an 8-K to announce its quarterly earnings results for the three months ended September 30, 2024.
📋 Key Facts
- Report date: October 30, 2024
- Reporting period: Three months ended September 30, 2024
- The filing includes an earnings release as Exhibit 99.1
- Company is classified as an emerging growth company
Pioneer Bancorp, Inc. has amended its bylaws to change its fiscal year end from June 30 to December 31. The company will file a transition report for the six-month period ending December 31, 2024.
📋 Key Facts
- Board of Directors approved amendment to Article VI, Section 5 of Bylaws on October 15, 2024.
- Fiscal year end changing from June 30 to December 31.
- A transition report for the six months ending December 31, 2024, will be filed on Form 10-K.
Pioneer Bancorp, Inc. filed an 8-K to announce its quarterly and fiscal year earnings results for the period ended June 30, 2024.
📋 Key Facts
- Earnings release issued on July 31, 2024.
- Covers financial results for the three months and fiscal year ended June 30, 2024.
- The filing includes Exhibit 99.1 containing the full earnings press release.
Pioneer Bancorp, Inc. announced the appointment of Charles Seifer, PH.D., to its Board of Directors on July 16, 2024. Dr. Seifert will serve on the Audit and Compensation Committees.
📋 Key Facts
- Appointment date: July 16, 2024
- Appointee: Charles Seifer, PH.D., President of Siena College
- Committee assignments: Audit Committee and Compensation Committee
- Dr. Seifert will be eligible for the 2020 Equity Incentive Plan and the Deferred Compensation Plan
- No related-party transactions requiring disclosure under Item 404(a) were reported
Pioneer Bancorp, Inc. announced the adoption of a new stock repurchase program and the approval of various equity incentive grants for officers, employees, and directors.
🚩 Red Flags
- Potential dilution for existing shareholders due to the issuance of 830,000 stock options and 390,000 restricted stock units.
📋 Key Facts
- The company has authorized a stock repurchase program for up to 1,298,883 shares of common stock (approximately 5.0% of outstanding shares).
- Repurchases may occur via open market, private transactions, or block trades with no set expiration date.
- The Compensation Committee approved grants of 830,000 stock options and 390,000 restricted stock units under the 2020 Equity Incentive Plan.
- Equity grants vest in 20% increments annually over a five-year period.
Pioneer Bancorp, Inc. filed an 8-K to announce its quarterly earnings results for the three and nine months ended March 31, 2024.
📋 Key Facts
- Report date: May 1, 2024
- Reporting period: Three and nine months ended March 31, 2024
- The filing includes an earnings release as Exhibit 99.1
- Company is classified as an emerging growth company
Pioneer Bank, the wholly owned subsidiary of Pioneer Bancorp, Inc., has completed its conversion to a national bank following approval from the Office of the Comptroller of the Currency (OCC). The Bank will now operate as 'Pioneer Bank, National Association' under OCC supervision.
📋 Key Facts
- Conversion date: April 1, 2024
- New entity name: Pioneer Bank, National Association
- Regulator change: Now subject to the supervision and examination of the Office of the Comptroller of the Currency (OCC)
- Structure remains a mutual holding company with Pioneer Bancorp, Inc. and Pioneer Bancorp, MHC as parent bank holding companies.
Pioneer Bancorp, Inc. is transitioning its 401(k) Savings Plan custodian from Pentegra to Empower. This transition will result in a temporary blackout period for plan participants and trading restrictions for directors and executive officers.
🚩 Red Flags
- Temporary inability for insiders to trade company equity due to regulatory compliance (Sarbanes-Oxley/Reg BTR).
📋 Key Facts
- The Pioneer Bank 401(k) Savings Plan is moving from Pentegra to Empower as the custodian/recordkeeper.
- A blackout period for plan participants begins at the end of day on March 6, 2024, and is expected to end during the week of April 5, 2024.
- During the blackout, participants cannot make changes, obtain distributions, or loans from their accounts.
- Directors and executive officers have been issued a Blackout Notice regarding limitations on trading Pioneer Bancorp, Inc. equity securities for the duration of the period.
Pioneer Bancorp, Inc. filed an 8-K to announce its earnings release for the three and six months ended December 31, 2023.
📋 Key Facts
- Report date: February 7, 2024
- Reporting period: Three and six months ended December 31, 2023
- The filing includes an earnings release as Exhibit 99.1
- Company is classified as an emerging growth company
Pioneer Bancorp, Inc. completed a balance sheet repositioning by selling $74.5 million of low-yielding securities to redeploy capital into higher-yielding deposits and upcoming market-rate investments. The move is intended to improve interest income and net interest margins starting in Q1 2024.
🚩 Red Flags
- Realized pre-tax loss of $5.6 million on the sale of securities due to interest rate environment/market shifts.
📋 Key Facts
- Sold approximately $74.5 million of available-for-sale (AFS) securities.
- The sold securities had an average book yield of ~0.83% and a weighted average remaining life of 2.2 years.
- Recognized an estimated pre-tax loss on the sale of approximately $5.6 million.
- Proceeds redeployed into interest-earning deposits with an estimated average book yield of 5.40%.
- Transaction is expected to improve interest income by ~$3.4 million over the next 12 months.
- Regulatory capital levels remain well above 'well capitalized' requirements.