false0001609065PATHFINDER BANCORP, INC.00016090652025-03-032025-03-03

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): March 4, 2025

 

img237284135_0.jpg

 

(Exact name of Registrant as specified in its charter)

 

Commission File Number: 001-36695

 

Maryland

38-3941859

(State or Other Jurisdiction of Incorporation or Organization)

(I.R.S. Employer Identification Number)

 

214 West First Street, Oswego, NY 13126

(Address of Principal Executive Office) (Zip Code)

 

(315) 343-0057

(Issuer's Telephone Number including area code)

 

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 240.14d-2(b))

 

 

 

☐

 

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, $0.01 par value

PBHC

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 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

 

 

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. ☐

 

 

Section 2 – Financial Information

 

Item 2.02 – Results of Operations and Financial Condition

On January 31, 2025, Pathfinder Bancorp, Inc. (the “Company”) issued a press release announcing its financial results for the fourth quarter and year ended December 31, 2024. Subsequent to this release, the Company identified that it unintentionally excluded accrued interest related to certain brokered certificates of deposit from interest expense. As a result, net interest income and net income were overstated by approximately $443,000 and $377,000 for the fourth quarter of 2024, respectively. Net income previously reported of $4.3 million, or $0.69 per share, in the fourth quarter of 2024 has been revised to $3.9 million, or $0.63 per share. Net income previously reported for the year ended December 31, 2024 of $3.8 million, or $0.60 per share, has been revised to $3.4 million, or $0.54 per share. Net interest margin previously reported for the full year 2024 of 3.01% has been revised to 2.98%.

 

The corrected financial statements will be reflected in the Company’s forthcoming Annual Report on Form 10-K.

 

The information in Item 2.02 to this Form 8-K shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth in such filing.

 

Item 9.01 – Financial Statements and Exhibits

Exhibit No.

Description

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.

 

PATHFINDER BANCORP, INC.

Date:

March 4, 2025

By:

/s/ James A. Dowd

 

James A. Dowd

President and Chief Executive Officer

v3.25.0.1
Document and Entity Information
Mar. 03, 2025
Cover [Abstract]  
Document Type 8-K
Amendment Flag false
Document Period End Date Mar. 04, 2025
Entity Registrant Name PATHFINDER BANCORP, INC.
Entity Central Index Key 0001609065
Entity Emerging Growth Company false
Entity File Number 001-36695
Entity Incorporation State Country Code MD
Entity Tax Identification Number 38-3941859
Entity Address, Address Line One 214 West First Street
Entity Address City Or Town Oswego
Entity Address State Or Province NY
Entity Address Postal Zip Code 13126
City Area Code 315
Local Phone Number 343-0057
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security12b Title Common Stock, $0.01 par value
Trading Symbol PBHC
Security Exchange Name NASDAQ
Pathfinder Bancorp (NASDAQ:PBHC)
Historical Stock Chart
From Feb 2025 to Mar 2025 Click Here for more Pathfinder Bancorp Charts.
Pathfinder Bancorp (NASDAQ:PBHC)
Historical Stock Chart
From Mar 2024 to Mar 2025 Click Here for more Pathfinder Bancorp Charts.