How many shares can Hanover repurchase under this new program?

Hanover may repurchase up to 370,000 shares, or approximately 5% of its outstanding common stock. The repurchases will be made in the open market as conditions allow or through privately negotiated transactions, with a program expiration date of August 17, 2027.

What is a Rule 10b5-1 trading plan and why is it relevant here?

A Rule 10b5-1 plan allows a company to repurchase shares under pre-set terms at times when it would otherwise be prohibited by insider trading laws or company-imposed blackout periods. Hanover indicated that all or part of its repurchases may be implemented under such a plan to maintain consistent execution flexibility.

Does Hanover have to repurchase the full 370,000 shares?

No. The Share Repurchase Program does not obligate the Company to acquire any specific number of shares. The Board of Directors may suspend, discontinue, terminate, modify, or extend the program at any time for any reason, making execution purely discretionary.

When does this new program take effect?

The new Share Repurchase Program will commence upon the exhaustion of the Company's previously approved Share Repurchase Program, which was authorized on October 5, 2023. Once the prior program is fully utilized, this new program will begin and will expire on August 17, 2027.

Who controls the timing and price of repurchases?

Except in the case of repurchases under a Rule 10b5-1 trading plan, the volume, nature, price, and timing of repurchases remain at the sole discretion of management, dependent on stock price, market conditions, SEC compliance, regulatory requirements, and capital and liquidity needs.

HNVR 8-K Filed 2026-08-26 New authorization

Hanover Bancorp approves new share repurchase of 370,000 shares

Community bank authorizes 5% buyback expiring August 2027; follows exhaustion of prior program.

Authorization (shares)370K

MechanismRule 10b-18 open-market purcha

What the filing says

Hanover Bancorp, Inc. (NASDAQ: HNVR), parent company of Hanover Community Bank, announced on August 26, 2026, that its Board of Directors approved a new Share Repurchase Program. The program authorizes the repurchase of up to 370,000 shares, representing approximately 5% of outstanding common stock, and will expire on August 17, 2027.

Under the program, repurchases will be made from time to time in the open market as conditions allow, or through privately negotiated transactions. All or part of the repurchases may be executed under a Rule 10b5-1 trading plan, allowing pre-set purchases at times when the company might otherwise be restricted under insider trading laws or blackout periods. The program is not obligatory and does not commit the company to acquire any specific number of shares.

Except for Rule 10b5-1 plan transactions, the volume, price, timing, and nature of repurchases remain at the sole discretion of management, subject to stock price, market conditions, SEC Rule 10b-18 compliance, corporate and regulatory requirements, and capital and liquidity needs. The Board may suspend, discontinue, terminate, modify, cancel, or extend the program at any time for any reason. This new program will commence upon exhaustion of the company's previously approved Share Repurchase Program authorized on October 5, 2023.

Under this program, which will expire on August 17, 2027, the Company may repurchase up to 370,000 shares, or approximately 5% of its outstanding common stock. — Hanover Bancorp, Inc. /MD 8-K filing · View on SEC EDGAR →

What this means

Hanover Bancorp's new buyback authorization permits repurchase of up to 370,000 shares over roughly one year, representing approximately 5% of outstanding equity. The share-count authorization—rather than a dollar authorization—provides a fixed cap on dilution reduction. The program carries no execution requirement and may be suspended or terminated at any time, reflecting discretionary capital allocation typical of smaller bank holding companies. Repurchases will likely proceed opportunistically via open-market purchases under Rule 10b-18 or through pre-set Rule 10b5-1 plans, allowing execution during blackout periods and insider-restricted windows.

Frequently asked questions

How many shares can Hanover repurchase under this new program?: Hanover may repurchase up to 370,000 shares, or approximately 5% of its outstanding common stock. The repurchases will be made in the open market as conditions allow or through privately negotiated transactions, with a program expiration date of August 17, 2027.
What is a Rule 10b5-1 trading plan and why is it relevant here?: A Rule 10b5-1 plan allows a company to repurchase shares under pre-set terms at times when it would otherwise be prohibited by insider trading laws or company-imposed blackout periods. Hanover indicated that all or part of its repurchases may be implemented under such a plan to maintain consistent execution flexibility.
Does Hanover have to repurchase the full 370,000 shares?: No. The Share Repurchase Program does not obligate the Company to acquire any specific number of shares. The Board of Directors may suspend, discontinue, terminate, modify, or extend the program at any time for any reason, making execution purely discretionary.
When does this new program take effect?: The new Share Repurchase Program will commence upon the exhaustion of the Company's previously approved Share Repurchase Program, which was authorized on October 5, 2023. Once the prior program is fully utilized, this new program will begin and will expire on August 17, 2027.
Who controls the timing and price of repurchases?: Except in the case of repurchases under a Rule 10b5-1 trading plan, the volume, nature, price, and timing of repurchases remain at the sole discretion of management, dependent on stock price, market conditions, SEC compliance, regulatory requirements, and capital and liquidity needs.

authorization share-repurchase-program rule-10b5-1 rule-10b-18 community-bank md-banking

Source. This editorial summary is based on the SEC filing linked above. BuybackStocks aggregates and editorializes publicly available SEC EDGAR filings. Not investment advice. Past authorization announcements do not guarantee future repurchase activity or share price performance. See our full disclosures policy.