Bogota Financial (BSBK) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 20, 2025, at the Teaneck Marriott at Glenpointe, NJ, with voting on director elections and auditor ratification.

• Proxy materials and annual report are available online; shareholders as of March 21, 2025, are eligible to vote.

• Voting can be done by mail, Internet, or phone, with specific instructions for ESOP and 401(k) participants.

Voting matters and shareholder proposals

• Shareholders will vote on electing two directors for three-year terms and ratifying S.R. Snodgrass, P.C. as the independent auditor for 2025.

• Board recommends voting “FOR” both director nominees and auditor ratification.

• Shareholder proposals for the 2026 meeting must be received by December 16, 2025; director nominations require advance notice per bylaws.

Board of directors and corporate governance

• Board consists of six members, all independent except the CEO; will reduce to five after 2025 due to retirement.

• Board committees (Audit, Compensation, Governance/Nominating) are fully independent and operate under written charters.

• Director nominees and continuing directors bring expertise in real estate, insurance, law, and finance.

• Code of Ethics for Senior Officers and insider trading policy in place; no formal hedging policy for directors or employees.