Hanover Bancorp (HNVR) Proxy Filing summary

Executive summary

• The annual meeting will be held virtually on April 30, 2025, with shareholders voting on director elections and auditor ratification.

• Four directors are nominated for three-year terms; all are current board members.

• Shareholders of record as of March 11, 2025, are eligible to vote.

• The board recommends voting for all director nominees and for the ratification of Crowe LLP as auditor.

Voting matters and shareholder proposals

• Proposals include electing four directors and ratifying Crowe LLP as independent auditor for 2025.

• Shareholder proposals for the 2026 meeting must be submitted by January 30, 2026.

• No shareholder proposals or nominations from 5%+ holders were received for the 2025 meeting.

Board of directors and corporate governance

• The board consists of ten members, divided into three classes, with a majority deemed independent under NASDAQ standards.

• Board committees include Audit, Compensation, and Nominating & Corporate Governance, all with independent members.

• The board encourages diversity in skills, experience, gender, and ethnicity.

• Lead Independent Director role is held by Robert Golden, who presides over executive sessions.