Diiorio Lisa A 4

What Happened

• Lisa A. Diiorio, FSVP and Chief Accounting Officer of Hanover Bancorp (HNVR), had a total of 587 restricted shares withheld to satisfy tax liabilities (reported as dispositions) on February 20, 2026. The shares were withheld at $21.98 per share for a total value of $12,901 (76 shares = $1,670; 83 shares = $1,824; 428 shares = $9,407).
• These withholdings reflect tax payments tied to restricted stock vesting rather than open‑market sales. Such withholdings are routine administrative transactions and do not necessarily indicate a change in the insider’s view of the company.

Key Details

• Transaction date: February 20, 2026. Price per share: $21.98.
• Shares withheld/disposed: 76, 83, and 428 (total 587) to cover tax liabilities; total value $12,901.
• Footnotes: F1 = withholding for restricted shares granted Jan 29, 2025; F2 = withholding for restricted shares granted Jan 19, 2024; F3 = withholding for restricted shares granted Jan 27, 2022.
• Filing: Form 4 filed Feb 24, 2026 for the Feb 20 transactions — later than the standard two-business-day Form 4 reporting window.
• Shares owned after the transaction: not specified in the provided filing excerpt.

Context

• These were tax‑withholding dispositions of vested restricted stock (company retained/surrendered shares to cover taxes), not open‑market sales. Retail investors typically view withholding events as routine; purchases or open‑market buys by insiders are generally more informative about personal conviction.