Magyar Bancorp, Inc.
For the period ended Feb 11, 2026. Filed Dec 30, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
Feb 11, 2026 · Filed Dec 30, 2025
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SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934
(Amendment No. ______)
Filed by the Registrant ☒
Filed by a Party other than the Registrant☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
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| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
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| ☒ | Definitive Proxy Statement |
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| ☐ | Definitive Additional Materials |
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| ☐ | Soliciting Material Pursuant to § 240.14a-12 |
Magyar Bancorp, Inc.
(Name of Registrant as Specified In Its Charter)
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check the appropriate box):
| ☒ | No fee required. |
|---|
| ☐ | Fee paid previously with preliminary materials. |
| ☐ | Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a6(i)(1) and 0-11. |
Magyar Bancorp, Inc.
400 Somerset Street
New Brunswick, New Jersey 08901
December 30, 2025
Dear Fellow Stockholder:
You are cordially invited to attend the Annual Meeting of Stockholders of Magyar Bancorp, Inc. Our Annual Meeting will be held at State Theatre, 15 Livingston Avenue, New Brunswick, New Jersey, on February 11, 2026 at 2:00 p.m. eastern time.
We are furnishing proxy materials to our stockholders over the Internet. You may read, print and download our 2025 Annual Report to Stockholders and our Proxy Statement at https://www.astproxyportal.com/ast/24418. On December 30, 2025, we mailed our stockholders a notice containing instructions on how to access these materials and how to vote shares online. The notice provides instructions on how you can request a paper copy of these materials by mail, by telephone or by email. If you requested your materials via email, the email contains voting instructions and links to the materials on the Internet.
You may vote your shares by Internet, by regular mail or in person at the Annual Meeting. Instructions regarding the various methods of voting are contained on the notice and on the Proxy Card.
The proxy materials describe the formal business to be transacted at the Annual Meeting. We will also report on the operations of the Company. Directors and officers of the Company will be available to answer any questions that you and other stockholders may have. Included in the materials is our Annual Report on Form 10-K, which contains detailed information concerning the activities and operating performance of the Company.
The business to be conducted at the Annual Meeting consists of the election of two directors, an advisory (non-binding) vote on executive compensation, and the ratification of the appointment of S.R. Snodgrass, P.C. as our independent registered public accounting firm for the year ending September 30, 2026.
On behalf of the Board, we request that you vote your shares now, even if you currently plan to attend the Annual Meeting. This will not prevent you from voting in person, but will assure that your vote is counted. Please vote your proxy to ensure that your shares are represented and voted for the matters presented at the Annual Meeting. Please help save the Company additional solicitation costs by voting your proxy today. Your vote is important.
Sincerely,
John S. Fitzgerald
President and Chief Executive Officer
Magyar Bancorp, Inc.
400 Somerset Street
New Brunswick,New Jersey 08901
(732) 342-7600
NOTICE OF ANNUAL MEETING OF STOCKHOLDERS
To Be Held On February 11, 2026
NOTICE IS HEREBY GIVEN that the 2026 Annual Meeting of Stockholders (the “Annual Meeting”) of Magyar Bancorp, Inc., (the “Company”) will be held at State Theatre, 15 Livingston Ave, New Brunswick, New Jersey, 08901, Wednesday , February 11, 2026 at 2:00 p.m., eastern time.
The Annual Meeting is for the purpose of considering and acting upon:
| 1. | The election of two directors; |
| 2. | An advisory (non-binding) vote to approve the compensation paid to our named executive officers; |
| 3. | The ratification of the appointment of S.R. Snodgrass, P.C as our independent registered public accounting firm for the year ending September 30, 2026; and |
such other matters as may properly come before the Annual Meeting, or any adjournments thereof. The Board is not aware of any other such business.
Any action may be taken on the foregoing proposals at the Annual Meeting, including all adjournments thereof. Stockholders of record at the close of business on December 18, 2025 are the stockholders entitled to vote at the Annual Meeting. A list of stockholders entitled to vote will be available at 400 Somerset Street, New Brunswick, New Jersey 08901 for a period of ten days prior to the Annual Meeting and will also be available for inspection by stockholders for any legally valid purpose related to the Annual Meeting during the Annual Meeting.
It is important that your shares be represented and voted at the Annual Meeting. Stockholders have a choice of voting by regular mail or the Internet, as described on your proxy card. Check your proxy card or the information forwarded by your broker, bank or other holder of record to see which options are available to you. Any stockholder of record present at the Annual Meeting may revoke his or her proxy and vote on any matter properly brought before the Annual Meeting**.**
Important Notice Regarding The Availability of Proxy Materials for the Annual Meeting of Stockholders to be held on February 11, 2026. This Proxy Statement, Proxy Card and Magyar Bancorp, Inc.’s 2025 Annual Report to Stockholders are each available at https://www.astproxyportal.com/ast/24418.
| New Brunswick, New Jersey | John Reissner |
|---|---|
| December 30, 2025 | Corporate Secretary |
TABLE OF CONTENTS
| GENERAL INFORMATION | 1 |
|---|---|
| The 2026 Annual Meeting of Stockholders | 1 |
| Who Can Vote | 2 |
| How Many Votes You Have | 2 |
| Matters to Be Considered | 2 |
| How to Vote | 2 |
| Participants in Magyar Bancorp Benefit Plans | 3 |
| Quorum and Vote Required | 3 |
| Revocability of Proxies | 3 |
| Solicitation of Proxies | 4 |
| Security Ownership of Certain Beneficial Owners and Management | 5 |
| PROPOSAL I - ELECTION OF DIRECTORS | 8 |
| Directors and Executive Officers | 8 |
| Director Nominees – to serve for a three-year period | 8 |
| Continuing Directors | 9 |
| Executive Officers of the Company and the Bank Who Are Not Directors | 10 |
| Corporate Governance | 10 |
| Board Independence | 10 |
| Attendance at Annual Meetings of Stockholders | 10 |
| Board Meetings and Committees | 10 |
| Code of Ethics and Business Conduct | 12 |
| Board Leadership Structure | 12 |
| Board’s Role in Risk Oversight | 12 |
| Board Nominations | 13 |
| Procedures for the Consideration of Board Candidates Submitted by Stockholders | 14 |
| Stockholder Communications with the Board | 14 |
| Transactions with Certain Related Persons | 15 |
| Insider Trading Policies and Procedures | 15 |
| Employee, Officer and Director Hedging | 15 |
| The Audit Committee Report | 16 |
| Executive Compensation | 17 |
| Executive Incentive Program | 19 |
| Director Fees | 25 |
| PROPOSAL II - ADVISORY NON-BINDING VOTE ON EXECUTIVE COMPENSATION | 28 |
| PROPOSAL III - RATIFICATION OF THE APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS | 28 |
| Fees Paid to Our Auditors | 29 |
| Policy on Audit Committee Pre-Approval of Audit and Non-Audit Services of Independent Registered Public Accountants | 29 |
| Required Vote and Recommendation of the Board | 29 |
| STOCKHOLDER PROPOSALS AND SHAREHOLDER NOMINATIONS FOR THE 2027 ANNUAL MEETING | 30 |
| Advance Notice of Business to be Conducted at an Annual Meeting | 30 |
| OTHER MATTERS | 31 |
MAGYAR BANCORP, INC.
**PROXY STATEMENT FOR THE
2026 ANNUAL MEETING OF STOCKHOLDERS
To Be Held on February 11, 2026
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.