Lake Shore Bancorp, Inc. /MD/
For the period ended Dec 31, 2025. Filed Mar 17, 2026.
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FY2025 · Filed Mar 17, 2026
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United States
Securities and Exchange Commission
Washington, D.C. 20549
FORM 10-K
(Mark One)
For thefiscal year ended December 31,2025
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
Commission File No.:001-42754
Lake Shore Bancorp, Inc.
(Exact Name of Registrant as Specified in Its Charter)
| Maryland | |
|---|---|
| (State or Other Jurisdiction | 39-3058424 |
| of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
31 East Fourth Street, Dunkirk, NY 14048
(Address of Principal Executive Offices, including zip code)
(716)366-4070
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Exchange Act:
| Title of each class | TradingSymbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common stock, par value $0.01 per share | LSBK | The Nasdaq Stock Market LLC |
Securities registered pursuant to Section 12(g) of the Act: None.
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Yes ☐No ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Yes ☐No ☒
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☐ | Accelerated filer | ☐ |
|---|---|---|---|
| Non-accelerated filer | ☒ | Smaller reporting company | ☒ |
| Emerging growth company | ☐ | ||
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No☒
The aggregate market value of the voting stock held by non-affiliates of the registrant as of June 30, 2025 was $27,817,196 based on the per share closing price as of June 30, 2025 on the Nasdaq Global Market for the registrant’s common stock, which was $11.66.
There were 7,836,100 shares of the registrant’s common stock, $.01 par value per share, outstanding at March 11, 2026.
DOCUMENTS INCORPORATED BY REFERENCE:
| Part of 10-Kwhere incorporated | ||
| Portions of the registrant’s Proxy Statement for the 2026 Annual Meeting of Stockholders | III | |
|---|---|---|
| ' | ||
|---|---|---|
| ITEM | PART I | PAGE |
| 1 | BUSINESS | 1 |
| 1A | RISK FACTORS | 24 |
| 1B | UNRESOLVED STAFF COMMENTS | 35 |
| 1C | CYBERSECURITY | 35 |
| 2 | PROPERTIES | 37 |
| 3 | LEGAL PROCEEDINGS | 37 |
| 4 | MINE SAFETY DISCLOSURES | 37 |
| PART II | ||
| 5 | MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES | 38 |
| 6 | RESERVED | 38 |
| 7 | MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS | 39 |
| 7A | QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK | 51 |
| 8 | FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA | 51 |
| 9 | CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE | 51 |
| 9A | CONTROLS AND PROCEDURES | 51 |
| 9B | OTHER INFORMATION | 52 |
| 9C | DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS | 52 |
| PART III | ||
| 10 | DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE | 53 |
| 11 | EXECUTIVE COMPENSATION | 53 |
| 12 | SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS | 53 |
| 13 | CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE | 53 |
| 14 | PRINCIPAL ACCOUNTING FEES AND SERVICES | 53 |
| PART IV | ||
| 15 | EXHIBITS AND FINANCIAL STATEMENT SCHEDULES | 54 |
| SIGNATURES | 57 | |
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