8-K
AUBURN NATIONAL BANCORPORATION, INC (AUBN)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report: March 26, 2026
AUBURN NATIONAL BANCORPORATION, INC.
(Exact Name of Registrant as Specified in Charter)
| Delaware | 0-26486 | 63-0885779 |
|---|---|---|
| (State or Other Jurisdiction<br> <br>of Incorporation) | (Commission<br> <br>File Number) | (IRS Employer<br> <br>Identification No.) |
100 North Gay Street, P.O. Drawer 3110, Auburn, Alabama 36831-3110
(Addresses of Principal Executive Offices, including Zip Code)
(334) 821-9200
(Registrant’s Telephone Number, including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br>Symbol(s) | Name of each exchange<br>on which registered |
|---|---|---|
| Common Stock, par value $0.01 | AUBN | Nasdaq Global Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
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. ☐
| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
|---|
(d) Election of New Directors
The Board of Directors (the “Board”) of Auburn National Bancorporation, Inc. (the “Company”) and AuburnBank (the “Bank”), upon the recommendation of the Nominating and Corporate Governance Committee, expanded the whole board of directors to 12 persons and elected Jeffrey J. Evans on March 26, 2026 to fill the newly created vacancy as a director for the Company and the Bank. Mr. Evans was also nominated for reelection as a director at the Company’s 2026 Annual Meeting of Shareholders to be held May 12, 2026. The Board of Directors has determined that Mr. Evans’ 30 years of experience in commercial real estate, construction and property management in the Company’s markets will provide the Board with valuable knowledge and insight, even though he is not currently “independent” under the Nasdaq corporate governance rules. The Company and the Bank’s boards continue to have more than majority of independent directors.
On March 26, 2026, the Company issued a press release announcing Mr. Evans’ appointment to the Boards of both the Company and the Bank, which is included as Exhibit 99.1.
| Item 9.01. | Financial Statements, Pro Forma Financial Information and Exhibits. |
|---|
(d) Exhibits. The following exhibit is furnished herewith:
| Exhibit<br>No. | Exhibit Description |
|---|---|
| 99.1 | Press Release, dated March 26, 2026 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| AUBURN NATIONAL BANCORPORATION, INC. |
|---|
| (Registrant) |
| /s/ David A. Hedges |
| David A. Hedges |
| President and CEO |
Date: March 26, 2026
EX-99.1
Exhibit 99.1
| For additional information, contact: |
|---|
| David A. Hedges |
| President and CEO |
| (334) 821-9200 |
Press Release – March 26, 2026
Auburn National Bancorporation, Inc. Elects New Director
AUBURN, Alabama – Auburn National Bancorporation, Inc. (the “Company”) (Nasdaq: AUBN), the parent company of AuburnBank (the “Bank”), announced that their Boards of Directors had been expanded to 12 persons and that Jeff Evans was elected today as director of both the Company and the Bank. Mr. Evans was also nominated for reelection as a director at the Company’s Annual Meeting of Shareholders to be held May 12, 2026.
“We are pleased to have Mr. Evans join our team of directors,” said Robert W. Dumas, Chairman of the Company and the Bank. “His extensive experience in property management, construction and real estate in our markets will bring valuable knowledge and insight to the board,” stated Mr. Dumas.
Mr. Evans, 56, is the President and Chief Executive Officer of both Evans Realty, a property management company specializing in multi-family apartment communities, and J & L Contractors, a commercial construction company. Mr. Evans has served in these roles since 2021 and 1998, respectively, and has been with both companies since 1994, bringing over 30 years of experience in commercial real estate and construction.
Mr. Evans holds a bachelor’s degree in Building Science from Auburn University and resides in Auburn with his wife and two children.
About Auburn National Bancorporation, Inc.
Auburn National Bancorporation, Inc. (the “Company”) is the parent company of AuburnBank (the “Bank”), with total assets of approximately $1.0 billion. The Bank is an Alabama state-chartered bank that is a member of the Federal Reserve System, which has operated continuously since 1907. Both the Company and the Bank are headquartered in Auburn, Alabama. The Bank conducts its business in East Alabama, including Lee County and surrounding areas. The Bank operates seven full-service branches in Auburn, Opelika, Valley, and Notasulga, Alabama. The Bank also operates a loan production office in Phenix City, Alabama. Additional information about the Company and the Bank may be found by visiting www.auburnbank.com.