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 (Date of earliest event reported):  March 20, 2022

GENERATIONS BANCORP NY, INC.
(Exact Name of Registrant as Specified in Charter)

Maryland
  
001-39883
  
85-3659943
(State or Other Jurisdiction
of Incorporation)
  
(Commission File No.)
  
(I.R.S. Employer
Identification No.)
     
20 East Bayard Street, Seneca Falls, New York
  
13148
(Address of Principal Executive Offices)
  
(Zip Code)

Registrant's telephone number, including area code:  (315) 568-5855

Not Applicable
(Former name or former address, if changed since last report)

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 (see General Instruction A.2. below):

☐
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:

Common stock, $0.01 par value per share
 
GBNY
 
The Nasdaq Stock Market LLC
Title of Each Class
 
Trading Symbol(s)
 
Name of Each Exchange on Which Registered



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 8.01 Other Events

On March 20, 2022, Generations Bank (the “Bank”), the wholly owned subsidiary of Generations Bancorp NY, Inc. entered into a Management Agreement with The Northwoods Corporation (“Northwoods”) whereby, effective April 1, 2022, Northwoods will assume customer service responsibilities for Generations Insurance Agency, Inc. (the “Agency”), a wholly owned subsidiary of the Bank.  The Bank also entered into a Purchase Agreement with Northwoods pursuant to which Northwoods will purchase the Agency’s book of business on January 1, 2024 with such purchase price to be payable to the Bank over a six-year period.

Item 9.01 Financial Statements and Exhibits
 
None.



SIGNATURES

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.


 
GENERATIONS BANCORP NY, INC.
   
   
   
DATE: March 24, 2022
By:   /s/ Menzo D. Case
 
Menzo D. Case
 
President and Chief Executive Officer