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): May 13, 2026 (May 12, 2026)

AUBURN NATIONAL BANCORPORATION, INC.

(Exact Name of Registrant as Specified in Charter)

Delaware 0-26486 63-0885779

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

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

Symbol(s)

Name of each exchange

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 5.07.

Submission of Matters to a Vote of Security Holders

The Annual Meeting of Shareholders (the “Annual Meeting”) of Auburn National Bancorporation, Inc. (the “Company”) was held on May 12, 2026. This meeting considered the election of 12 nominees to serve on the Board of Directors for one-year terms expiring at the Company’s 2027 Annual Meeting of Shareholders and until their successors have been elected and qualified. C. Wayne Alderman, Terry W. Andrus, J. Tutt Barrett, Walton T. Conn, Jr., Robert W. Dumas, Jeffrey J. Evans, William F. Ham, Jr., David A. Hedges, David E. Housel, Michael A. Lawler, Anne M. May, and Sandra J. Spencer, all of the nominees, were elected to the Board of Directors. In addition, at the Annual Meeting, the shareholders (i) approved, on a non-binding, advisory basis, the compensation of the Company’s “named executive officers” as disclosed in the Proxy Statement, and (ii) ratified the appointment of Elliott Davis LLC as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026.

The final voting results of the director elections, and other proposals voted on at the Annual Meetings are set forth below.

1.

Each of the 12 nominees for director was elected by the following tabulation:

Director

Votes For Withheld Broker Non-Votes

C. Wayne Alderman

1,390,512 20,723 1,200,566

Terry W. Andrus

1,387,908 23,327 1,200,566

J. Tutt Barrett

1,395,139 16,096 1,200,566

Walton T. Conn, Jr.

1,396,126 15,109 1,200,566

Robert W. Dumas

1,405,268 5,967 1,200,566

Jeffrey J. Evans

1,396,149 15,086 1,200,566

William F. Ham, Jr.

1,390,507 20,728 1,200,566

David A. Hedges

1,401,372 9,683 1,200,566

David E. Housel

1,392,377 18,858 1,200,566

Michael A. Lawler

1,396,126 15,109 1,200,566

Anne M. May

1,397,307 13,928 1,200,566

Sandra J. Spencer

1,405,433 5,802 1,200,566
2.

The non-binding, advisory vote on the compensation of the Company’s “named executive officers” as disclosed in the proxy statement was approved by the following tabulation:

For

Against

Abstain

Broker Non-Votes

1,340,846 52,537 17,852 1,200,566
3.

Ratification of the appointment of Elliott Davis LLC as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026 was approved and accordingly ratified by the following tabulation:

For

Against

Abstain

2,604,281 7,289 231

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.

AUBURN NATIONAL BANCORPORATION, INC.
(Registrant)

/s/ David A. Hedges

David A. Hedges
President and CEO

Date: May 13, 2026