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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):  August 19, 2025

TrustCo Bank Corp NY
(Exact name of registrant as specified in its charter)

NEW YORK
000-10592
14-1630287
(State or Other Jurisdiction of Incorporation)
(Commission File No.)
(IRS Employer Identification No.)

5 SARNOWSKI DRIVE,
GLENVILLE, NEW YORK
 
12302
(Address of Principal Executive Offices)
 
(Zip Code)

(518) 377-3311
(Registrant’s telephone number, including area code)

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:


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, $1.00 par value
 
TRST
 
Nasdaq Global Select 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.  ☐



TrustCo Bank Corp NY

Item 8.01.
Other Events

On August 19, 2025, TrustCo Bank Corp NY (“TrustCo”) issued a press release announcing that its Board of Directors declared an increased quarterly cash dividend of $0.38 per share, or $1.52 per share on an annualized basis.   The declared dividend represents an increase of 5.6% over the prior dividend amount.  The dividend will be payable on October 1, 2025 to shareholders of record at the close of business on September 5, 2025.

A copy of the press release announcing dividend declaration is attached as Exhibit 99.1 to this report and is incorporated herein by reference.

Item 9.01.
Financial Statements and Exhibits


(c)
Exhibits

 
Reg S-K Exhibit No.
Description
     
 
Press release dated August 19, 2025 announcing that the Board of Directors of TrustCo declared a quarterly cash dividend of $0.38 per share.
     
 
104
Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document.


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 thereunto duly authorized.

Dated:  August 19, 2025

 
TRUSTCO BANK CORP NY
 
(Registrant)
   
 
By:
/s/ Michael M.  Ozimek  
   
Michael M.  Ozimek
   
Executive Vice President and
   
Chief Financial Officer



EX-99.(A) 2 ef20054169_ex99-a.htm EXHIBIT 99(A)
Exhibit 99.1



News Release

5 Sarnowski Drive, Glenville, New York 12302
(518) 377-3311 Fax: (518) 381-3668

Subsidiary: Trustco Bank

Contact:
Robert M. Leonard
Executive Vice President and Chief Risk Officer
(518) 381-3693

Dividend Increase of 5.6%:  Trustco Shareholders Benefit From Corporate Success As Company Announces Increased Payout

Glenville, New York – August 19, 2025

The Board of Directors of TrustCo Bank Corp NY (TrustCo, Nasdaq: TRST) on August 19, 2025 declared an increased quarterly cash dividend of $0.38 per share, or $1.52 per share on an annualized basis.   The declared dividend represents an increase of 5.6% over the prior dividend amount.  The dividend will be payable on October 1, 2025 to shareholders of record at the close of business on September 5, 2025.

Chairman, President, and Chief Executive Officer Robert J. McCormick said: “Corporate performance at the level achieved by TrustCo is the culmination of years of planning, hard work, and determination.  These attributes have been the hallmarks of TrustCo as it has paid a dividend every quarter since 1904.  The resulting capital position supports not only our independence from borrowing, but the increased payout announced today and the ongoing execution on our authorized million-share buyback initiative.   It is our distinct privilege to build upon and enhance the century-long tradition of distributing a solid payout to our owners and building long-term shareholder value.”

About TrustCo Bank Corp NY

TrustCo Bank Corp NY is a $6.3 billion savings and loan holding company and through its subsidiary, Trustco Bank, operated 136 offices in New York, New Jersey, Vermont, Massachusetts, and Florida as of June 30, 2025.

In addition, the Bank’s Wealth Management Department offers a full range of investment services, retirement planning and trust and estate administration services.  The common shares of TrustCo are traded on the NASDAQ Global Select Market under the symbol TRST.


Forward-Looking Statements

All statements in this news release that are not historical are forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995.  Forward-looking statements can be identified by words such as "anticipate," "intend," "plan," "goal," "seek," "believe," "project," "estimate," "expect," "strategy," "future," "likely," "may," "should," "will" and similar references to future developments, results or periods. Examples of forward-looking statements include, among others, statements we make regarding our expectations for our future performance, including our expectations regarding our capital position and capital management strategy, including our stock repurchase program.  Forward-looking statements are based on management’s current expectations as well as certain assumptions and estimates made by, and information available to, management at the time the statements are made. TrustCo wishes to caution readers not to place undue reliance on any such forward-looking statements, which speak only as of the date made and which are subject to factors and uncertainties that could cause actual results to differ materially for TrustCo from the views, beliefs and projections expressed in or implied by such statements, including but not limited to, risks and uncertainties relating to future  changes in interest rates; external economic factors, such as changes the interest rate policies of the Federal Reserve Board and other changes in monetary policy, as well as ongoing inflationary pressures and continued elevated prices; exposure to credit risk in our lending activities; the risk of weakness in residential real estate markets; limitations on our ability to pay dividends; the impact of the manner in which we allocate capital; the risks and uncertainties set forth under the heading “Risk Factors” in our most recent Annual Report on Form 10-K for the year ended December 31, 2024, and, if any, our subsequent Quarterly Reports on Form 10-Q; the financial, operational and legal risks and uncertainties detailed from time to time in TrustCo’s filings with the Securities and Exchange Commission, including within the cautionary statements contained in such filings; and the effect of all of such items on our operations, liquidity and capital position, and on the financial condition of our borrowers and other customers. The forward-looking statements contained in this news release represent TrustCo management’s judgment as of the date of this news release. TrustCo disclaims, however, any intent or obligation to update forward-looking statements, either as a result of future developments, new information or otherwise, except as may be required by law.