Bv Financial Inc — Current Report (Form 8-K)

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

BV FINANCIAL, INC.

(Exact name of Registrant as Specified in Its Charter)

(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:

Securities registered pursuant to Section 12(b) of the Act:

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.

Election of Timothy L Prindle as Chairman

On June 1, 2026, BV Financial, Inc. (the “Company”) announced that its Board of Directors (the “Board”) elected Timothy L. Prindle as Chairman of the Board (“Chairman”) of the Company. This role will be in addition to his current roles as President and Chief Executive Officer (“CEO”) of the Company.

Mr. Prindle was elected Chairman because of his extensive knowledge of the Company and its markets, his leadership qualities, and his understanding and ability to oversee the implementation of the Company’s strategy. The Chairman is also responsible for developing the agendas of Board meetings in consultation with the Lead Independent Director (described below) and represents the Board in the community.

The Board reviews its leadership structure annually. The Board determines whether the Chairman and CEO roles will be held by the same person based on its assessment of what is in the best interests of the Company and its stockholders at a given point in time and the leadership qualities, experience and expertise of the individual and of the other members of the Board. The Board ultimately determined that a combined role was the best way at this time to align the Company’s operations and business with its strategic plan. Mr. Prindle’s leadership, strategic vision and service to the Company through a period of strong performance contributed to the decision by the Board that a combined Chairman and CEO role, with Mr. Prindle serving in such role, is in the best interests of the Company and its stockholders.

Election of William B. Crompton, III as Lead Independent Director

The Board also recognizes the need for strong independent perspectives. Therefore, when the Chairman and CEO roles are combined, the Board expects that a Lead Independent Director will be appointed by the independent directors. Accordingly, the independent directors elected William B. Crompton, III as Lead Independent Director of the Company concurrent with Mr. Prindle’s election as Chairman. The Lead Independent Director is an independent director designated by the Board to lead the Board in fulfilling its duties effectively, efficiently, and independently of management. The Lead Independent Director collaborates with the Chairman and the independent directors, meets with the independent directors without management present, and provides input on and reviews the meeting agendas.

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.