Lake Shore Bancorp reached an agreement with activist investor The Stilwell Group to elect Dennis Pollack, a Stilwell pick, to its board of directors at its next annual meeting.
Dunkirk, New York-based Lake Shore and Raleigh, North Carolina-based Stilwell reached the “standstill agreement” Wednesday, staving off a potential proxy war Stilwell had alluded to in a previous filing following an “an unproductive meeting” with management.
The filing does not indicate Pollack’s relationship to Stilwell. Pollack is the former president and CEO of Prudential Bank, which he led from 2016 to 2023, according to his LinkedIn, and he has sat on the board at banks including CIBM Bank in Illinois and TF Financial Corp. in Pennsylvania.
Pollack has served on boards of at least two businesses in which Stilwell has owned a stake, including Provident Bancorp in Massachusetts and Wheeler Real Estate Investment Trust in Virginia, American Banker reported.
With Pollack destined for Lake Shore’s board, Stilwell said it would withdraw its notice of intent to nominate an individual for election at the bank’s annual meeting. Stilwell will not solicit any other proxies for this annual meeting, according to the agreement detailed in Lake Shore’s securities filing.
Additionally, Stilwell cannot buy more Lake Shore stock and is forbidden from suing the bank, forcing it to sell or merge with another business or otherwise seeking a “change in control” of Lake Shore, according to the agreement detailed in the filing.
The agreement will last until Lake Shore’s annual meeting in 2029.
Neither Stilwell nor Lake Shore immediately responded to requests for comment.
In 2022, the $727.3 million-asset bank entered into an agreement with the Office of the Comptroller of the Currency following a cyberattack that the regulator said may have jeopardized customer information. The OCC found the bank engaged in unsafe and unsound practices with respect to information technology security and risk governance weaknesses.
But in 2023, the OCC determined that Lake Shore was not in compliance with the agreement and hit it with a consent order instead. The bank was then designated in “troubled condition.” The designation was lifted in 2024. The Federal Reserve dropped an enforcement action against Lake Shore in March 2025.