Exploring Bogota Financial Corp. (BSBK) Investor Profile: Who’s Buying and Why?

You're looking at Bogota Financial Corp. (BSBK), a name that often flies under the radar, but its recent investor activity suggests a compelling shift. Why are major institutional players like M3F Inc. and Vanguard Group Inc. holding significant stakes in this New Jersey-based micro-cap bank, especially when its institutional ownership is a relatively low 7.80%, representing about $9 million in total value as of mid-2025? The stock, trading around $8.36 with a market capitalization of just over $109.27 million, isn't a high-volume play, but the fundamentals are changing: BSBK reported a net income of $1.4 million for the nine months ended September 30, 2025, a sharp reversal from a net loss in the prior year period. Is this a classic value-trap, or are these seasoned investors-including M3F Inc. with its 495,035 shares-betting on a deeper restructuring or an eventual acquisition premium? We need to defintely map the risk-reward here, so let's dig into the 13F filings and the balance sheet, which shows $925.8 million in total assets, to see what they know that the broader market is missing.

Who Invests in Bogota Financial Corp. (BSBK) and Why?

You're looking at Bogota Financial Corp. (BSBK) and trying to figure out who else is buying and what their endgame is. The quick takeaway is this: the investor base is a split between a dominant mutual holding company, which limits the public float, and a mix of value-oriented institutions and short-term quantitative funds chasing a potential capital event or a cheap book value.

The biggest factor here is the company's structure. Bogota Financial Corp. is the mid-tier holding company for Bogota Savings Bank, and it is majority-owned by Bogota Financial, MHC (Mutual Holding Company). This MHC holds a massive 67.29% of the total shares outstanding as of early 2025. This means the public float-the shares available for you and other outside investors to trade-is much smaller than a typical bank. This structure defintely creates a unique dynamic.

Key Investor Types: The Split Ownership Model

The investor profile for Bogota Financial Corp. is essentially a two-tiered system. You have the controlling interest and the public shareholders. The public float is where you see the real action, primarily driven by institutional money.

Institutional investors, like mutual funds and hedge funds, hold a total of approximately 1,067,286 shares in the company's public float. This group includes significant names, and their presence tells a story about the stock's liquidity and strategy focus.

• Controlling Shareholder: Bogota Financial, MHC holds 8,504,556 shares (or 67.29%), making it the ultimate decision-maker.
• Largest Institutional Holder: M3F Inc. is the largest institutional owner, with a stake of approximately 3.92% of the total shares outstanding.
• Passive Index Funds: Firms like Vanguard Group Inc. and Geode Capital Management LLC hold shares, largely due to BSBK's inclusion in various small-cap and total market index funds.
• Hedge Funds: The presence of quantitative hedge funds, such as Renaissance Technologies LLC, signals that algorithmic and short-term trading strategies are active in the stock.

Investment Motivations: Value and Capital Return

Investors are drawn to Bogota Financial Corp. not for a high dividend-because the company does not pay a regular common stock dividend-but for capital appreciation potential rooted in value and a strategic change. They are betting on a turnaround and a continued return of capital.

For the nine months ended September 30, 2025, the company reported net income of $1.4 million, or $0.11 per basic and diluted share, a solid swing from the prior year's loss. Here's the quick math: this profit includes a one-time, non-recurring death benefit from a bank-owned life insurance (BOLI) policy of approximately $543,000. So, you need to look at the core profitability, but the headline number is a clear sign of a positive shift.

The core motivations are simple:

• Deep Value: The stock trades at a Price-to-Book (P/B) ratio of roughly 0.8x, which is below the US Banks industry average of 1x. This discount attracts classic value investors.
• Capital Return: With no dividend, the company's commitment to shareholders is shown through its repurchase program. In August 2025, the company received approval for its sixth repurchase program, authorizing the buyback of up to 237,590 shares of common stock (excluding MHC-held shares).

Investment Strategies: The Mutual Conversion Play

The most compelling strategy for many long-term institutional investors hinges on the company's mutual holding company structure. This strategy is called the second-step conversion (or 'second-step'), where the MHC converts to a fully stock-owned company, selling its 67.29% stake to the public. This event often happens at a premium to the current market price, offering a significant and sudden return.

Other strategies are more tactical:

• Value Investing: Buy-and-hold investors are accumulating shares at the 0.8x book value discount, banking on the management team to continue improving the core net interest margin (NIM), which expanded by 65 basis points to 1.80% in Q3 2025.
• Activist/Activist-Lite: Investors like M3F Inc. may be pushing for greater efficiency, a merger, or the aforementioned second-step conversion to unlock the book value discount.
• Quantitative Trading: Funds like Renaissance Technologies are likely using algorithms to trade on volatility, momentum, and short-term news, capitalizing on the thin liquidity of the public float.

To be fair, the stock is a play on a strategic event, not a steady income stream. If you want to dig deeper into the company's foundation, you can review its history and ownership structure at Bogota Financial Corp. (BSBK): History, Ownership, Mission, How It Works & Makes Money.

Institutional Ownership and Major Shareholders of Bogota Financial Corp. (BSBK)

If you're looking at Bogota Financial Corp. (BSBK), the first thing to understand is that the investor profile isn't a typical free-for-all. The vast majority of the company is held by a single, controlling entity, which completely changes the dynamic for every other shareholder.

The biggest shareholder is Bogota Financial, MHC (Mutual Holding Company), which owns a massive 67.29% of the outstanding common stock as of March 20, 2025. This structure means that the institutional investors you typically track-like Vanguard or BlackRock-are investing in a company where their influence on major strategic decisions is inherently limited.

Here's the quick math: With Bogota Financial, MHC holding over two-thirds of the stock, the remaining float (the shares available for public trading) is relatively small. This can amplify the impact of institutional buying and selling on the stock price, even for smaller position sizes.

Top Institutional Investors and Their Stakes

Outside of the Mutual Holding Company, the institutional landscape for Bogota Financial Corp. is dominated by a mix of index funds, quantitative funds, and smaller investment managers. As of the most recent filings (June 30, 2025), these firms collectively hold over 1.0 million shares, representing an institutional ownership percentage of approximately 7.8% of the total outstanding stock. This is a low percentage for a publicly traded bank, but again, the MHC structure is the reason why.

The top institutional holders, based on their reported positions as of the end of Q2 2025, are:

The Vanguard Group Inc. and Geode Capital Management, LLC holdings are typical of index-tracking funds, which are passive investors. M3F, Inc., however, holds a much larger, more active stake, making their intentions more defintely important to watch.

Recent Shifts in Institutional Ownership

Looking at the near-term activity, institutional investors have been relatively active, though the net change is moderate. Over the last two years, institutional buying totaled 27,484 shares, valued at approximately $225.84 thousand, while selling totaled 10,002 shares, valued at about $75.34 thousand. This suggests a slight net accumulation of shares.

More recently, in the second quarter of 2025, we saw some notable trimming of positions:

• AllianceBernstein L.P. reduced its stake by -5,045 shares, a -3.952% decrease.
• Renaissance Technologies LLC cut its position by -2,077 shares, a -5.487% reduction.

Still, the overall picture is one of incremental change, not a mass exodus. The buying and selling activity is consistent with portfolio managers adjusting small-cap allocations, rather than a strong consensus view on the company's direction.

Impact of Institutional Investors on Strategy

The role of institutional investors at Bogota Financial Corp. is fundamentally different than at a company with a fully public float. Because Bogota Financial, MHC controls the majority of the votes, the outside institutions cannot easily force a change in management, a large-scale merger, or a significant shift in the bank's core strategy.

Their influence is primarily exerted in two ways:

• Liquidity and Price Support: Their continued buying provides a floor for the stock price and improves trading liquidity.
• Affirming Capital Allocation: They act as a vote of confidence on management's capital decisions.

For example, in Q3 2025, the company announced a return to profitability with net income of $455,000, alongside an approved share repurchase program of up to 237,590 shares (about 5% of the non-MHC float). This buyback is a direct action that benefits all shareholders by reducing the share count and boosting earnings per share (EPS), and it's a move often championed by institutional investors seeking greater shareholder value, especially in a mutual holding company structure. You can read more about the company's long-term direction at Mission Statement, Vision, & Core Values of Bogota Financial Corp. (BSBK).

The key takeaway is that while the institutions can't dictate strategy, their presence validates the current management's focus on improving core profitability and returning capital to shareholders, which is exactly what the Q3 2025 results and buyback program reflect.

Key Investors and Their Impact on Bogota Financial Corp. (BSBK)

If you're looking at Bogota Financial Corp. (BSBK), the first thing you need to understand is that it's not a typical publicly traded company. The investor profile is dominated by a single, powerful entity: the mutual holding company, which fundamentally changes the investment thesis and limits the influence of traditional institutional money.

The core of Bogota Financial Corp.'s ownership structure is Bogota Financial, MHC, a mutual holding company. This entity holds a massive, controlling stake of the common stock, which means it dictates the strategic direction and effectively shields the company from most activist investor pressures. As of March 20, 2025, Bogota Financial, MHC owned 8,504,556 shares, representing a dominant 67.29% of the outstanding common stock. This structure ensures a focus on long-term community banking goals over short-term stock performance, which is a key consideration for any investor.

The Institutional Landscape: Who's Buying the Float?

While the mutual holding company controls the majority, the remaining shares-the public float-are where institutional investors play. As of the latest filings, Bogota Financial Corp. had approximately 22 institutional owners holding a total of 1,067,286 shares. This is a relatively small institutional base, but their movements can still drive near-term stock volatility.

The largest institutional investors are generally passive funds or small-cap specialists. Here's a quick look at the top institutional holders and their approximate stake value, based on the October 24, 2025, share price of $8.74 per share:

The presence of major index fund managers like The Vanguard Group, Inc. and Geode Capital Management, LLC suggests a significant portion of the institutional ownership is passive-they buy because Bogota Financial Corp. is in an index, not necessarily because of a deep, proprietary investment thesis. This means they are less likely to agitate for change, but their buying and selling is defintely mechanical.

Recent Investor Moves and Company Actions

In the near-term, investor sentiment is often mapped to recent buying or selling. The most recent quarter saw a slight cooling of hedge fund interest, with 8 institutional investors decreasing their positions compared to 4 that added shares. For example, M3F, Inc. removed a small stake of 2,404 shares in the prior quarter, while Susquehanna International Group, LLP added 11,275 shares. This back-and-forth is normal, but the net selling suggests some institutions are taking profits or reallocating capital.

The most concrete investor-friendly move came directly from the company in August 2025. Bogota Financial Corp. adopted a new share repurchase program, authorized to buy back up to 237,590 shares of its common stock, which is about 5% of the public float (shares not held by the MHC). This action signals management's confidence in the stock's value and provides a clear floor for the price. Here's the quick math: as of September 30, 2025, they had already repurchased 4,821 shares at a cost of $42,000, a tangible step toward enhancing shareholder value.

The best way to fully grasp this ownership structure and the company's foundation is to review its history and business model, which you can read more about here: Bogota Financial Corp. (BSBK): History, Ownership, Mission, How It Works & Makes Money.

• Dominant investor is Bogota Financial, MHC: 67.29% stake.
• Institutional ownership is relatively low at about 1.07 million shares total.
• Top institutional holder, M3F, Inc., holds 3.92% of the common stock.
• Company is actively repurchasing shares: 4,821 shares bought back by Q3 2025.

Market Impact and Investor Sentiment

You're looking at Bogota Financial Corp. (BSBK) because the recent swing to profitability is tempting, but you need to know who's actually buying and what the pros think. The direct takeaway is this: Bogota Financial Corp. is a classic 'show-me' stock right now, with a strong majority owner providing stability, but institutional investors are cautious, and Wall Street's consensus is a clear 'Sell.'

The biggest investor is Bogota Financial, MHC, which is the mutual holding company and owns a majority 67.29% of the common stock as of March 20, 2025. This ownership structure means the public float-the shares you and other investors can trade-is relatively small, and the majority owner's control limits the immediate risk of a hostile takeover or sudden strategic shift. That's a defintely a source of long-term stability.

Investor Sentiment: A Cautious Institutional Stance

Institutional ownership, which is the percentage held by large funds like Vanguard Group Inc. and BlackRock Inc., stands at a low 11.63% of the stock. For a bank, that's not a ringing endorsement of near-term growth. The sentiment among these sophisticated buyers is mixed, leaning toward cautious, and honestly, a bit bearish.

Here's the quick math on the largest institutional holders as of mid-2025:

• M3F Inc. holds 3.92% of the public shares, valued at approximately $4.292 million.
• The Vanguard Group, Inc. holds 1.42%, valued at about $1.561 million.
• AllianceBernstein L.P. holds 0.97%, valued at roughly $1.063 million.

What this estimate hides is the recent activity: M3F Inc. and AllianceBernstein L.P. have been net sellers over the last two years, suggesting they're taking profits or reallocating capital away from Bogota Financial Corp. The fact that large players are reducing their exposure means they see better opportunities elsewhere, or they're concerned about the company's ability to sustain its recent earnings improvement. You can see the foundational strategy that underpins their decisions in the Mission Statement, Vision, & Core Values of Bogota Financial Corp. (BSBK).

Recent Market Reactions and Ownership Moves

The stock market's reaction to Bogota Financial Corp.'s recent news has been muted, despite the positive Q3 2025 earnings report. The company reported net income of $455,000 for the third quarter of 2025, a significant turnaround from a loss a year prior, but the stock price remained relatively flat at around $8.67 on November 4, 2025. This tells you the market is skeptical; they want to see a trend, not just a single quarter.

The company itself is trying to signal confidence through its capital allocation strategy. In August 2025, Bogota Financial Corp. received regulatory approval for a new share repurchase program, authorizing the buyback of up to 237,590 shares, which is about 5% of the publicly traded outstanding stock. This move is a direct way to boost earnings per share (EPS) and support the stock price. Still, the stock declined -3.58% in the 10 days leading up to mid-November 2025, showing that general market headwinds or technical signals are currently outweighing the positive news.

Analyst Perspectives: The Consensus is 'Sell'

When you look at Wall Street, the picture gets even clearer: the consensus analyst rating for Bogota Financial Corp. is a firm Sell. Only one Wall Street analyst has issued a rating in the last year, and it was a Sell. For example, Weiss Ratings reissued a 'sell (d-)' rating in October 2025. This negative sentiment is driven by a few key factors:

• Historical Declines: Earnings have slid by an average of 40.7% per year over the last five years, creating a difficult historical backdrop to overcome.
• Muted Growth: Analysts see low growth expectations for both revenue and earnings going forward.
• Low Valuation: The stock trades at a Price-to-Book ratio of 0.8x, which is below the US Banks industry average of 1x. While this looks like a value opportunity, the low multiple often reflects the market's lack of confidence in future growth.

The return to profitability in Q3 2025, with nine-month net income hitting $1.4 million, is a positive challenge to the bearish narrative, but analysts are waiting for proof that this isn't just a one-off event, especially given that the nine-month results included a one-time death benefit of approximately $543,000 from a bank-owned life insurance policy. One positive quarter doesn't erase five years of pressure.