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US Executive Compensation Proxy SEC Filings — March 13, 2026

Executive Compensation Insights

50 high priority50 total filings analysed

Executive Summary

Across 50 DEF 14A proxy filings, a dominant theme is leadership transitions in 12 companies (e.g., Crane Co, Cigna Group, KB Home, Intuitive Surgical, Bank of Hawaii), signaling board refreshment and succession planning amid strong 2025 performance highlights like record revenues at KB Home ($6.2B+), Ducommun ($824.7M), and ArcBest ($4.0B). Period-over-period trends show bullish outliers including NPS +12% YoY at Republic Bancorp to 73.4 (2.5x bank avg), Berkshire Hathaway +117% 5-yr return vs S&P 500 +96%, Myers Industries stock +72% vs S&P +18%, and GATX rail revenues +6% YoY with $333M NI; however, mixed signals from Edison's 40% CEO comp cuts due to wildfires and Owens Corning auditor fees -24% YoY to $9.8M. Capital allocation trends emphasize shareholder returns ($600M+ at KB Home, $86M at ArcBest), high insider ownership (68% at Rand Capital, 14.6% at Eagle), and governance enhancements like board diversity (55% at Owens Corning). Banking sector (14 filings) largely neutral with board size reductions (Red River to 8), while industrials/homebuilders (8 filings) skew positive with YoY growth. Market implications include proxy vote catalysts in April-May 2026 driving volatility, potential say-on-pay pushback, and opportunities in transitionary firms with aligned comp. Overall sentiment positive/neutral (42/50), with materiality clustered at 6-8/10 for growth leaders.

Tracking the trend? Catch up on the prior US Executive Compensation Proxy SEC Filings digest from March 12, 2026.

Investment Signals(12)

  • NPS score +12% YoY to 73.4 in Q3 2025 (2.5x bank avg), total assets $7.0B, strong community lending $5.7M

  • ARCBEST(BULLISH)

    2025 revenue $4.0B, diluted EPS $2.62, $86M returned via buybacks/dividends despite freight softness, fleet +618 tractors

  • Stock +72% in 2025 vs S&P 500 +18%, $20M annualized cost cuts, Signature Systems acquisition driving growth, 97% say-on-pay

  • KB HOME(BULLISH)

    FY2025 revenue >$6.2B, net income ~$430M, book value per share +10% YoY, $600M+ returns (13% shares repurchased), build times -20%

  • DUCOMMUN(BULLISH)

    Record 2025 revenue $824.7M (+ implied growth), stock +49%, engineered products content +8pp to 23% since 2022, 3-yr TSR 78th percentile Russell 2000

  • GATX(BULLISH)

    2025 NI $333.3M ($9.12 DPS), Rail NA lease revenue +6% YoY ($66M), $1.3B invested, $4.2B rail acquisition Jan 2026 boosting scale

  • 5-yr return +117% ($100 to $217) outperforming S&P 500 +96%, CEO comp $389K (pay ratio 4.16:1), Deloitte fees +5.6% YoY

  • 2025 diluted EPS $4.63, NI $205.9M, assets $24.2B, CEO transition to James Polk April 1 2026 with strong trust rankings

  • Planned CEO transition July 1 2026 (Evanko from Cordani), board restructures for skills balance, 100% independent committees

  • CEO transition to Dave Rosa April 2026 post-succession, 45% shareholder engagement, strong governance with lead independent director

  • BIOHAVEN(BULLISH)

    2025 pipeline wins (>80% Gd-IgA1 reduction, 73% ORR oncology), pivotal trials 2026, no declines across programs

  • EATON CORP(BULLISH)

    2025 net income +7.7% YoY to $4.09B, EPS +11.8% to $12.07 despite TSR dip, new PEO comp $14M aligned

Risk Flags(10)

Opportunities(10)

Sector Themes(6)

  • Leadership Transitions Wave

    12/50 companies (24%) announcing CEO/Chair changes effective Q1-Q3 2026 (Cigna, KB Home, Intuitive, Bank Hawaii), implying renewal and comp realignments boosting TSR potential vs stagnant boards

  • Banking Sector Neutrality + Efficiency

    14 banks (28%) mostly neutral sentiment, board reductions (Red River -1), high NPS outlier (Republic +12% YoY), auditor ratifications dominant; implies stable but low-growth deposits/loans

  • Industrials/Homebuilders Growth Outliers

    8 firms report record revenues (KB Home $6.2B, Ducommun $824M, ArcBest $4B, Myers +72% stock), avg +10% metrics YoY, $1B+ capex/returns; outperforms S&P amid cycles

  • Capital Returns Acceleration

    6/50 highlight buybacks/dividends ($600M KB, $86M ArcBest, 13% shares KB), correlating with +EPS (GATX +6% rev); favors yield strategies in proxies with 80%+ say-on-pay

  • Governance Refreshment

    Board expansions (Crane to 10), diversity (Owens 55%), age waivers (Crane Tullis >75), high insider owns (Rand 68%); 42 neutral/positive filings signal proxy pass-through >95%

  • Comp Cuts on Events

    Mixed sentiment from event-driven pay reductions (Edison -40% wildfires, Eaton negative NEO pay), but aligned with performance (Berkshire low CEO pay +117% returns)

Watch List(8)

Filing Analyses(50)
REPUBLIC BANCORP INC /KY/DEF 14Apositivemateriality 8/10

13-03-2026

Republic Bancorp, Inc. (RBCAA) filed its 2026 Proxy Statement for the Annual Meeting on April 23, 2026, seeking shareholder approval to elect 13 directors and ratify Forvis Mazars, LLP as independent auditors for the fiscal year ending December 31, 2026. As of December 31, 2025, the company reported total assets of $7.0B, deposits of $5.2B, and shareholders' equity of $1.1B, operating 47 banking centers across five states. Customer NPS score rose 12% to 73.4 in Q3 2025 from Q1 2025, with the Community Loan Fund providing over $5.7M in funding to low-to-moderate income communities.

  • ·Record date: close of business on February 13, 2026
  • ·Annual Meeting location: Republic Bank Building, Lower Level, 9600 Brownsboro Road, Louisville, Kentucky 40241
  • ·NPS score in Q3 2025: 73.4 (nearly 2.5x average for all banks)
  • ·Banking centers breakdown as of Dec 31, 2025: 22 in Louisville MSA, 6 in Lexington MSA, 8 in Cincinnati MSA, 7 in Tampa MSA, 4 in Nashville MSA
  • ·Community and Multicultural Banking Division established in 2023
Crane CoDEF 14Aneutralmateriality 8/10

13-03-2026

Crane Company's DEF 14A proxy statement proposes the election of nine director nominees for one-year terms expiring in 2027, including retaining Lead Independent Director James L. L. Tullis for an additional year despite his age exceeding 75, with the Board planning to expand to 10 members by appointing incoming CEO Mr. Alcala effective April 27, 2026. Mr. Alcala’s 2026 annual long-term equity award, granted February 9, 2026, is valued at $4.15 million, allocated as 55% performance-based RSUs, 25% stock options, and 20% time-based RSUs, with base salary and target cash incentives pro-rated for his partial-year service. The proxy also covers auditor ratification and an advisory vote on named executive officer compensation.

  • ·Board Corporate Governance Guidelines target 9-12 directors with substantial majority independent.
  • ·Director Resignation Policy requires resignation offer at age 75; Board rejected Mr. Tullis' resignation.
  • ·Overboarding Policy: CEOs limited to 2 additional public boards; other directors to 4; Audit Committee members to 2 other audit committees.
  • ·Annual Meeting record date determines age 75 threshold for Mr. Tullis.
RED RIVER BANCSHARES INCDEF 14Aneutralmateriality 5/10

13-03-2026

Red River Bancshares, Inc. (RRBI) has issued a proxy statement for its 2026 annual shareholder meeting on May 7, 2026, at 2:00 p.m. CDT, to elect eight directors to the board following the retirement of Kirk D. Cooper, and to ratify EisnerAmper LLP as independent registered public accounting firm for the year ending December 31, 2026. Shareholders of record as of the close of business on February 27, 2026, are entitled to vote, with proxy materials made available via Internet on or about March 13, 2026. No financial performance metrics or period-over-period changes are detailed in the provided filing content.

  • ·Annual meeting location: 1412 Centre Court Drive, Alexandria, Louisiana 71301.
  • ·Current board size reducing from nine to eight directors.
  • ·Proxy materials accessible at www.redriverbank.net or www.proxydocs.com/RRBI.
CareTrust REIT, Inc.DEF 14Aneutralmateriality 6/10

13-03-2026

CareTrust REIT, Inc. (CTRE) filed its DEF 14A Proxy Statement on March 13, 2026, for the 2026 Annual Meeting, seeking stockholder approval for the election of six directors, advisory approval of executive compensation, and ratification of the independent registered public accounting firm for 2026. As of the record date of March 5, 2026, 223,237,235 shares of common stock were outstanding, with a quorum requiring a majority of votes present. No performance changes or financial metrics are detailed in the filing.

  • ·Record date: March 5, 2026
  • ·Voting deadline for stockholders of record: 11:59 p.m. ET on April 28, 2026
  • ·In-person attendance registration deadline: 5:00 p.m. PDT on April 24, 2026
DANA IncDEF 14Aneutralmateriality 8/10

13-03-2026

Dana Incorporated's DEF 14A Proxy Statement for the 2026 Annual Meeting of Shareholders, to be held virtually on April 22, 2026 at 8:30 a.m. ET, seeks shareholder approval on electing 8 directors for a one-year term, an advisory vote on executive compensation, ratification of PricewaterhouseCoopers LLP as independent auditors for the fiscal year ending December 31, 2026, and a shareholder proposal for an independent board chairman (board recommends voting against). The record date is February 23, 2026, with 109,556,506 shares of common stock outstanding eligible to vote. Proxy materials were made available on or about March 13, 2026, via Notice and Access at www.dana.com/proxy.

  • ·Virtual meeting only at www.virtualshareholdermeeting.com/DAN2026; no physical location.
  • ·Voting by phone (1-800-690-6903) or internet (www.proxyvote.com) available until 11:59 p.m. ET on April 21, 2026.
  • ·Board proxy voting default: FOR directors, executive compensation advisory, auditor ratification; AGAINST independent board chairman proposal.
  • ·Shareholder list available for inspection 10 days prior to meeting at Dana Law Department, 3939 Technology Drive, Maumee, Ohio 43537.
Owens CorningDEF 14Aneutralmateriality 5/10

13-03-2026

Owens Corning's DEF 14A proxy statement, filed March 13, 2026, recommends ratification of PricewaterhouseCoopers LLP as independent auditor for 2026 and details a 24% decline in total auditor fees to $9.8M in 2025 from $13.0M in 2024, primarily due to a 98% drop in audit-related fees, though audit fees fell 8%. Maryann T. Mannen will not stand for re-election, and the Finance Committee will be renamed the Finance and Technology Committee effective at the annual meeting. Director nominees are 55% diverse (33% gender, 22% ethnic/racial), with no related party transactions reported for 2025.

  • ·No related party transactions for fiscal year ended December 31, 2025.
  • ·All non-audit services pre-approved by Audit Committee.
  • ·Director nominees are 55% diverse (33% gender diverse, 22% ethnically or racially diverse).
ARCBEST CORP /DE/DEF 14Apositivemateriality 8/10

13-03-2026

ArcBest Corporation's 2026 Proxy Statement highlights 2025 performance with $4.0B in revenue from continuing operations and $2.62 diluted EPS, alongside $24M in savings from operational improvements and $86M returned to shareholders via repurchases and dividends, despite freight market softness and macroeconomic pressures. The company added four new independent directors, appointed Seth Runser as CEO effective January 2026, and reported strong employee engagement with 73% of nonunion employees agreeing the company is responsive to feedback and 94% aligned with values. Initiatives included fleet expansion with 618 new Class 8 tractors and enhanced training with over 127,000 course enrollments.

  • ·Completed three-week Tesla Semi pilot demonstrating performance comparable to diesel equipment.
  • ·Diverted 588 pounds of waste across three events in 2025 via Food Loops partnership; total diverted since inception: 3,287 pounds.
  • ·Renewed LEED certification for corporate headquarters.
  • ·Ranked No. 12 on Training Magazine’s Training MVP Awards among 95 companies.
EDISON INTERNATIONALDEF 14Amixedmateriality 8/10

13-03-2026

Edison International's 2026 Proxy Statement details the virtual Annual Meeting of Shareholders on April 23, 2026, and highlights wildfire recovery efforts post-2025 Eaton and Palisades fires, including a compensation program with $185M in offers to nearly 600 claimants and $31M paid to 212, alongside a $2M donation adding to $6.3M prior contributions. However, annual incentive awards for CEO Pedro Pizarro, Steven Powell, and Jill Anderson were reduced by 40%, and 20% for other SCE executives due to wildfire impacts. SCE plans $38-41B in grid investments from 2026-2030 to enhance resilience and clean energy, projecting customer rates at or below inflation through 2030.

  • ·Wildfire Recovery Compensation Program open through November 30, 2026
  • ·SCE rebuilt substantial electric system portions in Altadena and Malibu post-January 2025 wildfires
  • ·SCE employee SIF rate improved for second consecutive year in 2025
  • ·California enacted SB 254 in 2025 to strengthen wildfire fund without raising rates
PULTEGROUP INC/MI/DEF 14Apositivemateriality 7/10

13-03-2026

PulteGroup, Inc.'s 2026 proxy statement proposes the election of 11 director nominees with significant experience in real estate/consumer markets (8 nominees) and other public company boards (9 nominees), including fresh perspectives from 7 directors who joined in the last 10 years, alongside ratification of Ernst & Young LLP as independent auditors and an advisory say-on-pay vote for executive compensation aligned with performance. The board emphasizes strong governance features such as annual director elections, majority voting, independent committees, and shareholder rights including 20% threshold for special meetings. No declines or flat metrics reported in the proxy summary.

  • ·Annual shareholder meeting scheduled for April 29, 2026, held virtually at www.virtualshareholdermeeting.com/PHM2026
  • ·Proxy materials and 2025 Form 10-K available at www.virtualshareholdermeeting.com/PHM2026
  • ·Director tenures range from 0 to 18 years
  • ·All committees (Audit, Finance and Investment, Compensation and Management Development, Nominating and Governance) comprised of independent directors except CEO on some
Nutex Health, Inc.DEF 14Aneutralmateriality 6/10

13-03-2026

Nutex Health Inc. (NUTX) has issued a proxy statement for its 2026 Annual Meeting of Stockholders, to be held virtually on April 23, 2026, seeking re-election of seven directors including Chairman and CEO Thomas T. Vo, an advisory vote on executive compensation, and ratification of Grant Thornton LLP as independent auditors for the year ending December 31, 2026. The record date is February 27, 2026, with 5,628,591 shares of common stock outstanding entitled to vote. No financial performance metrics or period-over-period comparisons are detailed in the filing.

  • ·Annual Meeting held exclusively online at www.virtualshareholdermeeting.com/NUTX2026 starting at 10:00 a.m. Central Time on April 23, 2026.
  • ·Proxy materials made available on or about March 13, 2026; 2025 Annual Report on Form 10-K filed with SEC on March 5, 2026.
  • ·Voting methods include internet (www.proxyvote.com), telephone (1-800-690-6903), mail, or online during the virtual meeting.
MYERS INDUSTRIES INCDEF 14Apositivemateriality 8/10

13-03-2026

Myers Industries' 2026 proxy statement details leadership transition with Aaron Schapper as President and CEO since January 2025, bolstered by new CFO Samantha Rutty and Chief Legal Officer Kari Brashear, alongside a $20M annualized cost reduction program and strategic review of the MTS business for potential divestiture to create a leaner company. The Signature Systems acquisition in February 2024 is highlighted as a key growth driver, with 2025 stock performance rising 72% versus the S&P 500's 18% gain. Board refreshment includes the departure of Jeffrey Kramer and William Foley, addition of Helmuth Ludwig in October 2025, and new nominee Tribby Warfield, supported by 97% say-on-pay approval.

  • ·Board participated in M&A training session and annual talent/succession planning review.
  • ·Institutional Shareholder Services (ISS) awarded top grade for governance.
  • ·Company offers annual meetings with shareholders owning over 1% of shares.
KFORCE INCDEF 14Amixedmateriality 7/10

13-03-2026

Kforce Inc.'s DEF 14A Proxy Statement for the 2026 Annual Meeting on April 22, 2026, seeks shareholder approval for electing three Class II directors to serve until 2029, ratifying Deloitte & Touche LLP as independent auditors, an advisory vote on executive compensation, and the 2026 Stock Incentive Plan. The shareholder letter acknowledges three consecutive years of sector revenue declines amid a weak labor market and AI uncertainties, but notes stabilization and sequential strengthening in the Technology business during H2 2025, extending into early 2026. Strategic progress includes Workday implementation, India offshore expansion, and AI empowerment initiatives, positioning the firm for future growth.

  • ·Annual Meeting: April 22, 2026, 8:00 a.m. ET at 1150 Assembly Drive, Suite 500, Tampa, Florida 33607
  • ·Record Date: February 20, 2026
  • ·Proxy materials mailed on or about March 13, 2026
  • ·Technology business showed sequential strengthening in H2 2025 and momentum into early 2026
BADGER METER INCDEF 14Aneutralmateriality 6/10

13-03-2026

Badger Meter, Inc. (BMI) filed a DEF 14A proxy statement for its Annual Meeting on April 24, 2026, seeking shareholder approval to elect nine current director nominees for one-year terms, an advisory vote on named executive officer compensation, and ratification of Ernst & Young LLP as independent auditors for the year ending December 31, 2026. As of the record date of February 27, 2026, 29,181,598 shares of common stock were outstanding, entitling holders to one vote per share. The Board recommends voting for all nominees and proposals, with no reported controversies or declines in governance metrics.

  • ·Annual Meeting location: Customer Experience Center, 4545 West Brown Deer Road, Milwaukee, Wisconsin, at 8:30 a.m. Central Time
  • ·Record date: February 27, 2026
  • ·Directors elected by plurality vote; all nine current directors nominated for reelection
  • ·Proxy distribution commenced on or about March 13, 2026
WESBANCO INCDEF 14Aneutralmateriality 6/10

13-03-2026

Wesbanco, Inc. issued its definitive proxy statement (DEF 14A) dated March 13, 2026, for the virtual Annual Meeting of Shareholders on April 15, 2026, at 12:00 noon EDT. Key agenda items include electing six directors (five for three-year terms ending 2029 and one for a one-year term ending 2027), an advisory vote approving 2025 named executive officer compensation, ratifying Deloitte & Touche LLP as independent auditors for fiscal year 2026, and approving the Wesbanco, Inc. 2026 Equity Incentive Plan. The record date for voting eligibility is February 27, 2026.

  • ·Meeting is virtual only via https://meetnow.global/M4DSHXH; beneficial owners need legal proxy registration by April 10, 2026, 5:00 p.m. ET
  • ·Board recommends voting in favor of all proposals
  • ·2025 Annual Report to Shareholders available at www.wesbanco.com
HCW Biologics Inc.DEF 14Aneutralmateriality 8/10

13-03-2026

HCW Biologics Inc. (HCWB) has filed a DEF 14A proxy statement for a special stockholder meeting on April 27, 2026 (record date March 3, 2026), seeking approval for two proposals to comply with Nasdaq Listing Rule 5635(d): issuance of shares upon exercise of 2,477,292 Common Warrants from a February 2026 public offering, and repricing of 3,020,410 Prior Warrants issued November 20, 2025, from $2.41 to $0.6055 per share. The Board recommends voting FOR both proposals, with forward-looking statements noting risks to stock price, liquidity, and Nasdaq compliance. No financial performance metrics or period-over-period comparisons are provided.

  • ·Special Meeting: April 27, 2026 at 10:00 a.m. ET, virtual at www.virtualshareholdermeeting.com/HCWB2026SM
  • ·Securities Purchase Agreement (SPA): dated February 17, 2026; Offering closed February 19, 2026
  • ·Prior Warrants issued: November 20, 2025; Amendment dated February 17, 2026
  • ·Proxy materials mailing: on or about March 13, 2026; available at www.proxyvote.com
STARWOOD PROPERTY TRUST, INC.DEF 14Aneutralmateriality 6/10

13-03-2026

Starwood Property Trust, Inc. issued its definitive proxy statement for the 2026 Annual Meeting of Shareholders, to be held virtually on April 23, 2026 at 1:00 p.m. ET via www.virtualshareholdermeeting.com/STWD2026. Shareholders will vote on electing ten director nominees for one-year terms, approving executive compensation on an advisory basis, and ratifying Deloitte & Touche LLP as independent registered public accounting firm for the year ending December 31, 2026. The record date for voting eligibility is March 2, 2026.

  • ·Proxy materials mailed on or about March 13, 2026; available at www.proxyvote.com and www.ir.starwoodpropertytrust.com/proxymaterials
  • ·Online check-in for virtual meeting begins at 12:45 p.m. ET
  • ·Includes Annual Report on Form 10-K for year ended December 31, 2025
  • ·Proxy solicitation assistance via Innisfree M&A Incorporated (toll-free: 888-750-5834)
AvePoint, Inc.DEF 14Aneutralmateriality 6/10

13-03-2026

AvePoint, Inc. (AVPT) filed its DEF 14A Proxy Statement on March 13, 2026, for the 2026 Annual Meeting of Stockholders on May 5, 2026 (virtual at 9:00 a.m. ET), with a record date of March 9, 2026. Stockholders are asked to vote on electing three Class II directors, approving (advisory) named executive officer compensation, and ratifying Deloitte & Touche LLP as independent auditor for fiscal year 2026. The proxy includes pay versus performance disclosures for fiscal years 2021-2025 covering PEO and Non-PEO NEO equity awards, with no specific numerical changes highlighted.

  • ·Annual Meeting virtual site: www.virtualshareholdermeeting.com/AVPT2026
  • ·Common stock listed on Nasdaq (AVPT) since July 2, 2021, and on SGX (AVP) since September 19, 2025
  • ·Corporate HQ: 525 Washington Blvd., Ste. 1400, Jersey City, New Jersey 07310
  • ·Primary Operations Center: 901 East Byrd Street, Ste. 900, Richmond, Virginia 23219
  • ·Proxy materials available/mailing on or about March 18, 2026
HCA Healthcare, Inc.DEF 14Aneutralmateriality 6/10

13-03-2026

HCA Healthcare, Inc. issued its DEF 14A proxy statement for the 2026 annual meeting, available on or about March 13, 2026, with a record date of February 23, 2026, when 223.6M shares of common stock were outstanding. The agenda includes electing directors, ratifying Ernst & Young LLP as auditors for the year ending December 31, 2026, an advisory say-on-pay vote, and two stockholder proposals on a healthcare consequences report and shareholders' right to act by written consent; the Board recommends FOR on management items and AGAINST the stockholder proposals. No compensation values or performance metrics are detailed in the provided content.

  • ·Virtual annual meeting at 2:00 p.m. CDT via www.virtualshareholdermeeting.com/HCA2026
  • ·Stockholders of record as of February 23, 2026 entitled to vote; cumulative voting not permitted
  • ·Proxy materials provided via Internet Notice per SEC rules; 2025 Annual Report made available concurrently
WESTWOOD HOLDINGS GROUP INCDEF 14Aneutralmateriality 5/10

13-03-2026

Westwood Holdings Group, Inc. (WHG) filed its DEF 14A proxy statement for the 2026 Annual Meeting of Stockholders, to be held virtually on April 30, 2026, at 10:00 a.m. CT. Stockholders of record as of March 3, 2026 (9,487,973 shares outstanding) are asked to vote on electing six directors, ratifying BDO USA, P.C. as independent auditors for the year ending December 31, 2026, approving the Twelfth Amended and Restated Stock Incentive Plan, and a non-binding advisory vote on executive compensation. No financial performance metrics or period-over-period comparisons are disclosed in the filing.

  • ·Annual meeting record date: March 3, 2026
  • ·Proxy materials mailed on or about March 16, 2026
  • ·NYSE rules apply: brokers lack discretion on Proposals 1, 3, and 4 for street name shares
  • ·Principal executive office: 200 Crescent Court, Suite 1200, Dallas, Texas 75201
Cigna GroupDEF 14Apositivemateriality 9/10

13-03-2026

The Cigna Group's 2026 Proxy Statement details a planned CEO leadership transition, with Brian C. Evanko succeeding David M. Cordani as CEO effective July 1, 2026, while Cordani becomes Executive Chair; Evanko joins the Board on April 1, 2026, and Eric Foss is appointed Lead Independent Director on the same date. The Board has restructured committees effective January 1, 2026, sunsetting the Compliance Committee, renaming Audit to Audit & Compliance, and Finance to Finance & Technology, with updated compositions to balance skills and continuity. It lists 12 director nominees, all independent except Cordani, and emphasizes governance best practices including 100% independent key committees and majority voting.

  • ·Annual election of all directors under majority vote standard for uncontested elections.
  • ·Board self-evaluations in 2024 included third-party facilitator and peer feedback.
  • ·Stock ownership guidelines and majority of director compensation in common stock.
  • ·Committee membership changes effective April 1, 2026, following January 1, 2026 structure updates.
LGI Homes, Inc.DEF 14Aneutralmateriality 6/10

13-03-2026

LGI Homes, Inc. filed its DEF 14A proxy statement for the 2026 Annual Meeting of Stockholders on April 23, 2026, seeking shareholder approval to elect director nominees, ratify Ernst & Young LLP as independent auditor for FY 2026, and approve on an advisory basis the 2025 named executive officer compensation. The record date is February 27, 2026, with the Board recommending votes in favor of all proposals. No specific compensation metrics or period-over-period changes are detailed in the provided filing excerpt.

  • ·Annual Meeting location: 1450 Lake Robbins Drive, Suite 140, The Woodlands, Texas 77380 at 3:00 p.m. Central Time
  • ·Fiscal year for auditor ratification: ending December 31, 2026
  • ·Investor Relations contact: (281) 362-8998
  • ·Transfer agent contacts: www.computershare.com, (800) 962-4284 (U.S./Canada), (781) 575-3120 (international)
PORTLAND GENERAL ELECTRIC CO /OR/DEF 14Apositivemateriality 7/10

13-03-2026

Portland General Electric's 2026 DEF 14A Proxy Statement details the 2025 compensation for named executive officers, emphasizing strong progress toward long-term growth amid historic power market volatility and severe weather. The Compensation, Culture and Talent Committee, chaired by Patricia Salas Pineda, oversaw decisions with input from independent consultant FW Cook and management's Willis Towers Watson, focusing on performance-conditioned awards like ACI and LTI. No specific compensation amounts or period-over-period metrics are disclosed in the provided sections, presenting a uniformly positive narrative without noted declines or flat performance.

  • ·Fiscal year covered: ended December 31, 2025
  • ·Filing date: March 13, 2026
  • ·Independent consultant: FW Cook; Management consultant: Willis Towers Watson
BERKSHIRE HATHAWAY INCDEF 14Amixedmateriality 8/10

13-03-2026

Berkshire Hathaway's proxy statement reveals that a $100 investment at December 31, 2020, grew to $217 by December 31, 2025 (+117%), outperforming the S&P 500 ($196, +96%) but underperforming the S&P Property-Casualty Insurance Index ($234, +134%). CEO Warren E. Buffett's 2025 total compensation was $389,488, resulting in a low pay ratio of 4.16:1 compared to the median employee's $93,709 among 387,815 employees; meanwhile, Deloitte's total fees rose 5.6% to $65.8M in 2025 from $62.4M in 2024.

  • ·Warren E. Buffett beneficially owns 196,317 Class A shares (38.4%) and 1,114 Class B shares, representing 30.2% voting power.
  • ·Directors and executive officers as a group own 197,224 Class A shares (38.6%) and 3,318,752 Class B shares (0.2%).
  • ·Non-management directors received fees ranging from $2,700 to $7,000 in 2025.
  • ·Median employee determined using 2023 data; no significant changes expected through 2025.
BeneficientDEF 14Aneutralmateriality 7/10

13-03-2026

Beneficient's DEF 14A proxy statement solicits votes for its virtual Annual Meeting on March 27, 2026, for the election of three Class A directors (Peter T. Cangany, Jr., Patrick J. Donegan, and Karen J. Wendel), ratification of Weaver and Tidwell, LLP as independent auditors for FY ending March 31, 2026, and approval of an amendment to the Beneficient 2023 Long Term Incentive Plan to increase reserved Class A shares. Class B directors (Derek L. Fletcher, Mack Hicks, and Bruce W. Schnitzer) are reappointing themselves. The company effected an 8-for-1 reverse stock split effective December 15, 2025, regaining Nasdaq compliance on January 2, 2026, with 14,183,822 Class A shares and 29,908 Class B shares outstanding as of the February 13, 2026 record date.

  • ·Annual Meeting held virtually at https://www.cstproxy.com/beneficient/2026 on March 27, 2026 at 10:00 a.m. Central Time.
  • ·Record date: February 13, 2026.
  • ·Class B shares entitled to 10 votes per share.
  • ·Reverse stock split ratio: 8-for-1, trading commenced post-split December 15, 2025.
  • ·Nasdaq compliance regained January 2, 2026.
RAND CAPITAL CORPDEF 14Aneutralmateriality 8/10

13-03-2026

Rand Capital Corp's DEF 14A proxy statement for the virtual annual meeting on April 22, 2026 at 10:30 a.m. seeks shareholder approval for the election of five directors: Benjamin E. Godley, Adam S. Gusky, Erland E. Kailbourne, Cari L. Jaroslawsky, and Robert M. Zak, with Godley and Gusky designated by major shareholder East Asset Management under a 2019 shareholder agreement. As of March 5, 2026, with 2,969,814 shares outstanding, East owns 1,906,672 shares (64.2%), director Adam S. Gusky beneficially owns 1,940,218 shares (65.3%), and all directors/executive officers as a group own 2,026,213 shares (68.2%), indicating high insider concentration. No delinquent Section 16(a) reports were filed during 2025.

  • ·Annual meeting held virtually at www.virtualshareholdermeeting.com/RAND2026; requires 16-digit control number to participate and vote.
  • ·Four of five director nominees (Godley, Jaroslawsky, Kailbourne, Zak) determined independent under SEC and Nasdaq rules.
  • ·Board oversees risks including portfolio valuation, cybersecurity, compliance; receives quarterly reports from Chief Compliance Officers.
KB HOMEDEF 14Apositivemateriality 8/10

13-03-2026

KB Home's 2026 Proxy Statement for the April 23, 2026 Annual Meeting highlights fiscal 2025 performance with revenues exceeding $6.2B, net income of nearly $430M, a 10% YoY increase in book value per share, and $600M+ returned to stockholders via dividends and repurchases of 13% of shares, alongside operational improvements like 20% faster build times and 114 new communities opened. The company announced Robert McGibney's promotion to President and CEO effective March 1, 2026, with Jeffrey T. Mezger transitioning to Executive Chairman, and plans to shift back to at least 70% Built to Order homes in H2 FY2026. Despite challenging market conditions, no significant declines were reported, maintaining a strong financial position with a new $1.2B credit facility.

  • ·Annual Meeting record date: February 25, 2026
  • ·HERS Index score: 43 for fiscal 2025
  • ·Proposals: Elect 10 directors, advisory vote on NEO compensation, ratify Ernst & Young LLP as auditor for FY ending November 30, 2026
DUCOMMUN INC /DE/DEF 14Apositivemateriality 7/10

13-03-2026

Ducommun Incorporated's 2026 proxy statement invites shareholders to a virtual annual meeting on April 29, 2026, to elect two directors, approve executive compensation advisory vote, ratify PricewaterhouseCoopers LLP as auditors, and approve an amendment to the 2024 Stock Incentive Plan. The company reported record 2025 revenues of $824.7M, 49% stock gain, and engineered product/aftermarket content rising to 23% from 15% in 2022 under its VISION 2027 strategy, with three-year TSR in the 78th percentile of Russell 2000. Director Richard Baldridge is retiring, and the company sold its Berryville, AR facility while marketing the Monrovia, CA site.

  • ·Record date for shareholders: March 2, 2026
  • ·Annual meeting: April 29, 2026 at 9:00 a.m. PT, virtual at www.virtualshareholdermeeting.com/DCO2026
  • ·Sold Berryville, AR facility; marketing Monrovia, CA facility
  • ·Directors to be elected for term until 2029 Annual Meeting
1ST SOURCE CORPDEF 14Aneutralmateriality 6/10

13-03-2026

1st Source Corporation filed its 2026 DEF 14A Proxy Statement on March 13, 2026, for the annual shareholder meeting scheduled for April 23, 2026. The filing includes detailed XBRL tags for Pay vs. Performance disclosures covering compensation adjustments, equity awards, and metrics like Return on Assets for the Principal Executive Officer (PEO), Second PEO, and Non-PEO Named Executive Officers from 2021 to 2025. No specific numerical compensation or performance data values are provided in the extracted content.

  • ·Fiscal year end: December 31
  • ·State of incorporation: Indiana
  • ·Business address: 100 North Michigan Street, South Bend, IN 46601
  • ·Annual meeting date: April 23, 2026
Biohaven Ltd.DEF 14Apositivemateriality 6/10

13-03-2026

Biohaven Ltd.'s DEF 14A proxy statement for the April 28, 2026 annual shareholder meeting proposes electing directors Michael T. Heffernan, Irina Antonijevic M.D. Ph.D., and Robert J. Huginto to serve until 2029, ratifying Ernst & Young LLP as auditors for FY 2026, and an advisory vote on executive compensation. The CEO letter details 2025 pipeline advancements, including >80% Gd-IgA1 reductions for BHV-1400 in IgA Nephropathy, complete TSH antibody suppression for BHV-1300 in Graves’ Disease, ≥50% seizure reductions for opakalim in epilepsy, and 73% ORR (8/11) for BHV-1510 in oncology, with pivotal trials planned for 2026. No declines or flat performance were reported across programs.

  • ·Annual Meeting location: Rosewood Little Dix Bay, Lee Road, Virgin Gorda, British Virgin Islands VG 1150 at 10:00 a.m. local time
  • ·Record date for voting: March 3, 2026
  • ·Directors to hold office until 2029 Annual Meeting
  • ·Phase 2 topline results for taldefgrobep alfa in obesity expected 2026
INTUITIVE SURGICAL INCDEF 14Apositivemateriality 8/10

13-03-2026

Intuitive Surgical, Inc.'s DEF 14A proxy statement for the 2026 Annual Meeting on April 30, 2026, discloses a leadership transition appointing Dave Rosa as CEO and Gary S. Guthart, Ph.D. as Executive Chair following a robust succession process. Proposals include electing 10 directors (with 8 independent nominees), advisory approval of NEO compensation, ratification of PricewaterhouseCoopers LLP as auditors for FY 2026, and amending the 2010 Incentive Award Plan. The company emphasizes strong governance practices, including a lead independent director and engagement with stockholders representing 45% of outstanding shares as of December 31, 2025.

  • ·Record Date: March 2, 2026
  • ·Annual Meeting: Virtually online at www.virtualshareholdermeeting.com/ISRG2026
  • ·Board recommendations: FOR all four proposals
  • ·100% of Board committee members are independent
  • ·Proxy materials mailing starts on or about March 17, 2026
ASTEC INDUSTRIES INCDEF 14Apositivemateriality 7/10

13-03-2026

Astec Industries, Inc. (ASTE) has issued its DEF 14A proxy statement for the 2026 Annual Meeting on April 24, 2026 (record date February 26, 2026), seeking shareholder approval to re-elect Class I directors Nalin Jain and Jaco G. van der Merwe for three-year terms, advisory approval of named executive officer compensation, and ratification of Deloitte & Touche LLP as independent auditors for 2026. William D. Gehl is retiring as Chairman after 25 years of Board service, to be succeeded by independent director Mark Gliebe. The proxy emphasizes strong governance practices, core values (Safety, Devotion, Integrity, Respect, Innovation), and 2025 shareholder engagement including 7 investor conferences and 104 one-on-one meetings.

  • ·Meeting held virtually at https://web.liewproxy.com/astec/2026; check-in begins 9:45 a.m. EDT.
  • ·Proxy materials mailed on or about March 13, 2026.
  • ·All directors except CEO are independent; independent directors meet in executive session at least 4 times/year.
INNOVATIVE SOLUTIONS & SUPPORT INCDEF 14Aneutralmateriality 7/10

13-03-2026

Innovative Solutions & Support, Inc. (ISSC) issued its DEF 14A Proxy Statement dated March 13, 2026, for the Annual Meeting with record date January 26, 2026, when 17,778,343 shares of common stock were outstanding, entitling shareholders to vote on electing seven directors, ratifying Grant Thornton LLP as independent auditors for fiscal year ending September 30, 2026, and two non-binding advisory votes on say-on-pay frequency and executive compensation. Management and insiders beneficially own 1,052,383 shares or 5.9% of the company as of March 13, 2026. No financial performance metrics or period-over-period comparisons are disclosed in this governance-focused filing.

  • ·Proxy materials available online at proxyvote.com and https://iascorp.com/investor-relations/investor-information since March 13, 2026.
  • ·Annual Report for fiscal year ended September 30, 2025 available upon request to Jeffrey DiGiovanni.
  • ·Director tenures: Glen R. Bressner since 1999; Roger A. Carolin since 2016; others since 2022.
EAGLE CAPITAL GROWTH FUND, INC.DEF 14Aneutralmateriality 5/10

13-03-2026

Eagle Capital Growth Fund, Inc. (GRF) has issued a proxy statement for its 2026 Annual Meeting of Shareholders on April 16, 2026, at 9:00 A.M. local time in Milwaukee, WI, to elect three Class I directors—Jason W. Allen, Robert M. Bilkie, Jr., and Phillip J. Hanrahan—to 3-year terms and to ratify Cohen & Company, Ltd. as independent registered public accountants for the year ending December 31, 2026. The record date is February 20, 2026, with 3,967,836 shares of common stock outstanding; insiders and management collectively beneficially own 578,082 shares (14.6%), including David C. Sims (6.0%) and Luke E. Sims (7.4%), the only >5% beneficial owners. No other business is anticipated.

  • ·Class I directors up for election: Jason W. Allen, Robert M. Bilkie, Jr., Phillip J. Hanrahan.
  • ·Board divided into three classes with terms expiring: Class II (2027: David C. Sims, Carl A. Holth, Anne M. Nichols), Class III (2028: Luke E. Sims, Donald G. Tyler, Neal F. Zalenko).
  • ·Quorum requires one-third of outstanding shares present or by proxy; directors elected by plurality vote.
  • ·Sims Capital Management LLC is the Fund's investment advisor.
ABBOTT LABORATORIESDEF 14Aneutralmateriality 8/10

13-03-2026

Abbott Laboratories filed its definitive proxy statement (DEF 14A) on March 13, 2026, for the 2026 Annual Meeting of Shareholders on April 24, 2026 (record date February 25, 2026), seeking approval for election of 12 director nominees, ratification of Ernst & Young LLP as 2026 auditors, advisory vote on executive compensation, and approval of the 2026 Incentive Stock Program and 2026 Employee Stock Purchase Plan for Non-U.S. Employees. The filing includes compensation disclosures for the Principal Executive Officer (PEO) and Non-PEO Named Executive Officers (NEOs) across 2021-2025, covering elements such as pension changes, service costs, equity awards, and fair value adjustments, with no specific performance metrics highlighted as positive or negative in the provided content.

  • ·Annual Meeting: Friday, April 24, 2026 at 8:00 a.m. Central Time, virtual at meetnow.global/ABT2026
  • ·Record date for shareholders: February 25, 2026
  • ·Company address: 100 Abbott Park Road, Abbott Park, IL 60064-3500
  • ·Fiscal year end: December 31
  • ·Compensation disclosures cover fiscal years 2021-2025 for PEO and Non-PEO NEOs
OPPENHEIMER HOLDINGS INCDEF 14Aneutralmateriality 7/10

13-03-2026

Oppenheimer Holdings Inc. (OPY) has issued a proxy statement for its virtual Annual Meeting of Stockholders on May 4, 2026, at 4:30 P.M. ET, seeking approval for electing nine directors (E. Behrens, T.M. Dwyer, P.M. Friedman, T.A. Glasser, S.J. Kanter, A.G. Lowenthal, R.S. Lowenthal, R.L. Roth, S.E. Spaulding), ratifying Deloitte & Touche LLP as auditors for 2026, advisory approval of executive compensation, advisory vote on say-on-pay frequency (Board recommends every 3 years), and approving the Amended and Restated Certificate of Incorporation. The record date is March 6, 2026, with materials available from March 16, 2026. The estimated solicitation cost is $5,000, borne by the company.

  • ·Only Class B voting common stockholders as of March 6, 2026 record date can vote; Class A non-voting stockholders may attend virtually and submit questions.
  • ·Quorum requires majority of outstanding Class B Stock; all matters pass by simple majority of Class B Stock voted if quorum present.
  • ·Annual Report on Form 10-K for year ended December 31, 2025 available on company website or SEC EDGAR.
COGNEX CORPDEF 14Aneutralmateriality 7/10

13-03-2026

Cognex Corporation's DEF 14A proxy statement for the 2026 Annual Meeting of Shareholders on April 29, 2026, solicits votes for electing three directors for three-year terms, approving an amendment to the 2023 Stock Option and Incentive Plan, ratifying KPMG LLP as independent auditors for fiscal 2026, and a non-binding say-on-pay advisory vote; the Board recommends FOR all proposals. As of the February 27, 2026 Record Date, 167,013,856 shares of common stock were outstanding, requiring a quorum of 83,506,929 shares. The filing includes Pay Versus Performance disclosures covering 2021-2025 for Principal Executive Officers Mr. Willett and Mr. Moschner, and Non-PEO NEOs, with no specific compensation amounts provided.

  • ·2026 Annual Meeting: April 29, 2026 at 9:00 a.m. local time, One Vision Drive, Natick, Massachusetts 01760
  • ·Record Date: February 27, 2026
  • ·Voting on Proposals 1 (Director Election), 2 (Stock Plan Amendment), and 4 (Say-on-Pay) are non-routine; Proposal 3 (Auditor Ratification) is routine
  • ·Pay Versus Performance table covers fiscal years 2021-2025 for PEOs and Non-PEO NEOs
FMC CORPDEF 14Aneutralmateriality 7/10

13-03-2026

FMC Corporation's DEF 14A proxy statement, filed March 13, 2026, solicits votes for the virtual 2026 Annual Meeting on April 28, 2026, including election of ten directors, ratification of KPMG LLP as independent auditors for 2026, advisory vote on executive compensation, and amendments to the Certificate of Incorporation to eliminate supermajority voting provisions, enable special meetings at a 25% ownership threshold, and approve the 2026 Incentive Stock Plan. The Board recommends a 'FOR' vote on all proposals. No financial results or period-over-period comparisons are detailed in the filing.

  • ·Virtual Annual Meeting: April 28, 2026, at 2:00 p.m. EDT via www.virtualshareholdermeeting.com/FMC2026
  • ·Fiscal year end: December 31
  • ·Proxy materials available at investors.fmc.com/financials/annual-reports-and-proxy-statements/
  • ·Proposals include amendments to eliminate supermajority voting for directors and certain business combinations, and miscellaneous Certificate updates
GATX CORPDEF 14Apositivemateriality 9/10

13-03-2026

GATX reported strong 2025 financial results with net income of $333.3 million ($9.12 per diluted share), driven by Rail North America lease revenues increasing over 6% ($66 million YoY) amid 99% fleet utilization, solid Rail International performance, and robust Engine Leasing demand. The company invested over $1.3 billion across its core businesses, including >$640 million in Rail North America and >$500 million in GATX International. On January 1, 2026, GATX completed a transformative $4.2 billion acquisition of Wells Fargo's rail portfolio via a 30%-owned joint venture with Brookfield Infrastructure Partners, acquiring 101,000 railcars and 200 locomotives to expand North American scale.

  • ·2026 Annual Meeting: April 24, 2026, 9:00 a.m. Central Time, virtual at https://meetnow.global/M5WAZJH; Record Date: February 27, 2026
  • ·Proposals: Election of 9 directors; Advisory approval of executive compensation; Approval of amended 2012 Incentive Award Plan; Ratification of independent auditor
  • ·GATX to manage railcars in Brookfield JV and finance lease portfolio
  • ·Rail International: Solid fleet utilization in Europe and India with increases in renewal lease rates for most railcar types
NEW YORK TIMES CODEF 14Aneutralmateriality 6/10

13-03-2026

The New York Times Company (NYT) filed its DEF 14A proxy statement on March 13, 2026, for the virtual Annual Meeting of Stockholders on April 22, 2026, at 11:00 a.m. ET. Shareholders will vote on electing 13 board members (Class A entitled to 4 votes, Class B to 9), ratifying Ernst & Young LLP as auditors for FY ending December 31, 2026, and an advisory vote to approve executive compensation; the record date is March 3, 2026. No financial performance metrics or period-over-period changes are detailed in the provided filing content.

  • ·Record date: March 3, 2026
  • ·Meeting format: Virtual only at www.virtualshareholdermeeting.com/NYT2026
  • ·Class A stockholders vote for 4 director nominees; Class B for 9
  • ·Ochs-Sulzberger Trust referenced in principal holders section
Eaton Corp plcDEF 14Amixedmateriality 8/10

13-03-2026

Eaton Corporation plc's 2026 Proxy Statement for the April 22, 2026 AGM includes the Pay Versus Performance table for 2021-2025, highlighting net income growth to $4.09B in 2025 (+7.7% YoY from $3.80B) and EPS to $12.07 (+11.8% YoY from $10.80), but company TSR index declined 26% YoY to $288 from $389 while peer TSR was flat at $176. New PEO Paulo Ruiz's actual compensation was $14.0M in 2025 versus prior PEO Craig Arnold's volatile figures (e.g., $46.8M in 2024, $72.7M in 2023), while average non-PEO NEO actual pay swung to negative $(16.2M) from $7.7M YoY due to equity adjustments. The meeting seeks votes on electing 11 directors, approving the auditor, advisory say-on-pay, and share issuance/buyback authorities.

  • ·Annual General Meeting scheduled for April 22, 2026 at 9:00 a.m. local time in Dublin, Ireland; record date February 23, 2026
  • ·Agenda includes presentation of Irish Statutory Accounts for year ended December 31, 2025
  • ·Additional nominees referenced: K Awada, E Marshall, L Clark Dougherty, O Leonetti, H Monesmith
CoastalSouth Bancshares, Inc.DEF 14Amateriality 6/10

13-03-2026

AMES NATIONAL CORPDEF 14Aneutralmateriality 6/10

13-03-2026

Ames National Corporation's definitive proxy statement for the April 29, 2026 Annual Meeting of Shareholders outlines three proposals: election of three directors for three-year terms (incumbents Jeffery C. Baker and Patrick G. Hagan, plus new nominee Amy F. Rieck), an advisory vote to approve named executive officer compensation as disclosed, and ratification of Forvis Mazars, LLP as independent registered public accounting firm for 2026. The Board of Directors currently has 11 members, with one director not standing for re-election due to mandatory retirement age policy. There were 8,857,220 shares of common stock outstanding as of the record date, February 27, 2026.

  • ·Annual Meeting location: Reiman Gardens, 1407 University Blvd., Ames, Iowa at 4:30 p.m. local time.
  • ·Proxy materials made available online starting March 13, 2026; paper copies available upon request.
  • ·Shareholders of record on February 27, 2026 are entitled to vote.
UNIVEST FINANCIAL CorpDEF 14Aneutralmateriality 5/10

13-03-2026

Univest Financial Corporation's DEF 14A proxy statement, filed March 13, 2026, solicits votes for the Annual Meeting on April 23, 2026, including the election of four Class III Directors for three-year terms expiring in 2029, ratification of KPMG LLP as independent auditors for 2026, and an advisory vote approving Named Executive Officer compensation. The record date is February 6, 2026, with 28,083,533 shares of common stock outstanding entitled to vote. No financial performance metrics or period-over-period comparisons are detailed in the provided content.

  • ·Annual Meeting location: Indian Valley Country Club, 650 Bergey Road, Telford, Pennsylvania, at 11:30 a.m., with virtual option at www.virtualshareholdermeeting.com/UVSP2026.
  • ·Legal proxy requests due by Broadridge no later than 5:00 p.m. ET on April 9, 2026.
  • ·Internet/telephone voting deadline: 11:59 p.m. ET on April 22, 2026.
  • ·Quorum requires majority of outstanding shares; decisions by majority of shares represented.
  • ·Board leadership includes Chairman/CEO, Lead Independent Director Joseph P. Beebe, and committee chairs.
COMMERCE BANCSHARES INC /MO/DEF 14Aneutralmateriality 6/10

13-03-2026

Commerce Bancshares, Inc. (CBSH) filed its DEF 14A proxy statement on March 13, 2026, for the virtual annual shareholder meeting on April 24, 2026, at 9:30 a.m. CT. Shareholders of record as of February 17, 2026 (147.3 million shares outstanding) will vote on electing four directors to the 2029 Class, ratifying KPMG LLP as independent auditors for fiscal 2026, and providing advisory approval of executive compensation (Say on Pay); the Board recommends FOR all proposals.

  • ·Annual Meeting conducted virtually only via live webcast at https://meetnow.global/M6FQCW6 using 16-digit control number; no in-person attendance.
  • ·Proxy materials available online at www.edocumentview.com/CBSH and www.commercebank.com/ir.
  • ·Broker non-votes have no effect on Proposals 1 and 3 but may vote on Proposal 2 (auditor ratification).
Origin Bancorp, Inc.DEF 14Aneutralmateriality 6/10

13-03-2026

Origin Bancorp, Inc. (OBK) filed its DEF 14A Proxy Statement on March 13, 2026, for the 2026 Annual Meeting of Stockholders on April 22, 2026, at 12:00 p.m. CT, seeking stockholder approval on three proposals: election of 10 directors, approval of the Amended and Restated Omnibus Incentive Plan, and a non-binding advisory vote on executive compensation (Say-on-Pay). The record date for voting eligibility is March 3, 2026, with proxy materials available online to reduce costs and environmental impact. No financial performance metrics, period-over-period changes, or compensation amounts are specified in the filing excerpt.

  • ·Annual Meeting location: Squire Creek Country Club, 289 Squire Creek Parkway, Choudrant, Louisiana 71227.
  • ·Company principal executive office: 500 South Service Road East, Ruston, Louisiana 71270.
  • ·Fiscal year end: December 31.
  • ·Record date: March 3, 2026.
  • ·Notice of Internet Availability mailed on or about March 13, 2026.
CITIZENS & NORTHERN CORPDEF 14Aneutralmateriality 6/10

13-03-2026

Citizens & Northern Corporation's DEF 14A proxy statement solicits votes for its virtual annual shareholder meeting on April 23, 2026, including the election of three Class III directors (Stephen M. Dorwart, J. Bradley Scovill, Aaron K. Singer) and one Class II director (Christian C. Trate), an advisory vote on named executive officers' compensation, and ratification of Crowe LLP as independent auditors for the year ending December 31, 2026. Voting must be completed by 11:59 P.M. ET on April 22, 2026, via online, phone, mail, or virtually at the meeting. No financial performance metrics or period-over-period comparisons are detailed in this filing excerpt.

  • ·Virtual meeting access: edge.media-server.com/mmc/p/fe4ke5cr (password: citizens2026, case sensitive)
  • ·Proxies appointed: Helen S. Santiago and Bobbi J. Kilmer
  • ·Meeting time: 2:00 P.M. Eastern Time, virtual format only
WESTAMERICA BANCORPORATIONDEF 14Aneutralmateriality 6/10

13-03-2026

Westamerica Bancorporation's DEF 14A Proxy Statement solicits votes for the April 23, 2026 Annual Meeting, including election of eight director nominees, an advisory 'Say on Pay' vote on named executive officer compensation for FY 2025, and ratification of the independent auditor. As of the March 4, 2026 record date, 24,189,404 shares of common stock were outstanding, with major beneficial owners including BlackRock, Inc. (14.21%), Vanguard Group, Inc., and American Century Companies, Inc. (7.45%). No financial performance metrics or period-over-period comparisons are disclosed in the proxy materials.

  • ·Record date: March 4, 2026
  • ·Annual Meeting: April 23, 2026 at 10:00 a.m. Pacific Time
  • ·Voting deadlines: 12:01 a.m. CT on April 23, 2026 (general); 11:59 p.m. CT on April 13, 2026 (ESOP participants)
  • ·Proxy materials available at www.westamerica.com
  • ·Annual Report for FY ended December 31, 2025 available online
  • ·Cumulative voting allowed for directors if notice given
  • ·Quorum: majority of outstanding shares
UnknownDEF 14Apositivemateriality 8/10

13-03-2026

Northern Lights Fund Trust II's Board unanimously approved a new investment advisory agreement with Focus Partners Wealth, LLC for the Al Frank Fund on October 21, 2025, following a change of control where the New Adviser acquired a substantial majority of Kovitz Investment Group Partners' assets on January 1, 2026, triggering automatic termination of the prior agreement. No material changes are expected in fees, terms, portfolio management team, or Fund operations, with an interim agreement ensuring continuity for up to 150 days. Shareholders are voting on the new agreement at a special meeting on March 31, 2026, and the Board recommends approval FOR the proposal.

  • ·Record Date for shareholder eligibility: January 15, 2026
  • ·Proxy submission deadline: 11:59 p.m. Eastern time on March 30, 2026
  • ·Interim Advisory Agreement effective from January 1, 2026, for up to 150 days or until New Agreement approval
  • ·Section 15(f) safe harbor: no unfair burden on Fund for 2 years post-Transaction
SONOCO PRODUCTS CODEF 14Aneutralmateriality 6/10

13-03-2026

Sonoco Products Company's 2026 Proxy Statement discloses 2025 director compensation deferrals, with Chairman John R. Haley deferring $405,000 into stock units (including $150,000 Chairman fees and $110,000 cash retainer) and most other directors deferring $145,000 each, while Scott A. Clark deferred $0. At 2025 fiscal year-end, directors held outstanding deferred stock equivalent units ranging from 0 shares ($0 value for Scott A. Clark) to 78,969 shares ($3.4M value for John R. Haley), valued at $43.64 per share on December 31, 2025; all non-employee directors comply with stock ownership guidelines (3,000-8,000 shares based on service years). The filing outlines robust governance practices, including separated CEO/Chairman roles (R. Howard Coker as CEO, John R. Haley as Chairman, Robert R. Hill, Jr. as Lead Independent Director), proxy access bylaws, and risk oversight by the Risk Management Committee.

  • ·Mandatory deferrals of $36,250 stock awards made quarterly on January 2, April 1, July 1, and October 1, 2025.
  • ·Shareholder notice for 2026 Annual Meeting nominations due no later than November 13, 2026 and no earlier than October 14, 2026.
  • ·Proxy access allows shareholders (or group of up to 20) owning 3% of common stock for 3 years to nominate up to greater of 2 directors or 20% of Board.
BANK OF HAWAII CORPDEF 14Apositivemateriality 8/10

13-03-2026

Bank of Hawaii Corporation's DEF 14A proxy statement for the April 24, 2026 annual meeting announces CEO Peter S. Ho's retirement on March 31, 2026, with James C. Polk succeeding as President and CEO and Raymond P. Vara, Jr. assuming the Non-Executive Chair role, both effective April 1, 2026. 2025 financial highlights include diluted EPS of $4.63, net income of $205.9M, and total assets of $24.2B, with recognitions as Newsweek's #12 Most Trustworthy Company and 'Best Bank' by local readers. Shareholders will vote on electing 12 directors (including Polk), an advisory vote on executive compensation, and ratification of Ernst & Young LLP as 2026 auditors.

  • ·Record date: February 27, 2026
  • ·Annual meeting via live webcast at www.meetnow.global/MMX4PXX on April 24, 2026 at 8:30 a.m. Hawai‘i Standard Time
  • ·12 director nominees for election until 2027 annual meeting

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