Amerant Bancorp (AMTB) Proxy filing summary

Executive summary

• Annual meeting scheduled for June 2, 2026, will be held virtually, with shareholders able to vote online, by phone, mail, or during the meeting.

• Shareholders will vote on director elections, executive compensation (say-on-pay), ratification of the external auditor, and other business.

• Proxy materials and annual report are available online, with a focus on reducing environmental impact.

Voting matters and shareholder proposals

• Proposals include electing 11 directors, approving executive compensation on an advisory basis, ratifying RSM US LLP as auditor, and other business.

• Board recommends voting FOR all proposals.

• Shareholders can submit proposals for the 2027 meeting by specified deadlines and must comply with bylaw requirements.

Board of directors and corporate governance

• 10 of 11 director nominees are independent; board committees are fully independent.

• Board diversity: 40% of non-executive nominees are female, 40% racially/ethnically diverse.

• Annual board and committee self-evaluations, with periodic third-party facilitation.

• Board leadership separated: Chair and CEO roles split in November 2025.

• Directors must meet stock ownership guidelines and are subject to a clawback policy.