Ameris Bancorp (ABCB) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held virtually on June 5, 2025, with shareholders able to vote online, by phone, mail, or during the meeting.

• Proxy materials are primarily distributed electronically to reduce costs and support sustainability.

• Shareholders of record as of March 27, 2025, are eligible to vote on key proposals.

• 2024 financial highlights include net income of $358.7M, ROA of 1.38%, and tangible book value growth of 14.7%.

Voting matters and shareholder proposals

• Shareholders will vote to elect 10 directors, ratify KPMG LLP as auditor, and approve executive compensation on a non-binding basis.

• Majority voting is required for director elections in uncontested races.

• Shareholder proposals and nominations for the 2026 meeting must be submitted between Nov 24 and Dec 24, 2025.

Board of directors and corporate governance

• 10 director nominees are presented, with 80% independence post-retirement of three directors.

• Board committees include Audit, Compensation, Corporate Governance and Nominating, Executive, Enterprise Risk, and Credit Risk, all with independent membership.

• Annual board and committee self-assessments, director education, and majority voting for directors are in place.

• No supermajority voting, poison pill, or classified board; strong lead independent director role.