Auburn National Bancorporation (AUBN) Proxy Filing summary

Executive summary

• Annual meeting scheduled for May 13, 2025, at AuburnBank Center, Auburn, Alabama at 3:00 p.m. local time.

• Proxy materials and annual report are available online for shareholder review and voting.

• Shareholders are encouraged to vote online or request paper copies of proxy materials at least 10 days before the meeting.

Voting matters and shareholder proposals

• Election of 11 directors is up for shareholder vote, with board recommending a vote FOR all nominees.

• Advisory vote to approve executive compensation, with board recommending a vote FOR.

• Advisory vote on frequency of say-on-pay, with board recommending EVERY 1 YEAR.

• Proposal to amend Certificate of Incorporation to limit officer liability as permitted by Delaware law, with board recommending FOR.

• Ratification of Elliott Davis, LLC as independent auditor for fiscal year ending December 31, 2025, with board recommending FOR.

Board of directors and corporate governance

• Board recommends all 11 director nominees for election at the annual meeting.