Carter Bankshares (CARE) Proxy filing summary

Voting matters and shareholder proposals

• Election of eleven directors to serve until the 2027 annual meeting, with all nominees recommended by the board.

• Advisory, non-binding vote to approve named executive officer compensation.

• Ratification of Crowe LLP as independent auditors for the fiscal year ending December 31, 2026.

• Board currently knows of no other business to be presented at the annual meeting.

Executive compensation and say-on-pay

• Advisory vote scheduled to approve compensation of named executive officers as disclosed in the proxy statement.

Audit committee and external auditor matters

• Proposal to ratify Crowe LLP as the independent registered public accounting firm for the 2026 fiscal year.