CF Bankshares (CFBK) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on May 27, 2026, with voting on key proposals and participation open to shareholders of record as of April 2, 2026.

• Shareholders will vote on the election of two directors, a non-binding advisory resolution on executive compensation, and ratification of the independent auditor.

• Proxy materials, including the annual report and proxy statement, are available online, and shareholders are encouraged to vote electronically or by mail.

Voting matters and shareholder proposals

• Proposal 1: Election of two directors for three-year terms; nominees are Robert E. Hoeweler and Bradley J. Ringwald.

• Proposal 2: Non-binding advisory vote to approve named executive officer compensation (say-on-pay).

• Proposal 3: Ratification of Plante & Moran, PLLC as independent registered public accounting firm for 2026.

• Shareholder proposals for the 2027 annual meeting must be received by December 25, 2026, for inclusion in proxy materials.

Board of directors and corporate governance

• The board consists of seven directors, with a majority classified as independent under NASDAQ and SEC rules.

• The chairman is an independent director, and the board separates the roles of chairman and CEO.

• Three principal committees: Audit, Compensation and Management Development, and Corporate Governance and Nominating, all composed of independent directors.

• Directors are expected to attend annual meetings, and all attended the previous year.

• The board considers diversity of viewpoints and experience in director nominations.