Community Trust Bancorp (CTBI) Proxy Filing summary

Voting matters and shareholder proposals

• Clarifies that abstentions are counted for quorum but not as votes for or against proposals; broker non-votes are not counted as present for specific matters.

• Plurality voting standard applies for director elections; top ten nominees with most "FOR" votes are elected.

• Withholding authority or broker non-votes have no effect on director elections.

• For the Amended and Restated 2025 Stock Ownership Incentive Plan and ratification of the auditor, abstentions count as votes against, broker non-votes have no effect.

• For the advisory vote on executive compensation, abstentions and broker non-votes have no effect.

Board of directors and corporate governance

• Director elections use a plurality standard, with the ten nominees receiving the most votes elected.

Executive compensation and say-on-pay

• Advisory vote on executive compensation is nonbinding; abstentions and broker non-votes do not affect the outcome.