Dime Community Bancshares (DCOM) Proxy filing summary

Executive summary

• Annual Meeting scheduled for May 28, 2026, will be held virtually, allowing shareholders to vote and submit questions online.

• Four key proposals: election of 11 directors, ratification of Crowe LLP as auditor, advisory vote on executive compensation, and amendment to change the company name.

• Board unanimously recommends voting FOR all proposals.

• Record date for voting is March 31, 2026, with 43,886,835 shares outstanding.

Voting matters and shareholder proposals

• Proposal 1: Election of 11 directors for one-year terms.

• Proposal 2: Ratification of Crowe LLP as independent auditor for 2026.

• Proposal 3: Non-binding advisory vote on executive compensation (Say-on-Pay).

• Proposal 4: Amendment to Certificate of Incorporation to change company name to Dime Commercial Bancshares, Inc.

• Shareholder proposals for the 2027 meeting must be submitted by December 11, 2026.

Board of directors and corporate governance

• Board consists of 11 members, 10 of whom are independent; Chairman and CEO roles are separated.

• Directors bring expertise in banking, law, technology, risk, and community engagement.

• Annual board and committee self-assessments; minimum stock ownership requirements for directors and executives.

• Three standing committees: Audit, Compensation, and Corporate Governance, all comprised of independent directors.

• Board met 12 times in 2025; all directors attended at least 75% of meetings.