Dime Community Bancshares (DCOM) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for May 22, 2025, will be held virtually, with shareholders able to vote and submit questions online.

• Three key proposals: election of 11 directors, ratification of Crowe LLP as auditor, and a non-binding advisory vote on executive compensation.

• Board unanimously recommends voting FOR all proposals.

• Record date for voting is March 25, 2025, with 43,657,135 shares outstanding.

Voting matters and shareholder proposals

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

• Proposal 2: Ratify Crowe LLP as independent auditor for 2025.

• Proposal 3: Approve, on an advisory basis, executive compensation (Say-on-Pay).

• Shareholders may submit additional proposals or director nominations per bylaw procedures.

Board of directors and corporate governance

• Board reduced to 11 members following a director's retirement.

• 10 of 11 directors are independent; only the CEO is not.

• Board committees (Audit, Compensation, Corporate Governance) are composed solely of independent directors.

• Annual board and committee self-assessments; majority voting standard adopted for uncontested elections.

• Code of Ethics and minimum stock ownership guidelines in place for directors and executives.