Financial Institutions (FISI) Proxy filing summary

Voting matters and shareholder proposals

• Shareholders will vote on the election of five director nominees: David P. Bovenzi, Andrew W. Dorn, Jr., Steven C. Finch, Robert M. Glaser, and Susan R. Holliday.

• An advisory vote will be held to approve the compensation of named executive officers.

• Ratification of RSM US LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026, is on the agenda.

• Additional business may be addressed if properly brought before the meeting or any adjournment.

Board of directors and corporate governance

• The board recommends voting in favor of all director nominees and proposals.

Executive compensation and say-on-pay

• Shareholders are asked to provide an advisory vote on executive compensation practices.