FVCBankcorp (FVCB) Proxy filing summary

Executive summary

• Annual Meeting scheduled for May 20, 2026, to be held virtually, with shareholders able to vote and submit questions online.

• Shareholders of record as of March 26, 2026, are entitled to vote on key proposals including director elections, executive compensation, and auditor ratification.

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

Voting matters and shareholder proposals

• Election of twelve directors for a one-year term until the 2027 Annual Meeting.

• Advisory (non-binding) vote to approve named executive officer compensation (say-on-pay).

• Ratification of Yount, Hyde & Barbour, P.C. as independent registered public accounting firm for 2026.

• Procedures for shareholder proposals and director nominations for the 2027 meeting are detailed, with deadlines and requirements specified.

Board of directors and corporate governance

• Board consists of twelve directors with diverse backgrounds in banking, real estate, technology, and accounting.

• Combined Chairman and CEO role held by Mr. Pijor, with a separate Lead Independent Director to ensure independent oversight.

• Majority of directors are independent under Nasdaq rules; all committee members meet independence standards.

• Three standing committees: Audit, Compensation, and Governance/Nominating, each with defined charters and responsibilities.

• Directors are encouraged to attend annual meetings; 11 of 12 attended the prior year.