Medallion Financial (MFIN) Proxy filing summary

Executive summary

• Achieved record financial performance over the past five years, with net interest income and book value per share at all-time highs since IPO in 1996.

• Core consumer loan portfolio doubled to $2.5 billion from 2021–2025, with net income of $266 million over five years, surpassing the prior 25 years combined.

• Total shareholder return reached 452% since the 2017 business transformation, significantly outperforming peers.

• Returned over $68.5 million to shareholders since 2022 via dividends and buybacks; quarterly dividend increased 75% since 2022.

• Board and management credited for successful transformation from taxi medallion lending to specialty consumer finance.

Voting matters and shareholder proposals

• Shareholders urged to vote for three board nominees: John Everets, Cynthia A. Hallenbeck, and Alvin Murstein.

• ZimCal, a debt investor, is running a third consecutive proxy campaign, seeking board seats and a buyout of its debt at a premium.

• Board recommends voting "FOR" the approval of 2026 executive compensation.

Board of directors and corporate governance

• Nominees bring expertise in consumer lending, banking, risk management, and governance.

• Alvin Murstein, Executive Chairman, led the strategic pivot and holds a 7.99% ownership stake.

• ZimCal's nominees lack relevant experience in consumer lending and have track records of value destruction or unrelated backgrounds.

• Board composition purposefully constructed to sustain growth and value creation.