Nicolet Bankshares (NIC) Proxy filing summary

Executive summary

• Achieved record net income of $151 million in 2025, a 21.5% increase over 2024, with EPS up to $9.78 and strong returns on assets and equity.

• Core deposit growth reached $497 million (7%) and loan growth $210 million (3%) year-over-year.

• Successfully closed the MidWestOne Financial Group acquisition in February 2026, with integration planned over the next six months.

• Focus remains on profitable community banking and seamless merger integration in 2026.

Voting matters and shareholder proposals

• Shareholders will vote on electing 12 directors, ratifying Forvis Mazars, LLP as auditor for 2026, and approving executive compensation on an advisory basis.

• Board recommends voting FOR all proposals.

• Cumulative voting is available for director elections if voting by mail.

Board of directors and corporate governance

• Board consists of 12 nominees, with 10 qualifying as independent under NYSE rules.

• Board committees include Executive, Nominating & Governance, Audit, Compensation, Risk, Trust, and Wealth Management Committees.

• Board diversity considered in nominations, focusing on professional and life experiences.

• Minimum director stock ownership requirement of 2,000 shares for non-employee directors.