Northwest Bancshares (NWBI) Proxy Filing summary

Voting matters and shareholder proposals

• Election of directors: Robert M. Campana, Timothy B. Fannin, John P. Meegan, and Mark A. Paup are nominated for board positions, with board recommending a vote in favor.

• Ratification of KPMG LLP as the independent registered public accounting firm for the year ending December 31, 2025, with board recommending approval.

• Advisory, non-binding resolution to approve executive compensation, with board recommending approval.

Board of directors and corporate governance

• Board elections include four nominees, with voting to occur at the annual meeting on April 17, 2025.

Executive compensation and say-on-pay

• Shareholders will vote on a non-binding advisory resolution regarding executive compensation as described in the proxy materials.