Simmons First National (SFNC) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 13, 2026, with proxy materials available online and voting open to shareholders of record as of March 11, 2026.

• Shareholders will vote on five key proposals, including director elections, executive compensation, auditor ratification, and an amended stock incentive plan.

• Board recommends voting FOR all proposals and director nominees.

• Proxy can be revoked at any time before voting; proxies not marked will be voted in line with Board recommendations.

Voting matters and shareholder proposals

• Proposal 1: Fixes the number of directors at 14.

• Proposal 2: Elects 14 directors to serve until the next annual meeting.

• Proposal 3: Advisory (non-binding) vote to approve executive compensation (say-on-pay).

• Proposal 4: Ratifies FORVIS MAZARS, LLP as independent auditors for 2026.

• Proposal 5: Approves the Amended and Restated 2023 Stock and Incentive Plan, increasing share reserve and extending plan term.

• Shareholders may submit proposals for the 2027 meeting by December 9, 2026.

Board of directors and corporate governance

• Board separated Chairman and CEO roles effective January 1, 2026, appointing an independent Chairman.

• 12 of 14 directors are independent; all committee members are independent.

• Board and committees conduct annual self-evaluations and may engage outside advisors.

• Directors are elected annually; resignation policy in place for directors not receiving majority votes.

• Board met 8 times in 2025; all directors attended at least 75% of meetings.