SmartFinancial (SMBK) Proxy Filing summary

Executive summary

• Annual meeting scheduled for May 22, 2025, at 2:30 PM EDT at the SmartBank Office in Knoxville, TN.

• Shareholders can vote online, by mail, or in person, with a deadline of May 21, 2025, for online voting.

• Materials are available online or by request in paper/email form before May 8, 2025.

Voting matters and shareholder proposals

• Election of ten directors is on the ballot, with board recommendations for all nominees.

• Ratification of Forvis Mazars, LLP as independent auditors for fiscal year ending December 31, 2025.

• Advisory vote on executive compensation for named executive officers.

• Approval of the Omnibus Incentive Plan is proposed.

• Provision to consider any other business that may arise at the meeting.

Board of directors and corporate governance

• Ten director nominees are listed for election, including Cathy G. Ackermann, Victor L. Barrett, William Y. Carroll Jr. and Sr., David A. Ogle, Kelli D. Shomaker, Steven B. Tucker, Wesley M. Welborn, Keith E. Whaley, O.D., and Geoffrey A. Wolpert.