Sound Financial Bancorp (SFBC) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 26, 2026, to vote on director elections, executive compensation, and auditor ratification.

• Shareholders of record as of March 31, 2026, are eligible to vote; voting can be done online, by phone, mail, or in person.

• Board and management emphasize commitment to shareholder value and encourage participation in the voting process.

Voting matters and shareholder proposals

• Three proposals: election of two directors, advisory vote on executive compensation, and ratification of Baker Tilly US, LLP as independent auditor for 2026.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2027 meeting must be submitted by December 16, 2026, for inclusion in proxy materials.

• Shareholders may nominate directors by following specific advance notice procedures.

Board of directors and corporate governance

• Board consists of eight members, seven of whom are independent under Nasdaq rules.

• Directors are divided into three classes, with two nominees up for election for three-year terms.

• Board leadership is separated, with an independent Chairman and CEO roles.

• Standing committees: Audit, Compensation, and Nominating, all with independent directors.

• Stock ownership guidelines require outside directors to own at least $50,000 in company stock within two years.

• Code of ethics and committee charters are available on the company website.