SR Bancorp (SRBK) Proxy Filing summary

Executive summary

• Annual meeting scheduled for November 20, 2024, to elect directors, approve an equity incentive plan, and ratify the external auditor.

• Shareholders of record as of September 23, 2024, are eligible to vote; 9,507,930 shares outstanding, each with one vote.

• Proxy materials and annual report are available online; voting can be done by mail or Internet.

Voting matters and shareholder proposals

• Three directors nominated for three-year terms: Mary E. Davey, Thomas Lupo, and John W. Mooney.

• Approval sought for the 2024 Equity Incentive Plan, which includes restricted stock and stock options.

• Ratification of Baker Tilly US, LLP as independent auditor for fiscal year ending June 30, 2025.

• No other business is expected at the meeting.

Board of directors and corporate governance

• Board consists of nine members, with six deemed independent under Nasdaq standards.

• Board diversity includes one female and eight male directors; all directors attended at least 75% of meetings.

• Board leadership is separated at the holding company level; combined CEO/Chairman role at the bank level for continuity.

• Three standing committees: Audit, Compensation, and Nominating/Governance, all with independent members.

• Code of Ethics for Senior Officers and Insider Trading Policy in place.