Univest Financial (UVSP) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for April 24, 2025, with both in-person and virtual attendance options; record date for voting is February 7, 2025.

• Shareholders will vote on the election of four Class II Directors, ratification of KPMG LLP as auditor for 2025, and an advisory say-on-pay vote for executive compensation.

• Proxy materials, annual report, and Form 10-K are available online; shareholders are encouraged to vote via internet, phone, mail, or in person.

Voting matters and shareholder proposals

• Proposal 1: Election of four Class II Directors for three-year terms expiring in 2028.

• Proposal 2: Ratification of KPMG LLP as independent registered public accounting firm for 2025.

• Proposal 3: Advisory (non-binding) approval of Named Executive Officer compensation.

• Shareholder proposals for the 2026 meeting must be submitted by November 14, 2025, for proxy inclusion.

Board of directors and corporate governance

• Board consists of 12 directors, with a mix of business, legal, financial, and ESG expertise; majority are independent.

• Board leadership includes a combined Chairman/CEO and a Lead Independent Director.

• Committees include Audit, Compensation, Nominating and Governance, and Enterprise-Wide Risk Management.

• Annual board and committee self-evaluations; director retirement age is 72, extendable by up to three years.

• Directors must own at least 10,000 shares within five years; director resignation policy in place for majority-withheld votes.