WaFd (WAFD) Proxy filing summary

Executive summary

• FY26 after-tax net income was $241 million, or $3.21 per share; excluding $6.2 million in merger expenses, EPS would have risen 5% QoQ and 10% YoY.

• The proposed EverBank merger was described as strengthening the business and balancing CRE concentration with EverBank lending to non-bank financial companies.

• Management cited further SBA lending and non-interest-bearing deposits as potential growth opportunities as lending mix shifts.

Voting matters and shareholder proposals

• A Schedule 14A proxy statement is planned; the definitive proxy will be mailed to shareholders entitled to vote on the proposed transaction.

• Transaction timing and completion depend on shareholder, regulatory and other approvals and satisfaction of closing conditions.

• Shareholders were urged to review the proxy when available; the communication does not solicit a vote or approval.

Risk oversight and compliance

• Transaction risks include termination rights, litigation, delayed or failed approvals or closing, integration challenges, unrealized benefits, higher costs, management distraction and adverse stakeholder reactions.

• Other cited risks include interest-rate and currency movements, economic and competitive conditions, asset quality, credit risk, inflation, technology changes, and legislative or regulatory actions.