$FULT·8-K

FULTON FINANCIAL CORP · May 28, 12:18 PM ET

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FULTON FINANCIAL CORP 8-K

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Fulton Financial Reports 2026 Annual Meeting Results; Director Retires

What Happened

  • Fulton Financial Corporation (FULT) filed an 8-K reporting results of its 2026 Annual Meeting held May 28, 2026. As of the record date (March 2, 2026) there were 179,860,562 shares of common stock outstanding.
  • Director George K. Martin did not stand for re‑election and retired from the Board effective immediately after the Annual Meeting; he had reached age 72 and was not eligible for re‑election under Fulton’s Corporate Governance Guidelines.
  • All 10 director nominees were elected to one‑year terms. Shareholder votes showed strong support, with “For” votes per nominee generally in the 137–139 million range and 13,675,883 broker non‑votes reported.
  • A non‑binding advisory vote to approve named executive officer compensation was approved (For: 136,017,805; Against: 2,704,141; Abstain: 958,337; Broker non‑votes: 13,675,883). KPMG LLP was ratified as Fulton’s independent auditor for 2026 (For: 150,683,271; Against: 2,191,088; Abstain: 481,807).

Key Details

  • Record date and shares outstanding: March 2, 2026 — 179,860,562 shares.
  • Board change: George K. Martin retired effective May 28, 2026 (age 72; not eligible for re‑election).
  • Board elections: 10 nominees elected; “For” votes per nominee ranged roughly 137M–139M; broker non‑votes: 13,675,883.
  • Advisory and auditor votes: Say‑on‑pay approved (136,017,805 For); KPMG ratified as auditor (150,683,271 For).

Why It Matters

  • The filing confirms board continuity and shareholder endorsement of management practices: all director nominees were elected and shareholders approved executive compensation in a non‑binding vote.
  • Ratifying KPMG as auditor maintains auditor continuity for fiscal 2026.
  • The retirement of an experienced director slightly changes board composition; investors monitoring governance or succession may consider this in their assessment of oversight and strategy.

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