$USCB·8-K

USCB FINANCIAL HOLDINGS, INC. · May 27, 4:37 PM ET

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USCB FINANCIAL HOLDINGS, INC. 8-K

Research Summary

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USCB Financial Holdings Elects Ray M. Rodriguez at Annual Meeting

What Happened

  • USCB Financial Holdings, Inc. filed an 8-K reporting the results of its Annual Meeting held May 26, 2026. Directors were elected for one-year terms ending in 2027 and the company’s independent registered public accounting firm was ratified.
  • The company announced (via a press release filed as Exhibit 99.1 on May 27, 2026) that Raymond “Ray” M. Rodriguez was elected to the Board of Directors.

Key Details

  • Shares and quorum: 18,257,400 shares of Class A common stock were outstanding and eligible to vote; 16,182,501 shares were represented in person or by proxy (quorum).
  • Director elections: All nominated directors received more “For” votes than “Withheld”; typical broker non-votes on director matters were 767,885 shares.
  • Auditor ratification: Crowe LLP was ratified as the company’s independent registered public accounting firm for the year ending December 31, 2026 (vote: 16,042,785 For; 135,886 Against; 3,830 Abstain).

Why It Matters

  • Board composition: The addition of Raymond M. Rodriguez updates the company’s governance team; investors watch board changes for oversight and strategy signals.
  • Auditor continuity: Ratifying Crowe LLP keeps continuity in external audit services, which is important for financial reporting reliability.
  • Voting context: The presence of significant broker non-votes (767,885) and the voting totals provide transparency about shareholder participation and support levels for directors and governance actions.

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