OFG BANCORP 8-K

What Happened OFG Bancorp (OFG) filed an 8‑K on April 23, 2026 reporting the results of its April 22, 2026 annual meeting. All nine director nominees named in the proxy were elected to one‑year terms. Shareholders also approved, on an advisory basis, the company’s executive compensation (say‑on‑pay), and ratified KPMG LLP as the independent registered public accounting firm for 2026.

Key Details

• Meeting date: April 22, 2026; 8‑K filed April 23, 2026.
• Board elections: nine directors were elected; “For” votes ranged from 36,027,928 to 36,524,767. (Top: Lynda Grindstaff — 36,524,767 For; Lowest: Susan Harnett — 36,027,928 For.) Broker non‑votes for these proposals: 2,514,709.
• Say‑on‑pay (advisory): For 36,003,479; Against 599,690; Abstain 41,119; Broker non‑votes 2,514,709.
• Auditor ratification: KPMG LLP ratified as auditor for 2026 — For 38,432,272; Against 616,948; Abstain 109,777 (no broker non‑votes).

Why It Matters

• Board continuity: Re‑electing the full slate of directors maintains existing governance and strategy continuity for shareholders.
• Pay approval: The advisory approval of executive compensation indicates a majority of voting shareholders supported OFG’s executive pay policies (though the vote is non‑binding).
• Auditor continuity: Ratifying KPMG keeps the company’s external audit relationship in place for 2026, which affects financial reporting and audit planning.
• Voting context: The presence of 2,514,709 broker non‑votes on director and pay matters reflects shares held by brokers that did not vote those items and can affect the effective voting totals on governance proposals.