$IBOC·8-K

INTERNATIONAL BANCSHARES CORP · May 20, 10:21 AM ET

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INTERNATIONAL BANCSHARES CORP 8-K

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International Bancshares Corp Reports 2026 Annual Meeting Vote Results

What Happened
International Bancshares Corporation (IBOC) filed an 8‑K on May 20, 2026 reporting the results of its Annual Meeting held May 18, 2026. Shareholders elected all eight director nominees under the company’s majority‑vote standard for uncontested elections. Shareholders also ratified the appointment of RSM US LLP as independent auditor for fiscal 2026 and approved the non‑binding advisory resolution on executive compensation.

Key Details

  • Directors elected (all eight nominees): Javier de Anda; Douglas B. Howland; Rudolph M. Miles; Dennis E. Nixon; Larry A. Norton; Roberto R. Reséndez; Antonio R. Sanchez, Jr.; Diana G. Zuniga. Example vote totals: Javier de Anda — 50,312,229 for / 692,795 against; Douglas B. Howland — 42,540,965 for / 8,452,097 against. Broker non‑votes: 5,172,819.
  • Auditor ratification: RSM US LLP ratified with 55,979,590 for, 195,629 against, 14,691 abstain.
  • Say‑on‑pay (non‑binding): Approved with 49,397,712 for, 1,592,585 against, 26,794 abstain (5,172,819 broker non‑votes).
  • Filing information: Form 8‑K filed May 20, 2026 reporting the May 18, 2026 Annual Meeting results.

Why It Matters
These results confirm board continuity and governance outcomes that affect company oversight. Ratification of RSM US LLP establishes the auditor for fiscal 2026, which matters for upcoming financial reporting. The advisory approval of executive compensation signals shareholder support for pay practices (note this vote is non‑binding). The presence of ~5.17 million broker non‑votes in director and say‑on‑pay votes may affect vote totals where brokers did not have discretionary authority.

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