SMARTFINANCIAL INC. 8-K

What Happened

• SmartFinancial, Inc. (SMBK) filed an 8-K reporting the results of its Annual Meeting held May 21, 2026. Of 17,098,473 shares outstanding, 13,783,833 shares (80.61%) were present in person or by proxy.
• Ten director nominees were elected to serve until the 2027 annual meeting: Cathy G. Ackermann; Victor L. Barrett; William (“Billy”) Y. Carroll, Jr.; William (“Bill”) Y. Carroll, Sr.; David A. Ogle; Kelli D. Shomaker; Steven B. Tucker; Wesley M. (“Miller”) Welborn; Keith E. Whaley, O.D.; and Geoffrey A. Wolpert.
• Shareholders ratified Elliott Davis, PLLC as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, and approved, on a non‑binding advisory basis, the compensation paid to the Company’s named executive officers as disclosed in the Proxy Statement.

Key Details

• Meeting turnout: 13,783,833 shares voted, representing 80.61% of 17,098,473 shares outstanding.
• Director votes (examples): Cathy G. Ackermann — 11,212,957 for, 192,168 withheld; Geoffrey A. Wolpert — 10,418,954 for, 986,171 withheld. Broker non‑votes for all director elections: 2,378,708.
• Auditor ratification: 13,769,399 for; 4,421 against; 10,013 abstentions.
• Advisory say‑on‑pay: 11,056,323 for; 331,566 against; 17,236 abstentions; broker non‑votes: 2,378,708.

Why It Matters

• The vote confirms the Company’s board for the coming year and signals shareholder support for current governance leadership.
• Ratifying Elliott Davis, PLLC finalizes the independent auditor for FY 2026 and ensures continuity of the audit process.
• The non‑binding approval of executive compensation indicates majority shareholder support for the Company’s pay practices as disclosed, which may influence future compensation decisions and investor relations.