$TFIN·8-K

Triumph Financial, Inc. · Apr 23, 4:07 PM ET

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Triumph Financial, Inc. 8-K

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Triumph Financial Reports 2026 Annual Meeting Vote Results

What Happened
Triumph Financial, Inc. (TFIN) filed an 8-K reporting the results of its Annual Meeting of Shareholders held on April 23, 2026. Shareholders elected nine directors to one-year terms expiring at the 2027 Annual Meeting and voted on two other matters: a non‑binding advisory vote on executive compensation and ratification of the independent auditor.

Directors elected (votes for / votes against / votes withheld; broker non‑votes: 1,278,530 each):

  • Carlos M. Sepulveda, Jr.: 18,632,007 / 566,431 / 18,578
  • Aaron P. Graft: 18,946,493 / 269,477 / 1,046
  • Charles A. Anderson: 18,297,968 / 899,751 / 19,297
  • Debra A. Bradford: 19,101,812 / 113,882 / 1,322
  • Davis Deadman: 19,101,233 / 114,412 / 1,371
  • Laura K. Easley: 19,076,943 / 133,871 / 6,202
  • Melissa K. McSherry: 18,974,478 / 241,317 / 1,221
  • Michael P. Rafferty: 18,926,701 / 271,529 / 18,786
  • C. Todd Sparks: 18,808,974 / 389,357 / 18,685

Key Details

  • Say-on-pay (non‑binding advisory): For 13,616,250; Against 5,589,906; Abstentions 10,860; Broker non‑votes 1,278,530. Support was roughly 71% of votes cast (excluding broker non‑votes).
  • Auditor ratification: Crowe LLP ratified as independent registered public accounting firm — For 20,327,507; Against 166,094; Abstentions 1,945. (~99% support of votes cast.)
  • Meeting date: April 23, 2026. Directors elected to terms expiring at the 2027 Annual Meeting.
  • The filing includes standard forward‑looking statements and refers investors to Triumph’s Form 10‑K (filed Feb 11, 2026) for risk factors.

Why It Matters

  • Board continuity: Re-election of the nine nominees confirms the company’s board composition and governance continuity for the coming year.
  • Executive compensation signal: The non‑binding say‑on‑pay received majority support (~71%), which provides a clear but advisory indication of shareholder sentiment on pay policies.
  • Auditor confirmation: Overwhelming support to ratify Crowe LLP maintains the company’s external audit relationship for the current fiscal year.
  • Voting context: The filing shows a meaningful number of broker non‑votes (1,278,530) on certain matters, which can affect the percentages of support reported for ballot items.

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