First Internet Bancorp 8-K

What Happened
First Internet Bancorp (INBK) filed an 8‑K on May 20, 2026 reporting the voting results from its 2026 annual meeting of shareholders. Shareholders elected all eight director nominees to one‑year terms, approved the advisory "say‑on‑pay" vote for executive compensation, and ratified the appointment of Forvis Mazars, LLP as the company’s independent registered public accounting firm for 2026.

Key Details

• Director elections (each elected to a one‑year term):
  • Aasif M. Bade: 5,611,446 For / 643,253 Withheld (1,020,891 broker non‑votes)
  • David B. Becker: 5,528,873 For / 725,826 Withheld (1,020,891 broker non‑votes)
  • Justin P. Christian: 5,686,052 For / 568,647 Withheld (1,020,891 broker non‑votes)
  • Ann Colussi Dee: 5,647,028 For / 607,671 Withheld (1,020,891 broker non‑votes)
  • Joseph A. Fenech: 5,607,703 For / 646,996 Withheld (1,020,891 broker non‑votes)
  • John K. Keach, Jr.: 5,482,650 For / 772,049 Withheld (1,020,891 broker non‑votes)
  • Michele “Mel” Raines: 5,691,613 For / 563,086 Withheld (1,020,891 broker non‑votes)
  • Jean L. Wojtowicz: 5,182,807 For / 1,071,892 Withheld (1,020,891 broker non‑votes)
• Advisory vote on executive compensation: Approved — 5,137,601 For / 1,085,864 Against / 31,234 Abstained (1,020,891 broker non‑votes).
• Auditor ratification: Forvis Mazars, LLP ratified — 6,977,587 For / 229,221 Against / 68,782 Abstained.

Why It Matters
These results confirm the board’s composition and governance decisions for the coming year: all incumbent nominees were elected and shareholders gave advisory approval to executive pay disclosures. Ratification of Forvis Mazars, LLP establishes the company’s independent auditor for 2026. Note the presence of significant broker non‑votes (1,020,891) on director and say‑on‑pay items, which can affect the percentage of outstanding shares that were voted on those matters.