$FINW·8-K

Finwise Bancorp · Jun 25, 4:13 PM ET

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Finwise Bancorp 8-K

Research Summary

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FinWise Bancorp Approves Stock-Plan Share Increase; Elects Directors

What Happened

  • On June 25, 2026, FinWise Bancorp filed an 8-K reporting results of its 2026 Annual Meeting of Shareholders. Shareholders approved an amendment to the FinWise Bancorp 2019 Stock Plan increasing available awards by 750,000 shares to a total of 2,530,000 shares. The board had previously approved the amendment on April 28, 2026.
  • At the same meeting shareholders elected two director nominees — Gerald E. Cunningham and Lisa Ann Nievaard — to serve until the 2029 Annual Meeting (or until their successors are qualified). Shareholders also ratified Baker Tilly US, LLP as the company’s independent registered public accounting firm for fiscal year 2026.

Key Details

  • Meeting date: June 25, 2026; Record Date: April 28, 2026.
  • Shares entitled to vote: 13,706,039; shares represented at meeting: 11,183,721.
  • 2019 Plan increase: +750,000 shares, bringing plan total to 2,530,000 shares. Named executive officers expect to continue participating in the plan.
  • Director votes:
    • Gerald E. Cunningham — For: 7,747,333; Withheld: 1,288,385; Broker non-votes: 2,148,003.
    • Lisa Ann Nievaard — For: 6,681,199; Withheld: 2,354,519; Broker non-votes: 2,148,003.
  • Auditor ratification: Baker Tilly US, LLP — For: 10,357,336; Against: 752,192; Abstain: 74,193.

Why It Matters

  • The approved increase in the stock plan raises the pool of shares available for awards to employees and executives, which can affect dilution and future share-based compensation expense. Investors should monitor how and when awards are granted and the impact on share count and earnings-per-share over time.
  • Election of the two directors and ratification of the auditor are governance items that confirm continuity of management oversight and the company’s external audit relationship through fiscal 2026.

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