Camden National (NASDAQ: CAC) shareholders approve directors, pay and 2026 auditor

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Camden National Corporation reported results of its 2026 Annual Meeting of Shareholders held in a virtual-only format. Shareholders representing 14,153,902 common shares, about 83% of eligible votes, were present virtually or by proxy.

All eleven director nominees received majority support and were elected to one-year terms. Shareholders also approved, on a non-binding basis, the compensation of the company’s named executive officers. In addition, they ratified the appointment of RSM US LLP as independent registered public accounting firm for the year ending December 31, 2026.

8-K Event Classification

2 items: 5.07, 9.01

2 items

Item 5.07 Submission of Matters to a Vote of Security Holders Governance

Results of a shareholder vote on proposals at an annual or special meeting.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Shares represented: 14,153,902 shares Participation rate: 83% Say-on-Pay votes for: 11,890,259 votes +5 more

8 metrics

Shares represented 14,153,902 shares Common stock present or by proxy at 2026 Annual Meeting

Participation rate 83% Approximate share of total outstanding eligible votes represented

Say-on-Pay votes for 11,890,259 votes Non-binding advisory vote on executive compensation

Say-on-Pay votes against 151,168 votes Non-binding advisory vote on executive compensation

Auditor ratification votes for 14,085,633 votes Ratification of RSM US LLP as independent auditor for 2026

Auditor ratification votes against 45,262 votes Ratification of RSM US LLP as independent auditor for 2026

Broker non-votes on Say-on-Pay 2,021,015 votes Non-binding advisory vote on executive compensation

Example director support 12,050,643 votes for Election of director nominee Simon R. Griffiths

Key Terms

Non-binding advisory vote, broker non-vote, independent registered public accounting firm, virtual-only format, +1 more

5 terms

Non-binding advisory vote financial

"Non-binding advisory vote on the compensation of the Company's named executive officers ("Say-on-Pay")"

A non-binding advisory vote is a shareholder vote that expresses investors’ opinion on a proposal (such as executive pay, corporate policy, or governance practices) but does not legally force the company to act. Think of it like a customer survey: it signals whether owners approve or disapprove and can pressure boards and managers to change course, so investors watch the result as an indicator of governance risk and potential future shifts in company strategy or leadership.

broker non-vote financial

"For | Against | Abstain | Broker Non-Vote"

independent registered public accounting firm financial

"Ratification of the appointment of RSM US LLP as the Company's independent registered public accounting firm"

An independent registered public accounting firm is an outside accounting company officially registered with the government regulator to examine and report on a public company's financial records and controls. Investors treat its reports like an impartial inspector’s certificate — they add credibility to financial statements, help spot errors or misleading claims, and reduce the risk that shareholders are relying on unchecked or biased numbers.

virtual-only format other

"was held on May 19, 2026 in a virtual-only format ("the Annual Meeting")"

An event or meeting held entirely online with no physical location, where participants join via video or web platforms much like choosing a video call instead of meeting in a conference room. For investors this matters because it changes how shareholders access information, ask questions, and cast votes—potentially increasing convenience and lowering costs but also raising concerns about technical access, participation fairness, and the transparency of interactions.

Emerging Growth Company regulatory

"Emerging Growth Company o"

An emerging growth company is a recently public or smaller public firm that qualifies for temporary, lighter regulatory and disclosure rules to reduce the cost and effort of being public. For investors, it means the company may provide less historical financial detail and face fewer reporting requirements than larger firms, so it can grow more quickly but also carries higher uncertainty—like buying a promising early-stage product with fewer user reviews.

Understanding 8-K Material Events →

05/21/2026 - 08:45 AM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): May 19, 2026

Camden National Corporation

(Exact name of registrant as specified in its charter)


Maine	001-13227		01-0413282
(State or other jurisdiction of incorporation)	(Commission File Number)		(IRS Employer Identification No.)

Two Elm Street	Camden	Maine	04843
(Address of principal executive offices)			(Zip Code)

Registrant's telephone number, including area code: (207) 236-8821

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, without par value	CAC	The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o


Item 5.07			Submission of Matters to a Vote of Security Holders.

The 2026 Annual Meeting of Shareholders of Camden National Corporation (“the Company”) was held on May 19, 2026 in a virtual-only format (“the Annual Meeting”). At the Annual Meeting, there were present virtually or by proxy 14,153,902 shares of the Company's common stock, representing approximately 83% of the total outstanding eligible votes. The Company’s shareholders voted on three proposals and cast their votes as described below.

1. Election of eleven persons to the Board of Directors, each to serve a one year term and until each such director's successor is elected and qualified:


	For	Against	Abstain	Broker Non-Vote
Craig N. Denekas	11,954,736	154,078	24,073	2,021,015
Simon R. Griffiths	12,050,643	55,954	26,290	2,021,015
Rebecca K. Hatfield	12,047,338	52,115	33,434	2,021,015
Larry K. Haynes	12,039,404	65,844	27,639	2,021,015
S. Catherine Longley	11,881,530	226,080	25,277	2,021,015
Raina L. Maxwell	12,031,299	75,596	25,992	2,021,015
Marie J. McCarthy	11,850,646	259,102	23,139	2,021,015
Robert D. Merrill	12,049,620	56,292	26,975	2,021,015
James H. Page, PH.D.	11,816,868	288,100	27,919	2,021,015
Robin A. Sawyer	11,902,870	205,913	24,104	2,021,015
Carl J. Soderberg	11,912,118	196,025	24,744	2,021,015

The majority of votes cast at the Annual Meeting voted to elect the eleven named persons above to the Board of Directors for a term of one year.

2. Non-binding advisory vote on the compensation of the Company's named executive officers ("Say-on-Pay"):


For	Against	Abstain	Broker Non-Vote
11,890,259	151,168	91,460	2,021,015

The majority of votes cast at the Annual Meeting voted to approve the compensation of the Company's named executive officers.

3. Ratification of the appointment of RSM US LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026:


For	Against	Abstain
14,085,633	45,262	23,007

The majority of votes cast at the Annual Meeting voted to ratify the appointment of RSM US LLP as the Company's independent registered public accounting firm for the year ending December 31, 2026.


Item 9.01			Financial Statements and Exhibits.

(d) The following exhibits are filed with this Report:


Exhibit No.			Description
101			Cover Page Interactive Data - the cover page XBRL tags are embedded within the Inline XBRL document.
104			Cover Page Interactive Data File - Included in Exhibit 101.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: May 21, 2026


			CAMDEN NATIONAL CORPORATION (Registrant)


			By:			/s/ MICHAEL R. ARCHER
						Michael R. Archer Chief Financial Officer and Principal Financial & Accounting Officer

Source: View Original Filing on SEC EDGAR

FAQ

What was approved at Camden National (CAC) 2026 annual meeting?

Shareholders approved all proposals, including electing eleven directors, endorsing executive compensation, and ratifying RSM US LLP as auditor for 2026. Each item received a majority of votes cast at the virtual-only annual meeting.

How many Camden National (CAC) shares were represented at the 2026 meeting?

A total of 14,153,902 common shares were represented, about 83% of total outstanding eligible votes. This indicates strong shareholder participation in the virtual-only 2026 Annual Meeting of Shareholders.

Did Camden National (CAC) shareholders approve Say-on-Pay in 2026?

Yes. The non-binding advisory vote on executive compensation received 11,890,259 votes for, 151,168 against, and 91,460 abstentions, with 2,021,015 broker non-votes. This reflects majority support for the company’s named executive officers’ compensation.

Who is Camden National’s (CAC) independent auditor for 2026?

Shareholders ratified the appointment of RSM US LLP as the independent registered public accounting firm for the year ending December 31, 2026. The ratification received 14,085,633 votes for, 45,262 against, and 23,007 abstentions.

Were all Camden National (CAC) director nominees elected in 2026?

Yes. All eleven nominees, including Craig N. Denekas and Simon R. Griffiths, received majority votes in favor. Each director will serve a one-year term until a successor is elected and qualified, with broker non-votes recorded on each election item.

What was the outcome of Camden National (CAC) auditor ratification vote?

The proposal to ratify RSM US LLP as auditor passed with 14,085,633 votes for, 45,262 against, and 23,007 abstentions. This confirms shareholder support for continuing the current independent registered public accounting firm for 2026.

Filing Exhibits & Attachments

4 documents