Colony Bankcorp shareholders approve directors and pay

Colony Bankcorp, Inc. reported results of its annual shareholder meeting held on May 21, 2026.

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Form Type

8-K

Rhea-AI Filing Summary

Colony Bankcorp, Inc. reported results of its annual shareholder meeting held on May 21, 2026. Shareholders owning 16,138,980 shares of common stock, or 76.22% of the 21,172,315 shares outstanding as of March 27, 2026, were represented, establishing a quorum.

All eight director nominees received between 13,313,557 and 13,883,640 votes in favor and were elected to serve until the 2027 annual meeting. Shareholders also approved the advisory say-on-pay resolution, with 13,368,357 votes for, 350,535 against and 240,647 abstentions.

Mauldin & Jenkins, LLC was ratified as independent registered public accounting firm for the year ended December 31, 2026, receiving 15,991,044 votes for, 143,300 against and 4,636 abstentions.

8-K Event Classification

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

1 item

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.

Key Figures

Shares outstanding entitled to vote: 21,172,315 shares Shares represented at meeting: 16,138,980 shares Quorum percentage: 76.22% +4 more

7 metrics

Shares outstanding entitled to vote 21,172,315 shares Common stock outstanding as of March 27, 2026 record date

Shares represented at meeting 16,138,980 shares Shares present in person or by proxy at annual meeting

Quorum percentage 76.22% Portion of Colony Bankcorp common stock represented at meeting

Say-on-pay votes for 13,368,357 votes Advisory approval of executive compensation plan

Say-on-pay votes against 350,535 votes Advisory say-on-pay resolution opposition

Auditor ratification votes for 15,991,044 votes Ratification of Mauldin & Jenkins, LLC for 2026

Highest director support 13,883,640 votes Votes for director nominee Paul Joiner, III

Key Terms

quorum, broker non-votes, advisory “say on pay” resolution, independent registered public accounting firm, +1 more

5 terms

quorum financial

"constituting a quorum, were represented in person or by proxy at the Annual Meeting"

A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.

broker non-votes financial

"including the votes cast for, against or withheld, as well as the number of abstentions and broker non-votes"

Broker non-votes occur when a brokerage firm is unable to vote on a shareholder’s behalf during a company election or decision because the shareholder has not given specific voting instructions, and the broker is not allowed or chooses not to vote on certain matters. They are important because they can affect the outcome of votes, especially when the results are close, by effectively reducing the total number of votes cast.

advisory “say on pay” resolution financial

"The approval of an advisory “say on pay” resolution supporting the compensation plan for the Company’s named executive officers"

independent registered public accounting firm financial

"The ratification of the appointment of Mauldin & Jenkins, LLC 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.

record date financial

"As of March 27, 2026, the record date for the Annual Meeting, 21,172,315 shares"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Colony Bankcorp (CBAN) shareholders vote on at the 2026 annual meeting?

Shareholders voted on three items: electing eight directors, an advisory say-on-pay resolution on executive compensation, and ratifying Mauldin & Jenkins, LLC as independent registered public accounting firm for the year ended December 31, 2026.

How many Colony Bankcorp (CBAN) shares were represented at the 2026 annual meeting?

A total of 16,138,980 shares were represented in person or by proxy, equal to 76.22% of Colony Bankcorp’s 21,172,315 common shares outstanding and entitled to vote as of the March 27, 2026 record date, establishing a valid quorum for business.

Were all Colony Bankcorp (CBAN) director nominees elected in 2026?

Yes, all eight director nominees were elected. Each received between 13,313,557 and 13,883,640 votes for, with relatively small numbers of votes withheld and 2,179,441 broker non-votes reported for each director position on the Colony Bankcorp board.

How did Colony Bankcorp (CBAN) shareholders vote on executive compensation in 2026?

Shareholders approved the advisory say-on-pay resolution. The compensation plan for named executive officers received 13,368,357 votes for, 350,535 votes against, 240,647 abstentions and 2,179,441 broker non-votes, indicating overall support for the company’s executive pay practices that year.

Which audit firm did Colony Bankcorp (CBAN) shareholders ratify for 2026?

Shareholders ratified Mauldin & Jenkins, LLC as Colony Bankcorp’s independent registered public accounting firm for the year ended December 31, 2026, with 15,991,044 votes for, 143,300 votes against and 4,636 abstentions, and no broker non-votes reported on this proposal.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/22/2026 - 04:15 PM EDT

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 22, 2026

COLONY BANKCORP, INC.

(Exact name of registrant as specified in its charter)


Georgia	001-42397	58-1492391
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

115 South Grant Street, Fitzgerald, Georgia 31750

(Address of principal executive offices) (Zip Code)

(229) 426-6000

(Registrant's telephone number, including area code)

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, par value $1.00 per share	CBAN	The New York Stock Exchange

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. ☐

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

On May 21, 2026, the Company held its Annual Meeting. As of March 27, 2026, the record date for the Annual Meeting, 21,172,315 shares of the Company's common stock were outstanding and entitled to vote at the Annual Meeting. A total of 16,138,980 shares, or 76.22% of Colony's common stock, constituting a quorum, were represented in person or by proxy at the Annual Meeting.

The Company's shareholders voted on three proposals at the Annual Meeting. The final results of the votes, including the votes cast for, against or withheld, as well as the number of abstentions and broker non-votes, relating to each matter are as follows:

Proposal 1. The election of eight directors to constitute the Company's Board of Directors to serve until the 2027 annual meeting of shareholders and until their successors are elected and qualified:


	Votes For	Votes Withheld	Broker Non-Votes
Scott L. Downing	13,840,474	119,065	2,179,441
T. Heath Fountain	13,854,349	105,190	2,179,441
Audrey D. Hollingsworth	13,834,242	125,297	2,179,441
Paul Joiner, III	13,883,640	75,899	2,179,441
Mark H. Massee	13,700,732	258,807	2,179,441
Meagan M. Mowry	13,313,557	645,982	2,179,441
Matthew D. Reed	13,860,465	99,074	2,179,441
Brian D. Schmitt	13,852,561	106,978	2,179,441

Proposal 2. The approval of an advisory “say on pay” resolution supporting the compensation plan for the Company’s named executive officers:


For	Against	Abstain	Broker Non-Votes
13,368,357	350,535	240,647	2,179,441

Proposal 3. The ratification of the appointment of Mauldin & Jenkins, LLC as the Company’s independent registered public accounting firm for the year ended December 31, 2026:


For	Against	Abstain	Broker Non-Votes
15,991,044	143,300	4,636	—

SIGNATURE

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.


	COLONY BANKCORP, INC.


Date: May 22, 2026	By:	/s/ T. Heath Fountain
		T. Heath Fountain
		Chief Executive Officer

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

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