Peoples Financial (PFBX) 2026 meeting: directors re-elected, auditor and pay backed

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Peoples Financial Corporation reported results of its 2026 Annual Meeting of Shareholders. There were 4,617,466 shares of common stock outstanding and entitled to vote, with 4,335,240 shares represented in person or by proxy, establishing a quorum.

Shareholders elected the Board’s nominees Ronald G. Barnes, Padrick D. Dennis, Jeffrey H. O’Keefe, Katherine Paige Hunt, George J. Sliman III and Chevis C. Swetman to one-year terms. Opposition nominee Stewart F. Peck did not receive majority support.

Shareholders ratified EisnerAmper LLP as independent registered public accountants for the year ending December 31, 2026, with 4,228,850 votes for, 7,584 against and 98,806 abstentions. They also approved, on an advisory basis, the compensation of named executive officers, with 2,649,976 votes for, 1,621,715 against and 63,549 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: 4,617,466 shares Shares represented: 4,335,240 shares Auditor ratification - For: 4,228,850 shares +5 more

8 metrics

Shares outstanding 4,617,466 shares Common stock outstanding and entitled to vote at the 2026 Annual Meeting

Shares represented 4,335,240 shares Shares present in person or by proxy at the 2026 Annual Meeting (quorum)

Auditor ratification - For 4,228,850 shares Votes for ratifying EisnerAmper LLP as independent registered public accountants for 2026

Auditor ratification - Against 7,584 shares Votes against ratifying EisnerAmper LLP for the year ending December 31, 2026

Auditor ratification - Abstain 98,806 shares Abstentions on ratifying EisnerAmper LLP as independent registered public accountants

Say-on-pay For 2,649,976 shares Votes for approving compensation of named executive officers on advisory basis

Say-on-pay Against 1,621,715 shares Votes against the advisory proposal on executive officer compensation

Say-on-pay Abstain 63,549 shares Abstentions on the advisory vote regarding executive compensation

Key Terms

independent registered public accountants, Advisory (non-binding) vote, inspector of elections, quorum

4 terms

independent registered public accountants regulatory

"shareholders ratified the appointment of EisnerAmper LLP as the Company’s independent registered public accountants"

Advisory (non-binding) vote regulatory

"Advisory (non-binding) proposal to approve compensation of the named executive officers"

inspector of elections regulatory

"First Coast Results, Inc., the independent inspector of elections for the 2026 Annual Meeting"

An inspector of elections is an independent person or firm appointed to oversee and verify shareholder voting at corporate meetings, ensuring ballots and proxies are collected, validated and accurately counted. Like a neutral referee or scoreboard operator, they protect the integrity of votes that decide board members, mergers or other major actions, so investors can trust that outcomes reflect the true will of shareholders.

quorum regulatory

"4,335,240 shares of common stock were represented in person or by proxy at the Annual Meeting, constituting a quorum"

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.

Understanding 8-K Material Events →

04/27/2026 - 05:05 PM

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 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) April 22, 2026

PEOPLES FINANCIAL CORPORATION

(Exact Name of Registrant as Specified in its Charter)

Mississippi

(State or Other Jurisdiction of Incorporation)


001-12103	64-0709834
(Commission File Number)	(IRS Employer Identification No.)

152 Lameuse Street Biloxi, MS	39530
(Address of Principal Executive Offices)	(Zip Code)

(228) 435-5511

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

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


	Trading
Title of each class	Symbol(s)	Name of each exchange on which registered
None	PFBX	None

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 (see General Instructions A.2 below):

☐ 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))

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

The 2026 Annual Meeting of Shareholders (the “Annual Meeting”) of Peoples Financial Corporation (the “Company”) was held on April 22, 2026. There were 4,617,466 shares of common stock outstanding and entitled to vote at the Annual Meeting and 4,335,240 shares of common stock were represented in person or by proxy at the Annual Meeting, constituting a quorum. First Coast Results, Inc., the independent inspector of elections for the 2026 Annual Meeting, provided a final voting report on April 27, 2026, certifying the following results:

PROPOSAL 1: ELECTION OF DIRECTORS

According to the tabulation of voting results, the following is a record of votes cast with respect to the election of Ronald G. Barnes, Padrick D. Dennis, Jeffrey H. O’Keefe, Katherine Paige Hunt, George J. Sliman, III and Chevis C. Swetman, each for a one-year term:




	For	Withheld
Board of Directors' Nominees:
Ronald G. Barnes	2,750,360	1,583,979
Padrick D. Dennis	2,757,360	1,576,975
Jeffrey H. O'Keefe	2,760,036	1,574,379
Katherine Paige Hunt	2,747,055	1,587,280
George J. Sliman, III	2,748,359	1,585,856
Chevis C. Swetman	2,677,636	1,656,476

Opposition Nominee:
Stewart F. Peck	1,661,993	2,602,505

PROPOSAL 2: RATIFICATION OF THE APPOINTMENT OF EISNERAMPER LLP

According to the tabulation of voting results, the shareholders ratified the appointment of EisnerAmper LLP as the Company’s independent registered public accountants for the year ending December 31, 2026:


For	Against	Abstain

4,228,850	7,584	98,806

PROPOSAL 3: ADVISORY (NON-BINDING) VOTE ON COMPENSATION OF EXECUTIVE OFFICERS

Advisory (non-binding) proposal to approve compensation of the named executive officers as set forth under the heading “Compensation of Executive Officers and Directors” in Section VI in the 2026 Proxy Statement:


For	Against	Abstain

2,649,976	1,621,715	63,549

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: April 27, 2026

	PEOPLES FINANCIAL CORPORATION

	By:	/s/ Chevis C. Swetman
		Chevis C. Swetman
		Chairman, President and CEO

Source: View Original Filing on SEC EDGAR

FAQ

What was the quorum at Peoples Financial (PFBX) 2026 annual meeting?

A quorum was achieved at the Peoples Financial 2026 annual meeting, with 4,335,240 shares represented out of 4,617,466 shares outstanding and entitled to vote. This level of participation allowed all proposals and director elections to be validly considered by shareholders.

Which directors were elected at Peoples Financial (PFBX) 2026 annual meeting?

Shareholders elected Ronald G. Barnes, Padrick D. Dennis, Jeffrey H. O’Keefe, Katherine Paige Hunt, George J. Sliman III and Chevis C. Swetman to one-year terms. Each received more “for” than “withheld” votes, while opposition nominee Stewart F. Peck did not obtain majority support.

How did Peoples Financial (PFBX) shareholders vote on the auditor in 2026?

Shareholders strongly supported ratifying EisnerAmper LLP as independent registered public accountants for the year ending December 31, 2026. The vote was 4,228,850 shares for, 7,584 against and 98,806 abstentions, indicating broad approval of the company’s choice of external auditor.

What were the results of the 2026 say-on-pay vote for Peoples Financial (PFBX)?

Shareholders approved, on an advisory and non-binding basis, the compensation of Peoples Financial’s named executive officers. The vote totaled 2,649,976 shares for, 1,621,715 against and 63,549 abstentions, indicating more support than opposition for the company’s executive pay program.

Who served as inspector of elections for Peoples Financial (PFBX) 2026 annual meeting?

First Coast Results, Inc. served as the independent inspector of elections for the 2026 annual meeting. It provided the final voting report on April 27, 2026, certifying the detailed results for director elections and the three shareholder proposals considered.

Filing Exhibits & Attachments

4 documents