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Republic Bancorp (NASDAQ: RBCAA) posts 2026 shareholder vote outcomes

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Republic Bancorp, Inc. held its 2026 Annual Meeting of Shareholders on April 23, 2026. Shareholders elected 13 directors to serve until the 2027 annual meeting, with each nominee receiving over 31.8 million votes in favor and additional broker non-votes recorded.

Shareholders also ratified the appointment of Forvis Mazars, LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, with 35,141,356 votes for, 16,037 against, and 12,647 abstentions, indicating strong overall support for the auditor choice.

Positive

  • None.

Negative

  • None.
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.
Highest director votes for 32,501,954 votes Votes for director nominee Yoania Cannon at 2026 annual meeting
Lowest director votes for 31,837,510 votes Votes for director nominee Mark A. Vogt at 2026 annual meeting
Typical broker non-votes 1,814,250 votes Broker non-votes recorded for each director election proposal
Auditor ratification votes for 35,141,356 votes Forvis Mazars, LLP ratified as 2026 auditor
Auditor ratification votes against 16,037 votes Votes cast against auditor ratification proposal
Auditor ratification abstentions 12,647 votes Abstentions on proposal to ratify Forvis Mazars, LLP
Annual Meeting of Shareholders financial
"held its 2026 Annual Meeting of Shareholders (the “Meeting”)."
A yearly gathering where a company’s owners (shareholders) vote on key items like electing the board, approving executive pay, and ratifying auditors, and receive updates on performance and strategy. Think of it as an annual town hall for owners: it matters to investors because outcomes and disclosures can affect leadership, corporate direction, dividend and governance policies, and therefore the company’s risk and potential return.
independent registered public accounting firm financial
"Forvis Mazars, 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.
broker non-votes financial
"Votes For | Withheld | 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.
ratify the appointment financial
"To ratify the appointment of Forvis Mazars, LLP as the independent registered public accounting firm"
0000921557false00009215572026-04-232026-04-23

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): April 23, 2026

REPUBLIC BANCORP, INC.

(Exact name of registrant as specified in its charter)

Kentucky

0-24649

61-0862051

(State or other jurisdiction

(Commission File Number)

(I.R.S. Employer Identification No.)

of incorporation)

601 West Market Street, Louisville, Kentucky

40202

(Address of principal executive offices)

(zip code)

Registrant’s telephone number, including area code: (502) 584-3600

NOT APPLICABLE
(Former Name or former address, if changed since last report)

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 Instruction 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))

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

Title of each class

Trading Symbol

Name of each exchange on which registered

Class A Common

RBCAA

The Nasdaq Stock Market

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 April 23, 2026, Republic Bancorp, Inc. (the “Company”) held its 2026 Annual Meeting of Shareholders (the “Meeting”). At the Meeting, the Company’s shareholders voted and: (1) elected each of the Company’s nominees for director to the Company’s Board of Directors (the “Board”); and (2) ratified the appointment of Forvis Mazars, LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026. Set forth below are the final voting results for each of the proposals submitted to a vote of the Company’s shareholders at the Meeting.

Proposal 1: To elect 13 directors to serve until the 2027 annual meeting of shareholders and their successors are elected and qualified or their earlier resignation or removal.

Votes

Broker

Nominee

Votes For

Withheld

Non-Votes

Yoania Cannon

32,501,954

1,853,836

1,814,250

Jennifer N. Green

32,482,664

1,873,126

1,814,250

Heather V. Howell

32,461,113

1,894,677

1,814,250

Timothy S. Huval

32,499,749

1,856,041

1,814,250

Ernest W. Marshall, Jr.

32,482,852

1,872,938

1,814,250

W. Kennett Oyler, III

32,478,631

1,877,159

1,814,250

Logan M. Pichel

32,392,906

1,962,884

1,814,250

Vidya Ravichandran

32,468,621

1,887,169

1,814,250

Alejandro M. Sanchez

32,501,321

1,854,469

1,814,250

A. Scott Trager

32,002,343

2,353,447

1,814,250

Steven E. Trager

32,470,100

1,885,690

1,814,250

Andrew Trager-Kusman

32,340,510

2,015,280

1,814,250

Mark A. Vogt

31,837,510

2,518,280

1,814,250

Proposal 2: To ratify the appointment of Forvis Mazars, LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026.

Votes For

35,141,356

Votes Against

16,037

Votes Abstained

12,647

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.

Republic Bancorp, Inc.

(Registrant)

Date: April 24, 2026

By:

/s/ Kevin Sipes

Executive Vice President, Chief Financial Officer & Chief Accounting Officer

2

FAQ

What did Republic Bancorp, Inc. (RBCAA) shareholders approve at the 2026 annual meeting?

Shareholders elected 13 directors and ratified Forvis Mazars, LLP as auditor. All board nominees received over 31.8 million votes for, and the auditor ratification gained 35.1 million votes for, reflecting broad shareholder support for governance and audit oversight.

How did Republic Bancorp, Inc. (RBCAA) shareholders vote on the 13 director nominees?

All 13 nominees were elected with strong majorities. Votes for each nominee ranged from 31,837,510 to 32,501,954, with additional votes withheld and broker non-votes recorded, confirming continued shareholder backing for the existing board slate.

Who is the independent auditor ratified by Republic Bancorp, Inc. (RBCAA) shareholders for 2026?

Shareholders ratified Forvis Mazars, LLP as the independent registered public accounting firm for the fiscal year ending December 31, 2026. The ratification passed with 35,141,356 votes for, 16,037 against, and 12,647 abstentions, indicating clear approval of the auditor selection.

What were the vote totals for Republic Bancorp, Inc. (RBCAA) auditor ratification?

The auditor ratification proposal received 35,141,356 votes for, 16,037 votes against, and 12,647 abstentions. These results show a very high level of shareholder support for retaining Forvis Mazars, LLP as the company’s independent registered public accounting firm for 2026.

Did any Republic Bancorp, Inc. (RBCAA) director nominee face significant opposition?

All nominees were elected with large majorities. The lowest support level among nominees was 31,837,510 votes for versus 2,518,280 withheld, plus 1,814,250 broker non-votes, indicating no nominee faced unusually high opposition from voting shareholders.

What was the governance focus of Republic Bancorp, Inc. (RBCAA) 2026 annual meeting?

The meeting focused on electing the full slate of 13 directors and ratifying Forvis Mazars, LLP as auditor for 2026. Both proposals passed comfortably, reinforcing continuity in the company’s board composition and external financial statement audit oversight.

Filing Exhibits & Attachments

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