SB Financial (NASDAQ: SBFG) shareholders back all 2026 proposals
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
SB Financial Group, Inc. reported the results of its 2026 annual shareholder meeting held in Defiance, Ohio. At the record date, 6,302,455 common shares were outstanding and entitled to vote, and 4,677,323 shares, or 74.21%, were represented in person or by proxy.
Shareholders elected three directors for terms expiring in 2029. Support ranged from 2,834,085 votes for Timothy L. Claxton to 3,394,171 votes for Sue A. Strausbaugh, with broker non-votes recorded on each director election.
Shareholders also approved the ratification of FORVIS, LLP as independent auditor for the year ending December 31, 2026, with 4,585,066 votes for and 84,209 against. A non-binding advisory resolution approving compensation of named executive officers passed with 3,244,706 votes for and 170,479 against.
Positive
- None.
Negative
- None.
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 (record date): 6,302,455 shares
Shares represented at meeting: 4,677,323 shares
Turnout percentage: 74.21%
+5 more
8 metrics
Shares outstanding (record date)
6,302,455 shares
Outstanding and entitled to vote as of February 23, 2026
Shares represented at meeting
4,677,323 shares
Represented in person or by proxy; 74.21% of entitled shares
Turnout percentage
74.21%
Percent of outstanding common shares represented at 2026 meeting
Votes for auditor ratification
4,585,066 votes
For ratifying FORVIS, LLP as auditor for year ending December 31, 2026
Votes for say-on-pay
3,244,706 votes
For non-binding advisory approval of named executive officer compensation
Claxton votes for
2,834,085 votes
Votes for election of director Timothy L. Claxton, term expiring 2029
Finn votes for
3,330,175 votes
Votes for election of director Gaylyn J. Finn, term expiring 2029
Strausbaugh votes for
3,394,171 votes
Votes for election of director Sue A. Strausbaugh, term expiring 2029
Key Terms
broker non-votes, independent registered public accounting firm, non-binding advisory resolution, named executive officers, +1 more
5 terms
broker non-votes financial
"Number of 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.
independent registered public accounting firm financial
"to ratify the appointment of FORVIS, LLP as the 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.
non-binding advisory resolution financial
"to consider and vote upon a non-binding advisory resolution to approve the compensation"
A non-binding advisory resolution is a shareholder vote that expresses investors’ opinion or recommendation but does not legally force the company to act. Think of it like a public survey: management can ignore it, but a strong vote for or against signals investor sentiment, can sway board behavior or policy decisions, and may influence market perception and future, potentially binding, actions.
named executive officers financial
"approve the compensation of SB Financial’s named executive officers"
Named executive officers are the senior company leaders whose names, roles and compensation are singled out in required regulatory filings; this typically includes the chief executive, chief financial officer and the next highest‑paid senior officers. Investors treat this list like a team roster — it shows who makes key decisions, how they are paid and whether incentives align with shareholder interests, so changes or pay patterns can signal governance quality, risk or strategic shifts.
emerging growth company regulatory
"Emerging growth company"
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.
FAQ
Which directors were elected at SB Financial (SBFG)'s 2026 annual meeting?
Shareholders elected Timothy L. Claxton, Gaylyn J. Finn, and Sue A. Strausbaugh to three-year terms expiring in 2029. Vote support ranged from 2,834,085 to 3,394,171 shares in favor, with additional withheld votes and broker non-votes recorded.