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Sound Financial Bancorp (NASDAQ: SFBC) investors approve directors, pay and auditor at 2026 meeting

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

Rhea-AI Filing Summary

Sound Financial Bancorp, Inc. reported the results of its annual shareholder meeting held on May 26, 2026. Shareholders elected David S. Haddad, Jr. and Laura Lee Stewart as directors to terms expiring in 2029. Haddad received 1,611,647 votes for and 89,116 withheld, while Stewart received 1,350,298 votes for and 350,465 withheld, with 504,228 broker non-votes for each nominee.

Shareholders also approved, on an advisory (non-binding) basis, the Company’s executive compensation, with 1,301,081 votes for, 119,353 against, 280,329 abstentions and 504,228 broker non-votes. In addition, shareholders ratified the appointment of Baker Tilly, LLP as independent registered public accounting firm for the year ending December 31, 2026, with 2,135,877 votes for, 66,862 against and 2,252 abstentions.

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.
Votes for David S. Haddad, Jr. 1,611,647 votes Election as director, term expiring 2029
Votes for Laura Lee Stewart 1,350,298 votes Election as director, term expiring 2029
Broker non-votes for director elections 504,228 votes Applied to each director nominee
Executive compensation votes for 1,301,081 votes Advisory (non-binding) say-on-pay proposal
Executive compensation votes against 119,353 votes Advisory (non-binding) say-on-pay proposal
Auditor ratification votes for 2,135,877 votes Ratification of Baker Tilly, LLP for 2026
Auditor ratification votes against 66,862 votes Ratification of Baker Tilly, LLP for 2026
broker non-vote financial
"Broker Non-Vote | 504,228 | 504,228"
advisory (non-binding) vote on executive compensation financial
"The Company’s shareholders approved the advisory (non-binding) vote on executive compensation."
independent registered public accounting firm financial
"ratified the appointment of Baker Tilly, 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.
annual meeting of shareholders financial
"held its annual meeting of shareholders on May 26, 2026."
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.
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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 26, 2026
SOUND FINANCIAL BANCORP, INC.
(Exact name of registrant as specified in its charter)
Maryland 001-35633 45-5188530
(State or other jurisdiction of incorporation) (Commission File No.) (IRS Employer Identification No.)
2400 3rd Avenue, Suite 150, Seattle, Washington
98121
(Address of principal executive offices)(Zip Code)
Registrant's telephone number, including area code: (206) 448-0884
 
(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:
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 classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.01 par valueSFBCThe 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 or Rule 12b-2 of the Securities Exchange Act of 1934.
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.

Sound Financial Bancorp, Inc. (the “Company”) held its annual meeting of shareholders on May 26, 2026. Holders of record of the Company’s common stock at the close of business on March 31, 2026, were entitled to vote on three proposals at the annual meeting. The final voting results of each proposal are set forth below.

Proposal 1 – Election of Directors
The Company’s shareholders approved the election of David S. Haddad, Jr. and Laura Lee Stewart as directors of the Company, each for a term to expire in the year 2029.
David S. Haddad, Jr.Laura Lee Stewart
For1,611,6471,350,298
Withheld89,116350,465
Broker Non-Vote504,228504,228
Proposal 2 - Advisory (Non-binding) Vote on Executive Compensation
The Company’s shareholders approved the advisory (non-binding) vote on executive compensation.
Number of Votes
For1,301,081
Against119,353
Abstain280,329
Broker Non-Votes504,228
Proposal 3 - Ratification of Independent Registered Public Accounting Firm
The Company’s shareholders ratified the appointment of Baker Tilly, LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026.
Number of Votes
For2,135,877
Against66,862
Abstain2,252



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 thereunto duly authorized.
 SOUND FINANCIAL BANCORP, INC.
   
Date: May 28, 2026By:/s/ Laura Lee Stewart
  Laura Lee Stewart
  CEO


FAQ

What did Sound Financial Bancorp (SFBC) shareholders decide at the 2026 annual meeting?

Shareholders approved all three proposals at the 2026 annual meeting. They elected two directors for terms expiring in 2029, approved executive compensation on an advisory basis, and ratified Baker Tilly, LLP as the independent registered public accounting firm for 2026.

Which directors were elected to Sound Financial Bancorp’s board in 2026 and how did they fare in the vote?

David S. Haddad, Jr. and Laura Lee Stewart were elected as directors to terms expiring in 2029. Haddad received 1,611,647 votes for and 89,116 withheld, while Stewart received 1,350,298 for and 350,465 withheld, plus 504,228 broker non-votes for each.

How did Sound Financial Bancorp (SFBC) shareholders vote on executive compensation in 2026?

Shareholders approved the advisory (non-binding) vote on executive compensation. The tally was 1,301,081 votes for, 119,353 against, 280,329 abstentions and 504,228 broker non-votes, indicating shareholder support for the company’s executive pay program that year.

Which audit firm did Sound Financial Bancorp (SFBC) shareholders ratify for 2026?

Shareholders ratified Baker Tilly, LLP as the independent registered public accounting firm for the year ending December 31, 2026. The ratification received 2,135,877 votes for, 66,862 against and 2,252 abstentions, confirming shareholder backing for the audit appointment.

What are broker non-votes in Sound Financial Bancorp’s 2026 meeting results?

Broker non-votes are shares held in street name where brokers did not receive voting instructions on certain proposals. At the 2026 meeting, there were 504,228 broker non-votes for the director elections and executive compensation advisory vote, but none listed for the auditor ratification.

When were Sound Financial Bancorp shareholders of record determined for the 2026 annual meeting?

Shareholders of record as of the close of business on March 31, 2026 were entitled to vote. This record date defined who could participate in voting on director elections, the advisory executive compensation proposal, and the ratification of the independent registered public accounting firm.

Filing Exhibits & Attachments

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