Shore Bancshares (SHBI) holders elect directors, approve pay and ratify Crowe LLP
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Shore Bancshares, Inc. reported the results of its annual stockholder meeting held on May 20, 2026. Stockholders elected five directors—Michael B. Adams, James M. Burke, Louis P. Jenkins, Jr., David S. Jones, and Dawn M. Willey—to three-year terms, with each nominee receiving more votes for than against.
Stockholders also approved, on a non-binding basis, the compensation of the company’s named executive officers, with 23,842,167 shares voted for and 593,669 against, and 3,877,710 broker non-votes. In addition, they ratified the appointment of Crowe LLP as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 28,335,126 shares voted for and minimal opposition.
Positive
- None.
Negative
- None.
8-K Event Classification
2 items: 5.07, 9.01
2 items
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.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Votes for James M. Burke: 24,176,173 shares
Say-on-pay votes for: 23,842,167 shares
Say-on-pay votes against: 593,669 shares
+4 more
7 metrics
Votes for James M. Burke
24,176,173 shares
Director election at annual meeting
Say-on-pay votes for
23,842,167 shares
Non-binding executive compensation approval
Say-on-pay votes against
593,669 shares
Non-binding executive compensation approval
Broker non-votes on say-on-pay
3,877,710 shares
Executive compensation proposal
Auditor ratification votes for
28,335,126 shares
Ratification of Crowe LLP for fiscal 2026
Auditor ratification votes against
10,230 shares
Ratification of Crowe LLP for fiscal 2026
Broker non-votes on directors
3,877,710 shares
Election of directors
Key Terms
broker non-votes, non-binding resolution, independent registered public accounting firm, emerging growth company
4 terms
broker non-votes financial
"There were 3,877,710 broker non-votes in the election of directors."
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.
non-binding resolution financial
"The stockholders voted in favor of the non-binding resolution to approve the compensation of the named executive officers"
independent registered public accounting firm financial
"ratified the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026"
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.
emerging growth company regulatory
"Emerging growth company o o Item 5.07 Submission of Matters to a Vote of Security Holders"
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.
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 20, 2026
(Exact name of registrant as specified in its charter)
(State or other jurisdiction of incorporation or organization) | (Commission file number) | (IRS Employer Identification No.) | ||||||||||||
(Address of principal executive offices) (Zip Code)
(410 ) 763-7800
(Registrant’s telephone number, including area code)
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 obligations 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 | Name of Each Exchange on Which Registered | ||||||||||||
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 o
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. o
Item 5.07 Submission of Matters to a Vote of Security Holders
(a)The annual meeting of the stockholders of Shore Bancshares, Inc. (the “Company”) was held on May 20, 2026.
(b)The matters considered and voted on by the stockholders at the annual meeting and the vote of the stockholders were as follows:
1.The stockholders elected the following individuals as directors, each for a three-year term, by the following vote:
Name | Shares Voted For | Shares Voted Against | Abstentions | |||||||||||||||||
Michael B. Adams | 23,396,968 | 1,060,701 | 58,643 | |||||||||||||||||
James M. Burke | 24,176,173 | 224,544 | 115,595 | |||||||||||||||||
Louis P. Jenkins, Jr. | 23,241,285 | 1,217,414 | 57,613 | |||||||||||||||||
David S. Jones | 22,287,650 | 2,110,133 | 118,529 | |||||||||||||||||
Dawn M. Willey | 23,238,686 | 1,236,951 | 40,675 | |||||||||||||||||
There were 3,877,710 broker non-votes in the election of directors.
2.The stockholders voted in favor of the non-binding resolution to approve the compensation of the named executive officers by the following vote:
Shares Voted For | Shares Voted Against | Abstentions | ||||||||||||
23,842,167 | 593,669 | 80,475 | ||||||||||||
There were 3,877,710 broker non-votes on the proposal.
3.The stockholders ratified the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026, by the following vote:
Shares Voted For | Shares Voted Against | Abstentions | ||||||||||||
28,335,126 | 10,230 | 48,666 | ||||||||||||
There were no broker non-votes on the proposal.
Item 9.01 Exhibits
Exhibit No. | Description | |||||||
104 | Cover Page Interactive Data File (embedded within the inline XBRL document) | |||||||
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.
SHORE BANCSHARES, INC. | |||||||||||
Dated: May 20, 2026 | By: | /s/ James M. Burke | |||||||||
James M. Burke | |||||||||||
President and Chief Executive Officer | |||||||||||