Steele Bancorp (STLE) shareholders back directors, pay plan and auditor at 2026 meeting
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
Steele Bancorp, Inc. reported the results of its 2026 Annual Meeting of Shareholders. Four directors – Timothy J. Apple, Richard J. Drzewiecki, Bradley E. Moyer, and J. Todd Troxell – were elected, each receiving over 1.45 million votes in favor, with additional broker non-votes recorded.
Shareholders approved the company’s named executive officer compensation, with 1,441,453 votes for, 67,602 against, and 62,071 abstentions, plus broker non-votes. They also supported holding future say-on-pay advisory votes every one year, with 859,024 votes favoring the annual frequency.
In addition, shareholders ratified the appointment of YHB CPAs and Consultants as independent registered public accounting firm for the year ending December 31, 2026, with 1,723,241 votes for, 20,403 against, and 62,603 abstentions. Management’s shareholder meeting presentation was furnished as Exhibit 99.1 under Regulation FD and not deemed filed for liability purposes.
Positive
- None.
Negative
- None.
8-K Event Classification
3 items: 5.07, 7.01, 9.01
3 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 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
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 Timothy J. Apple: 1,489,522 votes
Votes for Richard J. Drzewiecki: 1,477,289 votes
Say-on-pay approval votes: 1,441,453 for; 67,602 against
+3 more
6 metrics
Votes for Timothy J. Apple
1,489,522 votes
Election of director at 2026 Annual Meeting
Votes for Richard J. Drzewiecki
1,477,289 votes
Election of director at 2026 Annual Meeting
Say-on-pay approval votes
1,441,453 for; 67,602 against
Advisory vote on named executive officer compensation
Say-on-pay frequency 1-year votes
859,024 votes
Frequency of future advisory compensation votes
Auditor ratification for votes
1,723,241 votes
Ratification of YHB CPAs and Consultants for 2026
Auditor ratification against votes
20,403 votes
Ratification of YHB CPAs and Consultants for 2026
Key Terms
broker non-vote, advisory vote, independent registered public accounting firm, Regulation FD, +1 more
5 terms
broker non-vote financial
"The shareholders of the Corporation elected all four (4) of the nominees for directors by the following vote"
advisory vote financial
"An advisory vote to approve the compensation of named executive officers"
An advisory vote is a shareholder poll that expresses investors’ approval or concern about a company’s policy, executive pay, board decisions or other governance matters but does not legally force the company to act. Think of it like a customer survey: it signals investor sentiment and can pressure management to change course, so investors watch the result as a guide to future governance, risk and potential shifts in strategy.
independent registered public accounting firm financial
"Ratification of the selection of YHB CPAs and Consultants as the Corporation’s independent registered public accounting firm for 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.
Regulation FD regulatory
"ITEM 7.01 REGULATION FD DISCLOSURE On May 12, 2025, management made a presentation"
Regulation FD is a rule that prevents company insiders, like executives, from sharing important information with some people before others get it. It matters because it helps ensure all investors have equal access to key news, making the stock market fairer and reducing chances of insider trading.
broker Non-Vote financial
"1,441,453 | 67,602 | 62,071 | 235,121"
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)
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of
incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.)
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(Address of principal executive offices)
(Registrant’s telephone number, including area code)
N/A
(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:
Securities registered pursuant to Section 12(b) of the Exchange Act:
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Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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None
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None
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None
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Indicated by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2) ☐
If an emerging growth company, indicate by check mark if 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
At the 2026 Annual Meeting of Shareholders held on May 12, 2026, Steele Bancorp, Inc.’s (the “Corporation”) shareholders voted upon the following matters:
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(1)
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The election of four (4) Directors of the Corporation for terms of three (3) years, expiring in 2029;
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(2)
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An advisory vote to approve the compensation of named executive officers;
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(3)
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An advisory vote on the frequency of future advisory votes on the compensation of named executive officers;
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(4)
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Ratification of the selection of YHB CPAs and Consultants as the Corporation’s independent registered public accounting firm for 2026.
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The results of the voting were as follows:
1. Proposal No. 1: Election of Directors:
The shareholders of the Corporation elected all four (4) of the nominees for directors by the following vote:
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Director
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For
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Withheld
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Broker Non-Vote
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Timothy J. Apple
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1,489,522 | 81,604 | 235,121 |
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Richard J. Drzewiecki
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1,477,289 | 93,837 | 235,121 |
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Bradley E. Moyer
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1,476,412 | 94,714 | 235,121 |
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J. Todd Troxell
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1,453,786 | 117,340 | 235,121 |
2. Proposal No. 2: Advisory vote to approve named executive officer compensation:
The shareholders of the Corporation approved the named executive officer compensation by the following vote:
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For
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Against
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Abstain
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Broker Non-Vote
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| 1,441,453 | 67,602 | 62,071 | 235,121 |
3. Proposal No. 3: Advisory vote on the frequency of future advisory votes on the compensation of named executive officers:
The shareholders of the Corporation voted for the frequency of further advisory votes on the compensation of named executive officers be every one year by the following vote:
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1 Year
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2 Years | 3 Years |
Abstain
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Broker Non-Vote
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| 859,024 | 68,143 | 588,336 | 55,623 | 235,121 |
4. Proposal No. 4: Ratification of the appointment of the Corporation's independent registered public accounting firm:
The shareholders of the Corporation ratified the appointment of YHB CPAs and Consultants as the Corporation's independent registered public accounting firm for the year ending December 31, 2026 by the following vote:
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For
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Against
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Abstain
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| 1,723,241 | 20,403 | 62,603 |
ITEM 7.01 REGULATION FD DISCLOSURE
On May 12, 2025, management made a presentation at the Corporation’s 2026 Annual Meeting of Shareholders. A copy of the slide presentation is furnished as Exhibit 99.1 to this current report on Form 8-K and incorporated herein by reference.
The information contained in this Item 7.01 and Exhibit 99.1 is being furnished, and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to liability under Section 18. Furthermore, the information contained in this Item 7.01 and Exhibit 99.1 shall not be deemed to be incorporated by reference into the Corporation’s filings under the Securities Act of 1933, as amended, or the Exchange Act.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(a) Not applicable
(b) Not applicable
(c) Not applicable
(d) Exhibits.
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Exhibit Number
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Description
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99.1
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Slide Presentation
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104
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Cover Page Interactive Data File (embedded in the cover page formatted in Inline XBRL)
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SIGNATURE
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.
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Date: May 12, 2026
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Steele Bancorp, Inc.
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By: /s/ Thomas C. Graver Jr.
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Thomas C. Graver Jr.
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Senior Executive Vice President & Chief
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Financial Officer
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Exhibit 99.1
FAQ
What information did Steele Bancorp, Inc. (STLE) furnish under Regulation FD in this 8-K?
Management furnished a slide presentation used at the 2026 Annual Meeting of Shareholders as Exhibit 99.1. The company stated this information is being furnished, not filed, so it is not subject to Section 18 liability or automatically incorporated into Securities Act or Exchange Act filings.