Western New England Bancorp shareholders back all proposals

Western New England Bancorp, Inc. reported results of its Annual Meeting of Shareholders.

(Moderate)

(Neutral)How Sentiment works

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

How Sentiment works How the balance works

Form Type

8-K

Rhea-AI Filing Summary

Western New England Bancorp, Inc. reported results of its Annual Meeting of Shareholders. Of 20,258,872 common shares eligible to vote, 17,246,961 were present in person or by proxy, establishing a quorum to conduct business.

Shareholders elected four directors — Laura J. Benoit, Donna J. Damon, Lisa G. McMahon, and Steven G. Richter — each for a three-year term expiring in 2029. They also approved a non-binding advisory resolution on compensation of the Named Executive Officers, and ratified the appointment of Wolf & Company, P.C. as independent registered public accounting firm for the fiscal year ending December 31, 2026.

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 eligible to vote: 20,258,872 shares Shares present or by proxy: 17,246,961 shares Say-on-pay votes for: 14,410,426 shares +3 more

6 metrics

Shares eligible to vote 20,258,872 shares Common stock eligible at Annual Meeting

Shares present or by proxy 17,246,961 shares Shares represented at Annual Meeting (quorum)

Say-on-pay votes for 14,410,426 shares Non-binding advisory compensation resolution

Say-on-pay votes against 255,079 shares Non-binding advisory compensation resolution

Auditor ratification votes for 16,980,392 shares Ratification of Wolf & Company, P.C. for FY 2026

Auditor ratification votes against 205,949 shares Ratification of Wolf & Company, P.C. for FY 2026

Key Terms

broker non-votes, non-binding advisory resolution, independent registered public accounting firm, quorum

4 terms

broker non-votes financial

"Votes For | | Votes 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.

non-binding advisory resolution financial

"Consideration and approval of a non-binding advisory resolution on 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.

independent registered public accounting firm financial

"as the Company’s independent registered public accounting firm for the fiscal year"

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.

quorum financial

"which constituted a quorum to conduct business"

A quorum is the minimum number of members needed to officially hold a meeting or make decisions. It ensures that decisions are made with enough participation to represent the group’s interests, much like a majority must be present for a vote to be valid. For investors, understanding quorum is important because it affects when and how important company or organization decisions can be legally made.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Western New England Bancorp (WNEB) shareholders vote on at the Annual Meeting?

Shareholders voted on electing four directors, approving a non-binding advisory resolution on executive compensation, and ratifying Wolf & Company, P.C. as independent auditor for the fiscal year ending December 31, 2026, covering the company’s key governance and oversight matters.

Did Western New England Bancorp (WNEB) achieve a quorum at its Annual Meeting?

Yes, the meeting achieved a quorum. Of 20,258,872 common shares eligible to vote, 17,246,961 shares were present in person or represented by proxy, allowing official business and all three proposals to be considered and voted on.

Which directors were elected at Western New England Bancorp’s 2026 Annual Meeting?

Shareholders elected Laura J. Benoit, Donna J. Damon, Lisa G. McMahon, and Steven G. Richter as directors. Each will serve a three-year term expiring in 2029, continuing the company’s existing board leadership and corporate governance structure for the coming period.

How did Western New England Bancorp shareholders vote on executive compensation in 2026?

Shareholders approved the non-binding advisory resolution on Named Executive Officer compensation. The vote totaled 14,410,426 shares for, 255,079 against, 46,853 abstentions, and 2,534,603 broker non-votes, indicating majority support for the current pay practices.

Who is Western New England Bancorp’s auditor for the year ending December 31, 2026?

Shareholders ratified Wolf & Company, P.C. as independent registered public accounting firm for the fiscal year ending December 31, 2026, with 16,980,392 votes for, 205,949 against, and 60,620 abstentions, confirming continued engagement of the same audit firm.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Understanding 8-K Material Events →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google

Accepted by SEC EDGAR 05/14/2026 - 04:35 PM EDT

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 14, 2026

WESTERN NEW ENGLAND BANCORP, INC.

(Exact name of registrant as specified in its charter)

Massachusetts (State or other jurisdiction of incorporation)	001-16767 (Commission File Number)		73-1627673 (I.R.S. Employer Identification No.)

141 Elm Street
Westfield, Massachusetts (Address of principal executive offices)		01085 (zip code)

Registrant’s telephone number, including area code: (413) 568-1911

(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 class	Trading Symbol	Name of each exchange on which registered
Common Stock, $0.01 par value per share	WNEB	NASDAQ

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 May 14, 2026, the Company held its Annual Meeting. There were 20,258,872 shares of common stock eligible to be voted at the Annual Meeting and 17,246,961 shares of common stock were present in person or represented by proxy at the Annual Meeting, which constituted a quorum to conduct business.

There were three proposals submitted to the Company’s shareholders at the Annual Meeting. The shareholders elected the director nominees listed in Proposal 1 and approved Proposals 2 and 3. Proposals 1, 2, and 3 are detailed in the Company’s Proxy Statement. The final results of voting on each of the proposals are as follows:

Proposal 1: Election of four Directors of the Company for a three-year term expiring in 2029.

Nominee	Votes For	Votes Withheld	Broker Non-Votes
Laura J. Benoit	14,406,440	305,919	2,534,602
Donna J. Damon	13,699,246	1,013,113	2,534,602
Lisa G. McMahon	12,250,967	2,461,393	2,534,601
Steven G. Richter	13,753,946	958,413	2,534,602

Proposal 2: Consideration and approval of a non-binding advisory resolution on the compensation of the Company’s Named Executive Officers.

Votes For		Votes Against		Votes Abstain		Broker Non-Votes
14,410,426		255,079		46,853		2,534,603

Proposal 3: Ratification of the appointment of Wolf & Company, P.C. as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.

Votes For		Votes Against		Votes Abstain		Broker Non-Votes
16,980,392		205,949		60,620		—

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.

	WESTERN NEW ENGLAND BANCORP, INC.

	By:	/s/ Guida R. Sajdak
		Guida R. Sajdak
		Chief Financial Officer

Dated: May 14, 2026

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents