DEF 14A: SmartFinancial, Inc. Announces Details for 2024 Annual Shareholder Meeting

SmartFinancial, Inc. has scheduled its annual shareholder meeting for May 23, 2024, to vote on director elections, auditor ratification, executive compensation, and other business.

Summary

• SmartFinancial, Inc. will hold its annual shareholder meeting on May 23, 2024, in Knoxville, Tennessee.
• Shareholders will vote on electing 11 directors, ratifying the appointment of FORVIS, LLP as the independent auditor, and approving executive compensation on an advisory basis.
• The record date for determining shareholders eligible to vote is March 26, 2024.
• Proxy materials are available online, and a notice of internet availability was mailed to shareholders on or about April 9, 2024.
• Shareholders can vote online, by phone, or by mail before the meeting, or in person at the meeting.
• The Board of Directors recommends voting in favor of all proposals.

Sentiment

Score: 7

Explanation: The document is a standard corporate communication, presenting information in a neutral and professional tone. The positive sentiment stems from the routine nature of the meeting and the board's recommendations.

Positives

• The company is providing electronic access to proxy materials to save costs and expedite shareholder receipt.
• The Board of Directors is recommending a vote FOR each of the nominees named in the proxy statement for election to the board.
• The company has adopted a Code of Ethics and Business Conduct that applies to its directors, officers and associates.
• The company is committed to overseeing the company's ESG initiatives.
• The company is committed to building a culture where associates thrive and are empowered to be leaders.

Management Comments

• William Y. (Billy) Carroll, Jr., President and Chief Executive Officer, expressed gratitude for shareholder interest and support.
• Wesley M. (Miller) Welborn, Chairman, also expressed gratitude for shareholder interest and support.

Industry Context

This is a standard proxy statement outlining the business to be conducted at the annual shareholder meeting, which is a common practice for publicly traded companies.

Comparison to Industry Standards

• The director compensation program aims to compensate the Board of Directors at the market median (50th percentile) for comparable financial institutions within the region of similar asset size.
• The company utilizes a peer group of eighteen publicly traded banks with assets between $3.0 billion and $10.0 billion as of 2022 fiscal year-end and located in the southeastern states for executive compensation benchmarking.

Related Party Transactions

• SmartBank entered into a fifteen year lease with Jacob L. Ogle and Taylor Ogle, the sons of director David A. Ogle, for a bank branch located at 710 Dolly Parton Parkway, Sevierville, Tennessee 37862.
• SmartBank entered into a fifteen year lease with 1419 Parkway, LLC for a bank branch located at 109 Associates Blvd., Alcoa, Tennessee 37701; 1419 Parkway, LLC is wholly-owned by Jacob L. Ogle and Taylor Ogle, the sons of director David A. Ogle.

Stakeholder Impact

• Shareholders are asked to vote on key decisions affecting the company's governance and direction.
• Employees are indirectly impacted by decisions regarding executive compensation and company performance.
• The community benefits from the company's ESG initiatives.

Next Steps

• Shareholders are encouraged to vote on the proposals.
• The company will publish the voting results in a Current Report on Form 8-K within four business days following the Annual Meeting.
• The Board will take into account the outcome of the advisory vote on executive compensation when considering future executive compensation arrangements.

Key Dates

Keywords

annual meeting, proxy statement, shareholders, directors, FORVIS LLP, executive compensation, corporate governance, SmartFinancial, SmartBank