Pathward Financial Stockholders Re-Elect Directors, Back Say-on-Pay and KPMG at 2026 AGM
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Directors re-elected: Douglas J. Hajek, Christopher Perretta and Kendall E. Stork were duly elected to three‑year terms expiring in 2029.
Say-on-Pay approved: The advisory vote to approve named executive officer compensation passed and stockholders recommended a one‑year frequency for future Say‑on‑Pay votes.
KPMG ratified: Stockholders approved KPMG LLP as Pathward’s independent auditors for fiscal 2026, with preliminary results (from a quorum of 22,169,535 shares outstanding) to be finalized in the meeting minutes and Form 10‑K.
Pathward Financial (NASDAQ:CASH) held its 2026 Annual Meeting of Stockholders on February 24, 2026, with Chief Executive Officer Brett Pharr serving as chair of the meeting. The company conducted the formal business portion first and then opened the webcast to stockholder questions and comments submitted through an online portal.
Pharr called the meeting to order shortly after 9:00 a.m. Central Standard Time. Mary Beth Olson, the company’s Deputy General Counsel and Corporate Secretary, served as secretary for the meeting, while Chief Financial Officer Greg Sigrist was appointed Inspector of Election to oversee vote certification and reporting.
Representatives of KPMG LLP, Pathward Financial’s independent auditors, attended and were made available to respond to appropriate questions. The company stated that it maintained a list of stockholders entitled to vote at the meeting as of the close of business on December 31, 2025, which served as the record date.
According to the information read during the meeting, Pathward Financial had 22,169,535 shares of common stock outstanding on the record date, all entitled to notice and voting at the annual meeting. The company also reported that its proxy tabulator provided an affidavit stating that the notice of meeting and form of proxy were mailed on or about January 14, 2026, to each stockholder of record.
A quorum was declared present, subject to confirmation by the Inspector of Election. Preliminary results later confirmed that a quorum was present for the meeting.
Management presented four proposals for stockholder consideration. The board of directors unanimously recommended votes in favor of the board’s positions on each matter presented.
Proposal 1: Election of three directors for three-year terms expiring in 2029: Douglas J. Hajek, Christopher Perretta, and Kendall E. Stork.
Proposal 2: A non-binding advisory vote to approve compensation of the company’s named executive officers (the “Say-on-Pay” vote).
Proposal 3: A non-binding advisory vote on the frequency of future Say-on-Pay votes, with the board recommending a frequency of one year.
Proposal 4: Ratification of KPMG LLP as the independent registered public accounting firm for the fiscal year ending September 30, 2026.
Pharr noted that stockholders were able to submit questions regarding proposals through the web portal and that general company questions would be addressed after the business portion concluded. The meeting also included rules of conduct for questions, including limiting participants to one question and requiring full names to be included.
The polls opened at 9:06 a.m. CST and closed at 9:07 a.m. CST on February 24, 2026. Stockholders who had already voted by proxy were told no further action was required unless they wished to change their vote.
Olson read the preliminary results from the Inspector of Election’s report. Based on that report:
All three director nominees—Hajek, Perretta, and Stork—were duly elected to serve three-year terms.
The advisory Say-on-Pay proposal was approved.
Stockholders recommended a one-year frequency for future Say-on-Pay advisory votes.
The proposal to ratify KPMG LLP as independent auditors for fiscal 2026 was approved.
The company emphasized that the results announced during the meeting were preliminary and that the exact number of shares voted on each proposal would be recorded in the meeting minutes and provided in a Form 10-K to be filed with the SEC.
After announcing that there was no further business, Pharr adjourned the 2026 Annual Meeting of Stockholders and thanked investors and other stakeholders. The webcast then moved to stockholder questions and comments submitted via the online portal, with the company reiterating that only questions compliant with the stated rules of conduct would be addressed.
Pathward Financial (NASDAQ:CASH) is a U.S.-based financial services company that operates through its wholly owned subsidiary, Pathward Bank. The company provides a range of banking and payment solutions designed for consumers, small businesses, community banks and fintech partners. Core offerings include deposit accounts, consumer and commercial lending, debit and prepaid card programs, digital banking platforms and treasury management services.
Through its banking charter, Pathward Financial delivers customizable payment solutions, including prepaid cards, payroll cards and benefit disbursement programs.
