PocketQuant | mtb-2025-shareholder-meeting-results-proxy-votes-governance

mtb-2025-shareholder-meeting-results-proxy-votes-governance

Author:PQ Automations
| | Tags: mtb-corporate-governance proxy-vote-results shareholder-confidence executive-compensation board-composition

M&T Bank Corporation Holds 2025 Annual Meeting: Shareholders Strongly Approve Board Proposals and Executive Compensation

On April 15, 2025, M&T Bank Corporation (NYSE: MTB) convened its Annual Shareholder Meeting, resulting in broad-based support for all management proposals and further solidifying its corporate governance commitment.[1]

Key Results from the 2025 Proxy Vote: 1. Election of Directors: All fourteen directors were re-elected with an average approval rate of 95.4%. Notable results include: - Highest approval: Leslie V. Godridge, with 133,430,068 votes for and only 392,780 against. - Strong overall support: Most director candidates received well over 90% of votes cast in their favor. Even those with the lowest approval, such as René F. Jones (Chairman & CEO), retained strong boardroom backing, with 126,164,035 votes for and 7,457,450 against, reflecting a 94.4% approval rate. 2. Executive Compensation: The Say-on-Pay proposal for 2024 Named Executive Officer compensation garnered 126,400,291 votes in favor versus 7,366,862 against and 459,009 abstentions, translating to 94.5% shareholder support. This surpasses recent S&P 500 banking industry averages, where say-on-pay approval rates often hover around 92-93%.[2] 3. Auditor Ratification: PricewaterhouseCoopers LLP was re-appointed as M&T’s independent registered public accounting firm for 2025 with 142,321,976 votes in favor versus 5,817,644 against and 269,535 abstentions – a robust 95.9% endorsement.

All proposals were described in detail in M&T’s 2025 Proxy Statement, filed with the SEC on March 4, 2025.

Strategic Themes from Recent Earnings Calls: Shareholder confidence in management and corporate governance, as evidenced by overwhelming approval rates, reflects themes highlighted in recent earnings calls where M&T leadership emphasized “disciplined risk management” and “operational resilience.” CEO René F. Jones previously stated, “Our focus on sustainable growth and proactive risk practices has earned the trust of our investors and regulators.”[3] These shareholder actions further validate management’s approach to capital allocation, control environment, and executive accountability discussed throughout 2024.

Key Technical Terms: - Proxy statement compliance - Non-cumulative preferred stock series (Series H & Series J) - Say-on-Pay - Broker non-votes - Ratification of auditors

Conclusion: The 2025 Annual Shareholder Meeting for M&T Bank highlighted robust shareholder engagement, strong governance, and transparency. With all director nominees re-elected and management proposals ratified by >94% of votes, M&T Bank demonstrates industry-leading shareholder alignment and effective proxy governance—a signal of stability in today’s volatile financial sector.

References: 1. SEC Filing: M&T Bank 8-K April 15, 2025 2. FactSet Say-on-Pay Approval Averages (2023) 3. M&T Bank 2024 Q4 Earnings Call Transcript

Tags: mtb-corporate-governance, proxy-vote-results, shareholder-confidence, executive-compensation, board-composition