Chemung Financial (NASDAQ:CHMG) shareholders approved all matters presented at the company’s virtual annual meeting, including the election of four directors, an advisory vote on executive compensation and the ratification of Crowe LLP as the company’s independent registered public accounting firm for fiscal 2026.
The meeting was opened by Scott Heffner, senior vice president and director of marketing at Chemung Canal Trust Company, who noted that the meeting was being recorded and that shareholders could submit questions through the virtual meeting platform. David J. Dalrymple, chairman of the board of directors of Chemung Financial Corporation, welcomed shareholders and said the company and Chemung Canal Trust Company are in their 193rd year of doing business.
Shareholders Elect Four Directors
The first item of business was the election of four directors to serve three-year terms. The board nominated Richard E. Forrestel Jr., Stephen M. Lounsberry III, Anders M. Tomson and G. Thomas Tranter Jr.
Kathleen E. Cook, assistant corporate secretary of Chemung Financial Corporation and inspector of election for the meeting, reported that each director nominee received at least a plurality of the votes cast. As a result, each nominee was elected to serve until the 2029 annual meeting of shareholders or until a successor is elected and qualified.
Say-on-Pay and Auditor Ratification Approved
Shareholders also approved, on a non-binding advisory basis, the compensation of the company’s named executive officers. The proposal, commonly referred to as “say on pay,” received a majority of the votes cast, Cook reported.
The third proposal was the ratification of Crowe LLP as Chemung Financial Corporation’s independent registered public accounting firm for the fiscal year ending Dec. 31, 2026. Cook said that proposal also received a majority of the votes cast, and it was approved.
- Directors elected: Richard E. Forrestel Jr., Stephen M. Lounsberry III, Anders M. Tomson and G. Thomas Tranter Jr.
- Executive compensation: Advisory say-on-pay proposal approved.
- Independent auditor: Crowe LLP ratified for fiscal 2026.
Quorum Confirmed, No Shareholder Questions Submitted
Kathleen S. McKillip, corporate secretary of Chemung Financial Corporation, presented the affidavit of mailing and reported that notice of availability was mailed beginning April 23, 2026, to shareholders of record as of April 6, 2026. McKillip said she had been advised by the inspector of election that at least a majority of the company’s outstanding shares entitled to vote were represented by proxy, establishing a quorum.
After the voting results were reported, the operator opened the floor for questions related to the business of the meeting. Heffner said no pertinent questions had been submitted. The meeting was then adjourned, with the operator thanking shareholders for their continued investment and confidence in the company.
About Chemung Financial (NASDAQ:CHMG)
Chemung Financial Corporation serves as the bank holding company for Chemung Canal Trust Company, a community bank founded in 1833 and headquartered in Elmira, New York. With deep historical roots in the Southern Tier of New York, the company has expanded its footprint to serve customers throughout the region, including northern Pennsylvania. Chemung Financial emphasizes relationship-driven banking by combining personalized service with modern delivery channels.
Through its subsidiary, Chemung Canal Trust Company, Chemung Financial offers a comprehensive suite of financial products and services.
