Business Context and Reporting Period
This Form 8-K reports the results of the 2026 Annual Meeting of Shareholders for SmartFinancial, Inc., held on May 21, 2026. The company is incorporated in Tennessee and its common stock trades on the New York Stock Exchange under the symbol SMBK.
Key Financial Metrics
This filing is a current report regarding corporate governance and shareholder voting results. It does not provide financial data such as revenue, profit, cash flow, margins, debt, or liquidity metrics. Investors should refer to the company's most recent Form 10-K or 10-Q for financial performance details.
Material Changes and Voting Results
The filing details the outcomes of three proposals voted upon by shareholders. Of the 17,098,473 shares outstanding, 13,783,833 shares (80.61%) were present in person or by proxy.
Proposal 1: Election of Directors
Shareholders elected 11 directors to serve until the 2027 annual meeting. All nominees received majority support, though vote counts varied:
- Highest Support: Kelli D. Shomaker (11,213,303 votes for).
- Lowest Support: Geoffrey A. Wolpert (10,418,954 votes for) and David A. Ogle (9,660,751 votes for).
- Withheld Votes: Ranged from 191,822 (Shomaker) to 1,744,374 (Ogle).
Proposal 2: Ratification of Independent Auditor
Shareholders ratified the appointment of Elliott Davis, PLLC as the independent registered public accounting firm for the fiscal year ending December 31, 2026.
- Votes For: 13,769,399
- Votes Against: 4,421
- Abstentions: 10,013
Proposal 3: Advisory Vote on Executive Compensation
Shareholders approved, on a non-binding advisory basis, the compensation paid to named executive officers.
- Votes For: 11,056,323
- Votes Against: 331,566
- Abstentions: 17,236
Guidance, Outlook, and Risks
This filing contains no management commentary, financial guidance, outlook, or discussion of risks and contingencies. It strictly reports the administrative results of the shareholder meeting.
Key Facts for Investor Verification
- Meeting Date: May 21, 2026.
- Attendance: 80.61% of outstanding shares were represented.
- Board Composition: 11 directors were elected, including Cathy G. Ackermann, Victor L. Barrett, and the Carroll family members.
- Auditor: Elliott Davis, PLLC was re-ratified for the 2026 fiscal year.
- Executive Pay: The "Say on Pay" proposal passed with approximately 97% of votes cast in favor (excluding abstentions and broker non-votes).
- Financial Data: No financial metrics are included in this document; verify performance in separate periodic reports.