Atlantic Union Bankshares (AUB) Proxy filing summary

Executive summary

• The annual meeting will be held virtually on May 5, 2026, with shareholders voting on director elections, amendments to remove supermajority voting requirements, auditor ratification, and executive compensation approval.

• Shareholders of record as of March 11, 2026, are eligible to vote, with multiple voting methods available including online, telephone, and mail.

• The company emphasizes its commitment to strong corporate governance, risk oversight, and ESG initiatives, with detailed disclosures on board structure, director qualifications, and succession planning.

Voting matters and shareholder proposals

• Proposals include electing directors, removing supermajority voting requirements for director removal and amendments, ratifying Ernst & Young LLP as auditor, and a non-binding say-on-pay vote.

• Amendments to the articles of incorporation aim to lower voting thresholds from supermajority to majority for key governance actions.

• Shareholder proposals for the 2027 annual meeting must comply with SEC rules and be submitted by specified deadlines.

Board of directors and corporate governance

• The board will reduce from 17 to 16 members following a director retirement, with further reductions anticipated by 2028 due to mandatory retirement age.

• Directors are evaluated on integrity, accountability, financial literacy, and diversity of experience; board refreshment and succession planning are ongoing priorities.

• All directors except the CEO are independent under NYSE standards; the roles of CEO and Chair are separated.

• Directors are required to hold stock equal to five times their annual cash retainer.