BCB Bancorp (BCBP) Proxy filing summary

Executive summary

• Annual meeting scheduled for April 23, 2026, to elect four directors, ratify the appointment of Wolf & Company, P.C. as auditor, and hold an advisory vote on executive compensation.

• Shareholders of record as of March 4, 2026, are eligible to vote in person, by mail, phone, or online.

• Board recommends voting in favor of all proposals and emphasizes the importance of shareholder participation for quorum.

Voting matters and shareholder proposals

• Proposals include election of four directors, auditor ratification, and a non-binding say-on-pay vote.

• Shareholders may submit proposals or nominations for the 2027 meeting between Dec 24, 2026, and Jan 23, 2027.

• Board recommends a vote "FOR" all proposals.

Board of directors and corporate governance

• Board consists of 11 members divided into three staggered classes; four nominees up for election for terms expiring in 2029.

• Majority of directors are independent under Nasdaq standards; no familial relationships among directors or executives.

• Board committees include Audit, Compensation, and Nominating & Corporate Governance, all with independent members.

• Board leadership separates Chairman and CEO roles; directors are expected to attend at least 75% of meetings.

• Code of Business Conduct and Ethics applies to all directors, officers, and employees.