Colony Bankcorp (CBAN) Proxy Filing summary

Executive summary

• The 2025 Annual Meeting will be held on May 22, 2025, to elect eight directors, approve executive compensation, set the frequency of say-on-pay votes, approve a new Stock Purchase Plan, and ratify the external auditor appointment.

• Shareholders of record as of March 28, 2025, are eligible to vote, with 17,481,709 shares outstanding.

• Voting can be done online, by phone, mail, or in person, and proxies are revocable up to the meeting.

Voting matters and shareholder proposals

• Proposals include electing eight directors, advisory approval of executive compensation, advisory vote on frequency of say-on-pay, approval of the Stock Purchase Plan, and ratification of Mauldin & Jenkins, LLC as auditor.

• The Board recommends voting for all proposals and for annual say-on-pay votes.

• No shareholder proposals or director nominations were received for this meeting.

Board of directors and corporate governance

• The Board will have eight members post-meeting, with six meeting NYSE independence standards.

• Directors are selected for diverse backgrounds, experience, and commitment to shareholder value.

• The Chairman and CEO roles are separated; independent directors hold regular executive sessions.

• Board committees include Audit, Nominating and Governance, Talent Management and Compensation, and Risk Management.

• Annual board and committee self-evaluations and director training are conducted.