ConnectOne Bancorp (CNOB) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for May 20, 2025, will be held virtually, allowing shareholders to vote and submit questions online.

• Key proposals include election of 12 directors, advisory vote on executive compensation, and ratification of Crowe LLP as independent auditors for 2025.

• 2024 financial highlights: 20.5% quarter-over-quarter and 6.2% year-over-year increase in quarterly net income, net interest margin expansion, and a proposed merger with The First of Long Island Corporation.

• Tangible book value per share increased by 3.4%, loan-to-deposit ratio improved, and all regulatory capital ratios increased in 2024.

Voting matters and shareholder proposals

• Shareholders will vote on the election of 12 directors, approval of executive compensation, and ratification of Crowe LLP as auditors.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2026 meeting must be received by January 21, 2025.

Board of directors and corporate governance

• Board consists of 12 directors with diverse backgrounds; will expand to 15 upon closing of the First of Long Island merger.

• Board refreshment includes 6 new members since 2018 and a mandatory retirement age of 75.

• Annual board and individual director evaluations are conducted anonymously.

• Majority of directors are independent; independence reviewed per NASDAQ standards.

• Board committees: Audit and Risk, Nominating and Corporate Governance, and Compensation, all with independent members.

• Code of Ethics and corporate governance guidelines are in place and reviewed regularly.