First United (FUNC) Proxy filing summary

Executive summary

• The 2026 Annual Meeting will be held on May 7, 2026, to vote on director elections, a charter amendment, executive compensation, say-on-pay frequency, and auditor ratification.

• Shareholders of record as of February 27, 2026, are entitled to vote; proxy materials are available online.

• The Board recommends voting for all director nominees, the charter amendment, executive compensation, annual say-on-pay, and auditor ratification.

Voting matters and shareholder proposals

• Proposal 1: Elect 10 directors to serve until the 2027 Annual Meeting.

• Proposal 2: Amend the charter to reduce the vote required for certain actions from two-thirds to a majority.

• Proposal 3: Non-binding advisory vote to approve 2025 executive compensation.

• Proposal 4: Advisory vote on frequency of future say-on-pay votes (Board recommends every year).

• Proposal 5: Ratify Crowe LLP as independent auditor for 2026.

• Shareholders may submit proposals and director nominations for the 2027 meeting by specified deadlines.

Board of directors and corporate governance

• Board consists of 10 members, majority independent, with diverse skills in finance, law, IT, and risk.

• Committees include Audit, Asset and Liability Management, Strategic Planning, Compensation, Nominating, and Risk and Compliance.

• Board refreshment and diversity are ongoing priorities; director retirement age is 75.

• Shareholder engagement is emphasized, with year-round outreach and transparent governance enhancements.

• Board leadership includes an Independent Lead Director to ensure strong governance.