Oak Valley Bancorp (OVLY) Proxy filing summary

Executive summary

• Achieved consolidated net income of $23.9 million for 2025, a 4.1% decrease from 2024, mainly due to a provision for credit losses on a single loan.

• Net interest income rose to $74.6 million, with net interest margin expanding to 4.13% and cost of funds well controlled at 0.76%.

• Total assets surpassed $2.02 billion, gross loans reached $1.14 billion, and total deposits increased to $1.79 billion by year-end 2025.

• Opened a new Lodi branch and received recognition as one of the Best Places to Work in Central Valley.

• CEO announced retirement effective June 30, 2026, with succession plan naming the current President and COO as successor.

Voting matters and shareholder proposals

• Proxy filing includes standard voting items for annual meeting, such as election of directors and approval of executive compensation.

Board of directors and corporate governance

• Board chaired by Daniel L. Leonard, with committee chairs for compensation, audit, investment, nominating, CRA, and loan oversight.

• Leadership transition planned, with Richard A. McCarty to become CEO in mid-2026.

• Board includes a mix of executive and independent directors, with clear committee assignments.