Park National (PRK) Proxy Filing summary

Executive summary

• Annual Meeting of Shareholders scheduled for April 28, 2025, to be held virtually.

• Shareholders can vote online or at the meeting on key proposals, with voting deadlines specified for both general and ESOP shares.

Voting matters and shareholder proposals

• Election of three directors for three-year terms expiring at the 2028 Annual Meeting: Donna M. Alvarado, Frederic M. Bertley, Ph.D., and Timothy S. McLain.

• Advisory vote to approve executive compensation for named executive officers.

• Ratification of Crowe LLP as independent registered public accounting firm for fiscal year ending December 31, 2025.

• Proposal to amend Articles of Incorporation to increase authorized common shares from 20,000,000 to 40,000,000.

• Proxy holders may vote on other business as may properly come before the meeting.

Board of directors and corporate governance

• Board recommends voting in favor of all proposals, including director nominees and amendments.