Pathward Financial (CASH) Proxy Filing summary

Executive summary

• Annual Meeting scheduled for February 25, 2025, will be held virtually; shareholders of record as of December 31, 2024, are eligible to vote.

• 2024 performance highlights include $168.4M net income, 2.20% ROAA, 17% net interest income growth, and 1.52M shares repurchased.

• Board and management emphasize financial inclusion, strong returns, and ongoing shareholder engagement.

Voting matters and shareholder proposals

• Shareholders will vote on: (1) election of four directors, (2) advisory vote on executive compensation (Say-on-Pay), and (3) ratification of Crowe LLP as independent auditors.

• Board recommends voting FOR all proposals.

• Shareholder proposals for the 2026 meeting must be submitted by September 17, 2025.

Board of directors and corporate governance

• Board consists of nine members with a mix of skills in finance, technology, risk, and governance; eight are independent.

• Chair and CEO roles are separated; Becky S. Shulman is Chair, Brett L. Pharr is CEO.

• Board refreshment ongoing, with nine new directors added in the last 11 years.

• Committees: Audit, Compensation, Nominating and Sustainability, and Risk—all composed of independent directors.

• Stock ownership guidelines require non-employee directors to hold shares equal to five times their annual cash retainer.

• Annual board and committee self-assessments and director education are in place.