Regions Financial (RF) Proxy filing summary

Executive summary

• Annual meeting scheduled for May 6, 2026, with virtual participation available for shareholders.

• Shareholders are encouraged to review proxy materials and vote by May 5, 2026, or May 3, 2026, for plan shares.

Voting matters and shareholder proposals

• Election of 13 directors is up for shareholder approval, with board recommending all nominees.

• Advisory vote on executive compensation (say-on-pay) is included, with board recommending approval.

• Ratification of Ernst & Young LLP as independent auditor for 2026 is proposed.

• Amendments to the Certificate of Incorporation to eliminate supermajority voting and certain business combination restrictions are proposed.

• Shareholder proposal regarding special shareholder meetings is included, with board recommending against.

Board of directors and corporate governance

• Board recommends all director nominees for election.

• Proposals include amendments to limit officer liability and implement miscellaneous changes to governance documents.