Sierra Bancorp (BSRR) Proxy Filing summary

Voting matters and shareholder proposals

• Election of five Class II directors to serve until successors are elected and qualified, with all nominees recommended for approval.

• Ratification of Forvis Mazars, LLP as independent registered public accounting firm for 2025, recommended for approval.

• Advisory, non-binding vote to approve compensation paid to Named Executive Officers, recommended for approval.

• Additional business may be transacted as may properly come before the meeting and any adjournments.

Board of directors and corporate governance

• Five nominees for Class II director positions are presented for election at the annual meeting.

Executive compensation and say-on-pay

• Advisory vote on executive compensation for Named Executive Officers is included as a proposal.