FULTON FINANCIAL CORP (FULT)
Sector: Financials
2026 Annual Meeting Analysis
FULTON FINANCIAL CORP · Meeting: May 28, 2026
Directors FOR
10
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of Directors
Director since 2019 with relevant legal and risk management expertise; FULT's 3-year return of 68.3% outperforms QABA (First Trust NASDAQ ABA Community Bank Index) by +18.5pp, well below the 65pp threshold required to trigger an against vote; no overboarding, attendance, or independence concerns identified.
Director since 2014 with financial services, regulatory, and public board experience; FULT's strong 3-year outperformance of QABA (+18.5pp) does not trigger the 65pp underperformance threshold; no overboarding, attendance, or independence concerns identified.
Director since 2012 and a certified public accountant serving as Audit Committee Chair; FULT's 3-year return outperforms QABA by +18.5pp, far short of the 65pp threshold to trigger a concern; no overboarding, attendance, or independence concerns identified.
Lead Director since 2015 with real estate, tax, and legal expertise; FULT's strong 3-year stock performance relative to QABA does not trigger the underperformance threshold; no overboarding, attendance, or independence concerns identified.
Chairman and CEO serving as an executive director since 2019; FULT's 3-year return of 68.3% outperforms QABA by +18.5pp, well below the 65pp threshold required to trigger an against vote under the TSR test; no separate governance concerns warranting a withhold.
Director since 2022 with senior leadership, finance, and audit experience; joined less than 3 years ago and is therefore approaching but not fully exempt from the TSR trigger, however FULT's outperformance of QABA (+18.5pp) does not come close to the 65pp threshold; no overboarding, attendance, or independence concerns identified.
Director since 2025 and therefore exempt from the TSR trigger under the 24-month new-director exemption; brings senior leadership, M&A, and financial expertise relevant to Fulton's business.
Director since 2016 with technology, digital strategy, and risk management expertise; FULT's 3-year outperformance of QABA (+18.5pp) does not trigger the 65pp underperformance threshold; no overboarding, attendance, or independence concerns identified.
Director since 2015 and a certified public accountant serving as HR Committee Chair; FULT's strong 3-year stock performance relative to QABA does not trigger the underperformance threshold; no overboarding, attendance, or independence concerns identified.
Director since 2009 and former Chairman and CEO with over 40 years of banking experience; FULT's 3-year return of 68.3% outperforms QABA (First Trust NASDAQ ABA Community Bank Index) by +18.5pp, well below the 65pp threshold required to trigger an against vote for a company with strong positive absolute returns.
All ten director nominees receive a FOR vote. Fulton's 3-year price return of 68.3% outperforms the QABA community bank benchmark by +18.5 percentage points, which is far below the 65-percentage-point underperformance threshold required to trigger a concern for a company with strong positive absolute returns. No overboarding, attendance failures, independence issues, or familial relationship concerns were identified for any nominee. The board includes appropriate financial expertise (two CPAs on the Audit Committee) and a meaningful skills matrix.
Say on Pay
✓ FORCEO
Curtis J. Myers
Total Comp
$5,184,944
Prior Support
97.78%%
CEO total compensation of $5,184,944 is consistent with benchmarks for a CEO at a regional bank holding company with approximately $3.7 billion in market cap, and prior say-on-pay support has consistently exceeded 95% over five years, reflecting strong shareholder endorsement. Approximately 77% of CEO pay is performance-based (variable), well above the 50-60% minimum policy threshold, with long-term incentives tied to relative total shareholder return versus a disclosed peer group and short-term bonuses tied to a multi-metric scorecard including adjusted EPS, return on equity, efficiency, asset quality, and employee engagement. The pay-for-performance alignment is sound: Fulton's 3-year stock return of 68.3% outperforms the QABA community bank benchmark by +18.5 percentage points, supporting the above-target bonus payout of 144.49%, and the company maintains robust clawback policies exceeding Nasdaq requirements.
Auditor Ratification
✓ FORAuditor
KPMG LLP
Tenure
N/A
Audit Fees
$2,397,600
Non-Audit Fees
$68,900
Non-audit fees (tax fees of $68,900) represent approximately 2.9% of total audit fees of $2,397,600, well below the 50% threshold that would raise independence concerns. KPMG is a Big 4 firm appropriate for Fulton's $3.7 billion market cap. Auditor tenure is not disclosed in the proxy, so the tenure trigger cannot fire per policy — this is noted as a minor negative factor but does not change the vote.
Overall Assessment
Fulton Financial's 2026 annual meeting ballot consists of three standard proposals: election of ten directors, ratification of KPMG as auditor, and an advisory vote on executive compensation. All proposals receive a FOR vote — the director slate is well-qualified with no TSR, overboarding, or independence concerns; auditor fees are overwhelmingly audit-related with a non-audit ratio of under 3%; and the executive compensation program is strongly performance-linked, shareholder-aligned, and backed by near-unanimous prior-year approval.