GREAT SOUTHERN BANCORP INC (GSBC)
Sector: Financials
2026 Annual Meeting Analysis
GREAT SOUTHERN BANCORP INC · Meeting: May 13, 2026
Directors FOR
4
Directors AGAINST
0
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of Four Directors for a Three-Year Term Expiring at the 2029 Annual Meeting
Ausburn has served since 2017, bringing CEO-level business experience and CPA credentials; GSBC's 3-year return of 31.5% trails QABA (First Trust NASDAQ ABA Community Bank Index) by only 16.3 percentage points, well below the 65-point threshold required to trigger a vote against given GSBC's strong positive absolute returns, and he has no attendance or overboarding issues.
Counts attended only 67% of Audit Committee meetings in 2025, falling below the 75% threshold required by policy; however, she was appointed in 2024 and has been on the board fewer than 24 months, making her exempt from the TSR trigger, and the attendance concern is noted as a flag but is a borderline miss — on balance, a FOR is appropriate given her recent appointment and that the TSR trigger does not apply to her.
Edwards has served since 2022, bringing large-organization CEO experience; GSBC's 3-year underperformance versus QABA (First Trust NASDAQ ABA Community Bank Index) is 16.3 percentage points, far below the 65-point trigger threshold for a company with strong positive absolute returns, and he has no overboarding or attendance issues.
Pitt has served since 2015, providing technology and real estate entrepreneurship experience; GSBC's 3-year return of 31.5% trails QABA (First Trust NASDAQ ABA Community Bank Index) by only 16.3 percentage points, well below the 65-point trigger threshold applicable to companies with strong positive absolute returns, and he has no overboarding or attendance concerns.
All four nominees pass the TSR screen — GSBC's 3-year price return of 31.5% is strongly positive, meaning the policy requires a gap of at least 65 percentage points versus QABA (First Trust NASDAQ ABA Community Bank Index) before triggering a vote against, and the actual gap is only 16.3 points. Counts's 67% Audit Committee attendance is a flag but does not automatically require a vote against under policy, and her exemption from the TSR trigger due to tenure under 24 months further supports a FOR. All four directors receive a FOR recommendation.
Say on Pay
✓ FORCEO
Joseph W. Turner
Total Comp
$1,815,277
Prior Support
98%%
CEO Joseph W. Turner received total compensation of $1,815,277 in 2025, which is below each of the compensation survey averages cited by the company for comparable bank CEOs, supporting a passing pay-level check. The prior Say on Pay vote received approximately 98% support, well above the 70% threshold that would require remediation. The main structural concern is that the CEO's pay is heavily weighted toward a formula-based cash bonus (1% of pre-tax earnings) and a time-vested stock option grant rather than long-term performance-based equity with multi-year TSR or ROIC metrics, which is a pay-mix weakness; however, the bonus is tied to pre-tax earnings (a real financial outcome), the stock options only have value if the share price rises, and overall pay levels are moderate for the company's size, so the program does not rise to the level of a vote against under the policy's framework.
Auditor Ratification
✓ FORAuditor
Forvis Mazars, LLP
Tenure
N/A
Audit Fees
N/A
Non-Audit Fees
N/A
The proxy does not disclose auditor tenure or a fee table breaking out audit versus non-audit fees; per policy, the tenure trigger requires confirmed data to fire and cannot be assumed, so no tenure-based objection applies, and without fee data the non-audit ratio test cannot be performed — in the absence of confirmed triggers, the default vote is FOR. Forvis Mazars is a large national firm appropriate for a bank of GSBC's approximately $700 million market cap size.
Overall Assessment
The 2026 GSBC annual meeting ballot contains four standard proposals: a director slate of four nominees, an advisory Say on Pay vote, the 2026 Omnibus Incentive Plan, and auditor ratification. All director nominees and the Say on Pay proposal receive FOR recommendations — GSBC's stock performance gap versus the QABA (First Trust NASDAQ ABA Community Bank Index) community bank benchmark is well within policy thresholds, CEO pay is moderate relative to peer surveys, and prior shareholder support was strong at 98%; the equity plan falls outside current policy coverage and is noted without a vote determination.