HANMI FINANCIAL CORP (HAFC)
Sector: Financials
2026 Annual Meeting Analysis
HANMI FINANCIAL CORP · Meeting: May 27, 2026
Directors FOR
10
Directors AGAINST
1
Say on Pay
FOR
Auditor
FOR
Director Elections
Election of Directors
Against Analysis
The proxy discloses that Gideon Yu was the only board member who did not attend more than 75% of board and committee meetings in 2025, which directly triggers the policy's attendance threshold for a negative vote; all other criteria are satisfied.
For Analysis
Director since 2014 with strong capital markets background; HAFC's 3-year return of +78.8% outperforms the peer group median by +34.2pp, well below the 65pp threshold required to trigger an against vote, and no other policy flags apply.
Joined the board in March 2025, which is within the 24-month new-director exemption period, so the TSR trigger does not apply; she brings extensive credit and risk management experience relevant to a regional bank.
Director since 2015 with CPA credentials and deep accounting expertise; stock outperforms the peer group well within policy thresholds and no other flags are present.
Director since 2016 serving as Audit Committee chair; CFO background provides strong financial expertise and HAFC's strong stock performance relative to the QABA — First Trust NASDAQ ABA Community Bank Index and named peers means the TSR trigger does not fire.
President and CEO serving as an executive director since 2019; HAFC's TSR outperforms the compensation peer group median by +34.2pp over three years, well below the 65pp trigger threshold, so no against vote is warranted on TSR grounds independent of Say on Pay.
Director since 2021 with legal and business development background; tenure overlaps with the strong TSR performance period and HAFC's outperformance versus peers means the TSR trigger does not apply.
Joined in 2024, which is within the 24-month new-director exemption window, so the TSR trigger does not apply; his extensive commercial lending background is directly relevant to Hanmi's business.
Joined the board in October 2025, well within the 24-month exemption period; his cybersecurity and bank examination expertise fills a critical board need.
Director since 2014 serving as Vice Chairman; HAFC's 3-year TSR of +78.8% outperforms the peer group median by +34.2pp, which does not meet the 65pp threshold required to trigger an against vote, and he brings deep consulting and financial expertise.
Director since 2016 with extensive bank regulatory and risk management experience; HAFC's strong stock performance relative to QABA — First Trust NASDAQ ABA Community Bank Index and named peers means no TSR trigger applies.
Ten of eleven nominees receive a FOR vote; HAFC's 3-year total shareholder return of +78.8% outperforms the compensation peer group median by +34.2pp and the QABA — First Trust NASDAQ ABA Community Bank Index by +19.8pp, both well below the applicable thresholds that would trigger TSR-based against votes. The sole exception is Gideon Yu, who failed to attend 75% of meetings in 2025, directly triggering the attendance policy.
Say on Pay
✓ FORCEO
Bonita I. Lee
Total Comp
$2,558,296
Prior Support
97.3%%
CEO total compensation of $2,558,296 is reasonable for the President and CEO of an $828M market-cap community bank, with base salary of $850,000 representing approximately 33% of total pay — well under the 40% fixed-pay ceiling — and the remainder in variable, performance-tied cash and equity awards. The long-term equity program uses rigorous relative total shareholder return and tangible book value growth metrics measured against the KBW Regional Banking Index over a three-year period, and the 2022 performance award paid out at only 86% of target, demonstrating that the program actually responds to performance. Prior-year shareholder support was 97.3%, well above the 70% threshold, and HAFC's 3-year total shareholder return of +78.8% significantly outperforms both the QABA — First Trust NASDAQ ABA Community Bank Index and the named compensation peer group median, confirming strong pay-for-performance alignment.
Auditor Ratification
✓ FORAuditor
Crowe LLP
Tenure
N/A
Audit Fees
$1,617,434
Non-Audit Fees
$20,000
Non-audit fees of $20,000 represent only about 1.2% of audit fees of $1,617,434, far below the 50% threshold that would raise independence concerns; no material restatements are disclosed and Crowe LLP appears adequately sized for a community bank with an $828M market cap.
Overall Assessment
The 2026 Hanmi Financial annual meeting ballot presents four proposals; the company's strong stock performance relative to both the QABA — First Trust NASDAQ ABA Community Bank Index and its named compensation peers, disciplined pay-for-performance structure, and low non-audit fee ratio support FOR votes on Say on Pay, auditor ratification, and ten of eleven director nominees. The sole negative vote is against director Gideon Yu due to confirmed attendance below the 75% policy threshold in 2025.
Compensation Peer Group
16 companies disclosed in 2026 proxy filing