Sector: Financials
WSFS FINANCIAL CORP · Meeting: May 14, 2026
Directors FOR
3
Directors AGAINST
0
Say on Pay
FOR
Auditor
AGAINST
Election of Directors
Director since 2013 with relevant financial and governance expertise; WSFS's 3-year price return of 80.6% outperforms QABA (the community bank benchmark ETF) by 30.8 percentage points, well below the 65-point threshold required to trigger an against vote, and no other policy flags apply.
Ms. Hong joined the board in December 2025, which is less than 24 months ago, so she is fully exempt from the TSR performance trigger under policy; she brings relevant wealth management and legal expertise with no other policy flags.
Director since 2013 with strong banking, technology, and financial expertise; WSFS's 3-year outperformance versus QABA of 30.8 percentage points is well below the 65-point threshold required to trigger an against vote, and no other policy flags apply.
All three nominees pass the TSR trigger test — WSFS has outperformed the community bank benchmark ETF (QABA) by 30.8 percentage points over three years, far short of the 65-point threshold needed to trigger concern given the strong positive absolute return. Michelle Hong is additionally exempt as a director who joined within the past 24 months. No overboarding, attendance, independence, or qualifications issues were identified.
CEO
Rodger Levenson
Total Comp
$5,173,260
Prior Support
98%%
CEO Rodger Levenson received total compensation of approximately $5.17 million in 2025, which is consistent with benchmark expectations for a CEO at a regional bank with a $3.6 billion market cap. The pay program is well-structured — roughly 80% of CEO compensation is variable or performance-based (short-term cash incentives tied to measurable financial metrics and long-term equity awards tied to multi-year return on assets versus peers), well above the 50-60% policy threshold. Pay-for-performance alignment is strong: WSFS's stock has returned 80.6% over three years, outperforming the community bank benchmark ETF (QABA) by 30.8 percentage points, and financial results in 2025 were at or above maximum on three of four incentive metrics. The company also has a meaningful clawback policy covering both cash and equity awards, and the prior-year Say on Pay vote received over 98% support.
Auditor
KPMG LLP
Tenure
31 yrs
Audit Fees
N/A
Non-Audit Fees
N/A
KPMG has served as WSFS's auditor since 1994 — a relationship of approximately 31 years — which exceeds the 25-year tenure threshold in our policy. The proxy does not provide a specific and compelling rationale for continued engagement (such as exceptional audit quality metrics or a concrete multi-year rotation plan) that would justify an exception, so the tenure trigger applies and the vote is Against. Note: the proxy filing text provided does not include the auditor fee table, so the non-audit fee ratio test could not be completed, but the tenure trigger alone is sufficient to determine the vote.
The 2026 WSFS Financial annual meeting features three standard proposals: director elections, Say on Pay, and auditor ratification. All three director nominees receive a FOR vote as WSFS has strongly outperformed the QABA community bank benchmark ETF and no other policy flags apply; the Say on Pay vote is also FOR given a well-structured, performance-aligned compensation program with strong shareholder returns. However, the auditor ratification receives an AGAINST vote solely due to KPMG's 31-year tenure exceeding our 25-year policy threshold, with no compelling justification for continued engagement disclosed in the proxy.
