TriCo Bancshares annual meeting: cumulative voting eliminated, directors elected

TRICO BANCSHARES /

Shareholders approved bylaw amendment removing cumulative voting: 16.3M for, 8.7M against.
All 11 director nominees elected; no board composition changes.
Advisory say-on-pay resolution passed with 24.3M votes for, 638k against.
Ratification of Baker Tilly US as auditor for 2026 approved (27.9M for).
Bylaws also authorize Lead Director appointment and clarify indemnity provisions.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

TRICO BANCSHARES /: Amended bylaws to eliminate cumulative voting, authorize appointment of Lead Directors, and clarify indemnity provisions for current and former agents (effective 2026-05-21).

Change: bylaw amendment
Effective: 2026-05-21

Exact text from the filing

the Board implemented the Amendment by adopting and approving amended and restated bylaws

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.99

TRICO BANCSHARES / shareholders approved A nonbinding advisory resolution to approve executive compensation at the 2026-05-21 meeting.

Proposal: say on pay
Outcome: passed
Meeting: 2026-05-21

Exact text from the filing

A nonbinding advisory resolution to approve executive compensation was approved. Votes For 24,274,276 Against 638,564 Abstain 278,999 Broker Non-Votes 2,910,883 Uncast 447

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.99

TRICO BANCSHARES / shareholders approved A management proposal to amend TriCo Bancshares Bylaws to eliminate cumulative voting at the 2026-05-21 meeting.

Proposal: charter amendment
Outcome: passed
Meeting: 2026-05-21

Exact text from the filing

A management proposal to amend TriCo Bancshares Bylaws to eliminate cumulative voting was approved. Votes For 16,321,837 Against 8,706,979 Abstain 163,023 Broker Non-Votes 2,910,883 Uncast 447

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.99

TRICO BANCSHARES / shareholders approved A management proposal to ratify the appointment of Baker Tilly US, LLP as the Company’s independent public accountants for the 2026 fiscal year at the 2026-05-21 meeting.

Proposal: auditor ratification
Outcome: passed
Meeting: 2026-05-21

Exact text from the filing

A management proposal to ratify the appointment of Baker Tilly US, LLP as the Company’s independent public accountants for the 2026 fiscal year was approved. Votes For 27,885,107 Against 105,548 Abstain 112,067 Broker Non-Votes — Uncast 447

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42 governance changes filed in the last 30 days. Browse all governance changes →

TRICO BANCSHARES / filing history →

Source: SEC EDGAR

accession 0000356171-26-000079

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