8-K
filed May 21, 2026, 4:06 PM ET
ticker FISI
CIK 0000862831
other
confidence high
sentiment neutral
materiality 0.15
FISI shareholders elect all five director nominees and approve say-on-pay and auditor ratification at annual meeting
FINANCIAL INSTITUTIONS INC
- David P. Bovenzi, Andrew W. Dorn Jr., Steven C. Finch, Robert M. Glaser, Susan R. Holliday elected to three-year terms ending 2029.
- Say-on-pay advisory vote passed with 13,784,109 FOR vs 1,541,347 AGAINST and 112,443 abstentions.
- Ratification of RSM US LLP as auditor for FY 2026 approved: 17,157,943 FOR, 522,914 AGAINST, 20,513 abstain.
- Broker non-votes totaled 2,263,471 on director elections and say-on-pay; no broker votes on auditor ratification.
- Record date March 23, 2026; 19,684,776 shares outstanding and entitled to vote.
Key facts
Extracted from this filing and checked against the source text.
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
FINANCIAL INSTITUTIONS INC shareholders approved Election of Directors at the 2026-05-20 meeting.
- Proposal
- director election
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Shareholders elected David P. Bovenzi, Andrew W. Dorn, Jr., Steven C. Finch, Robert M. Glaser, and Susan R. Holliday to serve as directors until the Company’s 2029 Annual Meeting of Shareholders, and until their respective successors are duly elected and qualified.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
FINANCIAL INSTITUTIONS INC shareholders approved Advisory Vote to Approve the Compensation of our Named Executive Officers at the 2026-05-20 meeting.
- Proposal
- say on pay
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Shareholders approved an advisory (non-binding) vote on the compensation of the Company’s named executive officers (“Say-on-Pay”) as described in the 2026 Proxy.
View on SEC.gov
Shareholder Votes
SEC 8-K Item 5.07
confidence 1.0
FINANCIAL INSTITUTIONS INC shareholders approved Ratification of Appointment of Independent Registered Public Accounting Firm at the 2026-05-20 meeting.
- Proposal
- auditor ratification
- Outcome
- passed
- Meeting
- 2026-05-20
Exact text from the filing
Shareholders ratified the appointment of RSM US LLP as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2026.
View on SEC.gov
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