National Bankshares stockholders elect three directors, approve say-on-pay and auditor ratification

NATIONAL BANKSHARES INC

Elected directors Mildred R. Johnson, Lutheria H. Smith, James C. Thompson to three-year terms expiring 2029.
Advisory vote on executive compensation approved: 3,233,731 For, 367,708 Against, 32,992 Abstain.
Ratification of Yount, Hyde & Barbour as auditor for 2026 approved: 4,850,064 For, 9,857 Against, 14,949 Abstain.
Quorum of 76.55% (4,874,870 shares) present at May 12, 2026 annual meeting.

Key facts

Extracted from this filing and checked against the source text.

Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

NATIONAL BANKSHARES INC shareholders approved Advisory (non-binding) vote to approve the compensation of the Company's named executive officers at the 2026-05-12 meeting.

Proposal: say on pay
Outcome: passed
Meeting: 2026-05-12

Exact text from the filing

Proposal No. 2 – Advisory (Non-Binding) Vote to Approve the Compensation of the Company’s Named Executive Officers The stockholders approved a (non-binding) advisory vote to approve the compensation of the named executive officers. The results of the vote were as follows: For Against Abstain Broker Non-Votes 3,233,731 367,708 32,992 1,240,439

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

NATIONAL BANKSHARES INC shareholders approved Election of three Class 3 directors to serve a three-year term expiring at the 2029 Annual Meeting at the 2026-05-12 meeting.

Proposal: director election
Outcome: passed
Meeting: 2026-05-12

Exact text from the filing

Proposal No. 1 – Vote on Directors The stockholders elected three Class 3 directors to serve a three-year term expiring at the Company’s 2029 Annual Meeting of Stockholders. The results of the vote were as follows: For Withhold Broker Non-Votes Mildred R. Johnson 3,360,502 273,929 1,240,439 Lutheria H. Smith 3,301,072 333,359 1,240,439 James C. Thompson 3,478,101 156,330 1,240,439

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Shareholder Votes SEC 8-K Item 5.07 confidence 0.9

NATIONAL BANKSHARES INC shareholders approved Ratification of the appointment of Yount, Hyde & Barbour, P.C. as the Company's independent registered public accounting firm for the year ending December 31, 2026 at the 2026-05-12 meeting.

Proposal: auditor ratification
Outcome: passed
Meeting: 2026-05-12

Exact text from the filing

Proposal No. 3 – Ratification of the appointment of Yount, Hyde & Barbour, P.C. as the Company’s independent registered public accounting firm for the year ending December 31, 2026. The stockholders voted to ratify the Company’s Board of Directors’ appointment of Yount, Hyde & Barbour, P.C. to serve as its independent registered public accounting firm for the fiscal year ending December 31, 2026. The results of the vote were as follows: For Against Abstain 4,850,064 9,857 14,949

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Source: SEC EDGAR

accession 0001193125-26-221753

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