Thank you for standing by, and welcome to the Ameris Bancorp annual meeting. I will now turn the call over to Mr. Jim Miller. Please go ahead, sir.
Thank you. Good morning. Will the meeting please come to order? My name is Jim Miller, and I'm Chairman of the Board of Ameris Bancorp. I would like to welcome you to the 2026 annual meeting of the shareholders of Ameris Bancorp. An agenda that outlines the order of business for the meeting has been made available on the virtual meeting website used to access this meeting. After making introductions and dealing with a few procedural matters, we will take up the items to be acted upon. I would like to begin the meeting by introducing the additional members of the company's current Board of Directors who are joining us today. Joining us are William Bowen, Rodney Bullard, Millard Choate, Leo Hill, Dan Jeter, Claire McLean, Palmer Proctor, and Bill Stern. We also have the company's executive officers with us today.
Joining us are Palmer Proctor, the CEO, Nicole Stokes, CFO, Lawton Bassett, Chief Banking Officer, Ross Creasy, Chief Information Officer, Bill McKendry, Chief Risk Officer, Michael Pierson, Chief Governance Officer and Corporate Secretary, Jody Spencer, Chief Legal Officer, and Doug Strange, Chief Credit Officer. Finally, I would like to recognize Jason Levitt with KPMG LLP, the company's independent public accounting firm, who is also joining this meeting today. Michael Pierson, our Corporate Secretary, will serve as secretary of the meeting and record the proceedings. Will the secretary please report on the proof of notice of meeting?
Mr. Chairman, I have an affidavit of mailing from Broadridge Financial Solutions certifying as to the giving of notice of this meeting in the sending to shareholders the notice of Internet availability of proxy materials, all of which Broadridge commenced distributing to shareholders on the company's behalf on April 7, 2026. That affidavit will be filed with the minutes of this meeting. I also have a copy of the company's 2025 annual report, which includes financial statements certified by KPMG LLP. A copy of this annual report was sent or made available to each shareholder entitled to vote at this meeting, and an electronic copy of the 2025 annual report is available on the website used to access this meeting. The 2025 annual report will also be filed with the minutes of this meeting.
Thank you. Mr. Pierson is also serving as Inspector of Election for the meeting and for any adjournment or postponement of this meeting. He has signed an oath to act as Inspector of Election, and this oath will be filed with the minutes of this meeting. The inspector has the company shareholder list as of the close of business on March 12, 2026, the record date for determining shareholders eligible to vote at the meeting, which shows the shareholders and their respective numbers of shares entitled to vote at this meeting. This list is also available on the virtual meeting website if any shareholder wishes to review it. It will also be filed with the minutes of this meeting. Mr. Pierson, will you please present your report of attendance at this meeting so that we can determine whether a quorum is present?
Mr. Chairman, on March 12th, 2026, the record date for this meeting, there were outstanding and entitled to vote a total of 68,269,019 shares of common stock. There are 60,287,133 shares of stock represented by proxy at this meeting, or approximately 88.3% of all the shares outstanding and entitled to vote as of the record date. The shares so represented exceed a majority of the shares outstanding and entitled to vote as of the record date and thus constitute a quorum.
On the basis of the report of the secretary and the Inspector of Election, I find that proper notice has been given and that a quorum is present. Accordingly, this meeting has been properly convened. The polls for voting on all matters are open. All Ameris Bancorp shareholders entitled to vote at this meeting have the ability to do so online. If you are a shareholder entitled to vote and have not yet voted, or if you want to change your previously cast vote, please do so via the website used to access this meeting. Please remember that if you already voted by proxy, it is not necessary to vote again. After voting has been completed on all matters of the agenda, we will close the polls, and the Inspector of Election will provide his preliminary report. We'll move now to a review of the proposals.
Election of directors. T he first item of business is the election of 10 directors of the company. The proxy statement for this meeting listed the company's nominees for director and provided information concerning their principal occupations, service as company board members, skills and qualifications, and other matters which may be of interest to shareholders.
The candidates for director who have been nominated to serve as directors until the company's 2027 annual meeting of shareholders by the company's Corporate Governance and Nominating Committee and Board of Directors are William Bowen Jr., Rodney Bullard, Millard Choate, Leo Hill, Daniel Jeter, Robert Lynch, Claire McLean, James Miller, Palmer Proctor, William Stern. In accordance with the bylaws of the company, shareholders are required to provide advance notice of their intent to nominate candidates for directors. No such notice was received. Therefore, I declare the nominations for directors closed.
The second item of business is the ratification of the appointment of KPMG LLP as the company's independent registered public accounting firm for the year ending December 31, 2026. The appointment of KPMG LLP is discussed in the proxy statement that has been made available to you earlier. The third item of business is an advisory vote on the 2025 compensation of the company's named executive officers, all as described in the proxy statement. This proposal is a non-binding shareholder advisory vote that will provide information to our Compensation Committee and Board of Directors regarding investor sentiment about our executive compensation philosophy, policies, and practices, which our Compensation Committee and Board of Directors will be able to consider when making future executive compensation decisions. Closing of polls and preliminary report of Inspector of Election. All proposals have now been presented.
The polls are about to close, so if you have not yet voted, please do so. Since everyone has had the opportunity to vote, it is now 9:37 A.M., and the polls are closed. The Inspector of Election has prepared his preliminary report. Mr. Pierson, will you please announce the preliminary results of the shareholders' vote?
The preliminary report of the Inspector of Election indicates that each nominee for director received more than 88.3% of the votes cast in favor of his or her election and has been elected as a director of the company. The proposal to ratify the appointment of KPMG LLP as the company's independent registered public accounting firm for the year ended December 31st, 2026, has been approved by the shareholders by the affirmative vote of more than 99.9% of votes cast, representing more than a majority of the shares having the voting power present in person or represented by proxy at this meeting.
The compensation of the company's named executive officers, as disclosed in the proxy statement pursuant to the compensation disclosure rules of the SEC, has been approved by the shareholders by the affirmative vote of more than 98.4% of votes cast, representing more than a majority of the shares having voting power present in person or represented by proxy at this meeting. We will file the final report of the Inspector of Elections with the records of this meeting. We expect to report the final results of the voting on Form 8-K to be filed by the company with the SEC within four business days of this meeting.
This completes the business to be conducted at this meeting. Since there are no other matters to come before the meeting, the meeting is now adjourned. No questions.
Ladies and gentlemen, that will conclude today's meeting. Thank you for attending and for your interest in Ameris Bancorp. You may now disconnect.