Pathward Financial, Inc. (CASH)
NASDAQ: CASH · Real-Time Price · USD
88.04
+0.38 (0.43%)
Apr 24, 2026, 4:00 PM EDT - Market closed
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AGM 2026

Feb 24, 2026

Operator

Ladies and gentlemen, thank you for standing by. I would now like to turn the meeting over to Brett Pharr, CEO. Please go ahead.

Brett Pharr
CEO, Pathward Financial

Good morning, and welcome to Pathward Financial, Inc.'s 2026 Annual Meeting of Stockholders. I am Brett Pharr, the Chief Executive Officer of the company, and I will act as chair of the meeting. We will conduct the business portion of our meeting first and address general questions and comments after the meeting. Stockholders may submit questions at any time through the web portal. Please comply with the rules of conduct posted on the web portal. Only validated stockholders may ask questions in the designated field in the web portal. All questions must include your full name out of consideration for others. Please limit yourself to one question. Please note that no one attending the meeting via the webcast is permitted to use any audio recording device. The time is now shortly after 9:00 A.M. Central Standard Time, and the meeting is officially called to order.

Joining me is Mary Beth Olson, the Deputy General Counsel and Corporate Secretary of the company, who will act as secretary for the meeting, and Greg Sigrist, the company's Chief Financial Officer, who will serve as Inspector of Election on the meeting. The company's executive officers and members of the Board of Directors are also present at the meeting. We are joined by representatives of KPMG LLP, our independent auditors. They will be available to respond to appropriate questions. The secretary has in her possession a list of the stockholders of the company entitled to vote at the meeting, arranged in alphabetical order, showing the holders of the stock of the company as of the close of business on December 31, 2025, the record date for voting.

Only stockholders of record as of the record date or their duly authorized representatives are entitled to participate in this meeting, including voting and asking questions. The secretary informs me that the records of the company show that there were 22,169,535 shares of common stock outstanding on the record date, and entitled to notice of and entitled to vote at this annual meeting. Our proxy tabulator has signed an affidavit that states that the notice of meeting and a form of proxy were mailed on or about January 14, 2026, to each stockholder of record. A copy of the affidavit with documents attached will be annexed to the minutes of this meeting. The Board of Directors is required to appoint an Inspector of Election, we have therefore appointed Mr.

Sigrist to act as the Inspector of Election at this meeting and any adjournments of this meeting. He will certify the results of the voting. The inspector's report will be annexed to the minutes. The secretary has delivered to the inspector the list of stockholders and all proxies which have been received. A quorum is present. The inspector is making an exact count and will submit a formal report on the number of shares present or represented in person or by proxy. Accordingly, a quorum is declared present, subject to the confirmation of that fact by the inspector in his report. I will now present the matters to be voted on. Please note that we will give stockholders an opportunity to comment on the proposals themselves after all proposals have been presented. Proposal 1 is the election of directors. Three directors have been nominated for election at this meeting.

In each case, until their successors are elected and duly qualified, the nominees of the Board of Directors for three years terms expiring in 2029 are Douglas J. Hajek, Christopher Perretta, and Kendall E. Stork. Since no nominations may be made at the meeting, I declare the nominations to be closed. Our Board of Directors unanimously recommends a vote in favor of the election of each of the three director nominees. Proposal 2 is the non-binding advisory vote to approve the compensation of our named executive officers as described in the proxy statement, otherwise known as a Say-on-Pay proposal. Our Board of Directors unanimously recommends a vote in favor of this proposal. Proposal 3 is the non-binding advisory vote to recommend the frequency of future advisory votes on the compensation of our named executive officers to occur every year, otherwise known as a Say-on-Pay frequency proposal.

Our Board of Directors unanimously recommends a vote of one year on this proposal. Proposal 4, the 4th and last proposal, is the ratification of the appointment by the Board of Directors of the independent registered public accounting firm, KPMG LLP, as the independent auditors of the company's financial statements for the fiscal year ending September 30, 2026. Our Board of Directors unanimously recommends a vote for this proposal. If any stockholder has a question regarding any of the proposals, please submit it now through the web portal if you have not done so already. Any general questions about the company will be held until after the business of the meeting is concluded. It is now 9:06 A.M. Central Standard Time on February 24, 2026, and the polls are now open.

If you have already voted by proxy, mobile device, telephone, mail, or the internet and do not wish to change your vote, you do not need to take any further action. If you've not already voted or wish to change your vote, you may do so by clicking on the voting button on the web portal and following the instructions there. Now that everyone has had the opportunity to vote, I declare the polls closed at 9:07 A.M. on February 24th, 2026. The inspector has completed his count of the voting, the secretary will now read the preliminary results of the inspector's report.

Mary Beth Orson
Deputy General Counsel and Corporate Secretary, Pathward Financial

The report of the inspector confirms that a quorum is and has been present at this meeting. The report states that Douglas J. Hajek, Christopher Perretta, and Kendall E. Stork have been duly elected as directors of the company, each to serve for a term of three years. The proposal to approve by an advisory non-binding vote, the compensation of our named executive officers has been approved. A frequency of one year has been recommended by the company stockholders for future advisory votes on the compensation of our named executive officers, and the proposal to ratify the appointment by the Board of Directors of KPMG LLP as the independent auditors of the company's financial statements for the fiscal year ending September 30, 2026, has been approved. The results reported today are preliminary.

The exact number of shares voted on each proposal will be recorded in the minutes of today's meeting and will be provided in a Form 10-K that will be filed by the company with the SEC.

Brett Pharr
CEO, Pathward Financial

Thank you, Ms. Olson. There being no further business to come before the meeting, the 2026 Annual Meeting of Stockholders of Pathward Financial, Inc. is now adjourned. We are thankful for our investors and our other stakeholders. We appreciate your faith in us to produce shareholder value and to continue to deliver on our purpose. Now we would like to open the meeting up for stockholder questions and comments entered on the web portal. Please note that we will attempt to answer as many questions as possible, but only questions submitted which comply with the rules of conduct will be addressed, which require you to include your full name in the body of the question. Thank you for attending today. We look forward to seeing you again next year. That concludes the Pathward Financial 2026 Annual Meeting of Stockholders.

Operator

This now concludes the meeting. Thank you for joining. You may now disconnect.

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