AGM 2026

Apr 29, 2026

Good morning, and welcome to the annual meeting of shareholders of Hancock Whitney Corporation. I would now like to turn the meeting over to John Hairston, President and CEO. Good morning, thank you for participating in the Hancock Whitney Corporation 2026 annual meeting of shareholders. First, I'd like to start with a brief review of our financial performance. 2025 was an exceptional year for our company, marked by strong earnings growth, disciplined balance sheet management, and proactive capital deployment through increased shareholder returns and thoughtful investments in the long-term growth of our company. Our performance in 2025 reflects the success of our strategic efforts to pivot to growth. During the year, we completed the acquisition of Sabal Trust Company and continued to execute our organic growth strategy. This included adding revenue-generating associates across our footprint and opening new financial centers in the North Dallas area, a region that remains very attractive for both demographic and economic reasons. Our efforts to add additional bankers continued into 2026, with approximately 30 net new bankers during the 1st quarter. Our strong capital position has enabled us to increase our common dividend in both January 2025 and in 2026, bringing the quarterly dividend to $0.50 per common share. We have increased our common dividend every year since 2024, and we are pleased to continue this payment to you, our shareholders, as a tangible return for your ongoing investment in Hancock Whitney. We released 1st quarter 2026 earnings last week, and we're pleased to report another quarter of solid performance. We continue to execute on our organic growth strategy while maintaining a disciplined approach to expense management. I would like to thank our remarkable team for their hard work and focus on growing more granular and full service client relationships. Since our founding in 1899, our core values have guided us through changing economic environments, industry transformation, and generations of growth. Those same values continue to shape how we serve our clients, support our communities, and build our company for the future. Our progress, both in the past year and across our long history, reflects the strong partnerships we've built with our shareholders, the enduring relationships we've earned with our clients, and the commitment our associates bring to their work each day. Looking ahead, we remain focused on building on that foundation by delivering long-term value, consistent returns, and the high-quality banking experience that has long distinguished the Hancock Whitney organization. With that, I now call the Hancock Whitney 2026 annual meeting of shareholders to order. As President and CEO of Hancock Whitney Corporation, I will serve as Chair of the meeting in accordance with our bylaws. Nita Kuhner, General Counsel and Corporate Secretary of the company, will serve as Secretary of the meeting. At this time, the polls are open, and if you have not voted yet or would like to change your vote, please do so now by using the Vote Here button of the virtual meeting website on your screen. In fairness to all shareholders and in the interest of having an orderly and constructive meeting, we will conduct business in accordance with the rules and procedures for conduct, a link to which is posted in the Meetings Materials section on your screen. I would now like to introduce the director nominees and other members of your board of directors who are attending the meeting remotely. Frank Bertucci, Dean Liollio, Thomas H. Olinde, Joanie C. Teofilo, Richard Wilkins, Moses H. Feagin, Randall W. Hanna, Suzette Kent, Merritt Lane, Jerry L. Levens, Sonya C. Little, Sonia A. Pérez, Christine L. Pickering, and Al Williams. I want to thank these board members for their continued leadership and service to our company. We would like to acknowledge that Broadridge Financial Solutions is acting as Inspector of Elections, and they will tabulate the votes for this meeting. I will now turn the meeting over to Nita Kuhner, Hancock Whitney's GC and Corporate Secretary, for the official business of the meeting. Thank you, John. I have a certified list of the common shareholders of record of the company at the close of business on March 2nd, 2026, the record date for the meeting. I also have a signed affidavit of distribution stating that notice of this meeting in the form attached to the affidavit was sent timely to all common shareholders of the company entitled to notice of this meeting. This affidavit of distribution will be incorporated into the minutes of the meeting. Further, I can report that holders of a majority of the shares entitled to vote are present at this virtual meeting or represented by proxy, and therefore, we have a quorum for today's meeting, and it has been convened for transacting such business as may properly come before it. This year, there are 3 proposals to be considered and acted upon. As detailed in this year's proxy statement, the board of directors recommended that you vote for each of the five nominees to serve as directors until the 2029 annual meeting, for the approval on an advisory basis of the compensation of our named executive officers as disclosed in the proxy statement, and for the ratification of the selection of PricewaterhouseCoopers as the company's independent registered public accounting firm for 2026. As no other business has been properly brought before the meeting, I now declare the polls for voting closed. We have been informed by the Inspector of Election that the preliminary votes have been counted and that all proposals, as recommended by the board, have passed. The vote tabulation will be certified by the Inspector of Election and filed with the minutes of this meeting. I will now turn the meeting back over to John Hairston. Thank you, Nita. This concludes the business matters to be brought before the 2026 annual shareholders meeting. On behalf of the board of directors, I'd like to extend our gratitude to you, our shareholders, for your continued trust and support. At this time, the formal business meeting is now adjourned. We'll now have a brief Q&A period. Nita Kuhner will read questions received on behalf of shareholders. Thank you, John. We did have a question from a shareholder. The shareholder has asked, "What three actions will the board of directors take in 2026 to increase shareholder value? Okay, thanks for the question, Nita Kuhner. first, I would say the board raised dividends a nickel per share in Q1 of this year, which when accumulated with dividend increases in 2024 and 2025, aggregates to about $0.20 per share per quarter or approximately 67% per share in increased dividends over the past little over two years. second, the board authorized management to accelerate filling our prior 5% repurchase authority in 2025, the company repurchased a full 5% of our shares in 2025 alone. The board approved another 5% repurchase authorization for 2026 and is noted in the first quarter earnings release, 1.4 million shares of that authorization were repurchased in Q1, and we reiterated on the call our expectation to fill the remaining 5% authorization over the course of 2026 based on what we know now. Third, the board approved and oversees management's activities towards attaining our CSOs or corporate strategic objectives for the next couple of years, inclusive of improving ROTCE, while simultaneously growing our balance sheet over time. While that isn't in the 3 items, the questions for 3 items, I would add the board is obviously actively engaged in assuring that management achieves all those goals while responsibly managing risk and avoiding volatility and earnings. I would thank you for the question. Thanks to the shareholder for asking it. Did we receive any other questions, Nita? No, there were no further questions. Okay. Well, with that, I'll thank you for joining Hancock Whitney's 2026 annual meeting of shareholders. We look forward to doing it again next year. This concludes today's meeting. You may now disconnect.