AMTB Amerant Bancorp Inc. - 8-K

Item 5.07 Submission of Matters to a Vote of Security Holders.

On June 2, 2026, Amerant Bancorp Inc. (the “Company”) held its 2026 annual meeting of shareholders (the "Annual Meeting"). There were 27,035,485 shares of Class A voting common stock of the Company present or represented by proxy at the Annual Meeting, constituting approximately 69.21% of the 39,062,373 outstanding shares of Class A voting common stock on April 7, 2026, the record date for the Annual Meeting.

The matters voted upon at the Annual Meeting and the final results of such voting are set forth below:

Proposal 1: To elect directors to serve until the 2027 annual meeting of shareholders. Each nominee received the following votes:

Nominee

For

Against

Abstain

Broker Non-Vote

Odilon Almeida

23,313,655

424,739

18,318

3,278,773

Carlos Iafigliola

23,684,663

65,177

872

3,278,773

Erin D. Knight

23,507,527

240,238

8,947

3,278,773

Jack Kopnisky

23,526,368

220,601

9,743

3,278,773

Lisa Lutoff-Perlo

23,253,309

494,284

9,119

3,278,773

Gustavo Marturet M.

23,099,095

644,562

13,055

3,278,773

Patricia Morrison

23,663,389

84,203

9,120

3,278,773

John W. Quill

23,666,083

75,856

14,773

3,278,773

Ashaki Rucker

23,585,958

159,808

10,946

3,278,773

Oscar Suarez

23,501,329

245,640

9,743

3,278,773

Millar Wilson

15,336,523

8,386,819

33,370

3,278,773

All director nominees were duly elected at the Annual Meeting. Each of the individuals named in the above table will serve as a director until the 2027 Annual Meeting of Shareholders or until his or her successor is duly elected and qualified.

Proposal 2: To approve, on a non-binding, advisory basis, the compensation of the Company’s named executive officers (“Say-on-Pay”). Say-on-Pay received the following votes:

For

Against

Abstain

Broker Non-Vote

23,349,064

361,733

45,915

3,278,773

At the Annual Meeting, the shareholders approved, on a non-binding advisory basis, the compensation of the Company’s named executive officers — Say-on-Pay.

Proposal 3: The proposal to ratify the appointment of RSM US LLP as the independent registered public accounting firm of the Company for the fiscal year ending December 31, 2026 received the following votes:

For

Against

Abstain

Broker Non-Vote

27,002,896

17,990

14,599

---

At the Annual Meeting, the 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.