AROW Arrow Financial Corp - 8-K

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

Arrow Financial Corporation (the "Company") held its 2026 Annual Meeting of Shareholders (the "2026 Annual Meeting") on June 3, 2026. At the 2026 Annual Meeting, our shareholders (1) elected to the board of directors four Class A directors with terms expiring in 2029, (2) approved on an advisory basis the Company's 2025 executive compensation; and (3) ratified the selection of the independent registered public accounting firm, Crowe LLP, as our independent auditor for the fiscal year ending December 31, 2026. The three foregoing proposals are described in detail in the Company's Proxy Statement filed with the Securities and Exchange Commission on April 23, 2026. As of the record date, April 6, 2026, there were 16,526,628 shares of the Company's common stock outstanding and entitled to vote. The holders of 12,946,253 shares of common stock, representing 78.34% of the outstanding shares entitled to vote as of the record date, were represented at the 2026 Annual Meeting, either virtually or by proxy, and this amount represented a quorum.

The matters acted upon at the 2026 Annual Meeting, and the voting tabulation for each matter, are as follows:

1. The election of four (4) directors to Class A, for a term of three (3) years and/or until their successors shall have been elected and qualified.

Votes For

Votes Withheld

Broker Non-Votes

Class A Director Nominees:

Mark L. Behan

9,476,900

538,442

2,930,911

Gregory J. Champion

8,422,538

1,592,804

2,930,911

Darrin M. Jahnel

9,727,222

288,120

2,930,911

Daniel J. White

8,787,653

1,227,689

2,930,911

2. The approval, on an advisory basis, of the Company’s 2025 executive compensation.

Votes For

Votes Against

Abstain

Broker Non-Votes

Common Stock Voted On:

Executive Compensation

9,087,641

731,910

195,791

2,930,911

3. The ratification of the selection of the independent registered public accounting firm, Crowe LLP, as the Company's independent auditor for the fiscal year ending December 31, 2026.

Common Stock Voted On:

Votes For

Votes Against

Abstain

Crowe LLP

12,295,674

429,557

221,022