11 nominees · 3 ballot items.
Election of 11 directors; advisory approval of executive compensation (Say-on-Pay); and ratification of Crowe LLP as independent auditor for fiscal year ending Dec 31, 2026.
Elect a board of 11 directors to hold office for the ensuing year or until their successors are elected and qualified.
Non-binding, advisory vote to approve Trustmark’s executive compensation as disclosed in the proxy statement (Say-on-Pay).
This non-binding management proposal asks shareholders to approve, on an advisory basis, the compensation paid to the company’s named executive officers as disclosed in the proxy statement. Management seeks this vote to affirm its compensation philosophy and program design — which emphasizes pay-for-performance through a mix of base salary, annual incentives and long-term equity tied to performance metrics (EPS, ROATE, TSR, efficiency ratio, etc.) — and to inform future compensation decisions. The Board recommends a vote FOR, citing alignment with peer practices, substantial performance-based pay, clawback provisions, stock ownership guidelines, and strong 2025 financial outcomes (record net income). Given the advisory nature, the vote does not bind the Board but serves as feedback; the company references prior strong say-on-pay support (98.9% in 2025) and will consider results when setting future compensation. The proposal contains no operational or regulatory impact beyond informing compensation governance, but a negative vote could signal shareholder dissatisfaction leading to potential program changes, enhanced disclosure, or increased engagement. Institutional investors typically evaluate such proposals in the context of pay quantum, performance alignment, governance practices, and comparative peer pay; Trustmark’s strong financial performance in 2025 and detailed compensation controls reduce the risk of shareholder rebellion, supporting management’s recommendation.
Ratify the Audit Committee’s selection of Crowe LLP as Trustmark’s independent auditor for the fiscal year ending December 31, 2026.
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | BlackRock, Inc. | 10.43% | 6,112,496 | $258M |
| 2 | DIMENSIONAL FUND ADVISORS LP | 6.38% | 3,740,304 | $158M |
| 3 | VANGUARD PORTFOLIO MANAGEMENT LLC | 6.01% | 3,524,803 | $149M |
| 4 | WELLINGTON MANAGEMENT GROUP LLP | 5.16% | 3,023,380 | $127M |
| 5 | STATE STREET CORP | 5.08% | 2,974,965 | $125M |
| 6 | VANGUARD CAPITAL MANAGEMENT LLC | 4.34% | 2,545,422 | $107M |
| 7 | EARNEST PARTNERS LLC | 4.32% | 2,532,602 | $107M |
| 8 | North Reef Capital Management LP | 3.33% | 1,952,930 | $82M |
| 9 | BlackRock, Inc. | 2.82% | 1,653,725 | $70M |
| 10 | GEODE CAPITAL MANAGEMENT, LLC | 2.24% | 1,310,410 | $55M |
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