Wintrust Financial Corp
12 nominees · 3 ballot items.
Election of 12 directors; advisory approval of executive compensation (Say-on-Pay); ratification of Ernst & Young LLP as independent auditors.
Follow how the vote landed and what changed on Wintrust Financial Corp’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElect 12 nominees for director to hold office until the 2027 Annual Meeting or until successors are elected and qualified.
- 2
Advisory Vote to Approve Executive Compensation (Say-on-Pay
ManagementBoard: FORNon-binding advisory approval of the Company’s executive compensation as described in the proxy statement.
More detail
This non-binding proposal asks shareholders to endorse the Company’s executive compensation program as disclosed in the proxy, reflecting pay-for-performance principles, a heavy weighting of incentive compensation (short- and long-term), and governance practices like clawbacks and stock ownership guidelines. Management seeks approval to validate its pay design and to signal alignment with investors; the board recommends FOR because prior say-on-pay votes showed strong shareholder support and the Compensation Committee used independent benchmarking and pay-for-performance analysis in setting 2025 compensation. The proposal does not change pay terms but serves as shareholder feedback; a FOR vote supports the Committee’s approach, while AGAINST could prompt management review though not an immediate change. The context includes strong 2025 financial results, overlapping LTIP cycles tied to Adjusted EPS and Relative TSR, and special transition arrangements for the founder within the Wehmer Agreement. The board’s rationale emphasizes retention, alignment with shareholder returns, and use of independent consultant Meridian to benchmark pay.
- 3
Ratification of Ernst & Young LLP as Independent Registered Public Accounting Firm for Fiscal Year 2026
ManagementBoard: FORRatify the appointment of Ernst & Young LLP as the Company’s independent auditors for fiscal year 2026.
Nominees on the ballot12
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | FMR LLC | 5.9% | 3,974,693 | $552M |
| 2 | BlackRock, Inc. | 5.4% | 3,619,424 | $503M |
| 3 | VANGUARD PORTFOLIO MANAGEMENT LLC | 5.3% | 3,586,873 | $498M |
| 4 | VANGUARD CAPITAL MANAGEMENT LLC | 4.5% | 3,025,764 | $420M |
| 5 | STATE STREET CORP | 3.8% | 2,586,355 | $359M |
| 6 | DIMENSIONAL FUND ADVISORS LP | 3.8% | 2,537,541 | $353M |
| 7 | BlackRock, Inc. | 3.0% | 1,990,256 | $277M |
| 8 | FIRST TRUST ADVISORS LP | 2.7% | 1,830,268 | $254M |
| 9 | EARNEST PARTNERS LLC | 2.1% | 1,400,634 | $195M |
| 10 | PRINCIPAL FINANCIAL GROUP INC | 1.7% | 1,153,659 | $160M |
Other Financial Services sector meetings6
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Frequently asked questions
- When is the Wintrust Financial Corp 2026 annual meeting?
- Wintrust Financial Corp (WTFC) holds its 2026 annual shareholder meeting on Thursday, May 28, 2026.
- What is the record date for the Wintrust Financial Corp 2026 meeting?
- The record date for the Wintrust Financial Corp 2026 meeting is Monday, March 30, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Wintrust Financial Corp's 2026 meeting?
- The board is presenting 12 director nominees at the Wintrust Financial Corp 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Wintrust Financial Corp 2026 meeting?
- Shareholders will vote on 3 proposals at the Wintrust Financial Corp 2026 meeting, each tagged with who proposed it and the board's recommendation.
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