#United States #Cadence Bank #Special Meeting #Proxy Solicitation #Houston and Tupelo

Cadence Bank's Special Meeting Adjourned

Houston and Tupelo, Miss., Dec. 30, 2024 - Cadence Bank (NYSE: CADE) announced today the adjournment of its special meeting of shareholders, originally scheduled for this afternoon, now set to reconvene on Monday, January 27, 2025, at 3 p.m. Central Standard Time. The company indicated that this strategic move is essential to gather additional proxy votes from preferred shareholders regarding critical proposals to enhance shareholder value.

The pivotal agenda of the special meeting encompasses several proposals, prominently including Proposal 2. This proposal seeks authorization for Cadence Bank’s board of directors to initiate a stock repurchase program in compliance with Regulation H. The adjournment provides an essential period for the Company to engage further with its shareholders, particularly with preferred shareholders who need more time to consider the implications and vote on this significant proposal.

Moreover, the special meeting also encompasses Proposal 1, which relates to amendments to the Company’s Articles of Incorporation, and Proposal 3, which pertains to introducing a new long-term incentive plan. Proposal 4, which involves potentially adjourning the special meeting further if necessary, was also included in discussions. Earlier today, before the adjournment, Cadence Bank announced that its common shareholders approved Proposals 1, 2, 3, and 4, indicating strong preliminary support for these measures.

Cadence Bank's preferred shareholders, as of the closing date of November 8, 2024, who have yet to cast their vote on Proposal 2 are encouraged to contact Okapi Partners, the proxy solicitor, for guidance on how to submit their instructions. Those interested in participating in the upcoming virtual meeting can access it through the provided web portal and should ensure they have their unique control number ready for validation.

This decision aligns with Cadence Bank’s ongoing commitment to transparency and stakeholder engagement, striving to foster a culture of inclusivity and active participation within the investor community.

About Cadence Bank

Cadence Bank is a reputable regional banking institution managing approximately $50 billion in assets with over 350 branches situated across the Southern United States and Texas. The bank offers a comprehensive suite of banking and financial services, including consumer banking, commercial real estate financing, wealth management, and strategic financial planning. Cadence Bank prides itself on its dedication to community engagement and inclusion, positioning itself as a leader in the financial sector.

The bank has recently filed a definitive proxy statement with the Federal Deposit Insurance Corporation to facilitate this special meeting, providing shareholders with critical information regarding upcoming proposals. All stakeholders are encouraged to peruse the documentation thoroughly to understand the implications of the proposals fully.

For additional information or to obtain the materials related to the special meeting, shareholders can access the Investor Relations section of the Cadence Bank website or reach out directly to the bank’s corporate office.

Cadence Bank remains committed to enhancing shareholder value through diligent corporate governance and shareholder engagement strategies, ultimately aspiring for long-term growth and stability.

Important Note

This communication may constitute additional solicitation materials concerning the special meeting. Shareholders are strongly advised to familiarize themselves with the definitive proxy statement and supplementary materials when they become available, as they contain vital information pertinent to their investments and the business trajectory of Cadence Bank.