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8-KThe WireRoutine

Shareholder Vote

Filed Apr 30, 2026 · 2mo ago · Accession 0001193125-26-197753

Plain English

UMB Financial Corporation held its annual shareholder meeting on April 28, 2026, where shareholders voted on director elections, executive compensation, auditor ratification, and an incentive compensation plan. All director nominees were elected, and the auditor engagement was ratified.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549     Form 8-K     CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934   Date of Report (Date of earliest event reported): 4/28/2026     UMB FINANCIAL CORP ORATION (Exact name of registrant as specified in its charter)     Commission File Number: 001-38481   MO 43-0903811 (State or other jurisdiction of (IRS Employer incorporation) Identification No.)   1010 Grand Blvd. , Kansas City , MO 64106 (Address of principal executive offices, including zip code)   ( 816 ) 860-7000 (Registrant’s telephone number, including area code)   (Former name or former address, if changed since last report)     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:   ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)   ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)   ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))   ☐ Pre-commencement communications pursuant to Rule 13c-4(c) under the Exchange Act (17 CFR 240.13e-4(c))   Securities Registered Pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, $1.00 Par Value UMBF The NASDAQ  Global Select Market Depositary Shares, each representing 1/400th interest in a share of 7.75% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock Series B UMBFO The NASDAQ  Global Select Market     Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).   Emerging growth company ☐   If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐       Item 5.07 Submission of Matters to a Vote of Security Holders   The annual meeting of shareholders of the Company was held on April 28, 2026 (the “Annual Meeting”). As of the record date, there were a total of 76,136,588 shares outstanding and entitled to vote at the Annual Meeting. At the Annual Meeting, 70,379,421 shares were represented in person or by proxy, therefore, a quorum was present. The following proposals were submitted by the Board of Directors to a vote of the shareholders: 1. Election of 14 directors to hold office until the 2027 annual meeting of shareholders. The nominees for the directorships received the following votes:   Director   For     Against     Abstain     Broker Non-Votes    Robin C. Beery     63,360,895       1,672,391       116,542       5,229,592    Janine A. Davidson     64,083,947       871,210       194,671       5,229,592    Kevin C. Gallagher     63,985,081       1,049,415       115,332       5,229,592    Greg M. Graves     63,054,528       1,980,129       115,171       5,229,592    Bradley J. Henderson     64,917,425       115,213       117,190       5,229,592    Jennifer K. Hopkins     64,850,069       118,791       180,968       5,229,592    J. Mariner Kemper     63,775,281       1,276,035       98,512       5,229,592    Gordon E. Lansford, III     64,300,015       732,404       117,409       5,229,592    Margaret Lazo     64,394,190       628,823       126,815       5,229,592    Susan G. Murphy     64,848,862       131,117       169,849       5,229,592    Tamara M. Peterman     64,221,979       743,969       183,880       5,229,592    Kris A. Robbins     63,867,611       1,113,421       168,796       5,229,592    L. Joshua Sosland     63,278,847       1,755,718       115,263       5,229,592    Leroy J. Williams, Jr.     63,991,369       1,041,285       117,174       5,229,592     Based on the votes set forth above, each of the nominees was elected to serve as a director until the annual meeting in 2027.   2. Advisory vote (non-binding) on the compensation paid to our named executive officers.   For     Against     Abstain     Broker Non-Votes     62,913,365       2,104,370       132,093       5,229,592       3. Ratification of the Corporate Audit Committee's engagement of KPMG LLP to serve as the Company's independent registered public accounting firm for 2026. The proposal received the following votes:   For     Against     Abstain     Broker Non-Votes     69,599,877       721,858       57,685       —     4. Approval of the Amended and Restated UMB Financial Corporation Omnibus Incentive Compensation Plan. The proposal received the following votes:   For     Against     Abstain     Broker Non-Votes     61,921,217       3,090,883       137,728       5,229,592       Item 9.01 Financial Statements and Exhibits   104 The cover page from this Current Report on Form 8-K, formatted in Inline XBRL.         SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.   UMB FINANCIAL CORPORATION     By:     /s/ Ram Shankar   Ram Shankar Chief Financial Officer Date: April 30, 2026
Filing details
Ticker
UMBF
CIK
101382
Form type
8-K
Filing date
Apr 30, 2026
Report date
Apr 28, 2026
Document
umbf-20260428.htm
Size
310 KB