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Your vote matters - here's how to vote!
You may vote online or by phone instead of mailing this card.
Votes submitted electronically must be received by 1:00 a.m., Central Time, on May 25, 2023.
Online
GoIf noto wwwelectronic.envisionreportsvoting, .com/STEL
delete QR code and control #
or scan the QR code - login details are
∆ ≈
located in the shaded bar below.
Phone
Call toll free 1-800-652-VOTE (8683) within the USA, US territories and Canada
Save paper, time and money! | |||||||
Using a black inkpen, mark your votes with an X as shown in this example. | Sign up for electronic delivery at | ||||||
www.envisionreports.com/STEL | |||||||
Please do not write outside the designated areas. | |||||||
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2023 Annual Meeting Proxy Card | |||||||
q IF VOTING BY MAIL, SIGN, DETACH AND RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE. q | + | ||||||
A | Proposals - The Board of Directorsi | recommendaavotevoteFORFORalallthethenominenomineess listed,listed FORand ProposalsFORProposalX - X2 and for4, andevery1-YearXYEARSfor Proposalon Proposal3. X. | |||||
1. To elect four (4) of Class I directors to serve on the board of directors of the Company until the Company's 2026 annual meeting of shareholders, and until their respective | |||||||
successors are duly elected and qualified or until their earlier resignation or removal. | |||||||
For Withhold | For Withhold | For Withhold |
01 - John Beckworth
02 - Fred S. Robertson
03 - Joseph B. Swinbank
04 - William E. Wilson, Jr.
2. To approve, on an advisory, non-binding basis, the compensation paid to our named executive officers as disclosed in the accompanying proxy statement ("Say-On-Pay").
4. To ratify the appointment of Crowe LLP as the independent registered public accounting firm of the Company for the year ending December 31, 2023.
For | Against Abstain | 1 Year 2 Years 3 Years Abstain |
3. To approve, on an advisory, non-binding basis, the frequency of future advisory votes on the compensation of our named executive officers.
5. To transaction such other business as may properly come before the meeting or any adjournment thereof.
- Authorized Signatures - This section must be completed for your vote to count. Please date and sign below.
Please sign exactly as name(s) appears hereon. Joint owners should each sign. When signing as attorney, executor, administrator, corporate officer, trustee, guardian, or custodian, please give full title.
Date (mm/dd/yyyy) - Please print date below. | Signature 1 - Please keep signature within the box. | Signature 2 - Please keep signature within the box. |
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03TECC
2023 Annual Meeting of Stellar Bancorp, Inc. Shareholders
May 25, 2023 at 10:00 a.m. CT
The Houstonian Hotel
111 North Post Oak Lane
Houston, Texas 77024
Important notice regarding the Internet availability of proxy materials for the Annual Meeting of Shareholders.
The materials are available at: www.envisionreports.com/STEL
Small steps make an impact.
Help the environment by consenting to receive electronic
delivery, sign up at www.envisionreports.com/STEL
q IF VOTING BY MAIL, SIGN, DETACH AND RETURN THE BOTTOM PORTION IN THE ENCLOSED ENVELOPE. q | + | |
Stellar Bancorp, Inc. | ||
Notice of 2023 Annual Meeting of Shareholders to be held on May 25, 2023
Proxy Solicited on behalf of the Stellar Bancorp, Inc. Board of Directors
The undersigned hereby constitutes and appoints Robert R. Franklin, Jr. and Steven R. Retzloff, jointly and severally with the full power of substitution and revocation, as proxies to represent and to vote for and on behalf of the undersigned, with all the powers that the undersigned would possess if personally present, all of the shares of common stock, par value $0.01 per share, of Stellar Bancorp, Inc. (the "Company"), that the undersigned would be entitled to vote if then personally present at the Annual Meeting of Shareholders of the Company (the "Annual Meeting") to be held at The Houstonian Hotel, 111 North Post Oak Lane, Houston, Texas 77024 on Thursday, May 25, 2023, at 10:00 a.m. Central Time, and at any adjournments or postponements thereof, on the matters and proposals set forth in the Notice of the Annual Meeting of Shareholders dated April 24, 2023, and which may properly come before the Annual Meeting in accordance with directions contained in this Proxy Card. The undersigned hereby revokes all appointments of proxy previously given to vote at the Annual Meeting.
This proxy, when properly executed, will be voted in the manner directed herein by the undersigned Shareholder. If no direction is made, this proxy will be voted "FOR" the election of all of the Class I director nominees named in Proposal 1, "FOR" approval of Proposal 2, for "1-Year" for Proposal 3, and "FOR" approval of Proposal 4. In their discretion, the Proxies are authorized to vote upon such other business as may properly come before the meeting.
(Items to be voted appear on reverse side)
- Non-VotingItems
Change of Address - Please print new address below. | Comments - Please print your comments below. |
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Disclaimer
Stellar Bancorp Inc. published this content on 25 April 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 25 April 2023 21:45:13 UTC.