Arrow Financial Corp. Files Definitive Proxy Statement

Ticker: AROW · Form: DEF 14A · Filed: Apr 25, 2024 · CIK: 717538

Sentiment: neutral

Topics: DEF 14A, Proxy Statement, Arrow Financial Corp, Executive Compensation, Corporate Governance

TL;DR

<b>Arrow Financial Corp. has filed its Definitive Proxy Statement for the 2023 fiscal year, detailing executive compensation and corporate governance.</b>

AI Summary

ARROW FINANCIAL CORP (AROW) filed a Proxy Statement (DEF 14A) with the SEC on April 25, 2024. Arrow Financial Corp. filed a Definitive Proxy Statement (DEF 14A) on April 25, 2024. The filing covers the period from January 1, 2023, to December 31, 2023. Key individuals mentioned include Thomas J. Murphy and David S. DeMarco, identified as Members. The filing references executive compensation data, including pension adjustments and service costs. The company's fiscal year ends on December 31.

Why It Matters

For investors and stakeholders tracking ARROW FINANCIAL CORP, this filing contains several important signals. This DEF 14A filing provides shareholders with crucial information regarding executive compensation, director nominations, and other matters to be voted on at the annual meeting. Understanding the details of executive pay and company proposals is essential for shareholders to make informed voting decisions and assess management's performance.

Risk Assessment

Risk Level: low — ARROW FINANCIAL CORP shows low risk based on this filing. The filing is a routine DEF 14A, indicating standard corporate governance procedures rather than significant financial or operational changes.

Analyst Insight

Shareholders should review the executive compensation details and any proposed resolutions to make informed voting decisions.

Executive Compensation

NameTitleTotal Compensation
Thomas J. MurphyMember
David S. DeMarcoMember

Key Numbers

Key Players & Entities

FAQ

When did ARROW FINANCIAL CORP file this DEF 14A?

ARROW FINANCIAL CORP filed this Proxy Statement (DEF 14A) with the SEC on April 25, 2024.

What is a DEF 14A filing?

A DEF 14A is a definitive proxy statement sent to shareholders before annual meetings, covering executive compensation, board nominations, and shareholder votes. This particular DEF 14A was filed by ARROW FINANCIAL CORP (AROW).

Where can I read the original DEF 14A filing from ARROW FINANCIAL CORP?

You can access the original filing directly on the SEC's EDGAR system. The filing is publicly available and includes all exhibits and attachments submitted by ARROW FINANCIAL CORP.

What are the key takeaways from ARROW FINANCIAL CORP's DEF 14A?

ARROW FINANCIAL CORP filed this DEF 14A on April 25, 2024. Key takeaways: Arrow Financial Corp. filed a Definitive Proxy Statement (DEF 14A) on April 25, 2024.. The filing covers the period from January 1, 2023, to December 31, 2023.. Key individuals mentioned include Thomas J. Murphy and David S. DeMarco, identified as Members..

Is ARROW FINANCIAL CORP a risky investment based on this filing?

Based on this DEF 14A, ARROW FINANCIAL CORP presents a relatively low-risk profile. The filing is a routine DEF 14A, indicating standard corporate governance procedures rather than significant financial or operational changes.

What should investors do after reading ARROW FINANCIAL CORP's DEF 14A?

Shareholders should review the executive compensation details and any proposed resolutions to make informed voting decisions. The overall sentiment from this filing is neutral.

Risk Factors

Key Dates

Glossary

DEF 14A
Definitive Proxy Statement (This filing provides shareholders with information for voting on corporate matters.)

Filing Stats: 4,730 words · 19 min read · ~16 pages · Grade level 12.2 · Accepted 2024-04-25 16:11:55

Key Financial Figures

Filing Documents

Executive Compensation

Executive Compensation 41 Agreements W ith Named Executive Officers 51 Additional Voting Information 57 Additional Shareholder Information 61 Appendix A: Arrow Financial Corporation 2023 Employee Stock Purchase Plan 62 250 Glen Street Glens Falls, New York 12801 PROXY STATEMENT General Voting Information This Proxy Statement is furnished in connection with the solicitation by the Board of Directors ("Board") of Arrow Financial Corporation ("Company"), a New York corporation, of proxies to be voted at the 2024 Annual Meeting of Shareholders ("Annual Meeting") to be held virtually on June 5, 2024, at 10:00 a.m., or at any adjournment or postponement thereof. The release of the Notice Regarding the Availability of Proxy Materials, the Notice of 2024 Annual Meeting of Shareholders, the Proxy Statement and the Company's Annual Report on Form 10-K for the year ended December 31, 2023 (collectively, the "Proxy Materials") is scheduled to begin on April 25, 2024, to shareholders of record as of the close of business on April 8, 2024. As of the record date, there were 16,692,429 shares of Company common stock outstanding, and each share is entitled to one vote at the Annual Meeting. To vote, please follow the instructions in the Notice Regarding the Availability of Proxy Materials or in the other Proxy Materials. If you wish to receive a printed copy of the Proxy Materials, please follow the instructions in the Notice Regarding the Availability of Proxy Materials. The Proxy Materials will be mailed within three business days of receipt of your request. Shareholders who previously requested electronic copies will receive them in that format. Please be sure that your shares are represented at the Annual Meeting by completing and submitting your proxy by telephone, online or by requesting and returning a completed paper proxy card. Please see the Additional Voting Information section of this Proxy Statement for more information on how to vote. 1

: Gender Identity

Part I: Gender Identity Directors 2 8 — —

: Demographic Background

Part II: Demographic Background African American or Black — 1 — — Alaskan Native or Native American — — — — Asian — — — — Hispanic or Latinx — — — — Native Hawaiian or Pacific Islander — — — — White 2 7 — — Two or More Races or Ethnicities — — — — LGBTQ+ — Did Not Disclose Demographic Background — Director Nominee and Continuing Director Biographies: We have prepared the following biographies to provide shareholders with detailed information about each continuing Director and Director nominee, all of whom are currently serving as Directors of the Company. No specific minimum qualification standards have been established. Class B Nominees (terms expiring in 2027, if elected) David S. DeMarco Mr. DeMarco, age 62, has been a Director of the Company since July 26, 2023; he has been a Director of SNB and GFNB since December 2012 and April 2022, respectively. He has been President and Chief Executive Officer of Arrow Financial Corporation and GFNB since May 13, 2023; he was Senior Executive Vice President of Arrow since May 1, 2009 and Chief Banking Officer of Arrow from January 1, 2018 to May 13, 2023. Mr. DeMarco has been the President and Chief Executive Officer of SNB since January 1, 2013. Prior to that date, Mr. DeMarco served as Executive Vice President and Head of the Branch, Corporate Development, Financial Services and Marketing Division of GFNB since January 1, 2003. Mr. DeMarco started with the Company in 1987. Mr. DeMarco is also a Board Member of Independent Bankers Association of New York State and New York State Bankers Association Profit Solutions Board of Directors. 3 David G. Kruczlnicki Mr. Kruczlnicki, age 71, has been a Director of the Company since 1989; he has been a Director of SNB and GFNB since 2015 and April 2022, respectively. He previously served 26 years as a Director of GFNB. Mr. Kruczlnicki is President of a consulting firm that advises nonprofits on business planning and teaches at Siena College and Clarkson Univers

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