Western New England Bancorp, Inc. Announces 2024 Annual Meeting of Shareholders

TL;DR

<b>Western New England Bancorp, Inc. will hold its 2024 Annual Meeting on May 9, 2024, to elect directors, vote on executive compensation, and ratify auditors.</b>

AI Summary

Western New England Bancorp, Inc. (WNEB) filed a Proxy Statement (DEF 14A) with the SEC on March 29, 2024. The 2024 Annual Meeting of Shareholders for Western New England Bancorp, Inc. (WNEB) will be held on May 9, 2024. Key agenda items include the election of three directors and an advisory vote on 2023 executive compensation. Shareholders will also vote on ratifying the appointment of Wolf and Company, P.C. as the independent registered public accounting firm for fiscal year 2024. The record date for determining shareholders entitled to notice and voting is March 11, 2024. Shareholders are encouraged to submit their proxy by telephone, internet, or mail, regardless of attendance.

Why It Matters

For investors and stakeholders tracking Western New England Bancorp, Inc., this filing contains several important signals. Shareholders have the opportunity to influence board composition and executive pay through their votes. The ratification of the auditor is a standard but crucial step in corporate governance, ensuring financial oversight.

Risk Assessment

Risk Level: low — Western New England Bancorp, Inc. shows low risk based on this filing. The filing is a routine proxy statement for an annual shareholder meeting, with no immediate financial or operational risks indicated.

Analyst Insight

Shareholders should review the director nominees and executive compensation details before casting their votes.

Key Numbers

• 3 — Directors to be elected (Number of directors up for election at the Annual Meeting.)
• 2023 — Executive Compensation Year (The advisory vote concerns the company's 2023 executive compensation.)
• 2024 — Fiscal Year for Auditor (Wolf and Company, P.C. is proposed as auditor for the fiscal year ending December 31, 2024.)

Key Players & Entities

• Western New England Bancorp, Inc. (company) — Registrant and filer of the proxy statement.
• WNEB (company) — Abbreviation for Western New England Bancorp, Inc.
• Westfield Bank (company) — The Bank subsidiary of Western New England Bancorp, Inc.
• Wolf and Company, P.C. (company) — Proposed independent registered public accounting firm.
• May 9, 2024 (date) — Date of the Annual Meeting of Shareholders.
• March 11, 2024 (date) — Record date for shareholder eligibility to vote.
• March 29, 2024 (date) — Filing date of the proxy statement.

FAQ

Risk Factors

• Compliance with SEC Regulations [low — regulatory]: The company must comply with all SEC rules and regulations regarding proxy solicitations and annual meetings.
• Shareholder Participation [low — operational]: Ensuring sufficient shareholder participation and proxy submissions is critical for the meeting's validity and decision-making.

Key Dates

• 2024-05-09: Annual Meeting of Shareholders — Shareholders will vote on key corporate matters including director elections and executive compensation.
• 2024-03-11: Record Date — Determines which shareholders are eligible to receive notice and vote at the Annual Meeting.
• 2024-03-29: Filing Date — Date the Definitive Proxy Statement was filed with the SEC.

Key Financial Figures

• $15,000 — to help us solicit proxies for a fee of $15,000, plus reasonable out-of-pocket expense.

Filing Documents

• wneb-def14a_050924.htm (DEF 14A) — 1623KB
• wneb-def14a_050924img001.gif (GRAPHIC) — 156KB
• wneb-def14a_050924img002.gif (GRAPHIC) — 43KB
• wneb-def14a_050924img003.gif (GRAPHIC) — 10KB
• wneb-def14a_050924img004.gif (GRAPHIC) — 121KB
• wneb-def14a_050924img005.gif (GRAPHIC) — 93KB
• wneb-def14a_050924img006.gif (GRAPHIC) — 8KB
• wnebproxycard001.jpg (GRAPHIC) — 6KB
• wnebproxycard002.jpg (GRAPHIC) — 1KB
• wnebproxycard003.jpg (GRAPHIC) — 2KB
• wnebproxycard004.jpg (GRAPHIC) — 2KB
• wnebproxycard005.jpg (GRAPHIC) — 2KB
• 0001839882-24-009928.txt (&nbsp;) — 2235KB

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 39 Summary Compensation Table 39 Compensation Actually Paid 40 CEO Pay Ratio Disclosure 43 Outstanding Equity Awards at Fiscal Year End 43 Option Exercises and Stock Vesting 44 Pension Benefits 44 DIRECTOR COMPENSATION 45 Cash Compensation 45 Equity Retainer Grant 45 Deferred Compensation Plan 45 Stock Ownership Guidelines 46 Non-Employee Director Stock Election Program 46 TRANSACTIONS WITH RELATED PERSONS 47 Related-Person Transactions Policy and Procedures 47 Transactions with Certain Related Persons 47 DELINQUENT SECTION 16(A) REPORTS 48

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT 49 Principal Shareholders 49

Security Ownership of Management

Security Ownership of Management 50 PROPOSAL 2 – NON-BINDING ADVISORY RESOLUTION ON THE COMPENSATION OF THE NAMED EXECUTIVE OFFICERS 52 Vote Required 52 Our Recommendation 52 General 52 PROPOSAL 3 – RATIFICATION OF APPOINTMENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM 53 Vote Required 53 Our Recommendation 53 Independent Registered Public Accounting Firm Fees and Services 53 HOUSEHOLDING OF PROXY MATERIALS 54 OTHER MATTERS 54 1 WESTERN NEW ENGLAND BANCORP, INC. 141 Elm Street Westfield, Massachusetts 01085 (413) 568-1911 PROXY STATEMENT FOR THE 2024 ANNUAL MEETING OF SHAREHOLDERS To Be Held on May 9, 2024 INFORMATION ABOUT THE ANNUAL MEETING General Western New England Bancorp, Inc., a Massachusetts-chartered stock holding company, is registered as a savings and loan holding company with the Federal Reserve Board and owns all of the capital stock of Westfield Bank (the "Bank"). As used in this Proxy Statement, "we," "us," "our" and "Company" refer to Western New England Bancorp, Inc. and/or its subsidiaries, depending on the context. Our common stock is listed on the NASDAQ Global Select Market ("NASDAQ") under the symbol "WNEB." The term "Annual Meeting," as used in this Proxy Statement, means the 2024 Annual Meeting of Shareholders and includes any adjournment or postponement of such meeting. We have sent you this Proxy Statement and the Proxy Card because our Board of Directors ("Board") is soliciting your proxy to vote at the Annual Meeting. This Proxy Statement summarizes the information you will need to know to cast an informed vote at the Annual Meeting. You do not need to attend the Annual Meeting to vote your shares. You may vote by proxy over the telephone, internet or by mail, and your votes will be cast for you at the Annual Meeting. This process is described in the section entitled " Voting Procedures ." We made available this Proxy Statement, the Notice of Annual Meeting of Shareholders a

View Full Filing

View this DEF 14A filing on SEC EDGAR