ESSA Bancorp, Inc. 2024-2025 Proxy Voting Records

Description as filed by funds: a proposal to approve the Agreement and Plan of Merger (the "merger agreement"), by and among CNB Financial Corporation, a Pennsylvania corporation, CNB Bank, a Pennsylvania-chartered nonmember bank and wholly owned subsidiary of CNB ("CNB Bank"), ESSA, and ESSA Bank & Trust, a Pennsylvania-chartered stock savings bank and wholly-owned subsidiary of ESSA ("ESSA Bank"), dated as of January 9, 2025, pursuant to which (i) ESSA will merge with and into CNB, with CNB as the surviving entity, and (ii) ESSA Bank will merge with and into CNB Bank, with CNB Bank as the surviving entity (the "ESSA merger proposal");

ESSA Bancorp, Inc.’s own tally for this item (“1. Merger Proposal A proposal to approve the Agreement and Plan of Merger, by and among CNB, CNB Bank, the Company, and ESSA Bank & Trust ("ESSA Bank"), dated as of January 9, 2025, pursuant to which (i) the Company will”): 7,497,798 for, 535,187 against — passed, per its Form 8-K filed April 15, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 1 – Merger Proposal A proposal to approve the Agreement and Plan of Merger, by and among CNB, CNB Bank, the Company, and ESSA Bank & Trust ("ESSA Bank"), dated as of January 9, 2025, pursuant to which (i) the Company will merge with and into CNB, with CNB as the surviving entity, and (ii) …”
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a majority of the votes cast (“majority of the votes cast”).

The 35 asset managers below reported 1,797,852 for, 49,536 abstained.

Showing the 25 largest of 35 asset managers. See all 35 in the interactive database.

Description as filed by funds: a proposal to approve one or more adjournments of the ESSA special meeting, if necessary, to permit further solicitation of proxies if there are insufficient votes at the time of the special meeting, or at an adjournment or postponement of that meeting, to approve the ESSA merger proposal (the "ESSA adjournment proposal").

ESSA Bancorp, Inc.’s own tally for this item (“3. Adjournment Proposal A proposal to approve one or more adjournments of the Special Meeting, if necessary, to permit further solicitation of proxies if there are insufficient votes at the time of the Special Meeting, o”): 8,070,374 for, 753,073 against — passed, per its Form 8-K filed April 15, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 – Adjournment Proposal A proposal to approve one or more adjournments of the Special Meeting, if necessary, to permit further solicitation of proxies if there are insufficient votes at the time of the Special Meeting, or at an adjournment or postponement of the Special Meeting, to approv…”
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a majority of the votes cast (“majority of the votes cast”).

The 36 asset managers below reported 1,790,790 for, 56,630 against.

Showing the 25 largest of 36 asset managers. See all 36 in the interactive database.

Description as filed by funds: a proposal to approve, on an advisory (non-binding) basis, specified compensation that may become payable to the named executive officers of ESSA in connection with the merger (the "ESSA compensation proposal"); and

ESSA Bancorp, Inc.’s own tally for this item (“2. Compensation Proposal A proposal to approve, on an advisory (non-binding) basis, specified compensation that may become payable to the named executive officers of the Company in connection with the merger”): 4,545,908 for, 3,431,803 against — passed, per its Form 8-K filed April 15, 2025 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 – Compensation Proposal A proposal to approve, on an advisory (non-binding) basis, specified compensation that may become payable to the named executive officers of the Company in connection with the merger was approved by the affirmative vote of a majority of the votes cast by sharehold…”
Support: 57% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a majority of the votes cast (“majority of the votes cast”).

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports, all 36 managers: 11,331 for, 1,836,089 against. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports, all 82 managers: 2,550,755 for, 1,536,081 against, 89,673 abstained. Showing the 25 largest; see all in the interactive database.