8-K current report · filed Apr 28, 2026

PARK NATIONAL CORP /OH/ (PRK) 8-K Current Report: April 28, 2026

Item 5.02Item 5.07PRK overview

Short answer

PARK NATIONAL CORP /OH/ (PRK) filed an 8-K current report with the SEC on April 28, 2026 reporting Item 5.02 (Departure/Election of Directors or Officers), Item 5.07 (Submission of Matters to a Vote of Security Holders). Shareholders approved replacement employee and director equity plans, effective April 27, 2026, each lasting 10 years.

PARK NATIONAL CORP /OH/ 8-K event analysis

AI summary of each reported item and its exhibits

Item 5.02 · Departure/Election of Directors or Officers

  • Shareholders approved replacement employee and director equity plans, effective April 27, 2026, each lasting 10 years
  • Employee plan authorizes 1,500,000 shares, with annual grants capped at 150,000 or 300,000 using prior unused capacity
  • Individual employee awards capped at 15,000 shares annually, limiting concentration of equity dilution
  • Director plan authorizes 150,000 shares, with annual grants capped at 15,000 and 1,500 shares per director
  • Existing 2017 plan awards remain outstanding, while new awards transition to the 2026 plans

Item 5.07 · Submission of Matters to a Vote of Security Holders

  • 2026 annual meeting quorum: 14,556,015 shares, or 81.61% of eligible voting shares, represented
  • Four directors elected to 2029 terms; Robert O’Neill faced the strongest opposition with 704,348 votes against
  • Executive compensation approved advisory vote: 11,655,272 for versus 229,989 against
  • Crowe LLP auditor appointment ratified overwhelmingly: 14,408,959 for versus 100,761 against
  • Employee and non-employee director incentive plans approved, with employee plan receiving 10,051,399 for votes

Generated from the filing text and exhibits; verify against the original. What 8-K item codes mean

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