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NASDAQ: USCB USCB FINANCIAL HOLDINGS, INC. 8-K

USCB elects nine directors including new independent director Ramon M. Rodriguez

Filed May 27, 2026 · Period ending May 26, 2026 · ~1 min read

4 key changes 2 sections

Key Changes

  • medium

    Ramon M. Rodriguez elected as independent director to both USCB Financial Holdings and U.S. Century Bank; brings 40 years South Florida banking experience, most recently as Seacoast Bank Market President until Oct 2024 retirement.

    Exhibit 99.1 view on EDGAR →
  • medium

    Director Ramon Abadin re-elected with 88.3% support (13,602,037 for vs. 1,812,579 withheld), lower than other eight directors who received 94.2%–99.4% support; 767,885 broker non-votes across all director elections.

    Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
  • low

    Shareholders ratified Crowe LLP as independent auditor for 2026 with 99.1% support (16,042,785 for, 135,886 against, 3,830 abstentions).

    Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →
  • low

    Annual meeting achieved 88.6% quorum with 16,182,501 shares represented out of 18,257,400 shares outstanding and eligible to vote.

    Item 5.07 — Submission of Matters to a Vote of Security Holders verify on EDGAR →

Summary

USCB Financial Holdings held its 2026 annual meeting on May 26, electing all nine director nominees for one-year terms ending in 2027. The most notable outcome was the addition of Ramon M. Rodriguez as an independent director to both the holding company and U.S. Century Bank.

Rodriguez brings nearly 40 years of South Florida banking experience, including his recent role as Market President for Seacoast Bank's Miami-Dade operations until October 2024 and prior leadership at Apollo Bank, where he helped grow assets from $700 million to over $1.1 billion. The director elections showed broad shareholder support, with eight nominees receiving 94.2% to 99.4% of votes cast.

Ramon Abadin received lower but still comfortable support at 88.3% (13,602,037 for vs. 1,812,579 withheld). Shareholders also ratified Crowe LLP as the company's independent auditor for 2026 with 99.1% approval. The meeting achieved a strong 88.6% quorum. Overall, this was a routine annual meeting with healthy governance outcomes and a board addition that strengthens the company's South Florida banking expertise.

Section-by-Section Diff

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

~200 words

USCB held its 2026 annual meeting, electing nine directors and ratifying Crowe LLP as auditor for 2026.

2 Added
Added Director elections medium

Added in current filing · verify on EDGAR →

For | Withheld | Broker | Non-votes | Ramon Abadin | 13,602,037 | 1,812,579 | 767,885 | Luis de la Aguilera | 15,253,267 | 161,349 | 767,885

Maria C. Alonso

15,240,080 | 174,536 | 767,885

Howard P. Feinglass

15,229,122 | 185,494 | 767,885 | Bernardo Fernandez, M.D. | 15,319,826 | 94,790 | 767,885

Robert E. Kafafian

15,323,656 | 90,960 | 767,885 | Aida Levitan, Ph.D. | 15,087,753 | 326,863 | 767,885

Ramon A. Rodriguez

15,322,858 | 91,758 | 767,885

Ramon M. Rodriguez

15,320,169 | 94,447 | 767,885

Shareholders elected all nine director nominees for one-year terms ending in 2027. Eight directors received support ranging from 94.2% to 99.4% of votes cast (15,087,753 to 15,323,656 for vs. 90,960 to 326,863 withheld). Ramon Abadin received lower support at 88.3% of votes cast (13,602,037 for vs. 1,812,579 withheld). With 18,257,400 shares outstanding and eligible to vote, support ranged from 74.5% to 83.9% of total shares for eight directors, and 74.5% for Abadin.

Show 1 minor / wording change
Added Auditor ratification low

Added in current filing · verify on EDGAR →

For | Against | Abstain | Broker | Non-Votes | 16,042,785 | 135,886 | 3,830 | 0

Shareholders ratified Crowe LLP as independent auditor for 2026 with 99.1% support (16,042,785 for vs. 135,886 against, 3,830 abstentions). This represents 87.9% of the 18,257,400 shares outstanding and eligible to vote.

Event · Exhibit 99.1

1 Added
Added Director election medium

Added in current filing · view on EDGAR →

USCB Financial Holdings, Inc. (the “Company”) (NASDQ: USCB) and its wholly owned subsidiary, U.S. Century Bank, (the “Bank”) announced today the election of Ramon M. Rodriguez by shareholders at the annual meeting of shareholders held on May 26, 2026 as an independent director of both the Company and the Bank.

Shareholders elected Ramon M. Rodriguez as an independent director of both USCB Financial Holdings and U.S. Century Bank at the May 26, 2026 annual meeting. Rodriguez brings nearly four decades of South Florida banking experience, most recently serving as Market President for Seacoast Bank's Miami-Dade operations until his October 2024 retirement. His background includes leadership roles at Apollo Bank (growing assets from $700 million to over $1.1 billion), TotalBank, and City National Bank of Florida.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 21, 2026 · How we verify