Fulton Financial Appoints David S. Schulz to Board as Independent Director with CFO Background

Executive's Career Background Spans Multiple Industries

David S. Schulz brings a robust career trajectory across finance-intensive industries, most recently serving as Executive Vice President and Chief Financial Officer of Wesco International, Inc., a diversified distributor traded on the New York Stock Exchange. The filing states that Schulz held the Senior Vice President and Chief Financial Officer role at Wesco from 2016 through June 2020, then advanced to Executive Vice President and Chief Financial Officer from June 2020 until February 2026. His tenure at Wesco concluded with a role as Executive Vice President and Special Advisor to the CEO from February 2026 until his retirement on May 31, 2026.

Prior to Wesco, Schulz held significant operational and financial leadership positions at Armstrong Flooring, Inc. and Armstrong World Industries, Inc., where he served as Senior Vice President and Chief Operating Officer, then Senior Vice President and Chief Financial Officer. Before joining Armstrong in 2011, he accumulated diverse financial expertise through progressive roles at Procter & Gamble and The J.M. Smucker Company. The filing also notes that Schulz is a former officer in the United States Marine Corps, underscoring his background in disciplined organizational leadership.

Board Independence Confirmed Under Regulatory Standards

Fulton Financial's board of directors determined that Schulz satisfies all independence requirements established by NASDAQ and Securities and Exchange Commission rules prior to his election. This independent status qualifies him to serve in governance and oversight capacities that require director independence, strengthening the board's ability to provide checks and balances on management activities. Independent directors typically play a critical role in audit, compensation, and risk oversight functions where management conflicts of interest may arise.

The disclosure confirms that Schulz was not selected as a director pursuant to any arrangement or understanding with other parties, indicating a standard, transparent selection process. His appointment follows Fulton's established governance protocols, and no material related-party transactions involving Schulz or his immediate family members were identified that would require disclosure under Securities and Exchange Commission regulations.

Committee Assignments Include Audit and Risk Oversight

In recognition of his financial and operational expertise, Schulz will serve as a member of both Fulton Financial's Audit Committee and Risk Committee effective with his board term. These committee appointments align with his background as a chief financial officer overseeing complex financial controls, audit matters, and enterprise risk management at large public companies. The Audit Committee typically oversees the integrity of financial reporting, internal controls, and the external audit function. The Risk Committee addresses enterprise-wide risk assessment and mitigation strategies.

Schulz's appointment to both committees reflects the board's confidence in his ability to contribute immediately to these critical governance functions. His experience managing financial operations at companies like Wesco, which operates as a major publicly traded distributor with significant operational complexity, provides relevant context for evaluating financial systems and risk frameworks at Fulton Financial.

Compensation Structure Aligns with Existing Director Pay Practices

Schulz will receive compensation consistent with Fulton Financial's other non-employee directors, with compensation levels that were increased effective January 1, 2026. The filing discloses that the annual cash retainer for non-employee directors is now $80,000, and the annual equity award is $90,000. These amounts represent the baseline compensation structure for all independent directors at Fulton Financial as of the date of this announcement.

Concurrent with the commencement of his board service on September 14, 2026, Schulz will receive a pro rata grant of restricted stock units (RSUs) under Fulton Financial's Amended and Restated 2023 Director Equity Plan. The filing states that the grant date fair value of these RSUs is approximately $64,400, reflecting a prorated allocation for his partial-year service. These RSUs are scheduled to vest on June 1, 2027, providing alignment between the director's interests and shareholder value creation during his initial term.

Election to Subsidiary Bank Board Mirrors Parent Company Appointment

On the same date as his election to Fulton Financial's corporate board, Schulz was also elected to the board of directors of Fulton Bank, National Association, the company's principal banking subsidiary. This dual appointment, effective September 14, 2026, and expiring at the bank's 2027 annual shareholder meeting, ensures consistent governance and oversight across both the holding company and operating bank levels. Subsidiaries of bank holding companies typically maintain separate boards to address entity-specific regulatory, operational, and governance matters.

The bank board election reinforces Schulz's role in overseeing financial and operational matters across the organization's key franchise. His experience in financial management at publicly traded companies provides relevant perspective for the bank board's responsibilities in credit risk, operational efficiency, and regulatory compliance matters specific to the national banking operations.

Timing of Board Service Follows Defined Transition Period

Schulz's board service commences on September 14, 2026, following a brief transition period after the July 21, 2026 election announcement. This approximately seven-week delay between the board election and the actual commencement of service is typical in corporate governance practice, allowing for completion of background checks, regulatory filings, orientation activities, and coordination of committee assignments. The delayed start date also permits time for public disclosure and shareholder awareness of the new director prior to his official duties.

The filing indicates that Schulz's initial board term will expire at Fulton Financial's 2027 annual meeting of shareholders, establishing a standard one-year term consistent with typical director tenure practices. This initial term provides an evaluation period for both Schulz and the board before determining future appointment or re-election decisions.

Press Release Announces Director Election to Public Markets

Fulton Financial issued a press release on July 21, 2026, the same date as the board election, to announce Schulz's appointment to the public markets and investor community. The filing incorporates this press release by reference as Exhibit 99.1 to the current disclosure document. Press releases accompanying board elections typically provide additional context regarding the director's qualifications, career highlights, and expected contributions to the board.

The coordinated timing of the board election, regulatory filing, and press release reflects standard disclosure practices for material corporate governance changes at publicly traded companies. Investors and securities analysts typically review such announcements to assess the quality and experience levels of board appointees and evaluate potential impacts on corporate governance and strategic direction.

No Material Related-Party Concerns Identified

The disclosure explicitly confirms that no material related-party transactions exist between Schulz, his immediate family members, and Fulton Financial that would require disclosure under Item 404(a) of Securities and Exchange Commission Regulation S-K. This representation provides comfort to investors regarding the absence of conflicting financial interests or family relationships that might compromise the director's independent judgment in oversight functions.

The absence of related-party transactions further supports the board's determination that Schulz meets independence standards established by NASDAQ and SEC rules. Clean related-party status enhances the credibility of his independent director designation and his assignments to committees requiring director independence, such as audit and risk oversight functions where conflicts of interest could impair objective analysis.

Regulatory Filing Documents Governance Event

The announcement was made through a Form 8-K current report filed with the Securities and Exchange Commission on July 21, 2026, which requires disclosure of material events at public companies, including changes in board composition. This filing provides formal documentation of the governance action in accordance with federal securities laws and regulations. The interactive data file embedded within the filing facilitates digital accessibility and standardized data extraction for investors, analysts, and regulatory systems.

Fulton Financial Corporation, the parent company, maintains its principal executive offices at One Penn Square in Lancaster, Pennsylvania, and operates under Internal Revenue Service Employer Identification Number 23-2195389. The company's common stock trades on the NASDAQ Stock Market under the ticker symbol FULT, while the depositary shares representing Series A Preferred Stock trade under the symbol FULTP. Both securities classes remain registered pursuant to Section 12(b) of the Securities Exchange Act.