Ameriserv Financial Inc (ASRV)

A dash means the company reported no figure in that column; 0 means it reported zero. Figures are as printed in the filing, without adjustment.

Three-year trend — total compensation per named executive

Prior-year totals as disclosed in the corresponding proxy; deltas are computed values with the derivation shown in the register.

No insider equity transactions reported since the proxy statement.

Our executive compensation programs seek to achieve and maintain equity with respect to balancing the interests of shareholders and executive officers, while supporting our need to attract and retain competent executive management.

Rows are labeled by annual-meeting year, with the meeting date beside each; the vote held in a given year acts on the prior fiscal year's compensation.

Say-on-pay — history, company's computation

a. Approved under the standard stated in the filing — “Abstentions and broker non-votes will not constitute or be counted as votes cast and, consequently, will have no effect on the vote on Matter No.”.

b. Approved under the standard stated in the filing — “430 Park Avenue, 14th Floor New York, NY 10022 Shareholders Call Toll Free: (800) 662-5200 Brokers, Banks, and Other Nominees Call Collect: (203) 658-9400 Email: ASRV@investor.Sodali.com What proposals will be acted upon at the Annual Meeting, and what number of votes is needed for the proposals to be adopted? ​ Matter ​ ​ Vote Required ​ ​ Broker Discretionary Voting Allowed? ​ ​ Effect of Abstention? ​ ​ Effect of Broker Non-Votes (1) ​ ​ 1 ​ ​ Election of Class II directors for a 3-year term ​ ​ Plurality of Votes Cast (as described below) ​ ​ No ​ ​ No effect ​ ​ No effect ​ ​ 2 ​ ​ Articles Amendment ​ ​ Majority of Votes Entitled to be Cast ​ ​ No ​ ​ No effect ​ ​ No effect ​ ​ 3 ​ ​ Advisory vote on compensation of our named executive officers ​ ​ Majority of Votes Entitled to be Cast ​ ​ No ​ ​ No effect ​ ​ No effect ​ ​ 4 ​ ​ Ratification of the appointment of S.R.”.

c. Approved under the standard stated in the filing — “430 Park Avenue, 14th Floor New York, NY 10022 Shareholders Call Toll Free: (800) 662-5200 Brokers, Banks, and Other Nominees Call Collect: (203) 658-9400 Email: ASRV@investor.Sodali.com What proposals will be acted upon at the Annual Meeting, and what number of votes is needed for the proposals to be adopted? ​ Matter ​ ​ Vote Required ​ ​ Broker Discretionary Voting Allowed? ​ ​ Effect of Abstention? ​ ​ Effect of Broker Non-Votes (1) ​ ​ 1 ​ ​ Election of Class II directors for a 3-year term ​ ​ Plurality of Votes Cast (as described below) ​ ​ No ​ ​ No effect ​ ​ No effect ​ ​ 2 ​ ​ Articles Amendment ​ ​ Majority of Votes Entitled to be Cast ​ ​ No ​ ​ No effect ​ ​ No effect ​ ​ 3 ​ ​ Advisory vote on compensation of our named executive officers ​ ​ Majority of Votes Entitled to be Cast ​ ​ No ​ ​ No effect ​ ​ No effect ​ ​ 4 ​ ​ Ratification of the appointment of S.R.”.

Approval percentages are the company's own reported computations under its own stated standard, not recomputed by Velarion. Where a company does not state a standard, none is assumed.

Computed as the sum of the director compensation table rows above; inputs and formula shown in the register.

The compensation peer group as the company disclosed it in its own proxy — the reference set behind the percentile above.

Of the companies Ameriserv Financial Inc names as compensation peers, which name it back in their own disclosed peer groups. A peer set the market reciprocates reads differently from one selected in a single direction.

Reciprocity shown where the peer's own current proxy has been read — each mark is cited in the register to that peer's filing. A dash means the peer's current proxy was read and names no reciprocal group including Ameriserv Financial Inc.

Most recent fiscal-year chief executive compensation at each disclosed peer, taken from that company's own proxy statement.

Each peer's compensation is from its most recently filed proxy; fiscal years differ by company. Each peer's figures come from its own filings; the subject company is highlighted. Peers whose chief executive compensation is outside our coverage universe are stated as such, never left blank.

Read from each company's Compensation Discussion and Analysis: annual incentive payout as a percentage of target, the disclosed long-term vehicle mix, whether performance-share measures include a total shareholder return component, and the retained compensation consultant. “Not disclosed” appears only where the company's filing does not state the item.

Answers are drawn only from the figures disclosed in this brief and cited to their location in the source filing. Where a figure required for an answer is not disclosed, that is stated rather than estimated.

Each figure's location is given both for the eye (section · page · table · row · column) and for a script (table/row/column index and exact character span in the filed document). Any figure can be independently confirmed against the source.