Monitor the say-on-pay vote outcome for any signal of shareholder discontent — last year's approval rate is not disclosed, but the 83% increase in compensation actually paid vs 53% TSR growth could draw scrutiny. No other near-term catalysts from this routine proxy.
Price Chart
Executive Summary
Marathon Bancorp filed its definitive proxy statement for the 2026 annual meeting. The filing is routine: it proposes the election of two incumbent directors (Amy Zientara and Nicholas Zillges), ratification of Bonadio & Co. as auditor, and non-binding advisory votes on executive compensation and the frequency of say-on-pay votes. CEO total compensation rose to $999,312 in FY2026 from $573,273 in FY2025, while net income surged to $1.791M from $42k, and TSR increased 53% — compensation growth outpaced TSR but tracked strong net income improvement. No shareholder proposals, contested elections, or material governance changes are present.
Key Facts
- Annual meeting scheduled for November 17, 2026; record date September 29, 2026.
- Two director nominees: Amy Zientara (incumbent, age 55) and Nicholas W. Zillges (incumbent CEO, age 50), both for three-year terms.
- Board recommends FOR all proposals: elect nominees, ratify Bonadio & Co. as auditor, approve say-on-pay, and hold say-on-pay votes every year.
- CEO Nicholas Zillges total compensation: $999,312 in FY2026 vs $573,273 in FY2025 (up 74%).
- Net income: $1.791M in FY2026 vs $42k in FY2025 (up 4,164%).
- Cumulative TSR on initial $100 investment: $233.28 in FY2026 vs $152.06 in FY2025 (up 53%).
- Compensation Actually Paid to PEO: $1,299,191 in FY2026 vs $711,064 in FY2025 (up 83%).
- No shareholder proposals on the ballot.
- No related-party transactions exceeding $120,000 disclosed.
- All directors attended at least 75% of board and committee meetings.
- One late Form 4 filing for six transactions each for Zillges, Spatz, Knopf, and Cornish.
Financial Impact
CEO total compensation $999,312; net income $1.791M; TSR $233.28 on $100 investment.
Risk Factors
- Compensation growth (83% in compensation actually paid) outpaced TSR growth (53%), which may lead to a lower say-on-pay approval rate.
- Late Form 4 filings for multiple executives indicate potential insider-trading compliance weaknesses.
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DEF 14A Filing (Primary) | 0001104659-26-115479 |
| Document: 0001104659-26-115479-index-headers.html | 0001104659-26-115479 |
| Document: 0001104659-26-115479-index.html | 0001104659-26-115479 |
| Document: 0001104659-26-115479.txt | 0001104659-26-115479 |
Track record builds as more directional reports settle.
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Oct 13, 2026 13d ago | DEF 14A | $14.84 | awaiting T+60 | — | $14.67 (−1.11%) |
Oct 1, 2026 25d ago | 8-K | $15.03 | awaiting T+60 | — | $14.67 (−2.40%) |
Jun 11, 2026 19w ago | Insider Cluster | $14.29 $15.29 | ▲ +7.00% | ▲ +3.73% | $14.67 (+2.66%) |
Jun 11, 2026 19w ago | Insider Cluster | $14.29 $15.29 | ▲ +7.00% | ▲ +3.73% | $14.67 (+2.66%) |
Jun 11, 2026 19w ago | Insider Cluster | $14.29 $15.29 | ▲ +7.00% | ▲ +3.73% | $14.67 (+2.66%) |
May 28, 2026 21w ago | 8-K | $13.84 $15.14 | ▲ +9.36% | ▲ +8.17% | $14.67 (+6.00%) |
Apr 24, 2026 26w ago | 8-K | $14.97 $15.27 | ▲ +2.00% | ▼ −3.08% | $14.67 (−2.00%) |
US Market Status
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