DEFA14A

DEFA14A 1 d328014ddefa14a.htm DEFA14A DEFA14A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

Proxy Statement Pursuant to Section 14(a) of the

Securities Exchange Act of 1934

(Amendment No. )

Filed by the Registrant ☑

Filed by a Party other than the Registrant ☐

Check the appropriate box:


☐		Preliminary Proxy Statement

☐		Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

☐		Definitive Proxy Statement

☑		Definitive Additional Materials

☐		Soliciting Material Pursuant to §240.14a-12

NORTHWEST BANCSHARES, INC.

(Name of Registrant as Specified In Its Charter)

(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check all boxes that apply):


☑		No fee required

☐		Fee paid previously with preliminary materials

☐		Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11

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3 EASTON OVAL

SUITE 500

COLUMBUS, OH 43219

V90957-P41328-Z91624

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Your Vote Counts!

NORTHWEST BANCSHARES, INC.

2026 Annual Meeting

Vote by May 19, 2026

11:59 PM ET

You invested in NORTHWEST BANCSHARES, INC. and it’s time to vote!

You have the right to vote on proposals being presented at the Annual Meeting. This is an important notice regarding the availability of proxy materials for the shareholder meeting to be held on May 20, 2026.

Get informed before you vote

View the Notice of Annual Meeting and Proxy Statement, Summary Annual Report, Annual Report on Form 10-K and Proxy Card online OR you can receive a free paper or email copy of the material(s) by requesting prior to May 6, 2026. If you would like to request a copy of the material(s) for this and/or future shareholder meetings, you may (1) visit www.ProxyVote.com, (2) call 1-800-579-1639 or (3) send an email to sendmaterial@proxyvote.com. If sending an email, please include your control number (indicated below) in the subject line. Unless requested, you will not otherwise receive a paper or email copy.

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Smartphone users		Vote Virtually at the Meeting*
Point your camera here and		May 20, 2026 9:00 a.m., Eastern Time
vote without entering a		May 20, 2026 9:00 a.m., Eastern Time
control number
	Virtually at:
	www.virtualshareholdermeeting.com/NWBI2026

*Please check the meeting materials for any special requirements for meeting attendance.

Vote at www.ProxyVote.com

THIS IS NOT A VOTABLE BALLOT

This is an overview of the proposals being presented at the upcoming shareholder meeting. Please follow the instructions on the reverse side to vote these important matters.


Voting Items		Board Recommends

1.	The election as directors of all nominees listed below.	For
	Nominees:
	1) Charles E. Kranich, II
	2) Amber L. Williams
	3) Louis J. Torchio

2.	Ratification of the appointment of KPMG LLP as the independent registered public accounting firm for the year ending December 31, 2026.	For

3.	An advisory, non-binding resolution to approve the executive compensation described in the Proxy Statement.	For

4.	The approval of the Northwest Bancshares, Inc. 2026 Equity Incentive Plan.	For

5.	The approval of the Northwest Bancshares, Inc. Discounted Stock Purchase Plan.	For

Prefer to receive an email instead? While voting on www.ProxyVote.com, be sure to click “Delivery Settings”.

V90958-P41328-Z91624

SEC Form DEFA14A filed by Northwest Bancshares Inc.