GOVERNANCE 23 Independent Oversight • In the appendix of this report, we have included Board Diversity a disclosure index aligned with the Sustainability • Independent director Jerry L. Levens serves as Accounting Standards Board (SASB) standards for The Corporate Governance and Nominating Committee of the chairman of our board. His responsibilities our commercial banking activities. the board oversees a broad range of issues surrounding and duties help ensure our board’s independent • Our Insider Trading Policy prohibits directors, the composition and operation of the board. The functioning. officers and other associates from hedging committee and the board believe the board should have • With the exception of Mr. Hairston, who is our company stock. directors from diverse backgrounds with a diversified only employee director, all of our directors are • During 2022, none of our directors held shares of set of business skills, perspectives and experience. The independent under the listing standards of The Hancock Whitney stock that were pledged. committee considers whether the board, as a whole, Nasdaq Stock Market, LLC. • During 2022, each director attended at least 75% reflects the diverse regions, the lines of business of • Our independent directors meet regularly of the aggregate number of meetings of the board our markets and the clients we serve. In furtherance of in executive session without members of and the committees of the board on which he or this consideration, the board has adopted a “Rooney management. she served. Rule,” pursuant to which the Corporate Governance and Nominating Committee includes, and has any search firm • Our directors perform an annual self-evaluation of that it engages include, women and minority candidates Good Governance Practices the board in satisfying its obligation to represent in the pool from which it selects director candidates. the long-term interests of our shareholders, Our board is currently composed of five women (one • Our Corporate Governance and Nominating customers, communities and associates. of whom self-identifies as African American and one of Committee is responsible for overseeing the • We have stock ownership and retention guidelines whom self-identifies as Latina) and ten men. company’s environmental, social and governance for directors and executive officers. strategies and initiatives. • Our corporate governance guidelines prohibit our • Our Compensation Committee is responsible directors from serving on more than three other for overseeing the company’s human capital public company boards in addition to our board. strategies. • We have established a Sustainability Committee chaired by our Chief Risk Officer and composed of senior executives. This management committee is responsible for assisting with development and implementation of strategies and initiatives relating to the environment, social responsibility and sustainable growth generally. 5 women 10 men 1 member 1 member • In the appendix of this report, we have included identifies as identifies as Latina disclosures aligned with the recommendations African American of the Task Force on Climate-related Financial Disclosure.