WSFS Financial : 2024 Proxy

2024 PROXY STATEMENT

AND NOTICE OF 2024 ANNUAL MEETING

OF STOCKHOLDERS

Notice of 2024 Annual Meeting of Stockholders

You are cordially invited to attend the WSFS Financial Corporation (the "Company", "WSFS," "our" or "we") 2024 Annual Meeting of Stockholders ("the Annual Meeting"), to be held virtually:

WHEN

4:00 P.M. ET May 16, 2024

LIVE WEBCAST

Register athttps://viewproxy.com/wsfs/2024/htype.aspand click the link provided and the password you received in your registration confirmations

RECORD DATE

You may vote if you were a stockholder of record at the close of business on March 22, 2024 (the "Record Date").

Items of Business

PROPOSAL 1

Election of Directors. To elect four director nominees to our Board of Directors to serve for a three-year term.

PROPOSAL 2

Advisory Vote on Executive Compensation. To approve, on an advisory (non-binding) basis, the compensation of the Company's named executive officers ("NEOs").

PROPOSAL 3

Ratification of the Appointment of the Independent Registered Public Accounting Firm. To ratify the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024.

Other Business: To consider and act upon such other business and matters or proposals as may properly come before the Annual Meeting or any adjournments or postponements thereof. As of the date of this notice, our Board of Directors knows of no other matters that may be brought before stockholders at the Annual Meeting.

Your Vote is Important

We encourage all stockholders to vote your shares in advance of the Annual Meeting using one of the voting methods described in the proxy materials, which you can access athttp://viewproxy.com/wsfs/2024. In order to attend the Annual Meeting, you must register athttps://viewproxy.com/wsfs/2024/htype.aspby 11:59 P.M. ET on May 13, 2024. On the day of the Annual Meeting, if you have properly registered, you may enter the meeting by clicking on the link provided and the password you received via email in your registration confirmation. You will be able to listen to the Annual Meeting live, submit questions and vote. Further instructions on how to attend and vote at the Annual Meeting are contained in the section titled "Meeting and Other Information."

Sincerely,

Rodger Levenson

Chairman, President, and Chief Executive Officer

Whether or not you plan to attend the Annual Meeting, please vote as soon as possible to make sure that your shares are represented at the Annual Meeting.

i

How to Cast Your Vote

Your shares cannot be counted unless you vote by any of these methods:

BY INTERNET

Visitwww.aalvote.com/WSFS.

BY TELEPHONE

Call toll-free to 1 [phone].

BY MAIL

Complete, sign and date the proxy card and mail it in the enclosed postage-paid envelope. Proxy cards submitted by mail must be received by May 14, 2024.

Beneficial Owners

If your shares are held in "street name", you should check with your bank, broker or other agent and follow the voting procedures required by your bank, broker or other agent to vote your shares.

Each stockholder who attends the Annual Meeting virtually will need the control number that appears on the materials sent to you.

Notice of Internet Availability of Proxy Materials

In accordance with rules adopted by the Securities and Exchange Commission, except for stockholders who have requested otherwise, we have mailed to our stockholders a Notice of Internet Availability of Proxy Materials (the "Notice of Internet Availability").

The Notice of Internet Availability provides instructions either for accessing our proxy materials, including the Proxy Statement, the 2023 Annual Report to Stockholders, which includes our Annual Report on Form 10-K for the year ended December 31, 2023, and the ESG Report (the "Proxy Materials"), at the website address referred to in the Notice of Internet Availability, or for requesting printed copies of the proxy materials by mail or electronically by email.

If you would like to receive a paper or email copy of our proxy materials either for this Annual Meeting or for all future meetings, you should follow the instructions for requesting such materials included in the Notice of Internet Availability we mailed to you.

Our Board of Directors provided the Notice of Internet Availability and is making the proxy materials available to you in connection with the Annual Meeting.

As a stockholder of record on the Record Date, you are invited to attend the Annual Meeting virtually and are entitled to, and requested to, vote on the proposals described in this Proxy Statement.

Table of Contents

Notice of 2024 Annual Meeting of Stockholders . . . . . . . . . . . . . . . i

FORWARD-LOOKING STATEMENTS ........................ iv

PROXY STATEMENT SUMMARY ............................ 1

Proposal 1: Election of Directors ........................ 10

CORPORATE GOVERNANCE .............................. 10

Our Director Nomination and Selection Process . . . . . . . . . . . 17

BoardStructureandRoles ............................... 18

Committees ............................................ 19

AuditCommittee ....................................... 20

Governance and Nominating Committee . . . . . . . . . . . . . . . . . 20

ExecutiveCommittee ................................... 21

Leadership and Compensation Committee . . . . . . . . . . . . . . . 21

RiskCommittee ........................................ 22

Wealth Management Fiduciary Audit Committee . . . . . . . . . . 22

Wealth Management Fiduciary Committee . . . . . . . . . . . . . . . . 23

Corporate Development Committee . . . . . . . . . . . . . . . . . . . . . . 24

Delivery Transformation Subcommittee . . . . . . . . . . . . . . . . . . 24

CommitteeCharters .................................... 24

BoardPolicies .......................................... 25

Compensation of our Board of Directors . . . . . . . . . . . . . . . . . . 28

Proposal 2: Advisory Vote on NEO Compensation ........ 30

EXECUTIVE COMPENSATION ............................. 30

ABOUT OUR EXECUTIVE COMPENSATION PROGRAM ..... 30

ABOUT YOUR VOTE ...................................... 30

ExecutiveLeadershipTeam .............................. 31

Executive Compensation Discussion and Analysis . . . . . . . . . 33

Executive Compensation Philosophy . . . . . . . . . . . . . . . . . . . . . 34

How Executive Compensation Decisions Are Made . . . . . . . . . 35

2023 Executive Compensation Summary . . . . . . . . . . . . . . . . . 40

Benefits ................................................ 44

Employment Agreements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44

Executive Compensation Policies . . . . . . . . . . . . . . . . . . . . . . . . 45

CEO Pay Ratio . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 46

Summary Compensation Table . . . . . . . . . . . . . . . . . . . . . . . . . . 47

Grants of Plan-Based Awards . . . . . . . . . . . . . . . . . . . . . . . . . . . . 48

Outstanding Equity Awards Value at Fiscal Year-End . . . . . . . 49

Exercises of Options and Vesting of Stock During 2023 . . . . . 50

Potential Payments upon Termination or Change

in Control . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 51

Proposal 3: Ratification of the Appointment of

Independent Registered Public Accounting Firm .......... 53

PAY VERSUS PERFORMANCE ............................. 55

TRANSACTIONS WITH RELATED PARTIES ................. 59

DELINQUENT SECTION 16(a) REPORTS .................. 59

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL

OWNERS AND MANAGEMENT ............................ 60

MEETING AND OTHER INFORMATION .................... 61

COMPANY DOCUMENTS AND OTHER MATTERS ........... 66

APPENDIX A - NON-GAAP RECONCILIATIONS ............. 67

iii

Forward-Looking Statements

This Proxy Statement contains estimates, predictions, opinions, projections and other "forward-looking statements" as that phrase is defined in the Private Securities Litigation Reform Act of 1995. Such statements include, without limitation, references to our predictions or expectations of future business or financial performance, as well as our goals and objectives for future operations, financial and business trends, business prospects and management's outlook or expectations for earnings, revenues, expenses, capital levels, liquidity levels, asset quality or other future financial or business performance, strategies or expectations. The words "believe," "expect," "anticipate," "plan," "estimate," "target," "project" and similar expressions, among others, generally identify forward-looking statements. Such forward-looking statements are based on various assumptions (some of which may be beyond our control) and are subject to risks and uncertainties (which change over time) and other factors which could cause actual results to differ materially from those currently anticipated. Such risks anduncertainties are discussed in detail in the risk factors in Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023 ("Annual Report") and in our subsequent quarterly reports on Form 10-Q and current reports on Form 8-K, if any, filed with the Securities and Exchange Commission (the "SEC"). Forward-looking statements should be evaluated together with the many uncertainties that may affect our business, particularly those mentioned in our Annual Report and in our subsequent quarterly reports on Form 10-Q and current reports on Form 8-K, if any, filed with the SEC.

We caution readers not to place undue reliance on such forward-looking statements, which speak only as of the date they are made. We disclaim any duty to revise or update any forward-looking statement, whether written or oral, that may be made from time to time by or on behalf of us for any reason, except as specifically required by law.

iv

Proxy Statement Summary

We are providing this Proxy Statement ("Proxy Statement") to stockholders in connection with the solicitation by the Board of Directors of WSFS Financial Corporation, a Delaware corporation (our "Board of Directors"), of proxies to be voted at the Annual Meeting to be held virtually on May 16, 2024 at 4:00 p.m. ET, and at any adjournment thereof, for the purposes set forth in the accompanying notice. The proxy materials are first being made available to stockholders on or about March 28, 2024.

Our Annual Meeting will be held in a virtual meeting format which you can only access by registering athttps://viewproxy.com/wsfs/2024/htype.asp.

On the day of the Annual Meeting, if you have properly registered, you may enter the meeting by clicking on the link provided and the password you received via email in your registration confirmations.

Please refer to our "Notice of 2024 Annual Meeting of Stockholders" and the "Meeting and Other Information" section of this Proxy Statement for more information about how to participate in the virtual meeting. If you encounter any difficulties accessing the webcast during the check-in or meeting time, please [e-mail] call 866-612-8937.

This summary provides an overview of the items contained in this Proxy Statement. We encourage you to read the entire Proxy Statement for additional information prior to voting your shares.

Proposals and Voting Recommendations

Our stockholders are being asked to vote on the following proposals.

Proposals
1	Election of Directors
2	Advisory vote on Executive Compensation
Ratification of the Appointment of the
3	Independent Registered Public Accounting
Firm
WSFS Bank	2024 Proxy Statement

Vote RequiredBoard RecommendationPage

A plurality of the votes cast FOR 10

A majority of the shares present in person

by participation at the Annual Meeting or FOR 30 represented by proxy and entitled to vote

A majority of the shares present in person

by participation at the Annual Meeting or FOR 53 represented by proxy and entitled to vote

2023 Business Performance Highlights

$4.40	1.33%	2.24%	$269.16M	21.73%
ROA	PPNR %(1)	Net Income(2)	ROTCE(1)
EPS (diluted)

In 2023, WSFS delivered strong results with EPS, ROA, PPNR %, Net Income, and ROTCE up meaningfully from last year. By actively managing our asset-sensitive balance sheet in a rising rate environment and continuing to optimize our significant franchise investment, WSFS was a source of stability for investors, Customers, and our Community during uncertain economic times. We continued to demonstrate the diversity and strength of our fee revenue business, with fee revenue as a percent of total revenue for the year being a robust 28.5%. Net income was supported by an increase in our balance sheet size and favorable mix resulting in a strong net interest margin (NIM) that expanded 40bps to 4.11% as compared to 2022.

• • WSFS realized a $9.5 million gain from our investment in Spring EQ, a Philadelphia-based fintech partner.

• • Bryn Mawr Capital Management expanded into southern Delaware and established a new presence in Boca Raton, Florida.

• • WSFS returned $91.4 million of capital to stockholders while maintaining strong and prudent capital ratios.

  We enter 2024 with a focus on franchise growth and capitalizing on the opportunities in our market. We strongly believe there are more collective successes across our business lines given our unique position, strong capital ratios, and diversified and resilient business model.

  Net Interest Income: Our top-tier NIM of 4.11% in 2023 reflects our strong loan yields and a relatively low-cost customer funding base that benefits from our asset sensitive balance sheet.

  Fee Revenue: Fee revenue as a percentage of total net revenue was 28.5% in 2023, reflecting the strength and diversification of revenue from Wealth Management, Cash Connect® and Capital Markets.

  Noninterest Expense: Our full-year efficiency ratio of 55.2% reflects our high-touch Customer and Client service business model and continued investment in our franchise.

  Customer Deposits: Competitively priced deposits grew 2%, ending the year with 30% noninterest deposits, and well diversified with 56% coming from outside Consumer banking.

  Loans and Leases (net of allowance): Loans grew 7%, ending the year with a 77% loan-to- deposit ratio which continues to provide for opportunities to fund new loan growth.

  Credit Quality: Problem assets to total Tier 1 capital plus ACL was 23.44% as the cycle continues to normalize from historical lows. Our ACL coverage was a strong 1.64%(1) when including our estimated remaining credit marks on the acquired loan portfolio and excluding HTM securities.

  Capital Management: Common Equity Tier 1 capital ratio of 13.72% remains substantially in excess of the "well- capitalized" regulatory benchmarks. WSFS returned over 33% of reported earnings to stockholders.

  Wealth Management: Trust fee revenue continues to grow and Assets Under Management ("AUM") grew 13%. We were the fourth most active trustee by number of deals completed for U.S. ABS and MBS trustees(3).

  Cash Connect®: Above 5% market share of all ATMs across the U.S. with over 33,000 ATMs (including WSFS-branded ATMs) with meaningful growth in cash management services and a 17% increase in smart safes.

• (1) These are non-GAAP financial measures and should be considered along with results prepared in accordance with GAAP, and not as a substitute for GAAP results. For a reconciliation of these non-GAAP financial measures to their comparable Generally Accepted Accounting Principles ("GAAP") measures, see "Appendix A-non-GAAP Reconciliations."

• (2) Net income attributable to WSFS.

• (3) 2023 Asset-Backed Alert's ABS Database; asset-backed securities ("ABS") and mortgage-backed securities ("MBS").

Our Foundation

Board Composition

Our Board of Directors consists of 12 members and is divided into three "classes," with each class serving for a term of three years. The leadership of our Board of Directors is comprised of: (i) our Chairman of our Board of Directors ("Chairman") (who also serves as our President and Chief Executive Officer ("CEO")), (ii) our Lead Independent Director and (iii) our committee chairs. A summary of our directors is listed below:

Director

Age(1)

Current Term

Tenure on

Independence

Board (years) Principal Occupation

Anat Bird 72 2024 14

President and Chief Executive Officer of SCB Forums, LTD, a Division of The Risk Management Association ("RMA")

Karen Dougherty Buchholz 57 2025 5

Francis B. Brake 60 2025 10

Executive Vice President of Administration for Comcast Corporation President and Co-Founder of Epic Research, LLC

Diego F. Calderin 62 2025 2

Jennifer W. Davis 53 2024 15

Retired Co-Founder and Managing Partner of Banbury Systems Executive Vice President and Chief Operating Officer at the University of Virginia

Michael J. Donahue 65 2024 5

Eleuthère I. du Pont 57 2026 11

Principal, Donahue Consulting, Inc. President of the Longwood Foundation

Nancy J. Foster 62 2026 4

Christopher T. Gheysens 53 2025 7

Retired President and Chief Executive Officer of RMA Vice-Chair and Chief Executive Officer of Wawa, Inc.

Rodger Levenson 63 2025

- 5

Chairman, President and Chief Executive Officer of WSFS

Lynn B. McKee 68 2024 2

Retired Executive Vice President, Chief Human Resources Officer for Aramark

David G. Turner 59 2026 11

Managing Partner, Financial Services for all Consulting in the Americas for IBM

(1) As of March 31, 2024.

In considering nominees, our Board of Directors and the Governance and Nominating Committee believe our Board of Directors should reflect a wide range of leadership accomplishments, skills, knowledge and experience, among the other factors described in the "Corporate Governance" section. On an annual basis we actively evaluate the efficacy of the Board of Directors and individual members. We believe it is important to have a strong Board of Directors comprised of a majority of independent directors that is accountable to our stockholders. We aim for a balanced distribution of shorter-tenured members (less than 6 years), medium-tenured members (between 6 and 12 years), and longer-tenured members (more than 12 years). Our Board of Directors takes a broad and thoughtful view of diversity, believing that it must understand the diversity of the Associates, Customers and communities that WSFS serves and that our Board of Directors itself should reflect that diversity. The following charts show the composition of our Board of Directors following the Annual Meeting:

Independence

Tenure

Gender Identity

IndependentNon-independent

0-6 Years6-12 Years12+ Years

FemaleMale

Skills, Knowledge, and Experience Represented on our Board of Directors

Banking / Financial Services Industry

Experience in the banking and financial services industryenables our directors to have insights in the competitive landscape and unique needs of our Company.

**

Executive Leadership and Talent

Previous leadership roles help our directors find those who will excel while serving in leadership positions within theCompany and enables our directors to promote and grow our culture and support our senior leadership with talent management, including attracting, developing and retaining high quality individuals.

Finance and Accounting

Financial and accounting acumen allow our Board of

Directors to analyze our financial statements and our

financial reporting practices.

Regulatory / Risk Management

Experience with regulators and risk management assists our directors in understanding both the risks and the opportunities we face in a heavily regulated industry.

Technology

Banking evolves every year and our technology has toevolve with it. Technological literacy facilitates the growth and evolution of our Company.

************

**

***

*

Local Market

We are proud of our legacy as the oldest and largest locally-

managed bank and trust company headquartered in the

Greater Philadelphia and Delaware region. Our directors

share our community roots.

National / Global

We strive to combine a strong local presence in our core

geographic markets with national capabilities and global

reach. Our Board of Directors members understand the

national and international markets.

***

Mergers and Acquisitions

Our growth strategy includes both organic and acquisition growth and improving our overall customer experience through innovation and leveraging new technologies. Our directors know how to navigate the acquisition landscape.

**

Wealth

Our Wealth division and the expanding array of services itprovides furthers our mission to provide top-tier service to our customers. Our directors understand and have experience with the myriad issues, products, and services that support our diversified Wealth division.

**

Cybersecurity

The safety of our business and our customers is a primary concern of our Board. Our directors have experience with assessing, identifying, and managing material risks from cybersecurity threats.

A, R, WF

ChristopherT.Gheysens

RodgerLevenson

LynnB.McKee

E, GN, LC, RGN, LC, R, WFE, R, WFE, GN, RA, R, WFA, E, WF

*

*

*

******

**

*

*****

A, LC,

RA, E, LCEGN, LC

*

*

*

*

*

**

*

***********11/12

*

***

*

***

***

*****

*

***

*

**

*

A: Audit Committee and Wealth Management Fiduciary Audit Committee GN: Governance and Nominating Committee E: Executive Committee LC: Leadership and Compensation Committee R: Risk Committee WF: Wealth Management Fiduciary Committee

David G.Turner

A, E, GN, LC

7/12

12/12

9/12

8/12

9/12

9/12

9/12

7/12

6/12