SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 8, 2009
Eagle Bancorp, Inc.
(Exact name of registrant as specified in its charter)
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Maryland |
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0-25923 |
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52-2061461 |
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(State or other jurisdiction |
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(Commission file number) |
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(IRS Employer |
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of incorporation) |
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Number) |
7815 Woodmont Avenue, Bethesda, Maryland 20814
(Address of Principal Executive Offices) (Zip Code)
Registrant’s telephone number, including area code: 301.986.1800
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 5.02. Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers Compensatory Arrangements of Certain Officers
(e) On January 8, 2009, the Executive Compensation Committee of the Board of Directors of Eagle Bancorp, Inc. (the “Company”) authorized the payment of the annual cash bonuses, and the award of options and restricted stock under the Company’s 2006 Stock Plan, to certain of the Company’s executive officers and the Vice Chairman of the Board of Directors, as set forth in the table below. Additionally, Ms. Riel’s base salary was increase to an annual rate of $275,600.
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Name |
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Title |
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Cash Bonus |
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Options |
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Restricted |
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Michael T. Flynn |
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EVP & COO –
Eagle |
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$ |
28,200 |
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19,200 |
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— |
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Martha Foulon-Tonat |
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EVP & |
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$ |
39,334 |
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21,200 |
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— |
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James H. Langmead |
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EVP and CFO |
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$ |
44,118 |
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20,200 |
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— |
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Thomas D. Murphy |
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President – Montgomery |
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$ |
33,597 |
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9,400 |
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— |
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Ronald D. Paul |
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President & CEO |
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$ |
74,115 |
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51,737 |
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30,763 |
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Susan G. Riel |
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EVP & COO - EagleBank |
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$ |
46,423 |
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32,000 |
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— |
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Janice Williams |
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EVP – Chief Credit |
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$ |
38,952 |
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26,600 |
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— |
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Barry C. Watkins |
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President – DC and |
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$ |
20,000 |
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24,600 |
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— |
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Robert P. Pincus |
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Vice Chairman |
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— |
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54,000 |
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— |
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All options granted to executive officers and directors have an exercise price of $6.34 per share, and are subject to the terms of the 2006 Stock Plan. Options granted to the Company’s executive officers and Vice Chairman have a ten year term from the date of grant. All options, (other than Mr. Paul’s) vest in five annual installments, commencing on the date of grant. Restricted stock awards vest in five annual installments, commencing on the date of grant. Mr. Paul’s options vest as follows: 4,421 in 2016; 15,772 in 2017; 15,772 in 2018; and 15,772 in 2019.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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EAGLE BANCORP, INC. |
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By: |
/s/ Michael T. Flynn |
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Michael T. Flynn, Executive Vice President, |
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Chief Operating Officer |
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Dated: January 13, 2009 |
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