Eagle Bancorp,Inc. (NASDAQ:EGBN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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Eagle Bancorp,Inc. (NASDAQ:EGBN) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item 5.02. Departure of Directors or Certain Officers;
Election of Directors, Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.

(e) On February14, 2017, the Compensation Committee of the Board
of Directors of Eagle Bancorp,Inc. (the Company) approved base
salaries for calendar year 2017 (retroactive to January1, 2017),
cash bonus awards under the Companys Senior Executive Incentive
Plan (the SEIP) for 2016 performance, and the award of shares of
time-vested restricted stock and performance based restricted
stock units (PRSUs) under the Companys 2016 Stock Plan, to the
Companys named executive officers, as set forth below.

Name

Title

2017Annual Salary

SEIPBonus for2016 Performance

Sharesof Time-Vested Restricted
StockAwarded

PRSUsAwarded (atTarget)

Ronald D. Paul

President and CEO Company, CEO – Bank

$

906,743

$

2,590,695

22,927

16,946

James H. Langmead

EVP and CFO Company and Bank

$

467,972

$

404,112

4,935

3,648

Antonio F. Marquez

EVP CLO Commercial Real Estate – Bank

$

397,500

$

460,070

4,356

3,220

Susan G. Riel

EVP Company; SEVP COO Bank

$

502,746

$

473,518

6,419

4,745

Janice L. Williams

EVP Chief Credit Officer Bank

$

407,428

$

489,698

3,898

2,881

All awards of time-vested restricted stock vest in three
substantially equal installments commencing on the first
anniversary of the date of grant, subject to the terms of the
2016 Stock Plan and the form of award certificate. PRSUs are
awards of the right to receive shares of common stock based upon
the Companys achievement in respect of specified performance
measures over a three year performance period, 2017-2019, as
compared to the companies comprising the KBW Regional Bank Index
(the Index). PRSUs are awarded at target, meaning the number of
shares which would vest of the Company met the target level of
performance for each performance metric. The number of shares
actually earned may be higher or lower, depending upon the level
of the Companys performance in respect of each metric. The table
below establishes the performance goals and payment ranges, all
relative to the Index, for the 2017-2019 performance period. A
copy of the Companys 2017 Long Term Incentive Plan, under which
the awards of time vested restricted stock and PRSUs were
established, is included as Exhibit10.1 to this report.

Measures

Weight

Threshold

Target

Stretch/Maximum

AverageAnnualEarningsPerShareGrowth

331/3%

Median

62.5%Percentile

75%Percentile

Average Annual Total Shareholder Return

33 1/3%

Median

62.5% Percentile

75% Percentile

Average Annual Return on Average Assets

33 1/3%

Median

62.5% Percentile

75% Percentile

Payout Range (% of Target)

50%

50%

50%

150%

Item 9.01 Financial Statements and
Exhibits

(d) Exhibits.

Number

Description

10.1

2016 Long Term Incentive Plan


Eagle Bancorp, Inc. (NASDAQ:EGBN) Recent Trading Information

Eagle Bancorp, Inc. (NASDAQ:EGBN) closed its last trading session at with 86,287 shares trading hands.