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) Named Executive Officer Compensation Decisions. On February11, 2019, the Compensation Committee of the Board of Directors of Eagle Bancorp,Inc. (the “Company”) approved base salaries for calendar year 2019 (retroactive to January1, 2019), cash bonus awards under the Company’s Senior Executive Incentive Plan (the “SEIP”) for 2018 performance, retention bonuses for certain named executive officers, the award of shares of time-vested restricted stock and performance based restricted stock units (“PRSUs”) under the Company’s 2019 Long Term Incentive Plan and 2016 Stock Plan, to the Company’s named executive officers, as set forth below.
|
Name |
Title |
2019Annual Salary |
SEIPBonus for2018 Performance |
Retention Bonuses |
Sharesof Time-Vested Restricted Stock Awarded |
PRSUs Awarded(at Target) |
|||
|
Ronald D. Paul |
President and CEO — Company, CEO – EagleBank |
$ |
1,001,919 |
$ |
3,020,122 |
$ |
17,277 |
17,277 |
|
|
Charles D. Levingston |
EVP and CFO — Company and EagleBank |
$ |
383,040 |
$ |
208,415 |
$ |
3,374 |
3,374 |
|
|
Antonio F. Marquez |
EVP& CLO — Commercial Real Estate – EagleBank |
$ |
463,485 |
$ |
200,802 |
$ |
200,000 |
5,478 |
5,478 |
|
Susan G. Riel |
EVP — Company; SEVP& COO — EagleBank |
$ |
570,114 |
$ |
652,162 |
$ |
300,000 |
7,336 |
7,336 |
|
Janice L. Williams |
EVP& Chief Credit Officer — EagleBank |
$ |
466,098 |
$ |
529,656 |
$ |
4,171 |
4,171 |
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 Company’s achievement in respect of specified performance measures over a three year performance period, 2019-2021, based upon the Company’s earnings as compared budget and its net interest margin 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 if the Company met the target level of performance for each performance metric. The actual number of PRSUs vested will be determined by interpolating the Company’s performance in respect of each metric on a straight-line basis between threshold, target and stretch/maximum award levels. The table below establishes the performance goals and payment ranges for the 2019-2022 performance period. A copy of the Company’s 2019 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. Retention bonuses vest in two equal annual installments commencing on the date of award for Mr.Marquez, and three equal annual installments commencing on the date of award for Ms.Riel.
|
Measures |
Weight |
Threshold |
Target |
Stretch/Maximum |
|
Earnings Per Share compared to approved Budget |
50% |
75% of Budget |
50% of Budget |
125% of Budget |
|
Net Interest Margin compared to Index |
50% |
Median |
62.5% Percentile |
75% Percentile |
|
Payout Range (% of Target) |
50% |
50% |
50% |
150% |
On February11, 2019, the Compensation Committee also approved awards under the Senior Executive Incentive Plan for 2019 performance. The SEIP is a non-equity incentive compensation plan to which participating officers may earn cash incentive awards if certain pre-determined targets, including overall Company level performance and individual performance targets are met. Awards under either Senior Executive Incentive Plan may also be paid in stock, through awards under the Company’s stock plan, in the discretion of the Compensation
Committee. A redacted version of the plan, which does not disclose certain target goals and compensation levels for which confidential treatment has been requested, is attached as Exhibit10.2 to this report. An unredacted version of the 2018 SEIP is attached as Exhibit10.3 to this report.
On February11, 2019, EagleBank (the “Bank”), the Company’s wholly owned subsidiary, entered into an amendment to Mr.Paul’s Non-Compete Agreement, dated as of August1, 2014. Under the Non-Compete Agreement, as amended, following termination of Mr.Paul’s employment, and subject to his compliance his noncompetition and other obligations under said agreement, Mr.Paul would be entitled, for a one year period, to a monthly payment equal to one one-twelfth of the sum of his base salary, his most recent cash bonus and the value of the equity based compensation awarded during the prior twelve months. The amendment corrects an inadvertent drafting error which excluded the value of equity compensation awards, which unintentionally reduced his post-termination compensation entitlements under his prior employment agreement. A copy of the amendment is attached as Exhibit10.4 to this report.
Director Awards. On February11, 2019, the Compensation Committee of the Board of Directors of the Company approved awards of shares of restricted stock under the 2016 Stock Plan to members of the Board of Directors of the Company for service on the Boards of Directors of the Company and the Bank, as follows:
|
Name |
Numberofsharesof RestrictedStock |
|
Leslie Alperstein |
4,698 |
|
Dudley Dworken |
4,698 |
|
Harvey Goodman |
4,698 |
|
Norman Pozez |
9,863 |
|
Kathy Raffa |
5,380 |
|
Donald Rogers |
4,698 |
|
Leland Weinstein |
5,380 |
|
Bank only directors |
11,682 |
All such 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.
EAGLE BANCORP INC Exhibit
EX-10.1 2 a19-4855_1ex10d1.htm EX-10.1 Exhibit 10.1 Long-Term Incentive Plan 2019-2021 Adopted: February 2018 Long-Term Incentive Plan Objectives Eagle Bancorp,…
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About Eagle Bancorp,Inc. (NASDAQ:EGBN)
Eagle Bancorp, Inc. is a bank holding company for EagleBank (the Bank). The Bank is the Company’s principal operating subsidiary. The Bank is a chartered commercial bank, which operates over 20 banking offices in Montgomery County, Maryland; District of Columbia, and Northern Virginia. The Bank offers a range of commercial banking services to its business and professional clients, as well as consumer banking services to individuals living or working in the service area. The Bank also provides commercial banking services. The Bank’s loan portfolio includes traditional business and real estate secured loans. The Bank offers a range of retail banking services, cash management, online banking, mobile banking and remote deposit services. The Company maintains a portfolio of short term investments and investment securities. The Bank’s sources of funds are deposits, including demand deposits, negotiable order of withdrawal accounts, money market accounts and savings accounts.
