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EAGLE BANCORP INC Board/Management Information 2012

Feb 10, 2012

32642_rns_2012-02-10_495dc9dd-b284-4c3f-a22c-bbff67d1fd00.zip

Board/Management Information

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*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): February 7, 2012

*Eagle Bancorp, Inc.*

(Exact name of registrant as specified in its charter)

Maryland 0-25923 52-2061461
(State or other jurisdiction (Commission file number) (IRS Employer
of incorporation) 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))

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

(e) On February 7, 2012, Compensation Committee of the Board of Directors of Eagle Bancorp, Inc. (the “Company”), approved base salaries for calendar year 2012 (retroactive to January 1, 2012) and discretionary cash bonuses for the Company’s named executive officers, as set forth in the table below. The Compensation Committee also authorized the award of shares of restricted stock under the Company’s 2006 Stock Plan to the Company’s named executive officers, as set forth in the table below.

Name Title Annual Salary Bonus Restricted Stock Awarded
James H. Langmead EVP and CFO — Company and Bank $ 300,500 $ 165,319 15,300
Thomas D. Murphy President — Community Banking $ 289,200 $ 155,643 8,300
Ronald D. Paul President and CEO — Company and Bank $ 667,000 $ 571,979 109,600
Susan G. Riel EVP — Company; SEVP & COO — Bank $ 365,500 $ 258,455 22,200
Janice L. Williams EVP & Chief Credit Officer — Bank $ 294,300 $ 110,086 9,500

The increases in base salary for the named executive officers range from 5% to 7.3%. The shares of restricted stock vest 20% upon grant, and 20% each of the first four anniversaries of the date of grant, subject to the terms of the 2006 Stock Plan and the form of award certificate.

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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.

By: /s/ Ronald D. Paul
Ronald D. Paul, President, Chief Executive Officer
Dated: February 10, 2012

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