Press Releases August 12, 2026 09:58 AM

Eagle Bancorp, Inc. Announces Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)

Eagle Bancorp awards inducement equity grants to newly appointed CEO Stephen R. Curley under Nasdaq rule.

By Caleb Monroe
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Eagle Bancorp, Inc., the holding company for EagleBank, announced the granting of inducement equity awards to Stephen R. Curley following his appointment as President and CEO. The awards include performance-based restricted stock units, restricted stock units, and stock options, granted under Nasdaq Listing Rule 5635(c)(4). These awards were approved by the Board and Compensation Committee outside the company's existing equity incentive plan to incentivize Mr. Curley's employment.

Eagle Bancorp, Inc. Announces Inducement Grants Under Nasdaq Listing Rule 5635(c)(4)
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Key Points

  • Stephen R. Curley appointed as President and CEO of Eagle Bancorp and EagleBank.
  • Inducement equity awards include performance-based RSUs, RSUs, and stock options granted to the new CEO.
  • Awards granted outside of existing 2025 Equity Incentive Plan in accordance with Nasdaq rules.

BETHESDA, Md., Aug. 12, 2026 (GLOBE NEWSWIRE) -- Eagle Bancorp, Inc. (the “Company”), the holding company for EagleBank, today announced that, in connection with the appointment of Stephen R. Curley as President and Chief Executive Officer of the Company and EagleBank, the Company granted employment inducement equity awards to Mr. Curley on August 10, 2026, as a material inducement to his entering into employment with the Company and EagleBank and pursuant to the terms of his employment agreement, which was previously filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on May 12, 2026.

The inducement awards consisted of (i) sign-on inducement awards comprising 26,049 performance-based restricted stock units, 8,683 restricted stock units and non-qualified stock options to purchase 17,045 shares of the Company’s common stock and (ii) make-whole inducement awards comprising 41,606 restricted stock units and non-qualified stock options to purchase 59,565 shares of the Company’s common stock. The non-qualified stock options have an exercise price of $27.64 per share, equal to the closing price of the Company’s common stock on the grant date.

The awards were approved by the Company’s Board of Directors and the Compensation Committee of the Board of Directors and were granted outside of, and not pursuant to, the Company’s 2025 Equity Incentive Plan and the share reserve thereunder, in reliance on the employment inducement award exception set forth in Nasdaq Listing Rule 5635(c)(4).

The awards are subject to and governed by the terms of the Company’s 2025 Equity Incentive Plan as if granted under that plan, except as otherwise provided in the applicable award agreements.

About Eagle Bancorp, Inc. and EagleBank
Eagle Bancorp, Inc. is the holding company for EagleBank, which commenced operations in 1998. EagleBank is headquartered in Bethesda, Maryland, and conducts full service commercial banking through 12 offices, located in Suburban, Maryland, Washington, D.C. and Northern Virginia. EagleBank focuses on building relationships with businesses, professionals and individuals in its marketplace.

EagleBank Contact
Eric Newell, Chief Financial Officer, Eagle Bancorp, Inc.
240.497.1796


Risks

  • Stock options have exercise price set at the closing price on grant date, presenting market risk if stock price declines.
  • Effectiveness of CEO leadership and strategic direction changes remain uncertain, impacting bank performance.
  • Equity grants could dilute existing shareholders if stock price doesn’t appreciate as expected.

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