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EGBN · Annual meeting · Thursday, May 14, 2026Contested

Eagle Bancorp Inc

11 nominees · 3 ballot items · contested.

Election of eleven directors; Ratification of Crowe LLP as independent auditor; Non-binding advisory approval of named executive officer compensation.

Market cap
$835M
1Y TSR
+40.8%
Board grade
C-
Record date
Mar 19, 2026
Filing
DEFC14A
Meeting concluded · May 14, 2026

Follow how the vote landed and what changed on Eagle Bancorp Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.

Proposals

On the ballot3

  1. 1

    Election of Directors

    ManagementBoard: FOR

    Elect eleven directors to serve until the 2027 Annual Meeting or until their successors are duly elected and qualified.

  2. 2

    Ratification of the Appointment of Independent Registered Public Accounting Firm

    ManagementBoard: FOR

    Ratify the appointment of Crowe LLP as the Company’s independent registered public accounting firm for the year ending December 31, 2026.

  3. 3

    Non-Binding Advisory Vote on Executive Compensation (Say-on-Pay

    ManagementBoard: FOR

    Approve a non-binding, advisory resolution approving the compensation of the Company’s named executive officers as disclosed in the proxy statement.

    More detail

    The non-binding advisory 'Say-on-Pay' proposal asks shareholders to approve the disclosed compensation of the Company’s named executive officers. Management is seeking advisory approval to affirm alignment between executive pay practices and shareholder interests, to demonstrate shareholder support for the Company’s compensation framework (including base salary, SEIP short-term incentives, and LTIP long-term equity awards structured as PRSUs, RSUs and options), and to validate changes made to the 2026 awards (adjusted PRSU performance ranges and allocation). The Board recommends a vote FOR, citing pay-for-performance features, clawback policy, ownership guidelines, and the Compensation Committee’s use of an independent advisor. The vote is non-binding but used by the Compensation Committee to inform future compensation decisions and investor outreach. Company context includes recent pay-for-performance outcomes (SEIP did not fund in 2025 due to net income shortfall and 2023 PRSUs paid 0%), board engagement with top shareholders, and continuity awards granted in 2026 to retain senior management amid CEO succession planning. The advisory vote addresses investor concerns and provides feedback to the Compensation Committee; management emphasizes peer benchmarking and adjustments to align the plan with market practices. The Board's rationale stresses long-term alignment and retention while noting the advisory nature of the vote and its role in future compensation governance.

Director elections

Nominees on the ballot11

Independent
Tenure on this board
0.2 yrs
Also a director at
Blue Ridge Bankshares Inc (BRBS)
Independent
Tenure on this board
0.9 yrs
Also a director at
Sobr Safe Inc (SOBR)
Ownership

Top institutional holders10

Latest 13F quarter
1BlackRock, Inc.9.8%2,981,796$74M
2North Reef Capital Management LP8.9%2,706,025$67M
3STATE STREET CORP5.1%1,549,020$39M
4T. Rowe Price Investment Management, Inc.4.4%1,346,100$33M
5VANGUARD CAPITAL MANAGEMENT LLC3.9%1,189,511$30M
6WELLINGTON MANAGEMENT GROUP LLP3.8%1,165,022$29M
7DIMENSIONAL FUND ADVISORS LP3.5%1,078,026$27M
8ALLIANCEBERNSTEIN L.P.3.0%902,957$19M
9BlackRock, Inc.2.5%747,354$19M
10CHARLES SCHWAB INVESTMENT MANAGEMENT INC2.0%615,641$15M
Filings

Recent key filings

Periodic reports
Definitive proxies
Reference

Frequently asked questions

When is the Eagle Bancorp Inc 2026 annual meeting?
Eagle Bancorp Inc (EGBN) holds its 2026 annual shareholder meeting on Thursday, May 14, 2026.
What is the record date for the Eagle Bancorp Inc 2026 meeting?
The record date for the Eagle Bancorp Inc 2026 meeting is Thursday, March 19, 2026. Shareholders of record on or before that date are eligible to vote.
Who are the director nominees for Eagle Bancorp Inc's 2026 meeting?
The board is presenting 11 director nominees at the Eagle Bancorp Inc 2026 meeting, listed with their independence status and background.
What proposals will shareholders vote on at the Eagle Bancorp Inc 2026 meeting?
Shareholders will vote on 3 proposals at the Eagle Bancorp Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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