1 unchanged sentence
Market for Common Stock.
−Removed: The Company’s common stock is listed for trading on the Nasdaq Capital Market under the symbol “EGBN.” Over the twelve month period ended December 31, 2022, the average daily trading volume amounted to approximately 167,619 shares, an increase from approximately 126,207 shares over the twelve month period ended December 31, 2021.
+Added: The Company’s common stock is listed for trading on the Nasdaq Capital Market under the symbol “EGBN.” Over the year ended December 31, 2023, the average daily trading volume amounted to approximately 302,118 shares, an increase from approximately 167,619 shares over the year ended December 31, 2022.
No assurance can be given that a more active trading market will develop or can be maintained.
6 unchanged sentences
Payment of dividends on the common stock will also depend upon the Bank’s earnings, financial condition, and need for funds, as well as governmental policies and regulations applicable to the Company and the Bank.
−Removed: The payment of dividends in any period does not mean that the Company will continue to pay dividends at the current level, or at all.
−Removed: Regulations of the Federal Reserve Board and Maryland law place limits on the amount of dividends the Bank may pay to the Company without prior approval.
+Added: The payment of dividends in any period does not mean that the Company will continue to pay dividends at the current level, or at any other level.
+Added: Regulations of the Board of Governors of the Federal Reserve System ("Federal Reserve Board" or "Federal Reserve") and Maryland law place limits on the amount of dividends the Bank may pay to the Company without prior approval.
Prior regulatory approval is required to pay dividends which exceed the Bank’s net profits for the current year plus its retained net profits for the preceding two calendar years, less required transfers to surplus.
4 unchanged sentences
Compliance with such standards, as presently in effect, or as they may be amended from time to time, could possibly limit the amount of dividends that the Company may pay in the future.
−Removed: In 1985, the FRB issued a policy statement on the payment of cash dividends by bank holding companies.
−Removed: In the statement, the FRB expressed its view that a holding company experiencing earnings weaknesses should not pay cash dividends exceeding its net income or which could only be funded in ways that weaken the holding company’s financial health, such as by borrowing.
+Added: The FRB has issued guidance regarding the situations in which a bank holding company should consider eliminating, reducing, or deferring its dividends, including if the net income available to shareholders for the past four quarters, net of dividends previously paid during that period, is not sufficient to fully fund the dividends;
+Added: the prospective rate of earnings retention is not consistent with capital needs and the bank holding company’s overall current and prospective financial condition;
+Added: or the bank holding company will not meet, or is in danger of not meeting, its minimum regulatory capital adequacy ratios.
As a depository institution, the deposits of which are insured by the FDIC, the Bank may not pay dividends or distribute any of its capital assets while it remains in default on any assessment due the FDIC.
1 unchanged sentence
Issuer Repurchase of Common Stock.
−Removed: Period Total Number of
−Removed: Shares Purchased (3)(4)
−Removed: Average Price Paid Per Share (5)
−Removed: Total Number of Shares
−Removed: Purchased as Part
−Removed: of Publicly Announced
−Removed: Plan or Program Maximum Number of
−Removed: Shares that May Yet Be
−Removed: Purchased Under the
−Removed: Plans or Programs (1) (2)
−Removed: January 1, 2022 — n/a n/a 1,600,000
−Removed: October 1 - 31, 2022
−Removed: 117,700 $44.47 117,700 1,482,300
−Removed: November 1 - 30, 2022
−Removed: 228,000 $45.98 228,000 1,254,300
−Removed: December 1-31, 2022
−Removed: 392,600 $44.24 392,600 861,700
−Removed: Total 738,300 $44.82 738,300 861,700
−Removed: (1) On December 28, 2021, the Company's Board of Directors authorized a new share repurchase program (the "2022 Repurchase Program") to take effect starting January 1, 2022, after the expiration of the previous repurchase program on December 31, 2021.
−Removed: The Board of Directors authorized the repurchase of 1,600,000 shares of common stock, or approximately 5% of the Company's outstanding shares of common stock, under the 2022 Repurchase Program, which expired on December 31, 2022.
−Removed: (2) On December 13, 2022, the Company's Board of Directors authorized a new share repurchase program (the "2023 Repurchase Program") to take effect starting January 2, 2023, after the expiration of the previous repurchase program on December 31, 2022.
−Removed: The Board of Directors authorized the repurchase of 1,600,000 shares of common stock, or approximately 5% of the Company's outstanding shares of common stock, under the 2023 Repurchase Program, which will expire on December 31, 2023, subject to earlier termination of the program by the Board of Directors.
−Removed: (3) Inclusive of shares remaining available for purchase under the 2022 Repurchase Program.
−Removed: (4) Includes shares of the Company’s common stock acquired by the Company in connection with satisfaction of tax withholding obligations on vested restricted shares or restricted share units and certain forfeitures and terminations of employment-related awards and for potential re-issuance to certain employees under equity incentive plans.
−Removed: (5) Average price paid per share includes commission costs associated with the repurchases.
+Added: The Company did not repurchase any shares of its common stock during the fourth quarter of 2023.
+Added: On December 13, 2022, the Company's Board of Directors authorized a share repurchase program (the "2023 Repurchase Program") that took effect starting January 2, 2023 and authorized the repurchase of 1,600,000 shares of common stock, or approximately 5% of the Company's outstanding shares of common stock.
+Added: The Company fully utilized the 2023 Repurchase Program as of the second quarter of 2023.
See Item 12 - Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters for “Securities Authorized for Issuance Under Equity Compensation Plans.”
5 unchanged sentences
Eagle Bancorp, Inc.
−Removed: Period Ending
−Removed: Index 12/31/2017 12/31/2018 12/31/2019 12/31/2020 12/31/2021 12/31/2022
+Added: Years Ended December 31,
+Added: 2018 2019 2020 2021 2022 2023
Eagle Bancorp, Inc.
4 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.