Shore Bancshares, Inc. (SHBI) filed a Form 8-K on September 30, 2026, disclosing updates to its director compensation structure. The filing details two primary actions taken by the company's Board of Directors regarding deferred compensation.
The Board adopted a new Deferred Compensation Plan for Non-employee Directors. This plan is designed to comply with Section 409A of the Internal Revenue Code and aims to provide a supplemental source of savings and retirement income. Under the new plan, non-employee directors can elect to defer a specified percentage of their director fees and vested equity awards. The plan stipulates that participants are always 100% vested in their elective deferrals and any associated earnings. Cash compensation deferrals are credited to a bookkeeping account, while equity award deferrals are credited to an account holding an equivalent number of shares of the company's stock.
In addition to adopting the new plan, the Board amended the company’s existing Deferred Compensation Plan. The amendment specifically eliminates the participation of non-employee directors after the 2026 plan year. The full text of the new plan and the amended plan are attached as Exhibits 10.1 and 10.2, respectively.
