Shore Bancshares Supplement to Proxy Statement for May 30 Meeting

TL;DR

Shore Bancshares dropped a proxy supplement for the May 30 shareholder meeting. Check it out.

AI Summary

Shore Bancshares, Inc. filed a Definitive Additional Materials (DEFA14A) on April 17, 2024, as a supplement to its proxy statement dated April 16, 2024. This filing concerns the annual meeting of shareholders scheduled for May 30, 2024. The company is a national commercial bank based in Easton, Maryland.

Why It Matters

This filing provides updated or additional information to shareholders before their annual meeting, ensuring they have the most current details for voting on important company matters.

Risk Assessment

Risk Level: low — This is a routine filing providing supplemental information for an upcoming shareholder meeting, not indicating any immediate financial distress or significant corporate action.

Key Players & Entities

• SHORE BANCSHARES INC (company) — Registrant
• 0001035092 (company) — Central Index Key
• 521974638 (company) — IRS Number
• 18 EAST DOVER STREET (company) — Business Address
• EASTON (company) — City
• MD (company) — State
• 21601-3013 (company) — ZIP Code
• 4108221400 (company) — Business Phone
• May 30, 2024 (date) — Annual Meeting Date
• April 17, 2024 (date) — Filing Date

FAQ

Key Financial Figures

• $40,000 M — s as follows Mr. Mason 2,287 shares for $40,000 Mr. Clemmer 2,287 shares for $40,000 Ms.
• $35,000 M — for $40,000 Ms. Willey 2,001 shares for $35,000 Mr. Wayson 2,001 shares for $35,000 Mr. J
• $35,000 — for $35,000 Mr. Jones 2,001 shares for $35,000 and Mr. Adams 1,901 for $20,000. (2) I
• $20,000 — res for $35,000 and Mr. Adams 1,901 for $20,000. (2) Includes amounts earned for servi
• $150,000 — ectors. (7) Represents compensation of $150,000 for consulting services performed by Mr
• $741 — ment between Mr. Hyatt and the Bank and $741 in dividends paid on unvested restricte

Filing Documents

• defa14aerratasheet.htm (DEFA14A) — 53KB
• image_0a.jpg (GRAPHIC) — 16KB
• shorebancshares_cmykxtealxa.jpg (GRAPHIC) — 672KB
• 0001628280-24-016535.txt ( ) — 996KB

From the Filing

Document SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ___) Filed by the Registrant Filed by a Party other than the Registrant Check the appropriate box Preliminary Proxy Statement Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) Definitive Proxy Statement Definitive Additional Materials Soliciting Material pursuant to 240.14a-12 SHORE BANCSHARES, INC. (Name of Registrant as Specified in Its Charter) (Name of Person(s) Filing Proxy Statement, if other than the Registrant) Payment of Filing Fee (Check the appropriate box) No fee required. Fee paid previously with preliminary materials. Fee computed on table in exhibit required by Item 25(b) per Exchange Act Rules 14a-6(i)(1) and 0-11. 18 E. Dover Street Easton, Maryland 21601 April 17, 2024 SUPPLEMENT TO THE DEFINITIVE PROXY STATEMENT DATED APRIL 16, 2024 FOR THE ANNUAL MEETING OF SHAREHOLDERS TO BE HELD ON MAY 30, 2024 Explanatory Note This supplement (this "Supplement") updates certain information included in the definitive proxy statement, dated April 16, 2024 (the "Proxy Statement"), for the annual meeting of shareholders of Shore Bancshares, Inc. (the "Company") to be held on May 30, 2024 (the "Annual Meeting"). The Director Compensation Table on page 22 of the Proxy Statement, which sets forth information regarding the compensation of the Company's non-employee directors for the year ended December 31, 2023, inadvertently omitted compensation information with respect to Frank E. Mason, III, a non-employee director of the Company. A corrected Director Compensation Table for the year ended December 31, 2023, that also includes compensation information for Mr. Mason, is included below. Other than the corrected Director Compensation Table included below, the Proxy Statement remains unchanged, and this Supplement does not otherwise modify, amend, supplement or affect the Proxy Statement. From and after the date of this Supplement, any references to the "Proxy Statement" are to the Proxy Statement as amended and supplemented by this Supplement. This Supplement should be read in conjunction with the Proxy Statement and the other proxy materials previously distributed for the Annual Meeting. ***** Director Compensation Table Name Fees earned or paid in cash ($) (1) Fees earned or paid in restricted stock ($) (2) Non-qualified Deferred Compensation Earnings ($) (3) All Other Compensation ($) (4) Total ($) Michael B. Adams (5) 20,008 26,992 - 739 47,739 Blenda Armistead (9) 14,625 11,254 - 525 26,404 R. Michael Clemmer, Jr. 40,013 26,987 - 1,838 68,838 William E. Esham, III 37,513 26,987 - - 64,500 Alan J. Hyatt (6) 50,013 26,987 - 150,741 (7) 227,741 Louis P. Jenkins, Jr. (5) 20,008 26,992 - 510 47,510 David S. Jones 35,013 26,987 - 1,701 63,701 James A. Judge 37,513 26,987 - 741 65,241 Clyde V. Kelly, III 40,013 26,987 - 741 67,741 John A. Lamon 35,013 26,987 - 741 62,741 Frank E. Mason, III 40,013 26,987 - 1,838 68,838 Rebecca M. McDonald (5) 17,508 26,992 - 510 45,010 David W. Moore 37,513 26,987 - - 64,500 Mary Todd Peterson (5) 20,008 26,992 - 510 47,510 E. Lawrence Sanders, III (5) 17,508 26,992 6,637 510 51,647 Austin J. Slater, Jr. (5) 17,508 26,992 - 759 45,259 Joseph V. Stone, Jr. (5) 17,508 26,992 29,269 510 74,279 Esther A. Streete 37,513 26,987 - 139 64,639 Jeffrey E. Thompson (8) 20,013 13,494 - 556 34,063 Konrad M. Wayson 35,013 26,987 - 1,701 63,701 Dawn M. Willey 35,013 26,987 - 1,701 63,701 (1) Includes fees for which the director has elected to receive shares of our Common Stock in lieu of cash. The number of shares of stock received by each director in lieu of cash during 2023 was as follows Mr. Mason 2,287 shares for $40,000 Mr. Clemmer 2,287 shares for $40,000 Ms. Willey 2,001 shares for $35,000 Mr. Wayson 2,001 shares for $35,000 Mr. Jones 2,001 shares for $35,000 and Mr. Adams 1,901 for $20,000. (2) Includes amounts earned for serving on the Board of the Company paid in the form of restricted stock. The amounts reflect the aggregate grant date fair value of stock awards computed in accordance with FASB ASC Topic 718, "Accounting for Stock Compensation" ("ASC 718"). See Note 14 to the consolidated audited financial statements contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2023 regarding assumptions underlying valuation of equity awards. (3) Represents the portion of non-qualified deferred compensation earnings that was above the Internal Revenue Service long-term rate. Under the plan, interest is credited at a rate equal to the Company's annualized return on equity or based on the gains or losses on the deemed investments. (4) Represents dividends paid on unvested restricted stock. (5) Messrs. Adams, Jenkins, San

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View this DEFA14A filing on SEC EDGAR