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Shore Bancshares’ board adopted a new Deferred Compensation Plan for Non-employee Directors on September 30, 2026. The company says eligible directors may elect to defer a specified percentage of director fees and vested equity awards, with the aim of building supplemental savings and retirement income. Its Form 8-K summary does not disclose the exact election limits, deadlines, payout terms, or what happens to balances in the prior plan.
What Shore Bancshares announced
Shore Bancshares, Inc. reported the board action in a Form 8-K filed with the U.S. Securities and Exchange Commission on October 1, 2026. The filing identifies the new arrangement as the Deferred Compensation Plan for Non-employee Directors, attached as Exhibit 10.1. It was signed by President and Chief Executive Officer James M. Burke. Read the Form 8-K.
The company says the plan is intended to help participating directors build supplemental savings and retirement income through pre-tax deferrals. It also states that the plan is intended to comply with Section 409A of the Internal Revenue Code. That is the company’s stated intent, not an independent determination of the plan’s tax treatment or compliance.
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What directors can defer, according to the filing
The Form 8-K summary says participants have an opportunity to make annual elections to defer a specified percentage of director fees and vested equity awards. It does not give the percentage range or the deadline for making an election, so those details cannot be inferred from the summary.
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How deferred amounts are represented
The filing describes bookkeeping accounts rather than immediate delivery of shares when compensation is deferred. Deferred equity awards are credited to an account by reference to an equivalent number of company shares. Deferred cash is credited to an account deemed invested in Shore Bancshares shares. The summary does not explain how dividends, losses, or other stock-related adjustments are handled.
It says participants are always fully vested in their own elective deferrals and earnings on those deferrals. The filing’s wording is: “A participant is always 100% vested in his or her own elective deferrals and any earnings thereon.” The 100% vesting statement applies to participants’ own deferrals and related earnings; the summary does not establish other vesting terms.
What changes for the prior plan
On September 30, the board also amended Shore Bancshares’ existing Deferred Compensation Plan to eliminate participation by non-employee directors after the 2026 plan year. The amendment is identified as Exhibit 10.2 in the filing. This describes when director participation in the old plan ends; the summary does not say what happens to existing balances or provide payout details.
What the filing summary does not establish
- The exact deferral percentages and annual election deadlines.
- Payment triggers, payment forms, or distribution timing.
- How dividends, losses, or other stock-related adjustments affect bookkeeping accounts.
- How balances under the prior plan will be treated.
The full plan texts are identified in the filing as Exhibits 10.1 and 10.2. The Form 8-K’s summary is not a substitute for those terms. A 2020 Shore Bancshares proxy described an earlier plan as an unfunded, nonqualified arrangement that covered board members, selected management, and highly compensated employees. That historical description does not establish the terms of the 2026 plan. See the 2020 proxy statement.
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