Part I [Business](index=4&type=section&id=Item%201.%20Business) Eagle Bancorp, Inc. operates EagleBank, a D.C. metro area community bank focused on commercial real estate lending, subject to extensive regulation - Eagle Bancorp, Inc. is the holding company for **EagleBank**, operating **20 banking offices** across Suburban Maryland, D.C., and Northern Virginia[12](index=12&type=chunk)[13](index=13&type=chunk) - The loan portfolio is heavily concentrated in commercial real estate, with **78%** in CRE loans and **85%** of all loans secured by real estate at year-end 2019[25](index=25&type=chunk)[361](index=361&type=chunk) - The company is subject to extensive regulation by the **Federal Reserve Board** and **Maryland Office of Financial Regulation**, covering capital requirements, lending, and consumer protection[69](index=69&type=chunk)[70](index=70&type=chunk)[77](index=77&type=chunk) Loan Portfolio Composition (December 31, 2019) | Loan Category | Amount (in thousands) | % of Total | | :--- | :--- | :--- | | Commercial | $1,545,906 | 20% | | Income producing - commercial real estate | $3,702,747 | 50% | | Owner occupied - commercial real estate | $985,409 | 13% | | Real estate mortgage - residential | $104,221 | 1% | | Construction - commercial and residential | $1,035,754 | 14% | | Construction - C&I (owner occupied) | $89,490 | 1% | | Home equity & Other consumer | $82,221 | 1% | | **Total Loans** | **$7,545,748** | **100%** | [Risk Factors](index=29&type=section&id=Item%201A.%20Risk%20Factors) The company faces market, operational, and regulatory risks, including stock price volatility, high CRE loan concentration, litigation, and cybersecurity threats - The company's stock price may fluctuate significantly due to factors such as operating results, analyst reports, strategic actions, and general market conditions, with short seller reports previously causing significant declines[133](index=133&type=chunk)[136](index=136&type=chunk) - A substantial portion of the loan portfolio (**85%** at Dec 31, 2019) is secured by real estate, primarily commercial real estate in the Washington, D.C. area, exposing the company to local market risks[175](index=175&type=chunk) - The adoption of the Current Expected Credit Loss (CECL) model, effective January 1, 2020, is expected to materially affect the allowance for credit losses and may create more volatility, with an anticipated one-time **10% to 20%** increase in its reserve upon adoption[152](index=152&type=chunk)[153](index=153&type=chunk) - The company is subject to litigation and regulatory actions, including ongoing investigations by securities and banking regulators and U.S. Attorney's offices, which could result in significant fines or restrictions[184](index=184&type=chunk)[185](index=185&type=chunk) - Operations are increasingly conducted electronically, increasing risks related to cybersecurity, where a breach could result in remediation costs, regulatory penalties, litigation, and reputational damage[210](index=210&type=chunk)[211](index=211&type=chunk)[212](index=212&type=chunk) [Unresolved Staff Comments](index=49&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the Securities and Exchange Commission - None[219](index=219&type=chunk) [Properties](index=50&type=section&id=Item%202.%20Properties) The company operates from 30 leased facilities, including 20 branch offices and corporate centers across Suburban Maryland, Northern Virginia, and D.C - All properties from which the Company operates are leased, including **20 branch offices**, executive offices, commercial lending centers, and residential lending centers as of December 31, 2019[220](index=220&type=chunk)[224](index=224&type=chunk) [Legal Proceedings](index=51&type=section&id=Item%203.%20Legal%20Proceedings) The company is involved in a class-action lawsuit and ongoing regulatory investigations concerning internal controls, related-party loans, and former officer conduct - A putative class action lawsuit was filed against the Company in July 2019, alleging violations of the Securities Exchange Act of 1934 related to disclosures about internal controls and related party loans[226](index=226&type=chunk)[227](index=227&type=chunk) - The Company has received document requests and subpoenas from securities and banking regulators and U.S. Attorney's offices, believed to relate to related party transactions, the retirement of former officers/directors, and relationships with a local public official[228](index=228&type=chunk) [Mine Safety Disclosures](index=52&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[229](index=229&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=52&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's common stock trades on Nasdaq (EGBN), initiated a quarterly dividend, and authorized a share repurchase program for up to **1.64 million** shares - The Company's common stock is listed on the **Nasdaq Capital Market** under the symbol "**EGBN**"[231](index=231&type=chunk) - In the second quarter of 2019, the Company began paying a regular quarterly dividend of **$0.22 per share**, totaling **$0.66 per share** for the year[232](index=232&type=chunk) Issuer Repurchases of Common Stock (Q4 2019) | Period | Total Shares Purchased | Average Price Paid Per Share | Shares Purchased as Part of Publicly Announced Program | | :--- | :--- | :--- | :--- | | Oct 2019 | 160,707 | $44.52 | 141,000 | | Nov 2019 | 283,500 | $44.68 | 283,500 | | Dec 2019 | 57,800 | $44.30 | 57,800 | | **Total** | **502,007** | **$44.59** | **482,300** | - On December 18, 2019, the Board extended and expanded the stock repurchase program, authorizing the purchase of up to **1,641,000 shares** through December 31, 2020[240](index=240&type=chunk) [Selected Financial Data](index=56&type=section&id=Item%206.%20Selected%20Financial%20Data) This section presents a five-year summary of key consolidated financial data, including balance sheet, income statement, per-share metrics, and performance ratios Selected Financial Data (2015-2019) | (in thousands) | 2019 | 2018 | 2017 | 2016 | 2015 | | :--- | :--- | :--- | :--- | :--- | :--- | | Total Assets | $8,988,719 | $8,389,137 | $7,479,029 | $6,890,096 | $6,075,577 | | Loans | $7,545,748 | $6,991,447 | $6,411,528 | $5,677,893 | $4,998,368 | | Deposits | $7,224,391 | $6,974,285 | $5,853,984 | $5,716,114 | $5,158,444 | | Total Shareholders' Equity | $1,190,681 | $1,108,941 | $950,438 | $842,799 | $738,601 | | Net Income | $142,943 | $152,276 | $100,232 | $97,707 | $84,167 | Selected Performance Ratios (2015-2019) | Ratio | 2019 | 2018 | 2017 | 2016 | 2015 | | :--- | :--- | :--- | :--- | :--- | :--- | | Net Interest Margin | 3.77% | 4.10% | 4.15% | 4.16% | 4.33% | | Efficiency Ratio | 39.99% | 37.31% | 37.84% | 40.29% | 42.49% | | Return on Average Assets | 1.61% | 1.91% | 1.41% | 1.52% | 1.49% | | Return on Average Common Equity | 12.20% | 14.89% | 11.06% | 12.27% | 12.32% | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=60&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Net income decreased **6%** to **$142.9 million** in 2019 due to margin compression and higher expenses, despite **7%** asset growth to **$8.99 billion** and strong capital - Net income for 2019 was **$142.9 million** (**$4.18** per diluted share), a **6%** decrease from **$152.3 million** (**$4.42** per diluted share) in 2018[293](index=293&type=chunk)[296](index=296&type=chunk) - The net interest margin decreased by **33 basis points** to **3.77%** in 2019 from **4.10%** in 2018, driven by a **43 basis point** decrease in the net interest spread as the cost of interest-bearing liabilities increased[299](index=299&type=chunk)[300](index=300&type=chunk)[301](index=301&type=chunk) - Noninterest expense increased **10%** to **$139.9 million** in 2019, primarily due to **$8.2 million** in nonrecurring charges for accelerated share-based compensation related to executive retirements and a **25%** increase in legal and professional fees associated with government investigations[306](index=306&type=chunk)[336](index=336&type=chunk)[339](index=339&type=chunk) - Total assets grew **7%** to **$8.99 billion** at year-end 2019, while total loans increased **8%** to **$7.55 billion**, and the company's capital ratios remained well above regulatory requirements for "well capitalized" status[344](index=344&type=chunk)[346](index=346&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=110&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company manages interest rate risk through ALCO, showing moderate asset sensitivity with a projected **5.1%** net interest income increase from a **100 bps** rate hike - The company's **Asset Liability Committee (ALCO)** monitors and manages interest rate risk through established policies and regular reviews[485](index=485&type=chunk) Interest Rate Sensitivity Analysis (as of Dec 31, 2019) | Change in Interest Rates (bps) | % Change in Net Interest Income (12 mo.) | % Change in Net Income (12 mo.) | | :--- | :--- | :--- | | +400 | +20.9% | +36.2% | | +200 | +10.4% | +18.0% | | +100 | +5.1% | +8.8% | | (100) | -3.2% | -5.6% | | (200) | -7.7% | -13.3% | - At December 31, 2019, the company had a **positive cumulative GAP position of $243 million** (**3% of total assets**) within 12 months, indicating that more assets than liabilities would reprice in a rising rate environment over that period[510](index=510&type=chunk) [Financial Statements and Supplementary Data](index=118&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section contains audited 2019 financial statements, with an unqualified auditor opinion on financials but an adverse opinion on internal controls due to a material weakness - The independent auditor, **Dixon Hughes Goodman LLP**, issued an **unqualified opinion** on the consolidated financial statements, stating they present fairly, in all material respects, the financial position of the Company[521](index=521&type=chunk) - The auditor issued an **adverse opinion** on the Company's internal control over financial reporting as of December 31, 2019, due to a **material weakness** related to "**tone at the top**" issues that contributed to a control environment insufficiently tailored to the culture of deference afforded to the former CEO[543](index=543&type=chunk)[859](index=859&type=chunk) Consolidated Balance Sheet Highlights (in thousands) | | Dec 31, 2019 | Dec 31, 2018 | | :--- | :--- | :--- | | **Assets** | | | | Total Loans, net | $7,472,090 | $6,921,503 | | Total Assets | $8,988,719 | $8,389,137 | | **Liabilities & Equity** | | | | Total Deposits | $7,224,391 | $6,974,285 | | Total Liabilities | $7,798,038 | $7,280,196 | | Total Shareholders' Equity | $1,190,681 | $1,108,941 | Consolidated Statement of Operations Highlights (in thousands) | | 2019 | 2018 | 2017 | | :--- | :--- | :--- | :--- | | Net Interest Income | $324,045 | $316,993 | $283,887 | | Provision for Credit Losses | $13,091 | $8,660 | $8,971 | | Noninterest Income | $25,699 | $22,586 | $29,372 | | Noninterest Expense | $139,862 | $126,711 | $118,552 | | **Net Income** | **$142,943** | **$152,276** | **$100,232** | [Changes in and Disagreements With Accountants on Accounting and Financial Disclosure](index=196&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20With%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reports no changes in or disagreements with its accountants on accounting and financial disclosures - None[851](index=851&type=chunk) [Controls and Procedures](index=196&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded disclosure controls were ineffective due to a material weakness from "tone at the top" issues related to the former CEO, impacting related-party loan and vendor contract reviews, with remediation efforts ongoing - Management concluded that due to a **material weakness** in internal control over financial reporting, the Company's **disclosure controls and procedures were not effective** as of December 31, 2019[852](index=852&type=chunk) - The **material weakness** stemmed from "**tone at the top**" issues contributing to a control environment insufficiently tailored to the culture of deference for the former Chairman, President and CEO, manifesting in deficiencies related to communication, review of related party loans, and review of vendor contracts[859](index=859&type=chunk) - Remediation efforts undertaken in 2019 include splitting the **Chairman and CEO roles**, restructuring the Board, hiring a new **Chief Legal Officer**, formalizing the ethics program, and enhancing policies for related party transactions and vendor contracts[863](index=863&type=chunk) [Other Information](index=199&type=section&id=Item%209B.%20Other%20Information) The company reports no other information for this item - None[866](index=866&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=199&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information on directors, executive officers, and corporate governance is incorporated by reference from the company's 2020 definitive proxy statement - The information required by this item is incorporated by reference from the Company's definitive Proxy Statement for the Annual Meeting of Shareholders to be held on May 21, 2020[868](index=868&type=chunk) [Executive Compensation](index=199&type=section&id=Item%2011.%20Executive%20Compensation) Executive compensation details, including director compensation, are incorporated by reference from the company's 2020 definitive proxy statement - The information required by this item is incorporated by reference from the Company's definitive Proxy Statement[869](index=869&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=199&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) This section provides information on securities authorized for issuance under equity compensation plans, with further details incorporated from the 2020 proxy statement Equity Compensation Plan Information (as of Dec 31, 2019) | Plan Category | Securities to be Issued Upon Exercise (a) | Weighted-Average Exercise Price (b) | Securities Available for Future Issuance (c) | | :--- | :--- | :--- | :--- | | Equity compensation plans approved by security holders | 6,589 | $19.99 | 1,059,207 | | Equity compensation plans not approved by security holders | 0 | $0 | 0 | | **Total** | **6,589** | **$19.99** | **1,059,207** | [Certain Relationships and Related Transactions, and Director Independence](index=200&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information on related party transactions and director independence is incorporated by reference from the company's 2020 definitive proxy statement - The information required by this item is incorporated by reference from the Company's definitive Proxy Statement[875](index=875&type=chunk) [Principal Accountant Fees and Services](index=200&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) Details on principal accountant fees and services are incorporated by reference from the company's 2020 definitive proxy statement - The information required by this item is incorporated by reference from the Company's definitive Proxy Statement[876](index=876&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=200&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules) This section lists all financial statements, schedules, and exhibits filed as part of the Form 10-K report, including key corporate documents and SEC certifications - This section lists all financial statements and exhibits filed with the annual report, with all financial statement schedules omitted as the required information is either inapplicable or included elsewhere in the report[877](index=877&type=chunk)

Eagle Bancorp, Inc. (NASDAQ:EGBN) Q4 2019 Earnings Conference Call January 16, 2020 10:00 AM ET Company Participants Charles Levingston - CFO Susan Riel - President & CEO Jan Williams - CCO Conference Call Participants Casey Whitman - Piper Sandler Joe Gladue - Alden Securities Catherine Mealor - KBW Brody Preston - Stephens, Inc. Christopher Marinac - Janney Montgomery Scott Steve Comery - G. Research Erik Zwick – Boenning & Scattergood Operator Ladies and gentlemen, thank you for standing by, and welcome ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | --- | --- | |--------------------------------------------------------------------------------------------|-----------------------------------------------------| | | | | For the transiti ...

Eagle Bancorp, Inc. (NASDAQ:EGBN) Q3 2019 Earnings Conference Call October 17, 2019 10:00 AM ET Company Participants Charles Levingston - CFO Norman Pozez - Chairman Susan Riel - President & CEO Jan Williams - Chief Credit Officer Conference Call Participants Catherine Mealor - KBW Casey Whitman - Sandler O'Neill Christopher Marinac - Janney Montgomery Steven Comery - G. Research Erik Zwick - Boenning & Scattergood Operator Ladies and gentlemen, thank you for standing by and welcome to The Eagle Bancorp Inc ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | --- | --- | |----------------------------------------------------------------------------------------------|-----------------------------------------------------| | | | | For the transition ...

Eagle Bancorp, Inc. (NASDAQ:EGBN) Q2 2019 Earnings Conference Call July 18, 2019 10:00 AM ET Company Participants Charles Levingston - CFO Norman Pozez - Chairman Susan Riel - President & CEO Jan Williams - Chief Credit Officer Conference Call Participants Austin Nicholas - Stephens Casey Whitman - Sandler O'Neill Catherine Mealor - KBW Joe Gladue - Alden Securities Christopher Marinac - FIG Partners Steven Comery - G. Research Brody Preston - Piper Jaffray Operator Good day, ladies and gentlemen, and thank ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to_________ Commission File Number 0-25923 Eagle Bancorp, Inc. (Exact name of registrant as specified in its charter) Maryland 52-2061461 (State or other jurisd ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2018 ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from _________ to _________ Commission file number: 0-25923 Eagle Bancorp, Inc. (Exact name of registrant as specified in its charter) Maryland (State or other jurisdiction of incorp ...

Financial Data and Key Metrics Changes - For Q4 2018, the company reported a net income of $40.4 million, a 34% increase from $30.1 million in Q4 2017, marking the 40th consecutive quarter of record operating earnings [7][9] - The annual income for 2018 reached $152.3 million, a 33% increase over the previous year [9] - Earnings per share for Q4 2018 were $1.17, up 33% from $0.88 in Q4 2017, while the full-year EPS was $4.42, a 32% increase from $3.35 in 2017 [10] - Return on average assets (ROAA) was 1.9% for Q4 2018, up from 1.6% in Q4 2017 [11] - Return on average tangible common equity (ROATCE) was 16.46% for Q4 2018, compared to 12.57% in Q4 2017 [12] Business Line Data and Key Metrics Changes - The company experienced strong deposit growth of $602 million or 9.4% in Q4 2018, reaching $6.97 billion [24] - Average loans grew by 12% for the full year of 2018, with net growth of $580 million or 9% from December 31, 2017, to December 31, 2018 [21] - C&I lending grew 14% over the past year, while CRE lending grew by 7% [19] Market Data and Key Metrics Changes - The Washington area saw employment growth of over 60,000 jobs in 2018, significantly above the 10-year average of 42,000 [29] - The company holds $100 million in loans outstanding to government contractors, indicating potential exposure to the impacts of the government shutdown [58] Company Strategy and Development Direction - The company is strategically shifting its loan portfolio to increase the percentage of income-producing CRE and C&I loans [19] - The focus remains on maintaining a balance of yield, credit quality, and duration in the loan portfolio [20] - The company aims to normalize its net interest margin (NIM) in 2019, similar to past experiences with excess liquidity [20] Management's Comments on Operating Environment and Future Outlook - Management expressed confidence in the local economy, citing strong employment growth and a robust market despite potential recession fears [49] - The impact of the government shutdown is expected to be minimal if resolved quickly, with proactive measures in place to support affected customers [30][59] - The company anticipates a slight improvement in NIM as excess liquidity is redeployed into higher-yielding loans [17][20] Other Important Information - The efficiency ratio for Q4 2018 was 36.09%, reflecting a focus on productivity and operating leverage [37] - The company added $152 million in capital during 2018, strengthening its capital position [39] Q&A Session Summary Question: Outlook for margin improvement and loan growth - Management expects high-single-digit loan growth to continue, with some normalization in construction loan payoffs [42][43] Question: Deposit costs and market expectations - Deposit costs are expected to stabilize, with a tapering of aggressive deposit marketing observed in the market [51] Question: Impact of government shutdown on FHA and SBA business - The FHA pipeline is good for 2019, but processing is currently delayed due to the shutdown [53] Question: Exposure to government contractors during shutdown - The company has $100 million in loans to government contractors and is proactively reaching out to ensure they have adequate support [58][59] Question: Operating expenses outlook for 2019 - Management anticipates mid-to-high-single-digit growth in operating expenses, focusing on expense control relative to revenue growth [72]