UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of
Report (Date of earliest event reported): April 26, 2006
SHORE
BANCSHARES, INC.
(Exact
name of registrant as specified in its charter)
|
Maryland
|
0-22345
|
52-1974638
|
|
(State
or other jurisdiction of
|
(Commission
file number)
|
(IRS
Employer
|
|
incorporation
or organization)
|
|
Identification
No.)
|
18
East Dover Street, Easton, Maryland 21601
(Address
of principal executive offices) (Zip Code)
(410)
822-1400
(Registrant’s
telephone number, including area code)
N/A
(Former
Name or Former Address, if Changed Since Last Report)
Check
the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligations of the registrant under any of the following
provisions:
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
ITEM
1.01.
Entry
Into a Material Definitive Agreement.
At
the
2006 Annual Meeting of Stockholders of Shore Bancshares, Inc. (the “Company”)
held on April 26, 2006, the Company’s stockholders approved the adoption of the
Shore Bancshares, Inc. 2006 Stock and Incentive Compensation Plan (the “Plan”).
The form of the Plan was approved by the Company’s Board of Directors on March
13, 2006, but was not effective unless and until it was also approved by
stockholders. The effective date of the Plan is April 26, 2006. The material
terms of the Plan were discussed in detail in “Proposal 2”, beginning on Page
16, of the Company’s 2006 definitive proxy statement filed with the Securities
and Exchange Commission on March 24, 2006, which discussion is incorporated
herein by reference.
ITEM
2.02.
Results
of Operation and Financial Condition.
Also
on
April 26, 2006, the Company issued a press release describing the Company’s
financial results for the quarter ended March 31, 2006, a copy of which is
furnished herewith as Exhibit 99.1.
The
information contained in this Item 2.02 and in Exhibit 99.1 shall not be deemed
“filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended (the “Exchange Act”), or incorporated by reference in any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as shall
be
expressly set forth by specific reference in such a filing.
ITEM
9.01.
Financial
Statements and Exhibits.
| (d)
Exhibits. |
| |
| Exhibit 10.1. |
Shore
Bancshares, Inc. 2006 Stock and Incentive Compensation Plan
(incorporated by reference to Appendix A of the Company’s
2006
definitive proxy statement filed on March 24, 2006).
|
| |
|
| Exhibit 99.1 |
Press Release dated April
26, 2006
(furnished herewith). |
| |
|
|
SIGNATURES
Pursuant
to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on its behalf
by
the undersigned, thereunto duly authorized.
| |
SHORE BANCSHARES, INC. |
| |
|
| |
|
| Dated: April 28, 2006 |
By: |
/s/ W. Moorhead Vermilye |
| |
|
W.
Moorhead Vermilye
|
| |
|
President
and CEO
|
EXHIBIT
INDEX
|
Exhibit
|
|
| Number |
Description |
| |
|
| Exhibit 10.1. |
Shore
Bancshares, Inc. 2006 Stock and Incentive Compensation Plan
(incorporated by reference to Appendix A of the Company’s
2006
definitive proxy statement filed on March 24, 2006).
|
| |
|
| Exhibit 99.1 |
Press Release dated April
26, 2006
(furnished herewith). |
| |
|
|