[Form 4] EAGLE BANCORP INC Insider Trading Activity

Rhea-AI Filing Summary

Kevin P. Geoghegan, EVP and Chief Credit Officer of Eagle Bancorp, reported a Form 4 filing showing a non-derivative disposal of 624 shares of Eagle Bancorp common stock on 09/15/2025 at a price of $20.47 per share. The filing states the shares were withheld to satisfy tax withholding obligations related to the partial vesting of a restricted stock award originally granted on 09/15/2024. After the withholding, Mr. Geoghegan beneficially owns 6,105 shares directly. The transaction is recorded as a routine tax-related withholding rather than an open-market sale or transfer to a third party.

Insights

Corporate Governance Expert

TL;DR Routine tax-withholding from restricted stock vesting; not an active sale and typical for executive compensation.

The Form 4 documents a standard compensation-related transaction where 624 shares were withheld to cover tax obligations upon partial vesting of restricted stock granted a year earlier. Because the shares were withheld rather than sold in the open market, this transaction does not indicate a change in the executive's stake intent or liquidity event. The remaining direct beneficial ownership of 6,105 shares remains intact and the event is immaterial to corporate control or governance dynamics.

Securities Analyst

TL;DR Non-market withholding of vested restricted shares; a neutral, routine disclosure with minimal market impact.

This disclosure records a tax-withholding disposition at $20.47 per share for 624 shares related to a September 2024 restricted stock grant. Such withholdings are administrative and typically do not reflect trading decisions by the officer. The scale (624 shares) is small relative to typical outstanding share counts for a public bank, so the transaction is unlikely to affect liquidity or share supply meaningfully.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Geoghegan Kevin P

(Last) (First) (Middle)

7830 OLD GEORGETOWN ROAD

(Street)

BETHESDA MD 20814

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
EAGLE BANCORP INC [ EGBN ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Credit Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/15/2025		F		624(1)	D	$20.47	6,105	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The shares were withheld to satisfy tax withholding obligations in connection with the partial vesting of a restricted stock award granted on September 15, 2024.

Remarks:

	Kevin P. Geoghegan	09/25/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did Kevin P. Geoghegan report on the Form 4 for EGBN?

The Form 4 reports a withholding of 624 shares on 09/15/2025 at $20.47 per share to satisfy tax obligations from partial vesting of restricted stock.

Why were the shares disposed of according to the filing?

The filing states the shares were withheld to satisfy tax withholding obligations in connection with the partial vesting of a restricted stock award granted on 09/15/2024.

How many shares does Mr. Geoghegan beneficially own after the transaction?

After the reported withholding, Mr. Geoghegan beneficially owns 6,105 shares directly.

Was this an open-market sale recorded on Form 4?

No. The transaction code and explanation indicate the shares were withheld for taxes, not sold on the open market or transferred to a third party.

What was the original grant date for the restricted stock award?

The restricted stock award subject to the partial vesting was granted on 09/15/2024.