Capital Bancorp Inc
For the period ended Dec 31, 2023. Filed Mar 15, 2024.
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FY2023 · Filed Mar 15, 2024
CBNK$42.75+0.8%Stored close · as of Nov 9, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 16. FORM 10-K SUMMARY
None.
INDEX TO EXHIBITS
| Exhibit Number | Description | |
| 3.1 | Amended and Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on May 23, 2023)` | |
| 3.2 | Amended and Restated Bylaws (incorporated by reference to Exhibit 3.2 to the Company’s Form 8-K filed on May 23, 2023) | |
| 4.1 | Specimen Common Stock Certificate (incorporated by reference to Exhibit 4.1 to the Company’s Form S-1/A filed on September 17, 2018) | |
| 4.2 | Description of Registrant’s Securities (incorporated by reference to Exhibit 4.2 to the Company’s Form 10-K filed March 16, 2020) | |
| 4.3 | Long-term borrowing instruments are omitted pursuant to Item 601(b)(4)(iii) of Regulation S-K. The Company undertakes to furnish copies of such instruments to the SEC upon request. | |
| 10.1 | Capital Bancorp, Inc. 2017 Stock and Incentive Compensation Plan (incorporated by reference to Exhibit 10.1 to the Company’s Form S-1 filed on August 31, 2018) | |
| 10.2 | Form of Restricted Stock Award Agreement under the Capital Bancorp, Inc. 2017 Stock and Incentive Compensation Plan (incorporated by reference to Exhibit 10.2 to the Company’s Form S-1/A filed on September 17, 2018) | |
| 10.3 | Form of Restricted Stock Unit Award Agreement under the Capital Bancorp, Inc. 2017 Stock and Incentive Compensation Plan (incorporated by reference to Exhibit 10.3 to the Company’s Form S-1/A filed on September 17, 2018) | |
| 10.4 | Form of Incentive Stock Option Award Agreement under the Capital Bancorp, Inc. 2017 Stock and Incentive Compensation Plan (incorporated by reference to Exhibit 10.4 to the Company’s Form S-1/A filed on September 17, 2018) | |
| 10.5 | Form of Non-Qualified Stock Option Award Agreement under the Capital Bancorp, Inc. 2017 Stock and Incentive Compensation Plan (incorporated by reference to Exhibit 10.5 to the Company’s Form S-1/A filed on September 17, 2018) | |
| 10.6 | Form of Stock Appreciation Right Award Agreement under the Capital Bancorp, Inc. 2017 Stock and Incentive Compensation Plan (incorporated by reference to Exhibit 10.6 to the Company’s Form S-1/A filed on September 17, 2018) | |
| 10.7 | Form of 2017 Stock and Incentive Plan Incentive Stock Option Award Agreement for Executive Officers | |
| 10.8 | Form of 2017 Stock and Incentive Compensation Plan Restricted Stock Unit Award Agreement for Executive Officers | |
| 10.9 | Employment Agreement dated January 1, 2022 between Capital Bank, N.A. and Scot R. Browning (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on January 6. 2022) | |
| 10.10 | Amendment to Employment Agreement, dated April 13, 2023, between Capital Bank, N.A. and Scot R. Browning | |
| 10.11 | Employment Contract, dated April 30, 2018, by and among Capital Bank, N.A. and Karl F. Dicker (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the period ended March 31, 2020, filed on May 11, 2020) | |
| 10.12 | Nonqualified Deferred Compensation Plan dated January 1, 2021 | |
| 10.13 | Employment Agreement, effective June 29, 2022 between Capital Bank, N.A. and Edward F. Barry (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on July 1, 2022) | |
| 10.14 | Employment Agreement, effective October 11, 2022 between Capital Bank, N.A. and Steven Poynot (incorporated by reference to Exhibit 10.1 to the Company’s Form 8-K filed on October 11, 2022) | |
| 10.15 | Amendment to Employment Agreement, dated April 13, 2023, between Capital Bank, N.A. and Steven Poynot | |
| 10.16 | Employment Agreement effective June 26, 2023 between Capital Bank, N.A. and Jennings "Jay" Walker (incorporated by reference to Exhibit 10.1 to the Company's Form 8-K filed on June 13, 2023) | |
| 10.17 | Capital Bancorp, Inc. Amended and Restated 2017 Stock and Incentive Compensation Plan (incorporated by reference to Exhibit 10.1 of the Company’s Form 8-K filed with the SEC on November 17, 2023) | |
| 21.0 | Subsidiaries of Capital Bancorp, Inc. (reference is made to “Item 1. Business” for the required information) | |
| 23.1 | Consent of Elliott Davis, PLLC | |
| 31.1 | Rule 13a-14(a) Certification of the Principal Executive Officer | |
| 31.2 | Rule 13a-14(a) Certification of the Principal Financial Officer | |
| 32.1 | Section 1350 Certification of Principal Executive Officer and Principal Financial Officer | |
| 97.1 | Compensation Recovery Policy | |
| 101 | The following materials from the Annual Report on Form 10-K of Capital Bancorp, Inc. for the year ended December 31, 2023, formatted in eXtensible Business Reporting Language (XBRL): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statement of Changes in Shareholders’ Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
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.
CAPITAL BANCORP, INC.
By: /s/ Edward F. Barry
Name: Edward F. Barry
Title: Chief Executive Officer
Dated: March 15, 2024
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| Signature | Title | Date | |||
|---|---|---|---|---|---|
| By: | /s/ Edward F. Barry | Chief ExecutiveOfficer and Director(Principal Executive Officer) | March 15, 2024 | ||
| Edward F. Barry | |||||
| By: | /s/ Jay Walker | Executive Vice PresidentChief Financial Officer | March 15, 2024 | ||
| Jay Walker | |||||
| (Principal Financial Officer) | |||||
| By: | /s/ Jerome R. Bailey | Director | March 15, 2024 | ||
| Jerome R. Bailey | |||||
| By: | /s/ Joshua Bernstein | Director | March 15, 2024 | ||
| Joshua Bernstein | |||||
| By: | /s/ C. Scott Brannan | Director | March 15, 2024 | ||
| C. Scott Brannan | |||||
| By: | /s/ Scot. R. Browning | Director | March 15, 2024 | ||
| Scot R. Browning | |||||
| By: | /s/ Fred J. Lewis | Director | March 15, 2024 | ||
| Fred J. Lewis | |||||
| By: | /s/ Randall. J. Levitt | Director | March 15, 2024 | ||
| Randall J. Levitt | |||||
| By: | /s/ Mary Ann Scully | Director | March 15, 2024 | ||
| Mary Ann Scully | |||||
| By: | /s/ Deborah Ratner Salzberg | Director | March 15, 2024 | ||
| Deborah Ratner Salzberg | |||||
| By: | /s/ Steven J. Schwartz | Chairman of the Board of Directors | March 15, 2024 | ||
| Steven J. Schwartz | |||||
| By: | /s/ James F. Whalen | Director | March 15, 2024 | ||
| James F. Whalen | |||||
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