Talal Tay - Jul 1, 2023 Form 4 Insider Report for SHORE BANCSHARES INC (SHBI)

Role
Chief Risk Officer
Signature
/s/ Christy Lombardi, Attorney in Fact for Talal Tay
Stock symbol
SHBI
Transactions as of
Jul 1, 2023
Transactions value $
$0
Form type
4
Date filed
7/5/2023, 09:26 PM
Previous filing
Mar 8, 2023
Next filing
Aug 22, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SHBI Common Stock Award $0 +4.78K $0.00 4.78K Jul 1, 2023 Direct F1, F2
transaction SHBI Common Stock Award $0 +563 $0.00 563 Jul 1, 2023 By TCFC ESOP F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction SHBI Restricted Stock Units Award $0 +2.71K $0.00 2.71K Jul 1, 2023 Common Stock 2.71K Direct F4, F5
transaction SHBI Restricted Stock Units Award $0 +2.34K +86.58% $0.00 5.05K Jul 1, 2023 Common Stock 2.34K Direct F4, F6, F7
transaction SHBI Restricted Stock Units Award $0 +2.56K +50.76% $0.00 7.61K Jul 1, 2023 Common Stock 2.56K Direct F4, F8, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 On July 1, 2023, the company formerly known as The Community Financial Corporation ("TCFC") merged with and into Shore Bancshares Inc. (the "Issuer"). The indicated shares were received in exchange for 2,051 shares of TCFC (plus shares that were transferred from the TCFC DRIP shares) in connection with merger.
F2 At the effective time of the merger, each share of TCFC common stock issued and outstanding immediately prior to the effective time was converted into the right to receive 2.3287 of a share of the Issuer's common stock, with fractional shares settled in cash, pursuant to the Agreement and Plan of Merger, dated December 14, 2022, by and between TCFC and the Issuer (the "Agreement").
F3 The indicated shares were received in exchange for 242 shares of TCFC in connection with merger.
F4 Each restricted stock unit represents a contingent right to receive one share of SHBI common stock.
F5 The restricted stock units vest in two equal annual instalments beginning July 1, 2024.
F6 The restricted stock units vest as follows: 370 units on August 20, 2023, 389 units on December 17, 2023, 370 units on February 4, 2024, 235 units on February 10, 2024 and February 10, 2025, and 247 units on each of March 6, 2024 and March 6, 2025 and 249 units on March 6, 2026.
F7 At the effective time of the merger, each restricted stock unit representing shares of TCFC common stock issued and outstanding immediately prior to the effective time was converted into the right to receive 2.3287 restricted stock units representing shares of the Issuer's common stock, with fractional shares rounded to the nearest whole number, pursuant to the Agreement.
F8 The restricted stock units vest as follows: 1,111 on December 31, 2023, 706 on December 31, 2024, and 745 on December 31, 2025.
F9 At the effective time of the merger, each performance based restricted stock unit representing shares of TCFC common stock issued and outstanAding immediately prior to the effective time was converted into the right to receive 2.3287 restricted stock units representing shares of the Issuer's common stock, with fractional shares rounded to the nearest whole number, pursuant to the Agreement.