Cardinal Financial 8-K 2012
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 13, 2012
CARDINAL FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code: (703) 584-3400
(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 obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
On March 13, 2012, Cardinal Financial Corporation (the Company) approved an amendment to the Executive Employment Agreement (as amended, the Agreement) between the Company and Christopher W. Bergstrom, Executive Vice President and Chief Risk Officer. In particular, effective March 13, 2012, the Company approved an addendum to the Agreement to remove Mr. Bergstroms ability to receive change in control benefits upon his voluntary termination within ten months upon a change of control (as that term is defined in the Agreement). The Agreement now provides for severance payments equal to 24 months of base salary in the event of a termination without cause by the Company or termination by Mr. Bergstrom for good reason within during the first 12 months after the change in control (as those terms are defined in the Agreement).
Item 9.01 Financial Statements and Exhibits.
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.