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):  June 11, 2013

 


 

CARDINAL FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

 

Virginia

 

0-24557

 

54-1874630

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

8270 Greensboro Drive, Suite 500

McLean, Virginia

 

22102

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:  (703) 584-3400

 

Not Applicable

(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))

 

 

 



 

Item 5.02.                                        Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

On June 11, 2013, the Compensation Committee of the Board of Directors of Cardinal Financial Corporation (the “Company”) approved adjustments to the base salaries of certain of the Company’s executive officers, which adjustments were ratified by the Board of Directors on June 12, 2013 and were effective immediately.  Specifically, the annual base salary of Bernard H. Clineburg, Chairman and Chief Executive Officer, was increased to $665,000, and the annual base salaries of Christopher W. Bergstrom, Executive Vice President and Chief Risk Officer, and Alice P. Frazier, Executive Vice President and Chief Operating Officer, were increased to $325,000.

 

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SIGNATURES

 

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.

 

 

 

CARDINAL FINANCIAL CORPORATION

 

 

(Registrant)

 

 

 

 

 

 

Date: June 14, 2013

By:

/s/ Mark A. Wendel

 

 

Mark A. Wendel

 

 

Executive Vice President and

 

 

Chief Financial Officer

 

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