Talal Tay - 01 Jul 2023 Form 4 Insider Report for SHORE BANCSHARES INC (SHBI)

Role: Chief Risk Officer
Signature: /s/ Christy Lombardi, Attorney in Fact for Talal Tay
Issuer symbol: SHBI
Transactions as of: 01 Jul 2023
Net transactions value: $0
Form type: 4
Filing time: 05 Jul 2023, 21:26:29 UTC
Previous filing: 08 Mar 2023
Next filing: 22 Aug 2023
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SHBI	Common Stock	Award	$0	+4,776		$0.000000	4,776	01 Jul 2023	Direct	F1, F2
transaction	SHBI	Common Stock	Award	$0	+563		$0.000000	563	01 Jul 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	+2,705		$0.000000	2,705	01 Jul 2023	Common Stock	2,705		Direct	F4, F5
transaction	SHBI	Restricted Stock Units	Award	$0	+2,342	+87%	$0.000000	5,047	01 Jul 2023	Common Stock	2,342		Direct	F4, F6, F7
transaction	SHBI	Restricted Stock Units	Award	$0	+2,562	+51%	$0.000000	7,609	01 Jul 2023	Common Stock	2,562		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.