trueThis Current Report on the Form 8-K/A (the "Amendment") of Capital Bancorp, Inc. (the "Company") amends the Current Report on Form 8-K (the "Original Report") filed on July 28, 2020. The purpose of the Amendment is to (i) correct the format of the Original Report and (ii) provide the Inline XBRL-formatted cover page that was inadvertently omitted from the Original Report. No other changes have been made.000141953600014195362020-11-302020-11-30

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

(Amendment No. 1)

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported): December 4, 2020 (November 30, 2020)

CAPITAL BANCORP INC.

(Exact name of registrant as specified in its charter)

 

Maryland			001-38671			52-2083046
(State or other jurisdiction of incorporation or organization)			(Commission file number)			(IRS Employer Identification No.)

2275 Research Boulevard, Suite 600, Rockville, Maryland 20850

(Address of principal executive offices) (Zip Code)

(301) 468-8848

Registrant’s telephone number, including area code

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 obligations of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒

Securities registered pursuant to Section 12(b) of the Act:

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Title of Each Class			Trading Symbol			Name of Each Exchange on Which Registered
Common Stock, par value $0.01 per share			CBNK			NASDAQ Stock Market

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

On January 1, 2013, Capital Bank, N.A. (the “Bank”), the wholly-owned subsidiary of Capital Bancorp, Inc., entered into an employment agreement with Scot R. Browning pursuant to which he serves as President of the Bank. The employment agreement provides for an initial term of two years, which automatically renews for successive twelve-month terms unless a party notifies the other at least 30 days and not more than 90 days prior to the anniversary date of the agreement of its or his decision not to renew the employment agreement. On November 30, 2020, the Bank provided Mr. Browning with a notice of non-renewal. The Bank and Mr. Browning are negotiating a new employment agreement, which will be effective one day after the expiration of the employment agreement on December 31, 2020.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			CAPITAL BANCORP, INC.
			By: /s/ Edward F. Barry
			Name: Edward F. Barry
			Title: Chief Executive Officer

December 4, 2020