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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Cardinal Financial Corp.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| February 9, 2018 |
CFNL / Cardinal Financial Corp. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* CARDINAL FINANCIAL CORP (Name of Issuer) Common Stock (Title of Class of Securities) 14149F109 (CUSIP Number) December 31, 2017 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| May 3, 2017 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 0-24557 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specifie |
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| April 28, 2017 |
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): April 21, 2017 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File N |
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| April 25, 2017 |
S-8 POS 1 a17-117619s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 25, 2017. Registration No. 333-106694 Registration No. 333-111672 Registration No. 333-111673 Registration No. 333-127395 Registration No. 333-134923 Registration No. 333-134934 Registration No. 333-174316 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Re |
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| April 25, 2017 |
S-8 POS 1 a17-1176110s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 25, 2017. Registration No. 333-106694 Registration No. 333-111672 Registration No. 333-111673 Registration No. 333-127395 Registration No. 333-134923 Registration No. 333-134934 Registration No. 333-174316 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to R |
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| April 25, 2017 |
S-8 POS 1 a17-117617s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 25, 2017. Registration No. 333-106694 Registration No. 333-111672 Registration No. 333-111673 Registration No. 333-127395 Registration No. 333-134923 Registration No. 333-134934 Registration No. 333-174316 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Re |
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| April 25, 2017 |
S-8 POS 1 a17-117618s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 25, 2017. Registration No. 333-106694 Registration No. 333-111672 Registration No. 333-111673 Registration No. 333-127395 Registration No. 333-134923 Registration No. 333-134934 Registration No. 333-174316 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Re |
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| April 25, 2017 |
S-8 POS 1 a17-117616s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 25, 2017. Registration No. 333-106694 Registration No. 333-111672 Registration No. 333-111673 Registration No. 333-127395 Registration No. 333-134923 Registration No. 333-134934 Registration No. 333-174316 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Re |
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| April 25, 2017 |
S-8 POS 1 a17-117615s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 25, 2017. Registration No. 333-106694 Registration No. 333-111672 Registration No. 333-111673 Registration No. 333-127395 Registration No. 333-134923 Registration No. 333-134934 Registration No. 333-174316 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Re |
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| April 25, 2017 |
S-8 POS 1 a17-117614s8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 25, 2017. Registration No. 333-106694 Registration No. 333-111672 Registration No. 333-111673 Registration No. 333-127395 Registration No. 333-134923 Registration No. 333-134934 Registration No. 333-174316 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 to Re |
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| April 25, 2017 |
As filed with the Securities and Exchange Commission on April 25, 2017 Registration No. |
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| April 25, 2017 |
As filed with the Securities and Exchange Commission on April 25, 2017 Registration No. |
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| April 25, 2017 |
As filed with the Securities and Exchange Commission on April 25, 2017 Registration No. |
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| April 11, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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): April 11, 2017 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File N |
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| April 11, 2017 |
CARDINAL ANNOUNCES Q1 2017 EARNINGS Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Tysons Corner, Virginia April 11, 2017 CARDINAL ANNOUNCES Q1 2017 EARNINGS Cardinal Financial Corporation (NASDAQ: CFNL) (the ?Company?) today reported earnings of $12.4 million for the three month period ended March 31, 2017. This compares to $13.1 million for the three month period ended March 31, 2016. Diluted earnings per share were $0.36 and $0. |
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| April 10, 2017 |
Submission of Matters to a Vote of Security Holders 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): April 7, 2017 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File Nu |
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| March 17, 2017 |
8-K 1 a17-849518k.htm 8-K 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): March 14, 2017 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction |
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| March 17, 2017 |
DEFA14A 1 a17-849518k.htm 8-K 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): March 14, 2017 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdic |
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| March 15, 2017 |
CFNL / Cardinal Financial Corp. 10-K (Annual Report) UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2016 or o TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 0-24557 CARDINAL FINANCI |
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| March 15, 2017 |
Subsidiaries of Cardinal Financial Corporation Exhibit 21 Subsidiaries of Cardinal Financial Corporation Name of Subsidiary State of Incorporation Cardinal Bank Virginia George Mason Mortgage, LLC Virginia Cardinal Bank Insurance Agency, Inc. Virginia Cardinal Wealth Services, Inc. Virginia Cardinal Statutory Trust I Delaware UFBC Capital Trust I Delaware |
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| March 2, 2017 |
DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 14, 2017 |
EX-99.1 2 jfa.htm JOINT FILING AGREEMENT The undersigned hereby agree that they are filing this statement jointly pursuant to Rule 13d-1(k)(1). Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or ac |
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| February 14, 2017 |
CFNL / Cardinal Financial Corp. / RE ADVISERS CORP - CARDINAL FINANCIAL 13G Passive Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* CARDINAL FINANCIAL CORPORATION (Name of Issuer) Common Stock (Title of Class of Securities) 14149F109 (CUSIP Numbe |
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| February 9, 2017 |
CFNL / Cardinal Financial Corp. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* CARDINAL FINANCIAL CORP (Name of Issuer) Common Stock (Title of Class of Securities) 14149F109 (CUSIP Number) December 31, 2016 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this |
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| January 26, 2017 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 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): January 25, 2017 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| January 26, 2017 |
CARDINAL’S 2016 RECORD EARNINGS SURPASS $50 MILLION Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Tysons Corner, Virginia January 25, 2017 CARDINAL?S 2016 RECORD EARNINGS SURPASS $50 MILLION Cardinal Financial Corporation (NASDAQ: CFNL) (the ?Company?) today reported record earnings of $50.5 million for the year ended December 31, 2016, which included $3.3 million of after-tax expenses related to the August 17th announcement of the merger with Un |
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| January 26, 2017 |
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): January 25, 2017 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| January 26, 2017 |
CARDINAL’S 2016 RECORD EARNINGS SURPASS $50 MILLION EX-99.1 2 a17-32071ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Tysons Corner, Virginia January 25, 2017 CARDINAL’S 2016 RECORD EARNINGS SURPASS $50 MILLION Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) today reported record earnings of $50.5 million for the year ended December 31, 2016, which included $3.3 million of after-tax expenses related to the August 1 |
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| December 22, 2016 |
OF THE EXECUTIVE EMPLOYMENT AGREEMENT AND WAIVER Exhibit 10.2 AMENDMENT OF THE EXECUTIVE EMPLOYMENT AGREEMENT AND WAIVER This AMENDMENT of the Executive Employment Agreement and Waiver (this Amendment) by and between Cardinal Financial Corporation, a Virginia corporation (Cardinal), and Christopher W. Bergstrom (you and all similar references), collectively the parties, is entered into and is effective as of December 22, 2016, except wit |
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| December 22, 2016 |
OF THE EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.3 AMENDMENT OF THE EXECUTIVE EMPLOYMENT AGREEMENT This AMENDMENT of the Executive Employment Agreement (this Amendment) by and between Cardinal Financial Corporation, a Virginia corporation (Cardinal), and Alice P. Frazier (you and all similar references), collectively the parties, is entered into and is effective as of December 20, 2016. WHEREAS, you and Cardinal are parties to |
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| December 22, 2016 |
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): December 20, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission Fil |
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| December 22, 2016 |
OF THE EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.1 AMENDMENT OF THE EXECUTIVE EMPLOYMENT AGREEMENT This AMENDMENT of the Executive Employment Agreement (this Amendment) by and between Cardinal Financial Corporation, a Virginia corporation (Cardinal), and Bernard H. Clineburg (you and all similar references), collectively the parties, is entered into and is effective as of December 21, 2016. WHEREAS, you and Cardinal are partie |
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| December 22, 2016 |
OF THE EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.1 AMENDMENT OF THE EXECUTIVE EMPLOYMENT AGREEMENT This AMENDMENT of the Executive Employment Agreement (this ?Amendment?) by and between Cardinal Financial Corporation, a Virginia corporation (?Cardinal?), and Bernard H. Clineburg (?you? and all similar references), collectively the ?parties?, is entered into and is effective as of December 21, 2016. WHEREAS, you and Cardinal are partie |
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| December 22, 2016 |
OF THE EXECUTIVE EMPLOYMENT AGREEMENT AND WAIVER Exhibit 10.2 AMENDMENT OF THE EXECUTIVE EMPLOYMENT AGREEMENT AND WAIVER This AMENDMENT of the Executive Employment Agreement and Waiver (this ?Amendment?) by and between Cardinal Financial Corporation, a Virginia corporation (?Cardinal?), and Christopher W. Bergstrom (?you? and all similar references), collectively the ?parties?, is entered into and is effective as of December 22, 2016, except wit |
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| December 22, 2016 |
OF THE EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.3 AMENDMENT OF THE EXECUTIVE EMPLOYMENT AGREEMENT This AMENDMENT of the Executive Employment Agreement (this ?Amendment?) by and between Cardinal Financial Corporation, a Virginia corporation (?Cardinal?), and Alice P. Frazier (?you? and all similar references), collectively the ?parties?, is entered into and is effective as of December 20, 2016. WHEREAS, you and Cardinal are parties to |
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| December 22, 2016 |
DEFA14A 1 a16-2350018k.htm 8-K 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): December 20, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorpo |
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| November 7, 2016 |
Cardinal Financial 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2016 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-24557 |
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| October 20, 2016 |
CARDINAL ANNOUNCES THIRD QUARTER 2016 EARNINGS Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Tysons Corner, Virginia October 19, 2016 CARDINAL ANNOUNCES THIRD QUARTER 2016 EARNINGS Cardinal Financial Corporation (NASDAQ: CFNL) (the Company) today reported that earnings for the quarter ended September 30, 2016 were $12.5 million, compared to $11.2 million for the year ago quarter ended September 30, 2015. Diluted earnings per share were $0. |
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| October 20, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 8-K 1 a16-2017818k.htm 8-K 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): October 19, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporatio |
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| October 20, 2016 |
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): October 19, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| October 20, 2016 |
CARDINAL ANNOUNCES THIRD QUARTER 2016 EARNINGS EX-99.1 2 a16-201781ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Tysons Corner, Virginia October 19, 2016 CARDINAL ANNOUNCES THIRD QUARTER 2016 EARNINGS Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) today reported that earnings for the quarter ended September 30, 2016 were $12.5 million, compared to $11.2 million for the year ago quarter ended September 30, 20 |
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| August 30, 2016 |
8-K 1 a16-1771618k.htm 8-K 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): August 25, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation |
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| August 30, 2016 |
CARDINAL BANK SPLIT DOLLAR LIFE INSURANCE AGREEMENT Exhibit 10.4 CARDINAL BANK SPLIT DOLLAR LIFE INSURANCE AGREEMENT Insurer: Hartford Life Insurance Group Policy Number: VG128 (Certificate No. VG128 00002) Initial Face Amount of Policy: $5,969,919.00 Death Benefit of the Policy: $5,969,919.00 This Split Dollar Life Insurance Agreement (?Agreement?) is made and entered into by and between Cardinal Bank (the ?Company?) and Bernard H. Clineburg (the |
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| August 30, 2016 |
CARDINAL FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT Exhibit 10.1 CARDINAL FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT This SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT (this ?Agreement?) is entered into as of August 26, 2016 by and between Cardinal Financial Corporation, a Virginia corporation (?Cardinal?), and Christopher W. Bergstrom, an executive of Cardinal (the ?Executive?). WHEREAS, the Executive has contributed |
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| August 30, 2016 |
CARDINAL FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT Exhibit 10.2 CARDINAL FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT This SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT (this ?Agreement?) is entered into as of August 26, 2016 by and between Cardinal Financial Corporation, a Virginia corporation (?Cardinal?), and Alice P. Frazier, an executive of Cardinal (the ?Executive?). WHEREAS, the Executive has contributed substan |
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| August 30, 2016 |
CARDINAL FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT Exhibit 10.3 CARDINAL FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT This SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT (this Agreement) is entered into as of August 26, 2016 by and between Cardinal Financial Corporation, a Virginia corporation (Cardinal), and F. Kevin Reynolds, an executive of Cardinal Bank, Cardinals wholly owned Virginia-chartered bank subsidiary |
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| August 30, 2016 |
CARDINAL FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT Exhibit 10.2 CARDINAL FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT This SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT (this ?Agreement?) is entered into as of August 26, 2016 by and between Cardinal Financial Corporation, a Virginia corporation (?Cardinal?), and Alice P. Frazier, an executive of Cardinal (the ?Executive?). WHEREAS, the Executive has contributed substan |
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| August 30, 2016 |
CARDINAL FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT Exhibit 10.1 CARDINAL FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT This SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT (this Agreement) is entered into as of August 26, 2016 by and between Cardinal Financial Corporation, a Virginia corporation (Cardinal), and Christopher W. Bergstrom, an executive of Cardinal (the Executive). WHEREAS, the Executive has contributed |
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| August 30, 2016 |
DEFA14A 1 a16-1771618k.htm 8-K 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): August 25, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorpora |
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| August 30, 2016 |
CARDINAL BANK SPLIT DOLLAR LIFE INSURANCE AGREEMENT Exhibit 10.4 CARDINAL BANK SPLIT DOLLAR LIFE INSURANCE AGREEMENT Insurer: Hartford Life Insurance Group Policy Number: VG128 (Certificate No. VG128 00002) Initial Face Amount of Policy: $5,969,919.00 Death Benefit of the Policy: $5,969,919.00 This Split Dollar Life Insurance Agreement (?Agreement?) is made and entered into by and between Cardinal Bank (the ?Company?) and Bernard H. Clineburg (the |
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| August 30, 2016 |
CARDINAL FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT Exhibit 10.3 CARDINAL FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT This SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT (this Agreement) is entered into as of August 26, 2016 by and between Cardinal Financial Corporation, a Virginia corporation (Cardinal), and F. Kevin Reynolds, an executive of Cardinal Bank, Cardinals wholly owned Virginia-chartered bank subsidiary |
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| August 18, 2016 |
United Bankshares, Inc. and Cardinal Financial Corporation Announce Merger Agreement Exhibit 99.1 News Release For Immediate Release United Contact: W. Mark Tatterson August 18, 2016 Chief Financial Officer (800) 445-1347 ext.8716 Cardinal Contact: Bernard H. Clineburg Executive Chairman or Christopher Bergstrom Chief Executive Officer (703) 584-3400 United Bankshares, Inc. and Cardinal Financial Corporation Announce Merger Agreement WASHINGTON, D.C. and CHARLESTON, WV ? United Ba |
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| August 18, 2016 |
EX-2.1 2 a16-169691ex2d1.htm EX-2.1 EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATION dated as of August 17, 2016 by and among UNITED BANKSHARES, INC., UBV HOLDING COMPANY, LLC and CARDINAL FINANCIAL CORPORATION Table of Contents Page ARTICLE I Certain Definitions 1 1.01 Certain Definitions 1 ARTICLE II The Merger 8 2.01 The Merger 8 2.02 Effective Date and Effective Time 9 2.03 Tax Consequences 9 |
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| August 18, 2016 |
United Bankshares, Inc. and Cardinal Financial Corporation Announce Merger Agreement Exhibit 99.1 News Release For Immediate Release United Contact: W. Mark Tatterson August 18, 2016 Chief Financial Officer (800) 445-1347 ext.8716 Cardinal Contact: Bernard H. Clineburg Executive Chairman or Christopher Bergstrom Chief Executive Officer (703) 584-3400 United Bankshares, Inc. and Cardinal Financial Corporation Announce Merger Agreement WASHINGTON, D.C. and CHARLESTON, WV ? United Ba |
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| August 18, 2016 |
EX-2.1 2 a16-169691ex2d1.htm EX-2.1 EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATION dated as of August 17, 2016 by and among UNITED BANKSHARES, INC., UBV HOLDING COMPANY, LLC and CARDINAL FINANCIAL CORPORATION Table of Contents Page ARTICLE I Certain Definitions 1 1.01 Certain Definitions 1 ARTICLE II The Merger 8 2.01 The Merger 8 2.02 Effective Date and Effective Time 9 2.03 Tax Consequences 9 |
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| August 18, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): August 17, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| August 18, 2016 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events 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): August 17, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| August 18, 2016 |
EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATION dated as of August 17, 2016 by and among UNITED BANKSHARES, INC., UBV HOLDING COMPANY, LLC and CARDINAL FINANCIAL CORPORATION Table of Contents Page ARTICLE I Certain Definitions 1 1.01 Certain Definitions 1 ARTICLE II The Merger 8 2.01 The Merger 8 2.02 Effective Date and Effective Time 9 2.03 Tax Consequences 9 ARTICLE III The Bank Merger 10 3.01 |
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| August 18, 2016 |
United Bankshares, Inc. and Cardinal Financial Corporation Announce Merger Agreement Exhibit 99.1 News Release For Immediate Release United Contact: W. Mark Tatterson August 18, 2016 Chief Financial Officer (800) 445-1347 ext.8716 Cardinal Contact: Bernard H. Clineburg Executive Chairman or Christopher Bergstrom Chief Executive Officer (703) 584-3400 United Bankshares, Inc. and Cardinal Financial Corporation Announce Merger Agreement WASHINGTON, D.C. and CHARLESTON, WV ? United Ba |
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| August 18, 2016 |
DEFA14A 1 a16-1696918k.htm 8-K 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): August 17, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorpora |
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| August 18, 2016 |
United Bankshares, Inc. and Cardinal Financial Corporation Announce Merger Agreement Exhibit 99.1 News Release For Immediate Release United Contact: W. Mark Tatterson August 18, 2016 Chief Financial Officer (800) 445-1347 ext.8716 Cardinal Contact: Bernard H. Clineburg Executive Chairman or Christopher Bergstrom Chief Executive Officer (703) 584-3400 United Bankshares, Inc. and Cardinal Financial Corporation Announce Merger Agreement WASHINGTON, D.C. and CHARLESTON, WV ? United Ba |
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| August 18, 2016 |
EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATION dated as of August 17, 2016 by and among UNITED BANKSHARES, INC., UBV HOLDING COMPANY, LLC and CARDINAL FINANCIAL CORPORATION Table of Contents Page ARTICLE I Certain Definitions 1 1.01 Certain Definitions 1 ARTICLE II The Merger 8 2.01 The Merger 8 2.02 Effective Date and Effective Time 9 2.03 Tax Consequences 9 ARTICLE III The Bank Merger 10 3.01 |
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| August 18, 2016 |
DEFA14A 1 a16-1696918k.htm 8-K 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): August 17, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorpora |
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| August 18, 2016 |
EX-2.1 EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATION dated as of August 17, 2016 by and among UNITED BANKSHARES, INC., UBV HOLDING COMPANY, LLC and CARDINAL FINANCIAL CORPORATION Table of Contents Page ARTICLE I Certain Definitions 1 1.01 Certain Definitions 1 ARTICLE II The Merger 8 2.01 The Merger 8 2.02 Effective Date and Effective Time 9 2.03 Tax Consequences 9 ARTICLE III The Bank Merger 1 |
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| August 18, 2016 |
United Bankshares, Inc. and Cardinal Financial Corporation Announce Merger Agreement EX-99.1 3 d235836dex991.htm EX-99.1 EXHIBIT 99.1 News Release For Immediate Release United Contact: W. Mark Tatterson August 18, 2016 Chief Financial Officer (800) 445-1347 ext. 8716 Cardinal Contact: Bernard H. Clineburg Executive Chairman or Christopher Bergstrom Chief Executive Officer (703) 584-3400 United Bankshares, Inc. and Cardinal Financial Corporation Announce Merger Agreement WASHINGTON |
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| August 18, 2016 |
Cardinal Financial FORM 8-K (Prospectus) 425 1 d235836d8k.htm FORM 8-K 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): August 17, 2016 United Bankshares, Inc. (Exact name of registrant as specified in its charter) West Virginia No. 0-13322 55-0641179 (State or other jurisdiction of inc |
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| August 18, 2016 |
United Bankshares, Inc. and Cardinal Financial Corporation Announce Merger Agreement EX-99.1 3 d235836dex991.htm EX-99.1 EXHIBIT 99.1 News Release For Immediate Release United Contact: W. Mark Tatterson August 18, 2016 Chief Financial Officer (800) 445-1347 ext. 8716 Cardinal Contact: Bernard H. Clineburg Executive Chairman or Christopher Bergstrom Chief Executive Officer (703) 584-3400 United Bankshares, Inc. and Cardinal Financial Corporation Announce Merger Agreement WASHINGTON |
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| August 18, 2016 |
EX-99.2 EXHIBIT 99.2 Merger Between United Bankshares, Inc. and Cardinal Financial Corporation Investor Presentation August 18, 2016 United Bankshares, Inc. to Acquire FORWARD-LOOKING STATEMENTS This presentation may contain forward-looking statements about United Bankshares, Inc., which we believe are within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation ma |
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| August 18, 2016 |
EX-99.2 EXHIBIT 99.2 Merger Between United Bankshares, Inc. and Cardinal Financial Corporation Investor Presentation August 18, 2016 United Bankshares, Inc. to Acquire FORWARD-LOOKING STATEMENTS This presentation may contain forward-looking statements about United Bankshares, Inc., which we believe are within the meaning of the Private Securities Litigation Reform Act of 1995. This presentation ma |
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| August 18, 2016 |
EX-2.1 EXHIBIT 2.1 AGREEMENT AND PLAN OF REORGANIZATION dated as of August 17, 2016 by and among UNITED BANKSHARES, INC., UBV HOLDING COMPANY, LLC and CARDINAL FINANCIAL CORPORATION Table of Contents Page ARTICLE I Certain Definitions 1 1.01 Certain Definitions 1 ARTICLE II The Merger 8 2.01 The Merger 8 2.02 Effective Date and Effective Time 9 2.03 Tax Consequences 9 ARTICLE III The Bank Merger 1 |
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| August 18, 2016 |
Cardinal Financial FORM 8-K (Prospectus) 425 1 d235836d8k.htm FORM 8-K 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): August 17, 2016 United Bankshares, Inc. (Exact name of registrant as specified in its charter) West Virginia No. 0-13322 55-0641179 (State or other jurisdiction of inc |
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| August 5, 2016 |
Cardinal Financial 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2016 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-24557 CARDI |
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| July 21, 2016 |
CARDINAL ANNOUNCES SECOND QUARTER 2016 EARNINGS Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Tysons Corner, Virginia July 20, 2016 CARDINAL ANNOUNCES SECOND QUARTER 2016 EARNINGS Cardinal Financial Corporation (NASDAQ: CFNL) (the ?Company?) today reported that earnings for the quarter ended June 30, 2016 were $14.1 million, compared to $13.4 million for the year ago quarter ended June 30, 2015. Diluted earnings per share were $0.42 and $0.40 |
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| July 21, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 8-K 1 a16-1526718k.htm 8-K 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): July 20, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction |
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| June 24, 2016 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015. OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 333-106694 A. Full titl |
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| May 6, 2016 |
Cardinal Financial 10-Q (Quarterly Report) Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2016 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-24557 CARD |
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| May 2, 2016 |
Submission of Matters to a Vote of Security Holders 8-K 1 a16-1012518k.htm 8-K 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): April 28, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) |
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| April 21, 2016 |
CARDINAL ANNOUNCES FIRST QUARTER 2016 EARNINGS EX-99.1 2 a16-88221ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Tysons Corner, Virginia April 20, 2016 CARDINAL ANNOUNCES FIRST QUARTER 2016 EARNINGS Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) today reported that earnings for the quarter ended March 31, 2016 were $13.1 million, compared to $9.0 million for the previous quarter ended December 31, 2015 and $1 |
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| April 21, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 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): April 20, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File N |
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| April 18, 2016 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy State |
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| April 4, 2016 |
8-K 1 a16-791418k.htm 8-K 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): March 30, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) |
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| April 4, 2016 |
AMENDMENT OF THE EXECUTIVE EMPLOYMENT AGREEMENT Exhibit 10.1 AMENDMENT OF THE EXECUTIVE EMPLOYMENT AGREEMENT This AMENDMENT of the Executive Employment Agreement (this ?Amendment ?) by and between Cardinal Financial Corporation, a Virginia corporation (?Cardinal?), and Christopher W. Bergstrom (?you? and all similar references), collectively the ?parties?, is entered into and is effective as of March 30, 2016. WHEREAS, you and Cardinal are part |
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| March 24, 2016 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 24, 2016 |
[CARDINAL FINANCIAL CORPORATION LETTERHEAD] March 24, 2016 BY EDGAR TRANSMISSION Division of Corporation Finance Securities and Exchange Commission 100 F Street, N. |
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| March 17, 2016 |
S-3 1 a16-64071s3.htm S-3 Table of Contents As filed with the Securities and Exchange Commission on March 17, 2016. Registration No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CARDINAL FINANCIAL CORPORATION (Exact Name of Registrant as Specified in Its Charter) Virginia 54-1874630 (State or Other Jurisdiction of Inc |
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| March 15, 2016 |
Cardinal Financial 10-K (Annual Report) Use these links to rapidly review the document TABLE OF CONTENTS Item 8. Financial Statements and Supplementary Data Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 or o TRANSITION REPORT PURSUANT TO SECTION |
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| March 15, 2016 |
Subsidiaries of Cardinal Financial Corporation QuickLinks - Click here to rapidly navigate through this document Exhibit 21 Subsidiaries of Cardinal Financial Corporation Name of Subsidiary State of Incorporation Cardinal Bank Virginia George Mason Mortgage, LLC Virginia Cardinal First Mortgage, LLC Virginia Cardinal Wealth Services, Inc. |
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| February 16, 2016 |
SC 13G/A 1 cardinal.htm CARDINAL FINANCIAL AMENDED 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 2)* CARDINAL FINANCIAL CORPORATION (Name of Issuer) Common Sto |
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| February 11, 2016 |
Exhibit 3.1 BYLAWS OF CARDINAL FINANCIAL CORPORATION (restated in electronic format to reflect all amendments through February 10, 2016) ARTICLE I Shareholder Matters Section 1.1. Annual Meetings. A. The annual meeting of the shareholders of the Corporation shall be held at such a time and place as may be decided by the Board of Directors and indicated in the notice of the meeting. B. At the annua |
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| February 11, 2016 |
CFNL / Cardinal Financial Corp. / BASSWOOD CAPITAL MANAGEMENT, L.L.C. - SC 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 1)* Cardinal Financial Corp (Name of Issuer) Common Stock (Title of Class of Securities) 14149F109 (CUSIP Number) December 31, 2015 (Date of Event which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which th |
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| February 11, 2016 |
Cardinal Financial 8-K (Current Report/Significant Event) 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): February 11, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission Fil |
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| February 11, 2016 |
KBW Winter Financial Services Symposium February 11 & 12, 2016 CARDINAL FINANCIAL CORPORATION Exhibit 99.1 KBW Winter Financial Services Symposium February 11 & 12, 2016 CARDINAL FINANCIAL CORPORATION Forward Looking Statements Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties which coul |
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| February 11, 2016 |
8-K 1 a16-413718k.htm 8-K 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): February 10, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporatio |
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| February 11, 2016 |
AMENDMENT TWO OF THE EMPLOYMENT AGREEMENT EX-10.1 3 a16-41371ex10d1.htm EX-10.1 EXHIBIT 10.1 AMENDMENT TWO OF THE EMPLOYMENT AGREEMENT This AMENDMENT TWO of the Employment Agreement (this “Amendment Two”) by and between Cardinal Financial Corporation, a Virginia corporation (the “Company”), and Bernard H. Clineburg (“Clineburg”) is entered into and is effective as of February 10, 2016. WHEREAS, Clineburg and the Company are parties to a N |
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| January 26, 2016 |
Exhibit 16.1 January 26, 2016 Securities and Exchange Commission Washington, D.C. 20549 Ladies and Gentlemen: We are currently principal accountants for Cardinal Financial Corporation (the Company) and, under the date of March 16, 2015, we reported on the Company?s consolidated financial statements as of and for the years ended December 31, 2014 and 2013 and the effectiveness of internal control o |
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| January 26, 2016 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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): January 20, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| January 21, 2016 |
CARDINAL ANNOUNCES RECORD ANNUAL EARNINGS; SURPASSES $4.0 BILLION TOTAL ASSETS Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer January 20, 2016 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES RECORD ANNUAL EARNINGS; SURPASSES $4.0 BILLION TOTAL ASSETS Cardinal Financial Corporation (NASDAQ: CFNL) (the ?Company?) today reported that earnings for the 2015 ye |
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| January 21, 2016 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 8-K 1 a16-268118k.htm 8-K 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): January 20, 2016 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation |
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| November 6, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 a15-17890110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2015 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Co |
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| November 4, 2015 |
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): November 4, 2015 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction (Commission (I.R.S. Emp |
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| November 4, 2015 |
Cardinal Financial Corporation Announces Bernard H. Clineburg to assume Executive Chairman Role EX-99.1 2 a15-223321ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer November 4, 2015 703-584-3400 Cardinal Financial Corporation Announces Bernard H. Clineburg to assume Executive Chairman Role Cardinal Financial Corporation (NASDAQ: CFNL) (“Cardinal”) announces today that effective in Janua |
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| November 2, 2015 |
Cardinal Financial 8-K (Current Report/Significant Event) 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): November 2, 2015 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| November 2, 2015 |
Boenning & Scattergood Field Trip November 2, 2015 CARDINAL FINANCIAL CORPORATION Exhibit 99.1 Boenning & Scattergood Field Trip November 2, 2015 CARDINAL FINANCIAL CORPORATION Forward Looking Statements Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties which could cause actu |
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| October 22, 2015 |
CARDINAL ANNOUNCES THIRD QUARTER 2015 EARNINGS EX-99.1 2 a15-215071ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer October 21, 2015 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES THIRD QUARTER 2015 EARNINGS Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) today reported that third quarter of |
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| October 22, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 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): October 21, 2015 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| September 9, 2015 |
Cardinal Financial 8-K (Current Report/Significant Event) 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): September 9, 2015 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission Fil |
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| September 9, 2015 |
Raymond James 2015 U.S. Bank Conference September 9, 2015 CARDINAL FINANCIAL CORPORATION Exhibit 99.1 Raymond James 2015 U.S. Bank Conference September 9, 2015 CARDINAL FINANCIAL CORPORATION Forward Looking Statements Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties which could cau |
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| August 7, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2015 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-24557 CARDI |
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| July 28, 2015 |
Exhibit 99.1 Keefe, Bruyette & Woods 2015 Community Bank Investor Conference July 28 29, 2015 CARDINAL FINANCIAL CORPORATION Forward Looking Statements Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and unce |
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| July 28, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 a15-1642918k.htm 8-K 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): July 28, 2015 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction |
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| July 16, 2015 |
Cardinal Financial 8-K (Current Report/Significant Event) 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): July 15, 2015 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File Nu |
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| July 16, 2015 |
Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer July 15, 2015 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES SECOND QUARTER 2015 EARNINGS Company Experiences Record Loan Growth, Credit Quality Remains Pristine Cardinal Financial Corporation (NASDAQ: CFNL) (the ?Company?) today |
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| June 26, 2015 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014. OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 333-106694 A. Full titl |
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| May 8, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2015 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-24557 CARD |
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| April 27, 2015 |
Cardinal Financial 8-K (Current Report/Significant Event) 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): April 22, 2015 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File N |
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| April 27, 2015 |
CARDINAL ANNOUNCES FIRST QUARTER 2015 EARNINGS Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer April 22, 2015 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES FIRST QUARTER 2015 EARNINGS Cardinal Financial Corporation (NASDAQ: CFNL) (the ?Company?) today reported a 220% increase in reported earnings to $13.7 million, or $0.42 |
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| March 25, 2015 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 23, 2015 |
CARDINAL FINANCIAL CORPORATION Restricted Stock Award Agreement EX-10.1 2 a15-73311ex10d1.htm EX-10.1 EXHIBIT 10.1 CARDINAL FINANCIAL CORPORATION Restricted Stock Award Agreement THIS RESTRICTED STOCK AWARD AGREEMENT, dated as of , between Cardinal Financial Corporation, a Virginia corporation (the “Corporation”) and (the “Participant”), is made pursuant and subject to the provisions of the Corporation’s 2002 Equity Compensation Plan as amended and restated ef |
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| March 23, 2015 |
Cardinal Financial 8-K (Current Report/Significant Event) 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): March 17, 2015 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction (Commission (I.R.S. Emplo |
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| March 16, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Use these links to rapidly review the document TABLE OF CONTENTS Item 8. Financial Statements and Supplementary Data Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2014 or o TRANSITION REPORT PURSUANT TO SECTIO |
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| March 16, 2015 |
Subsidiaries of Cardinal Financial Corporation QuickLinks - Click here to rapidly navigate through this document Exhibit 21 Subsidiaries of Cardinal Financial Corporation Name of Subsidiary State of Incorporation Cardinal Bank Virginia George Mason Mortgage, LLC Virginia Cardinal First Mortgage, LLC Virginia Cardinal Wealth Services, Inc. |
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| March 3, 2015 |
EX-99.1 2 a15-53851ex99d1.htm EX-99.1 Exhibit 99.1 Cardinal Financial Corporation Annual Shareholder Meeting April 25, 2014 CARDINAL FINANCIAL CORPORATION 34TH ANNUAL RAYMOND JAMES INSTITUTIONAL INVESTORS CONFERENCE MARCH 2-3, 2015 FORWARD LOOKING STATEMENTS Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Privat |
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| March 3, 2015 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): March 3, 2015 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File Nu |
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| February 17, 2015 |
Schedule 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Cardinal Financial Corp (Name of Issuer) Common Stock (Title of Class of Securities) 14149F109 (CUSIP Number) December 31, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant t |
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| February 17, 2015 |
SC 13G/A 1 sc13gacfnl.htm CARDINAL FINANCIAL 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. 1)* CARDINAL FINANCIAL CORPORATION (Name of Issuer) Common Stock (Ti |
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| February 13, 2015 |
CFNL / Cardinal Financial Corp. / Forest Hill Capital, LLC - SC 13G/A Passive Investment SC 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G/A (Rule 13d-102) (Amendment No. |
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| January 22, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 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): January 21, 2015 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| January 22, 2015 |
CARDINAL ANNOUNCES FOURTH QUARTER 2014 EARNINGS EX-99.1 2 a15-29301ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer January 21, 2015 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES FOURTH QUARTER 2014 EARNINGS Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) today reported a 90% increase in repo |
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| November 13, 2014 |
EX-99.1 2 a14-241461ex99d1.htm EX-99.1 Exhibit 99.1 Cardinal Financial Corporation Annual Shareholder Meeting April 25, 2014 CARDINAL FINANCIAL CORPORATION SANDLER O’NEILL EAST COAST FINANCIAL SERVICES CONFERENCE NOVEMBER 12-13, 2014 FORWARD LOOKING STATEMENTS Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Priv |
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| November 13, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 a14-2414618k.htm 8-K 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): November 13, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporati |
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| November 7, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 a14-19634110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2014 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Co |
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| October 23, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 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): October 22, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| October 23, 2014 |
CARDINAL ANNOUNCES THIRD QUARTER EARNINGS Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer October 22, 2014 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES THIRD QUARTER EARNINGS Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) today reported a 217% increase in reported earnings of $9.4 million, or $0.29 per |
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| September 3, 2014 |
EX-99.1 2 a14-202522ex99d1.htm EX-99.1 Exhibit 99.1 Cardinal Financial Corporation Annual Shareholder Meeting April 25, 2014 CARDINAL FINANCIAL CORPORATION RAYMOND JAMES 2014 U.S. BANK CONFERENCE SEPTEMBER 3, 2014 FORWARD LOOKING STATEMENTS Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litig |
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| September 3, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): September 3, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission Fil |
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| September 2, 2014 |
Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer September 2, 2014 703-584-3400 Cardinal Financial Corporation Announces Plans to Acquire Gainesville Office of Virginia Heritage Bank Tysons Corner, VA. —(Business Wire)— Cardinal Financial Corporation (Nasdaq: CFNL) (“Cardinal” or the “Company”), the holding com |
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| September 2, 2014 |
Financial Statements and Exhibits, Other Events 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): September 2, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission Fil |
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| August 7, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2014 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-24557 CARDI |
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| July 17, 2014 |
AMENDMENT OF EXECUTIVE EMPLOYMENT AGREEMENT EX-10.1 2 a14-172821ex10d1.htm EX-10.1 Exhibit 10.1 AMENDMENT OF EXECUTIVE EMPLOYMENT AGREEMENT This AMENDMENT OF EXECUTIVE EMPLOYMENT AGREEMENT (this “Amendment”) is entered into as of this 17th day of July, 2014 by and between Cardinal Financial Corporation, a Virginia corporation (the “Cardinal”), and Alice P. Frazier (“you” and all similar references). WHEREAS, Cardinal entered into a March 17 |
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| July 17, 2014 |
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): July 15, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction of incorporation) (Commiss |
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| July 17, 2014 |
CARDINAL ANNOUNCES SECOND QUARTER EARNINGS Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer July 16, 2014 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES SECOND QUARTER EARNINGS Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) today announced earnings of $8.4 million, or $0.26 per diluted share, for the quart |
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| June 27, 2014 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013. OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 333-106694 A. Full titl |
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| May 8, 2014 |
EX-3.1 2 a14-84001ex3d1.htm EX-3.1 Exhibit 3.1 BYLAWS OF CARDINAL FINANCIAL CORPORATION (restated in electronic format to reflect all amendments through February 19, 2014) ARTICLE I Shareholder Matters Section 1.1. Annual Meetings. A. The annual meeting of the shareholders of the Corporation shall be held at such a time and place as may be decided by the Board of Directors and indicated in the not |
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| May 8, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 a14-8400110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2014 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commiss |
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| May 1, 2014 |
Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer April 23, 2014 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES FIRST QUARTER EARNINGS; SUCCESSFUL INTEGRATION OF UNITED FINANCIAL BANKING COMPANIES Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) today announced quart |
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| May 1, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction of incorporation) (Comm |
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| April 28, 2014 |
8-K 1 a14-1130218k.htm 8-K 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): April 23, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdictio |
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| April 28, 2014 |
EX-99.1 2 a14-113021ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer April 23, 2014 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES FIRST QUARTER EARNINGS; SUCCESSFUL INTEGRATION OF UNITED FINANCIAL BANKING COMPANIES Cardinal Financial Corporation (NASDAQ: CFNL |
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| March 24, 2014 |
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): March 24, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File N |
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| March 24, 2014 |
Exhibit 3.1 Effective March 24, 2014, the Bylaws of Cardinal Financial Corporation are amended by deleting the first paragraph of Section 2.2 in its entirety and substituting therefor the following: Section 2.2. Number and Qualification. The Board of Directors shall consist of eleven (11) Directors. Except for individuals who are on the Board of Directors on April 21, 2004 (who may be reelected on |
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| March 24, 2014 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 14, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Use these links to rapidly review the document TABLE OF CONTENTS Item 8. Financial Statements and Supplementary Data Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ý ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2013 or o TRANSITION REPORT PURSUANT TO SECTIO |
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| March 14, 2014 |
EX-3.4 2 a2218792zex-34.htm EX-3.4 Exhibit 3.4 BYLAWS OF CARDINAL FINANCIAL CORPORATION (restated in electronic format to reflect all amendments through February 19, 2014) ARTICLE I Shareholder Matters Section 1.1. Annual Meetings. A. The annual meeting of the shareholders of the Corporation shall be held at such a time and place as may be decided by the Board of Directors and indicated in the not |
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| March 14, 2014 |
Subsidiaries of Cardinal Financial Corporation EX-21 3 a2218792zex-21.htm EX-21 QuickLinks - Click here to rapidly navigate through this document Exhibit 21 Subsidiaries of Cardinal Financial Corporation Name of Subsidiary State of Incorporation Cardinal Bank Virginia George Mason Mortgage, LLC Virginia Cardinal First Mortgage, LLC Virginia Cardinal Wealth Services, Inc. Virginia Cardinal Statutory Trust I Delaware Wilson/Bennett Capital Manag |
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| March 10, 2014 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - 8-K 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): March 7, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File Nu |
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| March 10, 2014 |
Cardinal Financial Corporation Completes Merger of Subsidiary Banks Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer March 10, 2014 703-584-3400 Cardinal Financial Corporation Completes Merger of Subsidiary Banks Tysons Corner, VA. —(Business Wire)— Cardinal Financial Corporation (Nasdaq: CFNL) (“Cardinal”), announced today the completion of the merger of its subsidiary banks, |
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| March 4, 2014 |
Cardinal Financial Corporation Raymond James Institutional Investors Conference March 4, 2014 EX-99.1 2 a14-70171ex99d1.htm EX-99.1 Exhibit 99.1 Cardinal Financial Corporation Raymond James Institutional Investors Conference March 4, 2014 FORWARD LOOKING STATEMENTS Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject |
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| March 4, 2014 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K 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): March 4, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File Nu |
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| February 24, 2014 |
Cardinal Financial Corporation Elects Barbara B. Lang to Board of Directors EX-99.1 3 a14-65261ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg February 24, 2014 Chairman and CEO 703.584.3400 Cardinal Financial Corporation Elects Barbara B. Lang to Board of Directors Tysons Corner, Virginia — Cardinal Financial Corporation (NASDAQ: CFNL) is pleased to announce that Barbara B. Lang was elected to the Board of Directors on February 19, 201 |
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| February 24, 2014 |
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): February 19, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission Fil |
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| February 24, 2014 |
EX-3.1 2 a14-65261ex3d1.htm EX-3.1 Exhibit 3.1 The Bylaws of the Company are amended by deleting the first sentence of Section 2.2 in its entirety and substituting therefore the following: Section 2.2. Number and Qualification. The Board of Directors shall consist of eleven (11) Directors. |
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| February 14, 2014 |
SC 13G 1 sc13gfye12312013cfnl.htm SC 13G - INITIAL FILING SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2 UNDER THE SECURITIES EXCHANGE ACT OF 1934 (Amendment No. )* CARDINAL FINANCIAL CORPORATION (Name of Issuer) Common S |
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| February 14, 2014 |
EX-99.1 2 d675570dex991.htm EX-99.1 Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the Common Stock, par value $1.00 per share, of Cardinal Financial Corporation, an |
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| February 14, 2014 |
CFNL / Cardinal Financial Corp. / Forest Hill Capital, LLC - SC 13G Passive Investment SC 13G SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 SCHEDULE 13G (Rule 13d-102) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) Cardinal Financial Corporation (Name of Issuer) Common Stock, par value $1. |
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| February 11, 2014 |
CFNL / Cardinal Financial Corp. / VANGUARD GROUP INC Passive Investment cardinalfinancialcorp.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: Cardinal Financial Corp Title of Class of Securities: Common Stock CUSIP Number: 14149F109 Date of Event Which Requires Filing of this Statement: December 31, 2013 Check the approp |
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| January 24, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - 8-K 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): January 22, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| January 24, 2014 |
CARDINAL ANNOUNCES FOURTH QUARTER EARNINGS EX-99.1 2 a14-41501ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer January 22, 2014 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES FOURTH QUARTER EARNINGS Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) today announced quarterly earnings of $5.5 |
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| January 16, 2014 |
Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets - 8-K 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): January 16, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| January 16, 2014 |
Cardinal Financial Corporation Completes Acquisition of United Financial Banking Companies, Inc. Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer January 16, 2014 703-584-3400 Cardinal Financial Corporation Completes Acquisition of United Financial Banking Companies, Inc. Tysons Corner, VA. —(Business Wire)— Cardinal Financial Corporation (Nasdaq: CFNL) (“Cardinal” or the “Company”), the holding company of |
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| January 6, 2014 |
EX-99.1 2 a14-13011ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg Tysons Corner, Virginia Chairman & Chief Executive Officer January 6, 2014 or Mark A. Wendel EVP & Chief Financial Officer 703-584-3400 Cardinal Financial Corporation Receives Regulatory Approvals for Acquisition of United Financial Banking Companies, Inc. Cardinal Financial Corporat |
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| January 6, 2014 |
Financial Statements and Exhibits, Other Events 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): January 6, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| January 6, 2014 |
EX-99.1 2 a14-13011ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg Tysons Corner, Virginia Chairman & Chief Executive Officer January 6, 2014 or Mark A. Wendel EVP & Chief Financial Officer 703-584-3400 Cardinal Financial Corporation Receives Regulatory Approvals for Acquisition of United Financial Banking Companies, Inc. Cardinal Financial Corporat |
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| January 6, 2014 |
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): January 6, 2014 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| November 20, 2013 |
Exhibit 99.1 Cardinal Financial Corporation Sandler O’Neill + Partners East Coast Financial Services Conference November 13-14, 2013 FORWARD LOOKING STATEMENTS Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks an |
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| November 20, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 to CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 13, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction o |
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| November 13, 2013 |
EX-99.1 2 a13-238701ex99d1.htm EX-99.1 Exhibit 99.1 Cardinal Financial Corporation Sandler O’Neill + Partners East Coast Financial Services Conference November 13-14, 2013 FORWARD LOOKING STATEMENTS Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-loo |
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| November 13, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 a13-2387018k.htm 8-K 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): November 13, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporati |
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| November 8, 2013 |
EX-2.1 2 a13-196841ex2d1.htm EX-2.1 Exhibit 2.1 [Execution Copy] AGREEMENT AND PLAN OF REORGANIZATION between CARDINAL FINANCIAL CORPORATION and UNITED FINANCIAL BANKING COMPANIES, INC. September 9, 2013 TABLE OF CONTENTS Page ARTICLE 1. THE MERGER AND RELATED MATTERS 1 1.1 The Merger 1 1.2 Effective Time; Closing 1 1.3 Subsidiary Bank Merger 2 1.4 Articles of Incorporation and Bylaws of CFNL 2 AR |
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| November 8, 2013 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2013 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-24557 |
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| November 5, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents Filed Pursuant to Rule 424(b)(3) Registration No. |
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| October 24, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - 8-K 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): October 23, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction (Commission (I.R.S. Emp |
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| October 24, 2013 |
CARDINAL ANNOUNCES THIRD QUARTER EARNINGS Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer October 23, 2013 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES THIRD QUARTER EARNINGS Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) today announced quarterly earnings of $3.0 million, or $0.10 per diluted share, f |
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| October 22, 2013 |
Exhibit 99.2 PROXY SPECIAL MEETING OF SHAREHOLDERS OF UNITED FINANCIAL BANKING COMPANIES, INC. , 2013 This Proxy is solicited on Behalf of the Board of Directors The undersigned hereby appoints and , and each of them as proxy, with full power of substitution, to vote all shares of common stock of United Financial Banking Companies, Inc. (“United Financial”) held of record at the close of business |
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| October 22, 2013 |
Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS Table of Contents As filed with the Securities and Exchange Commission on October 22, 2013 Registration No. |
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| October 22, 2013 |
Exhibit 2.2 AFFILIATE AGREEMENT THIS AFFILIATE AGREEMENT (the “Agreement”), dated as of September 9, 2013, is by and among CARDINAL FINANCIAL CORPORATION, a Virginia corporation (“CFNL”), UNITED FINANCIAL BANKING COMPANIES, INC., a Virginia corporation (“UFBC”), and the undersigned stockholder of UFBC (the “Stockholder”). All terms used herein and not defined herein shall have the meanings assigne |
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| October 22, 2013 |
CONSENT OF SANDLER O’ NEILL & PARTNERS, L.P. Exhibit 99.1 CONSENT OF SANDLER O’ NEILL & PARTNERS, L.P. We hereby consent to (i) the use of our opinion letter dated September 9, 2013 to the Board of Directors of United Financial Banking Companies, Inc. (“United Financial”) as an Exhibit to the proxy statement/prospectus relating to the proposed merger of United Financial with Cardinal Financial Corporation (“Cardinal”), which is part of the R |
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| September 19, 2013 |
Financial Statements and Exhibits, Other Events 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): September 19, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission Fi |
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| September 19, 2013 |
National Decline in REFI Activity Causes Decrease in Mortgage Production EX-99.1 2 a13-210181ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, September 19, 2013 Chairman, Chief Executive Officer 703-584-3400 National Decline in REFI Activity Causes Decrease in Mortgage Production TYSONS CORNER, Virginia — Cardinal Financial Corporation (NASDAQ: CFNL) (“Cardinal” or “Company”), has experienced a significant decrease in mo |
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| September 10, 2013 |
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): September 9, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction (Commission (I.R.S. Em |
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| September 10, 2013 |
Exhibit 2.1 [Execution Copy] AGREEMENT AND PLAN OF REORGANIZATION between CARDINAL FINANCIAL CORPORATION and UNITED FINANCIAL BANKING COMPANIES, INC. September 9, 2013 TABLE OF CONTENTS Page ARTICLE 1. THE MERGER AND RELATED MATTERS 1 1.1 The Merger 1 1.2 Effective Time; Closing 1 1.3 Subsidiary Bank Merger 2 1.4 Articles of Incorporation and Bylaws of CFNL 2 ARTICLE 2. MERGER CONSIDERATION; EXCHA |
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| September 10, 2013 |
Exhibit 2.1 [Execution Copy] AGREEMENT AND PLAN OF REORGANIZATION between CARDINAL FINANCIAL CORPORATION and UNITED FINANCIAL BANKING COMPANIES, INC. September 9, 2013 TABLE OF CONTENTS Page ARTICLE 1. THE MERGER AND RELATED MATTERS 1 1.1 The Merger 1 1.2 Effective Time; Closing 1 1.3 Subsidiary Bank Merger 2 1.4 Articles of Incorporation and Bylaws of CFNL 2 ARTICLE 2. MERGER CONSIDERATION; EXCHA |
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| September 10, 2013 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 8-K 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): September 9, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction (Commission (I.R.S. Em |
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| September 9, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events - 8-K 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): September 9, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction (Commission (I.R.S. Em |
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| September 9, 2013 |
Exhibit 99.1 Cardinal Financial Corporation Acquisition of United Financial Banking Companies, Inc. September 9, 2013 FORWARD-LOOKING STATEMENTS This communication contains forward-looking statements with respect to the proposed merger between Cardinal Financial Corporation (“Cardinal”) and United Financial Banking Companies, Inc. (“UFBC”) and the timing of consummation of the merger that are made |
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| September 9, 2013 |
Exhibit 99.1 Cardinal Financial Corporation Acquisition of United Financial Banking Companies, Inc. September 9, 2013 FORWARD-LOOKING STATEMENTS This communication contains forward-looking statements with respect to the proposed merger between Cardinal Financial Corporation (“Cardinal”) and United Financial Banking Companies, Inc. (“UFBC”) and the timing of consummation of the merger that are made |
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| September 9, 2013 |
Cardinal Financial Corporation Announces Plans to Acquire United Financial Banking Companies, Inc. Exhibit 99.2 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer September 9, 2013 703-584-3400 Cardinal Financial Corporation Announces Plans to Acquire United Financial Banking Companies, Inc. Tysons Corner, VA. —(Business Wire)— Cardinal Financial Corporation (Nasdaq: CFNL) (“Cardinal” or the “Company”), the holding company |
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| September 9, 2013 |
Cardinal Financial Corporation Announces Plans to Acquire United Financial Banking Companies, Inc. Exhibit 99.2 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer September 9, 2013 703-584-3400 Cardinal Financial Corporation Announces Plans to Acquire United Financial Banking Companies, Inc. Tysons Corner, VA. —(Business Wire)— Cardinal Financial Corporation (Nasdaq: CFNL) (“Cardinal” or the “Company”), the holding company |
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| September 9, 2013 |
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): September 9, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction (Commission (I.R.S. Em |
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| August 22, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K 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): August 22, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction of incorporation) (Commi |
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| August 22, 2013 |
Cardinal Financial Corporation Raymond James 2013 U.S. Bank Conference August 22, 2013 Exhibit 99.1 Cardinal Financial Corporation Raymond James 2013 U.S. Bank Conference August 22, 2013 FORWARD LOOKING STATEMENTS Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties which could cause |
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| August 8, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2013 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-24557 CARDI |
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| July 31, 2013 |
Exhibit 99.1 Cardinal Financial Corporation Keefe, Bruyette & Woods 2013 Community Bank Investor Conference July 31, 2013 FORWARD LOOKING STATEMENTS Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertain |
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| July 31, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K 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): July 31, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File Nu |
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| July 26, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events 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): July 24, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction (Commission (I.R.S. Employ |
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| July 26, 2013 |
CARDINAL ANNOUNCES SECOND QUARTER EARNINGS, STRONG LOAN GROWTH, PRISTINE ASSET QUALITY EX-99.1 2 a13-172741ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer July 24, 2013 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES SECOND QUARTER EARNINGS, STRONG LOAN GROWTH, PRISTINE ASSET QUALITY Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) |
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| June 27, 2013 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012. OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 333-106694 A. Full titl |
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| June 14, 2013 |
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) (Commiss |
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| May 9, 2013 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2013 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-24557 CARD |
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| April 22, 2013 |
CARDINAL ANNOUNCES FIRST QUARTER EARNINGS; INCREASES QUARTERLY DIVIDEND Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer April 18, 2013 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES FIRST QUARTER EARNINGS; INCREASES QUARTERLY DIVIDEND Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) today announced quarterly earnings of $7.2 million, o |
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| April 22, 2013 |
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): April 18, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction of incorporation) (Commis |
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| March 18, 2013 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 14, 2013 |
Subsidiaries of Cardinal Financial Corporation EX-21 4 a2213341zex-21.htm EX-21 QuickLinks - Click here to rapidly navigate through this document Exhibit 21 Subsidiaries of Cardinal Financial Corporation Name of Subsidiary State of Incorporation Cardinal Bank Virginia George Mason Mortgage, LLC Virginia Cardinal First Mortgage, LLC Virginia Cardinal Wealth Services, Inc. Virginia Cardinal Statutory Trust I Delaware Wilson/Bennett Capital Manag |
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| March 14, 2013 |
AMENDMENT TO EMPLOYMENT AGREEMENT EX-10.2 3 a2213341zex-102.htm EX-10.2 Exhibit 10.2 AMENDMENT TO EMPLOYMENT AGREEMENT CARDINAL FINANCIAL CORPORATION (“Cardinal”) and Bernard H. Clineburg (“Clineburg”) hereby agree that the Employment Agreement by and between them effective November 1, 2010 is amended effective as of the date signed below by making the following change: 1. Section 2.3(vi) is replaced with the following: “ (vi) Vac |
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| March 14, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Use these links to rapidly review the document TABLE OF CONTENTS Item 8. Financial Statements and Supplementary Data Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 or o TRANSITION REPORT PURSUANT TO SECTIO |
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| March 14, 2013 |
EX-3.4 2 a2213341zex-34.htm EX-3.4 Exhibit 3.4 BYLAWS OF CARDINAL FINANCIAL CORPORATION (restated in electronic format to reflect all amendments through October 23, 2012) ARTICLE I Shareholder Matters Section 1.1. Annual Meetings. A. The annual meeting of the shareholders of the Corporation shall be held at such a time and place as may be decided by the Board of Directors and indicated in the noti |
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| March 5, 2013 |
Raymond James Institutional Investors Conference March 4, 2013 Exhibit 99.1 Raymond James Institutional Investors Conference March 4, 2013 Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ materially from estimate |
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| March 5, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K 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): March 5, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction (Commission (I.R.S. Employ |
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| February 13, 2013 |
CFNL / Cardinal Financial Corp. / VANGUARD GROUP INC Passive Investment SC 13G 1 cardinalfinancialcorp.htm SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: Cardinal Financial Corp Title of Class of Securities: Common Stock CUSIP Number: 14149F109 Date of Event Which Requires Filing of this Statement: December 31, 2012 Check the appropriate box to designate the rule pur |
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| January 22, 2013 |
S-3 1 a13-31731s3.htm S-3 Table of Contents As filed with the Securities and Exchange Commission on January 22, 2013. Registration No. 333- SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 CARDINAL FINANCIAL CORPORATION (Exact Name of Registrant as Specified in Its Charter) Virginia 54-1874630 (State or Other Jurisdiction of I |
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| January 17, 2013 |
CARDINAL ANNOUNCES STRONG FOURTH QUARTER EARNINGS; LOAN QUALITY REMAINS EXCELLENT EX-99.1 2 a13-30831ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer January 16, 2013 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES STRONG FOURTH QUARTER EARNINGS; LOAN QUALITY REMAINS EXCELLENT Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) tod |
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| January 17, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - 8-K 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): January 16, 2013 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction (Commission (I.R.S. Emp |
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| November 8, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 a12-20017110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended September 30, 2012 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Co |
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| November 6, 2012 |
CFNL / Cardinal Financial Corp. / PATRIOT FINANCIAL PARTNERS LP - SCHEDULE 13D/A Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(a) (Amendment No. 1) Cardinal Financial Corporation (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 14149F 10 9 (CUSIP Number) W. Kirk Wycoff Patri |
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| October 26, 2012 |
8-K 1 a12-2522318k.htm 8-K 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): October 23, 2012 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdict |
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| October 26, 2012 |
EX-99.1 3 a12-252231ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer October 23, 2012 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES RECORD THIRD QUARTER EARNINGS; ASSETS EXCEED $3.0 BILLION; LOAN QUALITY REMAINS STRONG Cardinal Financial Corporation (NASDAQ: |
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| October 26, 2012 |
EX-3.1 2 a12-252231ex3d1.htm EX-3.1 Exhibit 3.1 The Bylaws of the Company are amended by deleting the first sentence of Section 2.2 in its entirety and substituting therefore the following: Section 2.2. Number and Qualification. The Board of Directors shall consist of ten (10) Directors. |
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| October 26, 2012 |
Cardinal Financial Corporation Elects William J. Nassetta, MD, MPH, to Board of Directors Exhibit 99.2 FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg October 25, 2012 Chairman & Chief Executive Officer 703.584.3400 Cardinal Financial Corporation Elects William J. Nassetta, MD, MPH, to Board of Directors TYSONS CORNER, Virginia – Cardinal Financial Corporation (NASDAQ: CFNL) is pleased to announce that William J. Nassetta, MD, MPH, was elected to the Board of Directors on October 2 |
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| August 14, 2012 |
Raymond James Bank Conference August 14, 2012 EX-99.1 2 a12-181381ex99d1.htm EX-99.1 Exhibit 99.1 Raymond James Bank Conference August 14, 2012 Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ ma |
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| August 14, 2012 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K 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): August 14, 2012 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File |
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| August 8, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 a12-13872110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2012 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commiss |
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| August 1, 2012 |
KBW Investor Conference August 1, 2012 EX-99.1 2 a12-172571ex99d1.htm EX-99.1 Exhibit 99.1 KBW Investor Conference August 1, 2012 Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties, which could cause actual results to differ materiall |
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| August 1, 2012 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K 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): August 1, 2012 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction (Commission (I.R.S. Emplo |
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| July 19, 2012 |
CARDINAL ANNOUNCES SECOND QUARTER EARNINGS; LOANS GROW 21%; ASSET QUALITY REMAINS STRONG, EX-99.1 2 a12-166392ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer July 18, 2012 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES SECOND QUARTER EARNINGS; LOANS GROW 21%; ASSET QUALITY REMAINS STRONG, Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company |
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| July 19, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events - 8-K 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): July 18, 2012 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdiction (Commission (I.R.S. Employ |
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| July 13, 2012 |
CORRESP 1 filename1.htm [CARDINAL FINANCIAL CORPORATION LETTERHEAD] July 13, 2012 Michael R. Clampitt Senior Attorney Division of Corporation Finance Securities and Exchange Commission 450 Fifth Street, N.W. Washington, D.C. 20549 Re: Cardinal Financial Corp. Form 10-K for the Fiscal Year Ended December 31, 2011 Filed March 15, 2012 File No. 000-24557 Dear Mr. Clampitt: Cardinal Financial Corporat |
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| June 28, 2012 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K x ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2011. OR o TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES AND EXCHANGE ACT OF 1934 For the transition period from to . Commission file number 333-106694 A. Full titl |
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| May 14, 2012 |
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): May 14, 2012 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File Num |
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| May 8, 2012 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended March 31, 2012 or o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 0-24557 CARD |
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| May 8, 2012 |
EX-3.1 2 a12-87071ex3d1.htm EX-3.1 Exhibit 3.1 BYLAWS OF CARDINAL FINANCIAL CORPORATION (restated in electronic format to reflect all amendments through March 2, 2012) ARTICLE I Shareholder Matters Section 1.1. Annual Meetings. A. The annual meeting of the shareholders of the Corporation shall be held at such a time and place as may be decided by the Board of Directors and indicated in the notice |
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| April 23, 2012 |
CARDINAL ANNOUNCES IMPROVED QUARTERLY EARNINGS; ASSET QUALITY REMAINS STRONG EX-99.1 2 a12-100621ex99d1.htm EX-99.1 Exhibit 99.1 NEWS RELEASE FOR IMMEDIATE RELEASE Contact: Bernard H. Clineburg, Tysons Corner, Virginia Chairman, Chief Executive Officer April 18, 2012 or Mark A. Wendel, EVP, Chief Financial Officer 703-584-3400 CARDINAL ANNOUNCES IMPROVED QUARTERLY EARNINGS; ASSET QUALITY REMAINS STRONG Cardinal Financial Corporation (NASDAQ: CFNL) (the “Company”) today ann |
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| April 23, 2012 |
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): April 18, 2012 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File N |
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| March 21, 2012 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 15, 2012 |
Subsidiaries of Cardinal Financial Corporation QuickLinks - Click here to rapidly navigate through this document Exhibit 21 Subsidiaries of Cardinal Financial Corporation Name of Subsidiary State of Incorporation Cardinal Bank Virginia George Mason Mortgage, LLC Virginia Cardinal First Mortgage, LLC Virginia Cardinal Wealth Services, Inc. |
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| March 15, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K Use these links to rapidly review the document TABLE OF CONTENTS TABLE OF CONTENTS 2 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| March 15, 2012 |
CARDINAL FINANCIAL CORPORATION Executive Employment Agreement Section 5, Change in Control EX-10.1 2 a12-73131ex10d1.htm EX-10.1 Exhibit 10.1 CARDINAL FINANCIAL CORPORATION Executive Employment Agreement Addendum Section 5, Change in Control The first paragraph of Section 5 and Section 5(a), as amended on August 12, 2011, shall be replaced by the following: “5. Change in Control. Notwithstanding the terms and conditions set forth in Section 4 of this Agreement, for a period of twelve (1 |
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| March 15, 2012 |
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): March 13, 2012 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia (State or other jurisdiction of incorporation) 0-24557 (Commission File N |
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| March 6, 2012 |
EX-3.1 2 a12-62121ex3d1.htm EX-3.1 Exhibit 3.1 The Bylaws of the Company are amended by deleting the first sentence of Section 2.2 in its entirety and substituting therefor the following: Section 2.2. Number and Qualification. The Board of Directors shall consist of twelve (12) Directors; provided, that as of the date of the 2012 Annual Meeting of Shareholders, the Board of Directors shall consist |
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| March 6, 2012 |
8-K 1 a12-621218k.htm 8-K 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): February 29, 2012 CARDINAL FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Virginia 0-24557 54-1874630 (State or other jurisdict |
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| March 6, 2012 |
CARDINAL FINANCIAL CORPORATION Raymond James Institutional Investors Conference March 2012 Exhibit 99.1 CARDINAL FINANCIAL CORPORATION Raymond James Institutional Investors Conference March 2012 Forward-Looking Statements Statements contained in this presentation which are not historical facts are forward-looking statements as that item is defined in the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to risks and uncertainties, which could |
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| February 22, 2012 |
EX-3.1 2 a12-53881ex3d1.htm EX-3.1 Exhibit 3.1 The Bylaws of the Company are amended by deleting the first sentence of Section 2.2 in its entirety and substituting therefor the following: Section 2.2. Number and Qualification. The Board of Directors shall consist of twelve (12) Directors; provided, that as of the date of the 2012 Annual Meeting of Shareholders, the Board of Directors shall consist |
