On July 22, 2009, Cardinal Financial Corporation ("Cardinal") issued a press release reporting its financial results for the period ended June 30, 2009. A copy of the press release is being furnished as an exhibit to this report and is incorporated by reference into this Item 2.02.

On July 22, 2009, Cardinal and Bernard H. Clineburg, its Chief Executive Officer and Chairman of the Board of Directors, entered into an amendment, dated July 22, 2009 (the "Amendment") to Mr. Clineburg's Employment Agreement, dated February 12, 2002 (the "Employment Agreement").

The Amendment modifies the Employment Agreement to provide that its term will continue until July 21, 2014, unless the Employment Agreement is terminated earlier in accordance with its provisions. The Amendment further provides that beginning July 22, 2014 the term of the Employment Agreement will be one year, automatically extended each day so that on any day thereafter the remaining term of the Employment Agreement is one year, unless Cardinal or Mr. Clineburg gives one year notice of termination or unless the Employment Agreement is terminated earlier in accordance with its provisions.

The above summary of the Amendment is qualified in its entirety by its full text, which is attached hereto as Exhibit 10.1 and incorporated by reference herein.

On July 22, 2009, Cardinal's Board of Directors declared a cash dividend of $0.01 for each share of its common stock outstanding. The dividend is payable on August 17, 2009 to shareholders of record on August 3, 2009. Based on the current number of shares outstanding, the aggregate payment will be approximately $287,000.

(d) Exhibits.

Exhibit No.                                 Description

   10.1        Amendment to the Employment Agreement by and between Cardinal
               Financial Corporation and Bernard H. Clineburg, dated as of July 22,
               2009.

   99.1        Press Release dated July 22, 2009.