Common use of Change in Effective Control Clause in Contracts

Change in Effective Control. A Change in Effective Control occurs if, over a twelve (12) month period: (i) a person or group acquires stock representing thirty percent (30%) of the voting power of the corporation; or (ii) a majority of the members of the board of directors of the ultimate parent corporation is replaced by directors not endorsed by the persons who were members of the board before the new directors’ appointment, as defined in Treasury Regulations §1.409A-3(i)(5)(vi).

Appears in 13 contracts

Samples: Supplemental Executive Retirement Plan (Community Financial Corp /Md/), Supplemental Executive Retirement Plan (Community Financial Corp /Md/), Salary Continuation Plan Agreement (Old Line Bancshares Inc)

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Change in Effective Control. A Change change in Effective Control effective control occurs if, over when either (i) any one person or more than one person acting as a group acquires within a twelve (12) month period: (i) a person or group acquires 12)-month period ownership of stock representing thirty percent (30%) of the Bank or Company possessing 35% or more of the total voting power of the corporationBank or Company; or (ii) a majority of the members Bank’s or Company’s Board of Directors is replaced during any 12-month period by Directors whose appointment or election is not endorsed in advance by a majority of the board Bank’s or Company’s Board of directors of the ultimate parent corporation is replaced by directors not endorsed by the persons who were members of the board before the new directors’ appointmentDirectors (as applicable), as defined in Treasury Regulations §1.409A-3(i)(5)(vi).or

Appears in 11 contracts

Samples: Employment Agreement (ECB Bancorp, Inc. /MD/), Change in Control Agreement (Cheviot Financial Corp.), Change in Control Agreement (Meridian Bancorp, Inc.)

Change in Effective Control. A Change in Effective Control occurs if, over a twelve (12) month period: (i) a person or group acquires stock representing thirty percent (30%) of the voting power of the corporation; or (ii) a majority of the members of the board of directors of the ultimate parent corporation is replaced by directors not endorsed by the persons who were members of the board before the new directors' appointment, as defined in Treasury Regulations §1.409A-3(i)(5)(vi).

Appears in 8 contracts

Samples: Supplemental Executive Retirement Plan (Southern National Bancorp of Virginia Inc), Supplemental Executive Retirement Plan (Southern National Bancorp of Virginia Inc), Supplemental Executive Retirement Plan (Southern National Bancorp of Virginia Inc)

Change in Effective Control. A Change in Effective Control occurs if, over a twelve (12) month period: (i) a person or group acquires stock representing thirty percent (30%) of the voting power of the corporation; or (ii) a majority of the members of the board of directors of the ultimate parent corporation is replaced by directors during a 12-month period not endorsed by the persons who were members of the board before the new directors' appointment, as defined in Treasury Regulations §1.409A-3(i)(5)(vi).

Appears in 7 contracts

Samples: Supplemental Executive Retirement Plan (Community Financial Corp /Md/), Supplemental Executive Retirement Plan (Community Financial Corp /Md/), Supplemental Executive Retirement Plan (Community Financial Corp /Md/)

Change in Effective Control. A Change in Effective Control occurs if, over a twelve (12) month period: (i) a person or group acquires stock representing thirty percent (30%) of the voting power of the corporationPlan Sponsor; or (ii) a majority of the members of the board of directors Board of the ultimate parent corporation Plan Sponsor is replaced by directors not endorsed by the persons who were members of the board Board before the new directors’ appointment, as defined in Treasury Regulations §1.409A-3(i)(5)(vi).

Appears in 5 contracts

Samples: Hudson Valley Bank Supplemental Retirement Plan Amendment (Hudson Valley Holding Corp), Hudson Valley Bank Supplemental Retirement Plan Amendment (Hudson Valley Holding Corp), Executive Supplemental Compensation Agreement (Valley Commerce Bancorp)

Change in Effective Control. A Change in Effective Control occurs if, over a twelve (12) month period: (i) a person or group acquires stock representing thirty percent (30%) of the voting power of the corporation; or (ii) a majority of the members of the board of directors of the ultimate parent corporation is replaced by directors during any 12-month period not endorsed by the persons who were members of the board before the new directors' appointment, as defined in Treasury Regulations §1.409A-3(i)(5)(vi).

Appears in 4 contracts

Samples: Supplemental Executive Retirement Plan (Community Financial Corp /Md/), Supplemental Executive Retirement Plan (Community Financial Corp /Md/), Supplemental Executive Retirement Plan (Community Financial Corp /Md/)

Change in Effective Control. A Change change in Effective Control effective control occurs if, over a twelve (12) month period: when either (i) a any one person or more than one person acting as a group acquires within a 12-month period ownership of stock representing thirty percent (30%) of the Company possessing 30% or more of the total voting power of the corporationCompany; or (ii) a majority of the members Bank’s or Company’s Board of Directors is replaced during any 12-month period by Directors whose appointment or election is not endorsed in advance by a majority of the board Bank’s or Company’s Board of directors of the ultimate parent corporation is replaced by directors not endorsed by the persons who were members of the board before the new directors’ appointmentDirectors (as applicable), as defined in Treasury Regulations §1.409A-3(i)(5)(vi).or

Appears in 4 contracts

Samples: Employment Agreement (Meridian Bancorp, Inc.), Employment Agreement (Meridian Bancorp, Inc.), Supplemental Executive Retirement Plan (Greene County Bancorp Inc)

Change in Effective Control. A Change change in Effective Control effective control occurs if, over when either (i) any one person or more than one person acting as a group acquires within a twelve (12) month period: (i) a person or group acquires 12)-month period ownership of stock representing thirty percent (30%) of the Bank or the Company possessing 30% or more of the total voting power of the corporationBank or the Company; or (ii) a majority of the members Bank’s or the Company’s Board of Directors is replaced during any twelve (12)-month period by individuals whose appointment or election is not endorsed in advance by a majority of the board Bank’s or the Company’s Board of directors of the ultimate parent corporation is replaced by directors not endorsed by the persons who were members of the board before the new directors’ appointmentDirectors, as defined in Treasury Regulations §1.409A-3(i)(5)(vi).or

Appears in 3 contracts

Samples: Supplemental Executive Retirement Agreement (Provident Bancorp, Inc.), Supplemental Executive Retirement Agreement (Provident Bancorp, Inc.), Supplemental Executive Retirement Agreement (Provident Bancorp, Inc.)

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Change in Effective Control. A Change in Effective Control occurs if, over a twelve Twelve (12) month period: (i) a person or group acquires stock representing thirty percent (30%) of the voting power of the corporation; or (ii) a majority of the members of the board of directors of the ultimate parent corporation is replaced by directors not endorsed by the persons who were members of the board before the new directors’ appointment, as defined in Treasury Regulations §1.409A-3(i)(5)(vi).

Appears in 3 contracts

Samples: Supplemental Executive Retirement Plan (Community Financial Corp /Md/), Supplemental Executive Retirement Plan (Frederick County Bancorp Inc), Supplemental Executive Retirement Plan (Frederick County Bancorp Inc)

Change in Effective Control. A Change change in Effective Control effective control occurs if, over a twelve (12) month period: when either (i) a any one person or more than one person acting as a group acquires within a 12-month period ownership of stock representing thirty percent (30%) of the Company possessing 35% or more of the total voting power of the corporationCompany; or (ii) a majority of the members Bank’s or Company’s Board of Directors is replaced during any 12-month period by Directors whose appointment or election is not endorsed in advance by a majority of the board Bank’s or Company’s Board of directors of the ultimate parent corporation is replaced by directors not endorsed by the persons who were members of the board before the new directors’ appointment, Directors (as defined in Treasury Regulations §1.409A-3(i)(5)(viapplicable).; or

Appears in 3 contracts

Samples: Supplemental Executive Retirement Agreement (Meridian Interstate Bancorp Inc), Supplemental Executive Retirement Agreement (Meridian Interstate Bancorp Inc), Supplemental Executive Retirement Agreement (Meridian Interstate Bancorp Inc)

Change in Effective Control. A Change change in Effective Control effective control occurs if, over a twelve (12) month period: when either (i) a any one person or more than one person acting as a group acquires within a 12-month period ownership of stock representing thirty percent (30%) of the Company possessing 35% or more of the total voting power of the corporationCompany; or (ii) a majority of the members Company’s Board of Directors is replaced during any 12-month period by Directors whose appointment or election is not endorsed in advance by a majority of the board Company’s Board of directors of the ultimate parent corporation is replaced by directors not endorsed by the persons who were members of the board before the new directors’ appointment, Directors (as defined in Treasury Regulations §1.409A-3(i)(5)(viapplicable).; or

Appears in 2 contracts

Samples: Supplemental Executive Retirement Agreement (Meridian Bancorp, Inc.), Supplemental Executive Retirement Agreement (Meridian Interstate Bancorp Inc)

Change in Effective Control. A Change change in Effective Control effective control occurs if, over a twelve (12) month period: when either (i) a any one person or more than one person acting as a group acquires within a 12-month period ownership of stock representing thirty percent (30%) of the Company possessing 35% or more of the total voting power of the corporationCompany; or (ii) a majority of the members Bank’s or Company’s Board of Directors is replaced during any 12-month period by Directors whose appointment or election is not endorsed in advance by a majority of the board Bank’s or Company’s Board of directors of the ultimate parent corporation is replaced by directors not endorsed by the persons who were members of the board before the new directors’ appointmentDirectors (as applicable), as defined in Treasury Regulations §1.409A-3(i)(5)(vi).or

Appears in 1 contract

Samples: Employment Agreement (Meridian Interstate Bancorp Inc)

Change in Effective Control. A Change in Effective Control occurs if, over a twelve (12) month period: (i) a person or group acquires stock representing thirty percent (30%) of the voting power of the corporation; or (ii) a majority of the members of the board of directors of the ultimate parent corporation is replaced by directors not endorsed by the persons who were members of the board before the new directors' appointment, as defined in Treasury Regulations §1.409A-3(i)(5)(vi1.409A~3(i)(5)(vi).

Appears in 1 contract

Samples: Supplemental Executive Retirement Plan (Community Financial Corp /Md/)

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