ARTICLE I RECITALSEmployment Agreement • March 16th, 2006 • Penseco Financial Services Corp • State commercial banks • Pennsylvania
EXHIBIT 2.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • December 10th, 2008 • Penseco Financial Services Corp • State commercial banks • Pennsylvania
AGREEMENT AND PLAN OF MERGER Between PEOPLES FINANCIAL SERVICES CORP. And PENSECO FINANCIAL SERVICES CORPORATION June 28, 2013Merger Agreement • June 28th, 2013 • Penseco Financial Services Corp • State commercial banks • Pennsylvania
THIS AGREEMENT AND PLAN OF MERGER, dated as of June 28, 2013, is made by and between PEOPLES FINANCIAL SERVICES CORP., (“Peoples”) a Pennsylvania corporation, having its principal place of business in Hallstead, Pennsylvania, and PENSECO FINANCIAL SERVICES CORPORATION, (“Penseco”), a Pennsylvania corporation, having its principal place of business in Scranton, Pennsylvania (the “Agreement”).
Eighteenth and Arch Streets Philadelphia, PA 19103-2799Agreement and Plan of Merger • February 11th, 2009 • Penseco Financial Services Corp • State commercial banks
Penn Security Bank and Trust Company Supplemental Executive Retirement Plan AgreementSupplemental Executive Retirement Plan Agreement • August 9th, 2012 • Penseco Financial Services Corp • State commercial banks • Pennsylvania
This Supplemental Executive Retirement Plan Agreement (this “Agreement”) is adopted this 31 day of May, 2012, by and among Penn Security Bank and Trust Company, a Pennsylvania state chartered bank and trust company (the “Bank”), Penseco Financial Services Corporation, a Pennsylvania corporation (the “Parent”), and Thomas P. Tulaney (the “Executive”).
ContractRestricted Stock Award Agreement • May 17th, 2010 • Penseco Financial Services Corp • State commercial banks
EMPLOYMENT AGREEMENTEmployment Agreement • August 9th, 2012 • Penseco Financial Services Corp • State commercial banks • Pennsylvania
THIS EMPLOYMENT AGREEMENT (the “Agreement”), dated as of May 30, 2012, is made and entered into by and among Penn Security Bank and Trust Company, a Pennsylvania state chartered bank and trust company (the “Bank”), Penseco Financial Services Corporation, a Pennsylvania corporation (the “Parent”), and Thomas P. Tulaney (the “Executive”).
Form of Voting AgreementVoting Agreement • January 23rd, 2009 • Penseco Financial Services Corp • State commercial banks • Pennsylvania
February 10, 2009Merger Agreement • February 11th, 2009 • Penseco Financial Services Corp • State commercial banks
Pursuant to the Agreement and Plan of Merger, dated as of December 5, 2008 (the “Agreement”), by and among Penseco Financial Services Corporation, a Pennsylvania corporation (“Penseco”), Penn Security Bank and Trust Company, a Pennsylvania commercial bank and trust company and direct wholly-owned subsidiary of Penseco (“Penn Security”), and Old Forge Bank, a Pennsylvania commercial bank (“Old Forge”), a newly-formed interim Pennsylvania commercial bank and direct wholly-owned subsidiary of Penseco (“Merger Sub”) is to merge with and into Old Forge and immediately thereafter Old Forge is to merge with and into Penn Security (the two mergers together, the “Merger”). Capitalized terms not otherwise defined in this opinion have the meanings ascribed to such terms in the Agreement.
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • September 18th, 2013 • Penseco Financial Services Corp • State commercial banks • Pennsylvania
THIS AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER, dated as of September 17, 2013 (this “Amendment”), amends, supplements and modifies that certain Agreement and Plan of Merger dated as of June 28, 2013 (the “Agreement”), and is made by and between Peoples Financial Services Corp. (“Peoples”) and Penseco Financial Services Corporation (“Penseco”)(each a “Party”, all parties are collectively referred to as the “Parties”).
FORM OF PERFORMANCE AWARD AGREEMENT FOR THE PENSECO FINANCIAL SERVICES CORPORATIONPerformance Award Agreement • May 17th, 2010 • Penseco Financial Services Corp • State commercial banks
This Performance Award Agreement is provided to [____________] (the “Participant”) by Penseco Financial Services Corporation (the “Company”) as of [____________] (the “Date of Grant”), the date the Committee awarded the Participant a performance award pursuant to the Penseco Financial Services Corporation 2008 Long-Term Incentive Plan (the “2008 Plan”), subject to the terms and conditions of the 2008 Plan and this Award Agreement:
EMPLOYMENT AGREEMENTEmployment Agreement • January 7th, 2011 • Penseco Financial Services Corp • State commercial banks • Pennsylvania
Penn Security Bank & Trust Company (the “Company”), hereby adopts the Penn Security Bank & Trust Company Deferred Compensation Plan # 2 (the “Plan”), for the benefit of Craig W. Best, President CEO (Participant) of the Company. The Plan is a non-qualified DCP arrangement for the benefit of the Participant. The Plan is effective as of August 6, 2009.
SEPARATION AGREEMENTSeparation Agreement • December 23rd, 2011 • Penseco Financial Services Corp • State commercial banks • Pennsylvania
This SEPARATION AGREEMENT (“Agreement”) is by and between Stanley Cohen (“Employee”) and Penn Security Bank & Trust Company (hereinafter referred to as “Employer”).
FORM OF STOCK OPTION [AND/OR STOCK APPRECIATION RIGHT] AWARD AGREEMENT FOR PENSECO FINANCIAL SERVICES CORPORATIONStock Option Award Agreement • May 17th, 2010 • Penseco Financial Services Corp • State commercial banks
This Award Agreement is provided to [insert name] (the “Participant”) by Penseco Financial Services Corporation (the “Company”) as of [insert date] (the “Date of Grant”), the date the Committee granted the Participant the Stock Option [and/or Stock Appreciation Right] under the Penseco Financial Services Corporation 2008 Long-Term Incentive Plan (the “2008 Plan”), subject to the terms and conditions of the 2008 Plan and this Award Agreement:
FORM OF EMPLOYMENT PROTECTION AGREEMENT (Penn Security Bank and Trust Company Letterhead)Employment Protection Agreement • January 23rd, 2009 • Penseco Financial Services Corp • State commercial banks
On behalf of Penn Security Bank and Trust Company (the “Company”), this letter memorializes our agreement to provide you with certain salary continuation benefits if your service to the Company ceases under specified circumstances. Your employment is “at will” employment, terminable by either you or the Company at any time, upon not less than 60 days written notice; provided that the Company may terminate your employment without notice at any time, if the termination is for Cause.
