Citizens Community Bancorp Inc. Sample Contracts
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 21st, 2018 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
This Registration Rights Agreement (this “Agreement”) is made and entered into as of June 20, 2018, by and among Citizens Community Bancorp, Inc., a Maryland corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).
Standard Contracts
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 21st, 2018 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Maryland
This Securities Purchase Agreement (this “Agreement”) is dated as of June 20, 2018, by and among Citizens Community Bancorp, Inc., a Maryland corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
ContractSubordinated Note Purchase Agreement • March 14th, 2022 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • New York
ContractAgency Agreement • August 10th, 2006 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • New York
CITIZENS COMMUNITY BANCORP, INC. (a Maryland corporation) 4,600,000 Shares (Subject to Increase Up to 5,290,000 Shares) COMMON STOCK (Par Value $0.01 Per Share) Subscription Price $10.00 Per Share AGENCY AGREEMENT August __, 2006 Keefe, Bruyette & Woods, Inc. 211 Bradenton Drive Dublin, Ohio 43017-5034 Ladies and Gentlemen: Citizens Community Bancorp, Inc., a newly formed Maryland corporation (the "Company"), Citizens Community MHC, a federally chartered mutual holding company (the "MHC"), Citizens Community Bancorp, a federally chartered stock holding corporation (the "Mid-Tier Holding Company"), and Citizens Community Federal, a federally chartered stock savings bank (the "Bank"), hereby confirm, jointly and severally, their agreement with Keefe, Bruyette & Woods, Inc. ("KBW" or the "Agent"), as follows: Section 1. The Offering. In accordance with a Plan of Conversion and Reorganization (the "Plan" or "Plan of Conversion") adopted by the Boards of Directors
EMPLOYMENT AGREEMENTEmployment Agreement • June 30th, 2006 • Citizens Community Bancorp Inc. • Wisconsin
THIS EMPLOYMENT AGREEMENT ("Agreement") is made and entered into as of this 13th day of April, 2002, by and between Citizens Community Federal (hereinafter referred to as the "Bank") and Johnny Thompson (the "Employee").
AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • December 29th, 2016 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Tennessee
THIS PLEDGE AND SECURITY AGREEMENT (“Agreement”), dated September 30th, 2016, by and between CITIZENS COMMUNITY BANCORP, INC., a Maryland corporation (“Pledgor”) and FIRST TENNESSEE BANK NATIONAL ASSOCIATION, a national banking association (“Lender”);
INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • December 8th, 2014 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
This Option is granted on ______________, (“the Grant Date"), by Citizens Community Bancorp, Inc., a Maryland corporation (the "Corporation"), to _____________ (the "Optionee"), in accordance with the following terms and conditions:
72402867v1 4 Customer” shall mean any person or entity which, within the 12-month period prior to the termination of your employment with the Company (the “Reference Period”), received any products or services supplied by or on behalf of the Company;...Long-Term Incentive Plan Award Agreement • March 2nd, 2022 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 4th, 2019 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
This Amended and Restated Executive Employment Agreement (the “Agreement”) is made effective as of November 1, 2019 (the “Effective Date”), by and between Citizens Community Bancorp, Inc., a Maryland corporation, (the “Holding Company”) and its wholly-owned subsidiary, Citizens Community Federal, N.A., a national banking association (the “Bank”) (collectively, the “Company”), and James S. Broucek (“Executive”).
132199793v2 2 pursuant to the terms of Section 4 of this Agreement (the “Term”). Notwithstanding the foregoing, the Term shall automatically be extended for additional one-year periods (each, a “Renewal Term”) on the terms and conditions provided...Executive Employment Agreement • May 8th, 2024 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • October 18th, 2017 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
This Executive Employment Agreement (the “Agreement”) is entered into October 17, 2017, and is made effective as of October 31, 2017 (the “Effective Date”), by and between Citizens Community Bancorp, Inc., a Maryland corporation, (the “Holding Company”) and its wholly-owned subsidiary, Citizens Community Federal, N.A., a national banking association (the “Bank”) (collectively, the “Company”), and James S. Broucek (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 1st, 2013 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
THIS AGREEMENT is made effective as of October 28, 2013 (the "Effective Date"), by and between CITIZENS COMMUNITY FEDERAL and CITIZENS COMMUNITY BANCORP, INC. (the "Bank") and EDWARD H. SCHAEFER (the "Employee").
SECOND AMENDMENT TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • October 22nd, 2018 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
THIS SECOND AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Amendment”) is made to be effective as of October 19, 2018, by and among Citizens Community Bancorp, Inc., a Maryland corporation, United Bank, a Wisconsin chartered bank, and United Bancorporation, a South Dakota corporation. The parties to this Amendment may be referred to in this Amendment individually as a “Party” and collectively as the “Parties.”
CITIZENS COMMUNITY BANCORP, INC. 2008 EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT RS No. _______________ Grant Date: _______________Restricted Stock Award Agreement • July 7th, 2008 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
This Restricted Stock Award of Shares ("Restricted Stock") is granted by Citizens Community Bancorp, Inc. ("Company") to [Name] ("Grantee") in accordance with the terms of this Restricted Stock Award Agreement ("Agreement") and subject to the provisions of the Citizens Community Bancorp, Inc. 2008 Equity Incentive Plan, as amended from time to time ("Plan"). The Plan is incorporated herein by reference.
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 6th, 2015 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
This FIRST AMENDMENT ("Amendment") to the Employment Agreement (the "Employment Agreement") made and entered into effective as of October 28, 2013 by and between CITIZENS COMMUNITY FEDERAL and CITIZENS COMMUNITY BANCORP, INC. (collectively, the "Bank") and MARK C. OLDENBERG (the "Employee"), is entered into effective as of March 3, 2015 by each of the foregoing parties to the Employment Agreement. Capitalized terms not otherwise defined in this First Amendment will have the meanings given to them in the Employment Agreement.
CONFIDENTIAL SEPARATION AGREEMENT AND RELEASESeparation Agreement • October 18th, 2017 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
This Separation Agreement and Release (“Agreement”) is entered into by and between Citizens Community Federal, N.A., a national banking association (the “Bank”), and Mark C. Oldenberg (“Employee”).
ContractEmployment Agreement • October 3rd, 2011 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
AGREEMENT AND PLAN OF MERGER BETWEEN CITIZENS COMMUNITY BANCORP, INC. AND WELLS FINANCIAL CORP. Dated as of March 17, 2017Merger Agreement • March 17th, 2017 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Minnesota
Defined Term Section 2016 Audited Financial Statements Section 3.5(b) 2016 Financial Statements Section 3.5(b) 2016 Unaudited Financial Statements Section 3.5(b) Acceptable Confidentiality Agreement Section 4.2(a) Acquisition Transaction Section 4.2(e)(i) Actions Section 2.5(a) Affiliate Section 8.10 Agreement Introduction Application Section 8.10 Articles of Merger Section 1.3 Attic Section 1.4(c)(i)(B)(4) Bank Merger Section 1.2 Bank Merger Agreement Section 1.2 Basement Section 1.4(c)(i)(B)(2) BHCA Section 8.10 Burdensome Condition Section 5.5(b) Business Day Section 8.10 Cash Consideration Section 1.4(c)(i)(A) Cause Section 8.10 CCBI Introduction CCBI Articles of Incorporation Section 1.1(c) CCBI Bank Recitals CCBI Bylaws Section 1.9(b)(iii) CCBI Bank Articles of Association Section 1.9(b)(iv) CCBI Closing Price Section 1.4(c)(iii) CCBI Common Stock Section 2.3 CCBI Letter Article II CCBI Loans Section 2.15(a) CCBI Permits Section 2.11 CCBI Plans Section 2.13(a) CCBI SEC Documents
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • June 30th, 2016 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
This Executive Employment Agreement (the “Agreement”) is made effective as of this 24th day of June, 2016 (the “Effective Date”), by and between Citizens Community Bancorp, Inc., a Maryland corporation, (the “Holding Company”) and its wholly-owned subsidiary, Citizens Community Federal, N.A., a national banking association (the “Bank”) (collectively, the “Company”), and Stephen Bianchi (“Executive”).
COLLATERAL PLEDGE AGREEMENTCollateral Pledge Agreement • August 6th, 2018 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
CITIZENS COMMUNITY BANCORP, INC. LONG-TERM INCENTIVE PLAN AWARD AGREEMENT Award Date: __________, 2018Long-Term Incentive Plan Award Agreement • December 10th, 2018 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
CITIZENS COMMUNITY BANCORP, INC. 2018 EQUITY INCENTIVE PLAN DIRECTOR RESTRICTED STOCK AGREEMENTDirector Restricted Stock Agreement • December 10th, 2018 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
Shares of Restricted Stock are hereby awarded on ____________________, by Citizens Community Bancorp Inc., a Maryland corporation (the “Corporation”), to _________________________ (the “Grantee”), in accordance with the following terms and conditions of this Restricted Stock Agreement (this “Award Agreement”):
CITIZENS COMMUNITY BANCORP RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • December 23rd, 2010 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
Shares of Restricted Stock are hereby awarded on _______, ____, by Citizens Community Bancorp (the “Corporation”), to __________ (the “Grantee”), in accordance with the following terms and conditions:
EMPLOYMENT AGREEMENTEmployment Agreement • October 6th, 2016 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
THIS EMPLOYMENT AGREEMENT is made to be effective as of January 1, 2017 (the “Effective Date”), by and between CITIZENS COMMUNITY FEDERAL and CITIZENS COMMUNITY BANCORP, INC. (the “Bank”) and MARK C. OLDENBERG (the “Employee”).
CITIZENS COMMUNITY BANCORP, INC. 2008 EQUITY INCENTIVE PLAN INCENTIVE STOCK OPTION AWARD AGREEMENT ISO No. _______________ Grant Date: _______________Incentive Stock Option Award Agreement • July 7th, 2008 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
This Incentive Stock Option Award ("ISO") is granted by Citizens Community Bancorp, Inc. ("Company") to [Name] ("Option Holder") in accordance with the terms of this Incentive Stock Option Award Agreement ("Agreement") and subject to the provisions of the Citizens Community Bancorp, Inc. 2008 Equity Incentive Plan, as amended from time to time ("Plan"). The Plan is incorporated herein by reference.
FIRST AMENDMENT TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • December 10th, 2018 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
THIS FIRST AMENDMENT TO STOCK PURCHASE AGREEMENT (this “Amendment”) is made to be effective as of August 13, 2018, by and among Citizens Community Bancorp, Inc., a Maryland corporation, United Bank, a Wisconsin chartered bank, and United Bancorporation, a South Dakota corporation. The parties to this Amendment may be referred to in this Amendment individually as a “Party” and collectively as the “Parties.”
Form of Letter AgreementLetter Agreement • March 17th, 2017 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Minnesota
LETTER AGREEMENT, dated as of March 17, 2017 (this “Agreement”), by the undersigned director or non-director executive officer (the “Shareholder”) of Wells Financial Corp., a Minnesota corporation (the “Company”), for the benefit of Citizens Community Bancorp, Inc., a Maryland corporation (“CCBI”).
ADDENDUM NO. 1 TO AMENDED AND RESTATED EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • April 28th, 2020 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
This Addendum No. 1 is made this 23rd day of April, 2020 (the “Effective Date”), to the Amended and Restated Executive Employment Agreement between by and between Citizens Community Bancorp, Inc., a Maryland corporation, (the “Holding Company”) and its wholly-owned subsidiary, Citizens Community Federal, N.A., a national banking association (the “Bank”) (collectively, the “Company”), and James S. Broucek (“Executive”), dated November 1, 2019 (the “Employment Agreement”).
ContractExecutive Employment Agreement • March 5th, 2024 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
PLAN AND AGREEMENT OF MERGER COMMUNITY BANK OF NORTHERN WISCONSINMerger Agreement • May 18th, 2016 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
THIS PLAN AND AGREEMENT OF MERGER, including the Exhibits and Schedules referred to herein (this “Agreement”), made as of the 10th day of February, 2016, by and among Old Murry Bancorp, Inc., a Wisconsin corporation (hereinafter the “Seller”), those individuals set forth on Exhibit A to this Agreement (such individuals, collectively, shall hereinafter be referred to as the “Control Shareholders”), Community Bank of Northern Wisconsin (the “Bank”), a state bank duly organized and existing under the laws of the State of Wisconsin, and Citizens Community Federal, N.A., a federally-chartered national banking association duly organized and existing under the law of the United States (the “Buyer”).
VOTING AGREEMENTVoting Agreement • January 22nd, 2019 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
VOTING AGREEMENT, dated as of January 21, 2019 (this “Agreement”), by the undersigned shareholder (the “Shareholder”) of F. & M. Bancorp. of Tomah, Inc., a Wisconsin corporation (the “Company”), for the benefit of Citizens Community Bancorp, Inc., a Maryland corporation (“Purchaser”). Capitalized terms used but not defined herein have the meanings ascribed to such terms in the Merger Agreement (defined below).
CITIZENS COMMUNITY BANCORP, INC. 2018 EQUITY INCENTIVE PLAN RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • December 10th, 2018 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
Shares of Restricted Stock are hereby awarded on _________________________, by Citizens Community Bancorp Inc., a Maryland corporation (the “Corporation”), to _________________________ (the “Grantee”), in accordance with the following terms and conditions of this Restricted Stock Agreement (this “Award Agreement”):
AGREEMENT AND PLAN OF MERGER dated January 21, 2019 F. & M. BANCORP. OF TOMAH, INC., CITIZENS COMMUNITY BANCORP, INC., and F&M MERGER SUB, INC.Merger Agreement • January 22nd, 2019 • Citizens Community Bancorp Inc. • Savings institution, federally chartered • Wisconsin
AGREEMENT AND PLAN OF MERGER, dated January 21, 2019 (this “Agreement”), among F. & M. Bancorp. of Tomah, Inc., a Wisconsin corporation (the “Company”), Citizens Community Bancorp, Inc., a Maryland corporation (“Purchaser”), F&M Merger Sub, Inc., a Minnesota corporation of which Purchaser is the sole shareholder (“Merger Sub”).
CITIZENS COMMUNITY BANCORP, INC. 2008 EQUITY INCENTIVE PLAN STOCK APPRECIATION RIGHT AWARD AGREEMENT SAR No. _______________ Grant Date: _______________Stock Appreciation Right Award Agreement • July 7th, 2008 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
This Stock Appreciation Right Award ("SAR") is granted by Citizens Community Bancorp, Inc. ("Company") to [Name] ("SAR Holder") in accordance with the terms of this Stock Appreciation Right Award Agreement ("Agreement") and subject to the provisions of the Citizens Community Bancorp, Inc. 2008 Equity Incentive Plan, as amended from time to time ("Plan"). The Plan is incorporated herein by reference.
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 6th, 2015 • Citizens Community Bancorp Inc. • Savings institution, federally chartered
This FIRST AMENDMENT ("Amendment") to the Employment Agreement (the "Employment Agreement") made and entered into effective as of October 28, 2013 by and between CITIZENS COMMUNITY FEDERAL and CITIZENS COMMUNITY BANCORP, INC. (collectively, the "Bank") and EDWARD H. SCHAEFER (the "Employee"), is entered into effective as of March 3, 2015 by each of the foregoing parties to the Employment Agreement. Capitalized terms not otherwise defined in this First Amendment will have the meanings given to them in the Employment Agreement.
