Standard Financial Corp. (a Maryland corporation) Up to 3,450,000 Shares (Subject to Increase Up to 3,967,500 Shares) COMMON STOCK ($0.01 Par Value) Subscription Price $10.00 Per Share FORM OF AGENCY AGREEMENTAgency Agreement • July 21st, 2010 • Standard Financial Corp. • State commercial banks • Maryland
CONFIDENTIALRecords Processing Services Agreement • June 17th, 2010 • Standard Financial Corp.
Mr. Timothy K. Zimmerman President and Chief Executive Officer Standard Mutual Holding Company Standard Bank, PaSB 2640 Monroeville Boulevard Monroeville, Pennsylvania 15146
STANDARD BANK, PaSB SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENTSupplemental Executive Retirement Agreement • March 18th, 2019 • Standard AVB Financial Corp. • State commercial banks • Pennsylvania
THIS SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT FOR TIMOTHY K. ZIMMERMAN (the “Agreement”) is effective as of December 31, 2018, and is entered into by Standard Bank, PaSB (the “Bank”) and Timothy K. Zimmerman (“Executive”).
FORM OF] TWO-YEAR CHANGE IN CONTROL AGREEMENTChange in Control Agreement • March 16th, 2020 • Standard AVB Financial Corp. • State commercial banks • Pennsylvania
This Change in Control Agreement (the “Agreement”) is made effective as of the th day of (the “Effective Date”), by and between Standard Bank, PaSB, a Pennsylvania state-chartered savings bank (the “Bank”) and (the “Executive”).
FORM OF] STANDARD FINANCIAL CORP. STANDARD BANK, PASB TWO-YEAR EMPLOYMENT AGREEMENTTwo-Year Employment Agreement • December 13th, 2016 • Standard Financial Corp. • State commercial banks • Pennsylvania
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the ____ day of _____, ____, by and between Standard Financial Corp., a Maryland corporation (the “Company”), Standard Bank, PaSB, a Pennsylvania chartered savings bank (the “Bank”), and (the “Executive”).
Stock Option Granted by STANDARD FINANCIAL CORP. under the STANDARD FINANCIAL CORP.Stock Option Agreement • July 26th, 2012 • Standard Financial Corp. • State commercial banks
This stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the 2012 Equity Incentive Plan (the “Plan”) of Standard Financial Corp. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided to each person granted a stock option pursuant to the Plan. The holder of this Option (the “Participant”) hereby accepts this Option, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Committee appointed to administer the Plan (“Committee”) or the Board will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used herein but not defined will have the same meaning as in the Plan.
AGREEMENT AND PLAN OF MERGER DATED AS OF SEPTEMBER 24, 2020 BY AND AMONG DOLLAR MUTUAL BANCORP, DOLLAR ACQUISITION SUB, INC., AND STANDARD AVB FINANCIAL CORP.Merger Agreement • September 25th, 2020 • Standard AVB Financial Corp. • State commercial banks • Maryland
This is an Agreement and Plan of Merger, dated as of September 24, 2020 (this “Agreement”), by and among Dollar Mutual Bancorp, a federally-chartered mutual holding company (“Parent”), Dollar Acquisition Sub, Inc., a Maryland corporation and wholly owned Subsidiary of Parent (“Merger Sub”) and Standard AVB Financial Corp., a Maryland corporation (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 26th, 2018 • Standard AVB Financial Corp. • State commercial banks • Pennsylvania
This Employment Agreement (this "Agreement") is made effective as of January 25, 2018 (the "Effective Date"), by and between Standard AVB Financial Corp., a Maryland corporation (the "Company"), Standard Bank, PaSB, a Pennsylvania state-chartered savings bank (the "Bank") and Timothy K. Zimmerman (the "Executive"). The Company, Bank and Executive are sometimes collectively referred to herein as the "parties."
Re: Employment Offer LetterEmployment Offer Letter • September 25th, 2020 • Standard AVB Financial Corp. • State commercial banks
This offer letter (the “Offer Letter”) is effective as of, and contingent upon, the Closing of the transaction described in the Agreement and Plan of Merger among Dollar Mutual Bancorp, Dollar Acquisition Sub, Inc., and Standard AVB Financial Corp. (the “Merger Agreement”). We are pleased to continue your employment with Standard Bank, PaSB or its legal successor (the “Bank”) on the terms described in this Offer Letter, and look forward to continuing this mutually rewarding relationship.
Restricted Stock Award Granted by STANDARD FINANCIAL CORP. under the STANDARD FINANCIAL CORP.Restricted Stock Award Agreement • July 26th, 2012 • Standard Financial Corp. • State commercial banks
This Restricted Stock Award Agreement (the “Restricted Stock Award” or this “Agreement”) is and will be subject in every respect to the provisions of the 2012 Equity Incentive Plan (the “Plan”) of Standard Financial Corp. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided to each person granted a Restricted Stock Award pursuant to the Plan. The holder of this Restricted Stock Award (the “Participant”) hereby accepts this Restricted Stock Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Committee appointed to administer the Plan (“Committee”) or the Board will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used herein but not defined will have
FORM OF] STANDARD FINANCIAL CORP. STANDARD BANK, PASB THREE-YEAR EMPLOYMENT AGREEMENTThree-Year Employment Agreement • December 13th, 2016 • Standard Financial Corp. • State commercial banks • Pennsylvania
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the ____ day of _____, ____, by and between Standard Financial Corp., a Maryland corporation (the “Company”), Standard Bank, PaSB, a Pennsylvania chartered savings bank (the “Bank”), and (the “Executive”).
NON-COMPETE AGREEMENTNon-Compete Agreement • December 13th, 2016 • Standard Financial Corp. • State commercial banks • Pennsylvania
This non-compete agreement (the “Agreement”) is entered into as of June 8, 2010, by and between David C. Mathews (“Executive”) and Standard Bank, PaSB (the “Bank”).
FORM OF AMENDMENT TO EMPLOYMENT AGREEMENT/CHANGE IN CONTROL AGREEMENTEmployment Agreement/Change in Control Agreement • January 17th, 2017 • Standard Financial Corp. • State commercial banks • Pennsylvania
This Amendment (“Amendment”) is made as of August , 2016, by and among Allegheny Valley Bancorp, Inc. (“AVLY”), Allegheny Valley Bank (“AVB”), and (“Executive”).
PHANTOM STOCK APPRECIATION RIGHTS AGREEMENTPhantom Stock Appreciation Rights Agreement • December 13th, 2016 • Standard Financial Corp. • State commercial banks • Pennsylvania
THIS AGREEMENT is made this ______ day of ______________, ____, by and between STANDARD BANK, PaSB located in Murrysville, Pennsylvania (the “Company”), and ________ (the “Officer”).
STANDARD BANK, PaSB PHANTOM STOCK APPRECIATION RIGHTS 10-YEAR AGREEMENTPhantom Stock Appreciation Rights Agreement • June 17th, 2010 • Standard Financial Corp. • Pennsylvania
THIS AGREEMENT is made this day of 2002, by and between STANDARD BANK, PaSB located in Murrysville, Pennsylvania (the “Company”) and (the “Director”).
STANDARD BANK, PaSB PHANTOM STOCK APPRECIATION RIGHTS AGREEMENTPhantom Stock Appreciation Rights Agreement • June 17th, 2010 • Standard Financial Corp. • Pennsylvania
THIS AGREEMENT is made this day of , 2002 , by and between STANDARD BANK, PaSB located in Murrysville, Pennsylvania (the “Company”), and (the “Officer”).
AMENDMENT NUMBER ONE TO THE SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT FOR ANDREW W. HASLEYSupplemental Executive Retirement Agreement • July 1st, 2020 • Standard AVB Financial Corp. • State commercial banks • Pennsylvania
This Amendment Number One (the “Amendment”) to the Supplemental Executive Retirement Agreement, dated as of December 31, 2018, (the “SERP”) by and between Standard Bank, PaSB (the “Bank”) and Andrew W. Hasley (the “Executive”) is entered into as of June 30, 2020. Capitalized terms which are not defined herein shall have the same meaning as set forth in the SERP.
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • January 17th, 2017 • Standard Financial Corp. • State commercial banks • Pennsylvania
THIS CHANGE OF CONTROL AGREEMENT is effective as of this 31st day of December, 2015, and is entered into by and among Allegheny Valley Bancorp, Inc. (“Corporation”), a Pennsylvania business corporation having a place of business at 5137 Butler Street, Pittsburgh, PA 15201, Allegheny Valley Bank of Pittsburgh (“Bank”), a Pennsylvania chartered bank having a place of business at 5137 Butler Street, Pittsburgh, PA 15201, and Susan DeLuca, (“Officer”), an individual (collectively the “Parties” and individually a “Party”).
FORM OF] AMENDMENT TO EMPLOYMENT AGREEMENT/CHANGE IN CONTROL AGREEMENTEmployment Agreement/Change in Control Agreement • January 17th, 2017 • Standard Financial Corp. • State commercial banks • Pennsylvania
This Amendment (“Amendment”) is made as of August _____________, 2016, by and among Standard Financial Corp. (“SFC”), Standard Bank (“Standard Bank”), and ______________________ (“Executive”).
PHANTOM STOCK APPRECIATION RIGHTS 10-YEAR AGREEMENTPhantom Stock Appreciation Rights Agreement • December 13th, 2016 • Standard Financial Corp. • State commercial banks • Pennsylvania
THIS AGREEMENT is made this _____ day of ______, ____, by and between STANDARD BANK, PaSB located in Murrysville, Pennsylvania (the "Company") and _________ (the “Director”).
FORM OF] STANDARD BANK, PASB CHANGE IN CONTROL AGREEMENTChange in Control Agreement • December 13th, 2016 • Standard Financial Corp. • State commercial banks • Pennsylvania
THIS CHANGE IN CONTROL AGREEMENT (“Agreement”) is entered into as of ___ day of ______, ____, by and between Standard Bank, PaSB, a Pennsylvania chartered savings bank (the “Bank”), ____________ (“Executive”) and Standard Financial Corp., a Maryland corporation and the stock holding company of the Bank, as guarantor (the “Company”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 17th, 2017 • Standard Financial Corp. • State commercial banks • Pennsylvania
THIS AGREEMENT is effective as of this 23 day of January, 2006 and is entered into by and among Allegheny Valley Bancorp, Inc. (“Corporation”), a Pennsylvania business corporation having a place of business at 5137 Butler Street, Pittsburgh, PA 15201, Allegheny Valley Bank of Pittsburgh (“Bank”), a Pennsylvania chartered bank having a place of business at 5137 Butler Street, Pittsburgh, PA 15201, and Andrew W. Hasley (“Officer”), an individual residing at 549 Clemson Drive, Pittsburgh, PA 15243, (collectively the “Parties” and individually a “Party”).
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • January 17th, 2017 • Standard Financial Corp. • State commercial banks • Pennsylvania
THIS CHANGE OF CONTROL AGREEMENT is effective as of this 19th day of May, 2008 and is entered into by and among Allegheny Valley Bancorp, Inc. (“Corporation”), a Pennsylvania business corporation having a place of business at 5137 Butler Street, Pittsburgh, PA 15201, Allegheny Valley Bank of Pittsburgh (“Bank”), a Pennsylvania chartered bank having a place of business at 5137 Butler Street, Pittsburgh, PA 15201, and Jason W. Ross (“Officer”), an individual residing at 1121 Carlisle Street, Natrona Heights, PA 15065, (collectively the “Parties” and individually a “Party”).
AMENDMENT NUMBER ONE TO THE EMPLOYMENT AGREEMENT WITH ANDREW W. HASLEYEmployment Agreement • May 5th, 2020 • Standard AVB Financial Corp. • State commercial banks • Pennsylvania
This Amendment Number One (the “Amendment”) to the employment agreement, dated as of January 25, 2018, (the “Agreement”) by and between Standard AVB Financial Corp., a Maryland corporation (the “Company”), Standard Bank, PaSB, a Pennsylvania state-chartered savings bank (the “Bank”) and Andrew W. Hasley (the “Executive”) is entered into as of April 30, 2020. Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.
RP® FINANCIAL, LC. Serving the Financial Services Industry Since 1988 May 4, 2010Independent Conversion Appraisal Services Agreement • June 17th, 2010 • Standard Financial Corp.
This letter sets forth the agreement between Standard Mutual Holding Company (the “MHC”) and Standard Bank, PaSB, Monroeville, Pennsylvania (collectively, the “Bank”), and RP® Financial, LC. (“RP Financial”) for independent conversion appraisal services pertaining to the Bank’s simultaneous holding company formation and mutual-to-stock conversion. The specific appraisal services to be rendered by RP Financial are described below. These services will be conducted by our senior consulting staff and will be directed by the undersigned.
FORM OF] STANDARD BANK, PASB CHANGE IN CONTROL AGREEMENTChange in Control Agreement • June 17th, 2010 • Standard Financial Corp. • Pennsylvania
THIS CHANGE IN CONTROL AGREEMENT (“Agreement”) is entered into as of ___ day of ___, 2010, by and between Standard Bank, PaSB, a Pennsylvania chartered savings bank (the “Bank”), (“Executive”) and Standard Financial Corp., a Maryland corporation and the stock holding company of the Bank, as guarantor (the “Company”).
AMENDMENT NUMBER ONE TO THE EMPLOYMENT AGREEMENT WITH TIMOTHY K. ZIMMERMANEmployment Agreement • May 5th, 2020 • Standard AVB Financial Corp. • State commercial banks • Pennsylvania
This Amendment Number One (the “Amendment”) to the employment agreement, dated as of January 25, 2018, (the “Agreement”) by and between Standard AVB Financial Corp., a Maryland corporation (the “Company”), Standard Bank, PaSB, a Pennsylvania state-chartered savings bank (the “Bank”) and Timothy K. Zimmerman (the “Executive”) is entered into as of April 30, 2020. Capitalized terms which are not defined herein shall have the same meaning as set forth in the Agreement.
AMENDMENT NUMBER ONE TO THE SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT FOR TIMOTHY K. ZIMMERMANSupplemental Executive Retirement Agreement • July 1st, 2020 • Standard AVB Financial Corp. • State commercial banks • Pennsylvania
This Amendment Number One (the “Amendment”) to the Supplemental Executive Retirement Agreement, dated as of December 31, 2018, (the “SERP”) by and between Standard Bank, PaSB (the “Bank”) and Timothy K. Zimmerman (the “Executive”) is entered into as of June 30, 2020. Capitalized terms which are not defined herein shall have the same meaning as set forth in the SERP.
SEPARATION AGREEMENT AND FULL AND FINAL WAIVER, RELEASE AND DISMISSAL OF ALL CLAIMSSeparation Agreement • April 9th, 2018 • Standard AVB Financial Corp. • State commercial banks • Pennsylvania
This Separation Agreement and Full and Final Waiver, Release and Dismissal of All Claims ("Agreement") is entered into by and among Jason W. Ross (the "Executive"), Standard AVB Financial Corp. (the "Company") and Standard Bank, PaSB (the "Bank") on April 6, 2018. For purposes of this Agreement, the term "Company" and "Bank" shall also include the Company's and Bank's successors, and all of their respective parent companies, subsidiaries, affiliates, officers, directors, employees and agents.
