NAUGATUCK VALLEY FINANCIAL CORPORATION (a Maryland-chartered Stock Corporation) Up to 4,456,250 Shares (Subject to Increase Up to 5,124,688 Shares) COMMON STOCK ($0.01 Par Value) Subscription Price $8.00 Per Share AGENCY AGREEMENT May 13, 2011Agency Agreement • May 18th, 2011 • Naugatuck Valley Financial Corp • Savings institution, federally chartered • Maryland
EMPLOYMENT AGREEMENTEmployment Agreement • July 25th, 2014 • Naugatuck Valley Financial Corp • Savings institution, federally chartered • Connecticut
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of July 24, 2014, by and between NAUGATUCK VALLEY SAVINGS AND LOAN, a federally-chartered savings association (the “Bank”), and JAMES COTTER (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 4th, 2015 • Naugatuck Valley Financial Corp • Savings institution, federally chartered • Connecticut
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of June 3, 2015, by and between NAUGATUCK VALLEY SAVINGS AND LOAN, a federally-chartered savings association (the “Bank”), and WILLIAM C. CALDERARA (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 11th, 2010 • Naugatuck Valley Financial Corp • Connecticut
THIS AGREEMENT (the “Agreement”), is hereby entered into as of February 22, 2010, by and between NAUGATUCK VALLEY SAVINGS AND LOAN, a federally-chartered savings association (the “Bank”), and MATTHEW L. PROTO (the “Executive”).
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • June 4th, 2015 • Naugatuck Valley Financial Corp • Savings institution, federally chartered • Connecticut
This AGREEMENT (“Agreement”) is hereby entered into as of June 3, 2015, by and between NAUGATUCK VALLEY SAVINGS AND LOAN, a federally chartered savings association (the “Bank”)with its principal offices at 333 Church Street, Naugatuck, Connecticut 06770 MARK C. FOLEY (“Executive”).
STANDSTILL AGREEMENTStandstill Agreement • March 14th, 2014 • Naugatuck Valley Financial Corp • Savings institution, federally chartered • Connecticut
THIS STANDSTILL AGREEMENT (the “Agreement”), dated this 12th day of March 2014, is by and among Naugatuck Valley Financial Corporation (the “Company”) and Naugatuck Valley Savings and Loan (the “Bank,” and collectively with the Company, “Naugatuck Valley”), Stilwell Value Partners II, L.P. (“Stilwell Value Partners II”), Stilwell Value Partners VII, L.P. (“Stilwell Value Partners VII”), Stilwell Activist Fund, L.P. (“Activist Fund”), Stilwell Activist Investments, L.P. (“Activist Investments”), Stilwell Partners, L.P. (“Stilwell Partners”), Stilwell Value LLC (“Stilwell Value”), and Joseph Stilwell, an individual (collectively, the “Stilwell Group,” and each individually, a “Stilwell Group Member”), and Robert M. Bolton, an individual (the “Nominee”).
OFFICER’S DEATH BENEFIT AGREEMENTOfficer’s Death Benefit Agreement • March 14th, 2011 • Naugatuck Valley Financial Corp • Savings institution, federally chartered
THIS AGREEMENT, made this 22nd day of April 2003, by and between Naugatuck Valley Savings and Loan, S.B., a banking corporation organized and existing under the laws of the United States of America, hereinafter referred to as the “Bank”, and John C. Roman, hereinafter referred to as the “Officer”.
AGREEMENT BY AND BETWEEN Naugatuck Valley Savings and Loan Naugatuck, CT and The Comptroller of the CurrencyRegulatory Agreement • January 20th, 2012 • Naugatuck Valley Financial Corp • Savings institution, federally chartered
Naugatuck Valley Savings and Loan, Naugatuck, Connecticut (“Association”) and the Comptroller of the Currency of the United States of America (“Comptroller”) wish to protect the interests of the depositors, other customers, and the shareholder of the Association, and, toward that end, wish the Association to operate safely and soundly and in accordance with all applicable laws, rules and regulations.
AGREEMENTAgreement • April 7th, 2015 • Naugatuck Valley Financial Corp • Savings institution, federally chartered
THIS AGREEMENT (the “Agreement”), dated this 6th day of April 2015, is by and among Naugatuck Valley Financial Corporation (the “Company”) and Naugatuck Valley Savings and Loan (the “Bank,” and collectively with the Company, “Naugatuck Valley”), Seidman and Associates, LLC, Seidman Investment Partnership, LP, Seidman Investment Partnership II, LP, LSBK06-08, LLC, Broad Park Investors, LLC, CBPS, LLC, 2514 Multi-Strategy Fund, LP, Veteri Place Corporation, Sonia Seidman, an individual, and Lawrence Seidman, an individual (the “Nominee” and collectively, the “Seidman Group,” and each individually, a “Seidman Group Member”).
AGREEMENT AND PLAN OF MERGER BY AND BETWEEN LIBERTY BANK AND NAUGATUCK VALLEY FINANCIAL CORPORATION DATED AS OF JUNE 3, 2015Merger Agreement • June 4th, 2015 • Naugatuck Valley Financial Corp • Savings institution, federally chartered • Connecticut
This AGREEMENT AND PLAN OF MERGER dated as of June 3, 2015 (this “Agreement”) is by and between LIBERTY BANK, a Connecticut-chartered mutual savings bank (“Liberty”), and NAUGATUCK VALLEY FINANCIAL CORPORATION (the “Company”), a Maryland corporation.
AGREEMENTAgreement • March 27th, 2014 • Naugatuck Valley Financial Corp • Savings institution, federally chartered • Connecticut
THIS AGREEMENT (the “Agreement”), dated this 21st day of March 2014, is by and among Naugatuck Valley Financial Corporation (the “Company”) and Naugatuck Valley Savings and Loan (the “Bank,” and collectively with the Company, “Naugatuck Valley”), Seidman and Associates, LLC, Seidman Investment Partnership, LP, Seidman Investment Partnership II, LP, LSBK06-08, LLC, Broad Park Investors, LLC, CBPS, LLC, 2514 Multi-Strategy Fund, LP, Veteri Place Corporation, Sonia Seidman, an individual, and Lawrence Seidman, an individual (the “Nominee” and collectively, the “Seidman Group,” and each individually, a “Seidman Group Member”).
