FORM OF REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 29th, 2018 • RBB Bancorp • State commercial banks • New York
This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of November 29, 2018 and is made by and among RBB Bancorp, a California corporation (the “Company”), and the several purchasers of the Subordinated Notes (as defined below) identified on the signature pages to the Purchase Agreement (as defined below) (collectively, the “Purchasers”).
RBB BANCORP As Issuer, and UMB Bank National Association As Trustee INDENTURE Dated as of November 29, 2018Indenture • November 29th, 2018 • RBB Bancorp • State commercial banks • New York
SUBORDINATED NOTE PURCHASE AGREEMENTSubordinated Note Purchase Agreement • November 29th, 2018 • RBB Bancorp • State commercial banks • New York
This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of November 29, 2018, and is made by and among RBB Bancorp, a California corporation (“Company”), and the several purchasers of the Subordinated Notes identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).
AGREEMENT AND PLAN OF MERGER by and between FIRST AMERICAN INTERNATIONAL CORP. and RBB BANCORP Dated as of April 23, 2018Merger Agreement • April 23rd, 2018 • RBB Bancorp • State commercial banks • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of April 23, 2018 (this “Agreement”), by and between First American International Corp., a New York bank holding company (the “Company”), and RBB Bancorp, a California bank holding company (“Parent”).
EMPLOYMENT AGREEMENTEmployment Agreement • December 11th, 2023 • RBB Bancorp • State commercial banks
THIS EMPLOYMENT AGREEMENT is effective as of December 7, 2023 between ROYAL BUSINESS BANK, a California state banking corporation (the “Bank”), RBB BANCORP, (the “Bancorp”), a California corporation, (collectively referred to as the “Company”) with their principal offices at 1055 Wilshire Boulevard, 12th floor, Suite 1200, Los Angeles, California 90017(hereinafter “Bank”), and LYNN M. HOPKINS (hereinafter “Executive”) whose present RESIDENCE address is 6210 Parima Street, Long Beach, California 90803. Executive may be carried on the records of the Bank as an employee and Executive’s compensation shall be paid by the Bank, subject to the Bank’s right of reimbursement from the Bancorp under other agreements to which the Executive is not a party.
FIRST AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • May 9th, 2022 • RBB Bancorp • State commercial banks • California
This First Amendment of Employment Agreement ("First Amendment") is made and effective as of this 22nd day of October 2021, by and between ROYAL BUSINESS BANK ("Bank"), RBB Bancorp (the “Company”) and Mr. Jeffrey Yeh ("Executive"). This First Amendment is made with specific reference to the following facts:
RBB BANCORP Underwriting AgreementUnderwriting Agreement • March 26th, 2021 • RBB Bancorp • State commercial banks • New York
RBB Bancorp, a California corporation (the “Company”) confirms its agreement with the several Underwriters listed on Schedule I hereto (the “Underwriters”), for whom you are acting as representative (the “Representative”), with respect to the issue and sale by the Company, and the purchase by the Underwriters, acting severally and not jointly, of the respective principal amounts set forth in Schedule I of $120,000,000 in aggregate principal amount of the Company’s 4.00% Fixed-to-Floating Rate Subordinated Notes due 2031 (the “Securities”). The Securities are to be issued pursuant to the Subordinated Indenture dated as of March 26, 2021 (the “Base Indenture”), by and between the Company and Wilmington Trust, National Association, as trustee (the “Trustee”), as supplemented by a supplemental indenture, to be dated as of March 26, 2021 (the “Supplemental Indenture”), by and between the Company and the Trustee (the Base Indenture, as supplemented by the Supplemental Indenture, the “Indentu
RBB BANCORP AWARD AGREEMENT FOR EMPLOYEES – RESTRICTED STOCK UNITS UNDER THE 2017 OMNIBUS STOCK INCENTIVE PLANAward Agreement for Employees – Restricted Stock Units • April 4th, 2022 • RBB Bancorp • State commercial banks • California
THIS AWARD AGREEMENT FOR EMPLOYEES – RESTRICTED STOCK UNITS (this “Agreement”), dated as of _______________, is between RBB Bancorp, a California corporation (the “Company”), and the individual identified on the signature page hereof (the “Participant”).
RBB Bancorp Restricted Stock Award AgreementRestricted Stock Award Agreement • May 3rd, 2017 • RBB Bancorp • State commercial banks • California
Congratulations on your selection as a Participant of the RBB Bancorp 2017 Omnibus Stock Incentive Plan (the “Plan”). This Agreement and the Plan together govern your rights under the Plan and set forth all of the conditions and limitations affecting such rights. Terms used in this Agreement that are defined in the Plan shall have the meanings ascribed to them in the Plan. If there is any inconsistency between the terms of this Agreement and the terms of the Plan, the Plan’s terms shall supersede and replace the conflicting terms of this Agreement.
·] Shares RBB Bancorp Common Stock no par value per share Underwriting AgreementUnderwriting Agreement • July 12th, 2017 • RBB Bancorp • State commercial banks • New York
RBB Bancorp, a California corporation (the “Company”), proposes to issue and sell, and the persons listed in Schedule II hereto (the “Selling Shareholders”), acting severally and not jointly, propose to sell, subject to the terms and conditions stated herein, to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom Sandler O’Neill & Partners, L.P. is acting as representative (the “Representative”), an aggregate of 3,000,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 450,000 additional shares (the “Optional Shares”) of the common stock, no par value per share (“Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”). A primary purpose of the proposed offering is to support the long-term growth of the Company and Royal Business Bank (the “Bank”), a California state chartered bank, as set forth in the Registration S
INDEMNITY AGREEMENTIndemnification Agreement • June 28th, 2017 • RBB Bancorp • State commercial banks
THIS AGREEMENT is made as of the date of , 20 by and between ROYAL BUSINESS BANK, a state-chartered banking corporation (the “RBB”), and (“Indemnitee”), a director and/or officer of TFC Holding Company (“TFC”) or TomatoBank (the “Bank”), with reference to the following facts:
RBB BANCORP 2017 OMNIBUS STOCK INCENTIVE PLAN2017 Omnibus Stock Incentive Plan • May 3rd, 2017 • RBB Bancorp • State commercial banks • California
RBB Bancorp Stock Appreciation Rights Award AgreementStock Appreciation Rights Award Agreement • June 28th, 2017 • RBB Bancorp • State commercial banks
THIS AGREEMENT (the “Agreement”) effective , represents the grant of Stock Appreciation Rights (“SARs”) by RBB Bancorp, a California corporation (the “Company”), to the Participant named above, pursuant to the provisions of the Plan. SARs represent the right to receive the aggregate dollar value of appreciation (“Appreciation”) in the Fair Market Value, as defined in the Plan, of the Company’s Common Stock on the number of shares (the “Granted Shares”) set forth above. The Appreciation shall be completed by multiplying (A) the excess, if any of (i) the Fair Market Value of a share of Stock on the Exercise Date (as defined below), over (ii) the Fair Market Value of a share of Stock on the Grant Date (the “Grant Price”), times (B) the number of Granted Shares exercised. The Appreciation may be payable by the Company in cash, shares of Stock, or any combination thereof, as determined in this Agreement, or preclude the right of the Participant to receive and the Company to issue shares of
AGREEMENT AND PLAN OF MERGER BY AND AMONGMerger Agreement • November 12th, 2019 • RBB Bancorp • State commercial banks • California
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”), effective as of September 5, 2019, by and among RBB Bancorp (“RBB Bancorp”), Royal Business Bank (“RBB”), PGB Holdings, Inc. (“PGB”), and Pacific Global Bank (“Bank”), is entered into with respect to the following:
SECOND AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • November 25th, 2024 • RBB Bancorp • State commercial banks
This Second Amendment of Employment Agreement ("Second Amendment") is made and effective as of this 20th day of November 2024, by and between ROYAL BUSINESS BANK ("Bank"), RBB BANCORP (the “Company”) and MR. GARY FAN ("Executive"). This Second Amendment is made with specific reference to the following facts:
RBB Bancorp Performance Share Award Agreement (Performance Period __________ – _______________)Performance Share Award Agreement • May 9th, 2024 • RBB Bancorp • State commercial banks
THIS AGREEMENT (the “Agreement”) effective _________________, 20__, represents the grant of Performance Stock Units by RBB Bancorp, a California corporation (the “Company”), to the Participant named above, pursuant to the provisions of the Plan.
INDEMNITY AGREEMENTIndemnification Agreement • June 28th, 2017 • RBB Bancorp • State commercial banks
THIS AGREEMENT is made as of the date of , by and between RBB BANCORP, a California corporation (the “Company”), and (“Indemnitee”), a director and/or officer of the Company, with reference to the following facts:
FIRST AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2024 • RBB Bancorp • State commercial banks
This First Amendment of Employment Agreement ("First Amendment") is made and effective as of this 25th day of March 2024, by and between ROYAL BUSINESS BANK ("Bank"), RBB BANCORP (the "Company") and MR. GARY FAN ("Executive"). This First Amendment is made with specific reference to the following facts:
SECOND AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • December 19th, 2024 • RBB Bancorp • State commercial banks
This Second Amendment of Employment Agreement ("Second Amendment") is made and effective as of this 18th day of December 2024, by and between ROYAL BUSINESS BANK ("Bank"), RBB BANCORP (the “Company”) and MR. JOHNNY LEE ("Executive"). This Second Amendment is made with specific reference to the following facts:
SECOND AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2024 • RBB Bancorp • State commercial banks
This Second Amendment of Employment Agreement ("Second Amendment") is made and effective as of this 25th day of March 2024, by and between ROYAL BUSINESS BANK ("Bank"), RBB BANCORP (the “Company”) and MR. I-MING (VINCENT) LIU ("Executive"). This Second Amendment is made with specific reference to the following facts:
SECOND AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2024 • RBB Bancorp • State commercial banks
This Second Amendment of Employment Agreement ("Second Amendment") is made and effective as of this 25th day of March 2024, by and between ROYAL BUSINESS BANK ("Bank"), RBB BANCORP (the “Company”) and Mr. JEFFREY YEH ("Executive"). This Second Amendment is made with specific reference to the following facts:
EMPLOYMENT AGREEMENTEmployment Agreement • December 19th, 2024 • RBB Bancorp • State commercial banks
THIS EMPLOYMENT AGREEMENT is effective as of December 19, 2024 between ROYAL BUSINESS BANK, a California state banking corporation (the “Bank”), RBB BANCORP, (the “Bancorp”), a California corporation, (collectively referred to as the “Company”) with their principal offices at 1055 Wilshire Boulevard, 12th floor, Suite 1200, Los Angeles, California 90017, and MINA RIZKALLA (hereinafter “Executive”) whose present address is 1055 Wilshire Boulevard, 12th floor, Suite 1200, Los Angeles, California 90017. Executive may be carried on the records of the Bank as an employee and Executive’s compensation shall be paid by the Bank, subject to the Bank’s right of reimbursement from the Bancorp under other agreements to which the Executive is not a party.
AGREEMENT AND PLAN OF MERGER BY AND BETWEEN RBB BANCORP, ROYAL BUSINESS BANK, TFC HOLDING COMPANY AND TOMATOBANK Effective as of November 10, 2015Merger Agreement • June 28th, 2017 • RBB Bancorp • State commercial banks • California
THIS AGREEMENT AND PLAN OF MERGER (“Agreement”), effective as of , 2015 by and between RBB Bancorp (“RBB Bancorp”), Royal Business Bank (“RBB”), TFC Holding Company (“TFC”), and TomatoBank (“Bank”), is entered into with respect to the following:
FIRST AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • November 25th, 2024 • RBB Bancorp • State commercial banks
This First Amendment of Employment Agreement ("First Amendment") is made and effective as of this 20th day of November 2024, by and between ROYAL BUSINESS BANK ("Bank"), RBB BANCORP (the “Company”) and MR. JOHNNY LEE ("Executive"). This First Amendment is made with specific reference to the following facts:
3,750,000 Shares RBB Bancorp Common Stock no par value per share Underwriting AgreementUnderwriting Agreement • July 26th, 2017 • RBB Bancorp • State commercial banks • New York
RBB Bancorp, a California corporation (the “Company”), proposes to issue and sell, and the persons listed in Schedule II hereto (the “Selling Shareholders”), acting severally and not jointly, propose to sell, subject to the terms and conditions stated herein, to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom Sandler O’Neill & Partners, L.P. is acting as representative (the “Representative”), an aggregate of 3,750,000 shares (the “Firm Shares”) and, at the election of the Underwriters, up to 562,500 additional shares (the “Optional Shares”) of the common stock, no par value per share (“Stock”), of the Company (the Firm Shares and the Optional Shares that the Underwriters elect to purchase pursuant to Section 2 hereof are herein collectively called the “Shares”). A primary purpose of the proposed offering is to support the long-term growth of the Company and Royal Business Bank (the “Bank”), a California state chartered bank, as set forth in the Registration S
RBB Bancorp Option Award AgreementOption Award Agreement • June 28th, 2017 • RBB Bancorp • State commercial banks
THIS AGREEMENT, effective as of the Date of Grant set forth above, represents the grant of stock options by RBB Bancorp, a California corporation (the “Company”) to the Participant named above, pursuant to the provisions of the RBB Bancorp 2017 Omnibus Stock Incentive Plan (“Plan”).
RBB Bancorp Performance Share Award Agreement (Performance Period - )Performance Share Award Agreement • June 28th, 2017 • RBB Bancorp • State commercial banks
THIS AGREEMENT (the “Agreement”) effective , represents the grant of Performance Shares by RBB Bancorp, a California corporation (the “Company”), to the Participant named above, pursuant to the provisions of the Plan.
EMPLOYMENT AGREEMENTEmployment Agreement • April 22nd, 2024 • RBB Bancorp • State commercial banks
THIS EMPLOYMENT AGREEMENT is effective as of April 22, 2024 between ROYAL BUSINESS BANK, a California state banking corporation (the “Bank”), RBB BANCORP, (the “Bancorp”), a California corporation, (collectively referred to as the “Company”) with their principal offices at 1055 Wilshire Boulevard, 12th floor, Suite 1200, Los Angeles, California 90017 (hereinafter “Bank”), and LYNN M. HOPKINS (hereinafter “Executive”) whose principal office is at 1055 Wilshire Boulevard, 12th floor, Suite 1200, Los Angeles, California 90017. Executive may be carried on the records of the Bank as an employee and Executive’s compensation shall be paid by the Bank, subject to the Bank’s right of reimbursement from the Bancorp under other agreements to which the Executive is not a party.
RBB BANCORP AWARD AGREEMENT FOR DIRECTORS ONLY – RESTRICTED STOCK UNITS UNDER THE 2017 OMNIBUS STOCK INCENTIVE PLANAward Agreement for Directors Only – Restricted Stock Units • April 4th, 2022 • RBB Bancorp • State commercial banks • California
THIS AWARD AGREEMENT FOR DIRECTORS ONLY – RESTRICTED STOCK UNITS (this “Agreement”), dated as of _______________, is between RBB Bancorp, a California corporation (the “Company”), and the individual identified on the signature page hereof (the “Participant”).
ContractStock Option Agreement • June 28th, 2017 • RBB Bancorp • State commercial banks
OPTIONEES TO WHOM INCENTIVE STOCK OPTIONS ARE GRANTED MUST MEET CERTAIN HOLDING PERIOD AND EMPLOYMENT REQUIREMENTS FOR FAVORABLE TAX TREATMENT.
SECOND AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • May 11th, 2023 • RBB Bancorp • State commercial banks
This Second Amendment of Employment Agreement ("Second Amendment") is made and effective as of this 11th day of May 2023, by and between ROYAL BUSINESS BANK ("Bank"), RBB Bancorp (the “Company”) and Mr. David R. Morris ("Executive"). This Second Amendment is made with specific reference to the following facts:
THRID AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • November 25th, 2024 • RBB Bancorp • State commercial banks
This Third Amendment of Employment Agreement ("Third Amendment") is made and effective as of this 20th day of November 2024, by and between ROYAL BUSINESS BANK ("Bank"), RBB BANCORP (the “Company”) and MR. JEFFREY YEH ("Executive"). This Third Amendment is made with specific reference to the following facts:
FOURTH AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • November 25th, 2024 • RBB Bancorp • State commercial banks
This Fourth Amendment of Employment Agreement ("Fourth Amendment") is made and effective as of this 20th day of November 2024, by and between ROYAL BUSINESS BANK ("Bank"), RBB BANCORP (the “Company”) and MR. DAVID R. MORRIS ("Executive"). This Fourth Amendment is made with specific reference to the following facts:
THIRD AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • March 29th, 2024 • RBB Bancorp • State commercial banks
This Third Amendment of Employment Agreement ("Third Amendment") is made and effective as of this 25th day of March 2024, by and between ROYAL BUSINESS BANK ("Bank"), RBB BANCORP (the “Company”) and MR. DAVID R. MORRIS ("Executive"). This Third Amendment is made with specific reference to the following facts:
THIRD AMENDMENT OF EMPLOYMENT AGREEMENTEmployment Agreement • November 25th, 2024 • RBB Bancorp • State commercial banks
This Third Amendment of Employment Agreement ("Third Amendment") is made and effective as of this 20th day of November 2024, by and between ROYAL BUSINESS BANK ("Bank"), RBB BANCORP (the “Company”) and MR. I-MING (VINCENT) LIU ("Executive"). This third Amendment is made with specific reference to the following facts:
