Spirit of Texas Bancshares, Inc. (a Texas corporation) 2,000,000 Shares of Common Stock (No Par Value per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • July 25th, 2019 • Spirit of Texas Bancshares, Inc. • State commercial banks • New York
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • April 6th, 2018 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
This Indemnification Agreement (“Agreement”) is made as of [ ] by and between Spirit of Texas Bancshares, Inc., a Texas corporation (the “Company”), and [ ] (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company and Indemnitee covering the subject matter of this Agreement (other than employment agreements that also contain indemnification provisions).
FORM OF SUBORDINATED NOTE PURCHASE AGREEMENTSubordinated Note Purchase Agreement • July 27th, 2020 • Spirit of Texas Bancshares, Inc. • State commercial banks • New York
FRBNY states that it obtains information from DTCC Solutions LLC, an affiliate of DTCC. FRBNY currently publishes SOFR daily on its website at https://apps.newyorkfed.org/markets/autorates/sofr. FRBNY states on its publication page for SOFR that use of SOFR is subject to important disclaimers, limitations and indemnification obligations, including that FRBNY may alter the methods of calculation, publication schedule, rate revision practices or availability of SOFR at any time without notice. The foregoing Internet website is an inactive textual reference only.
EXECUTIVE EMPLOYMENT AGREEMENT (TIER II)Executive Employment Agreement • January 4th, 2022 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
This Executive Employment Agreement (this “Agreement”) is by and between Spirit of Texas Bancshares, Inc., a Texas corporation (the “Company”), and Allison Johnson, an individual (referred to herein as “Executive” or “you”), and shall be effective as of November 19, 2020 (the “Effective Date”).
SUPPORT AND NON-COMPETITION AGREEMENTSupport and Non-Competition Agreement • November 19th, 2021 • Spirit of Texas Bancshares, Inc. • State commercial banks • Arkansas
This SUPPORT AND NON-COMPETITION AGREEMENT, dated as of November 18, 2021 (this “Agreement”), by and among Simmons First National Corporation, an Arkansas corporation (“Buyer”), Spirit of Texas Bancshares, Inc. (“Seller”), a Texas corporation, and the undersigned [officer][director] (the “Individual”) of Seller.
AGREEMENT AND PLAN OF MERGER BY AND BETWEEN SIMMONS FIRST NATIONAL CORPORATION AND SPIRIT OF TEXAS BANCSHARES, INC. Dated as of November 18, 2021Merger Agreement • November 19th, 2021 • Spirit of Texas Bancshares, Inc. • State commercial banks
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of November 18, 2021, by and between Simmons First National Corporation, an Arkansas corporation (“Buyer”), and Spirit of Texas Bancshares, Inc., a Texas corporation (“Seller”).
NONQUALIFIED SUPPLEMENTAL DEFERRED COMPENSATION PLAN - PLAN DOCUMENT -Nonqualified Supplemental Deferred Compensation Plan • April 6th, 2018 • Spirit of Texas Bancshares, Inc. • State commercial banks
This document and the accompanying adoption agreement have not been approved by the Department of Labor, Internal Revenue Service, Securities Exchange Commission, or any other governmental entity. Employers may not rely on this document or the accompanying adoption agreement to ensure any particular tax consequences with respect to the Employer’s particular situation, nor do these documents constitute legal or tax advice. Pen-Cal and its employees cannot provide legal or tax advice in connection with these documents. Employers must determine the extent to which the Plan is subject to Federal or state securities laws. You should have your attorney review this document and the accompanying adoption agreement before adopting the documents. This document and the accompanying adoption agreement cannot be used in order to avoid penalties that may be imposed on the taxpayer.
VOTING AGREEMENTVoting Agreement • November 28th, 2018 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
This VOTING AGREEMENT (this “Agreement”), dated as of November 27, 2018, is executed by and among Spirit of Texas Bancshares, Inc., a Texas corporation (“Spirit”), First Beeville Financial Corporation, a Texas corporation (the “Company”), and the shareholders of the Company who are signatories hereto (referred to herein individually as a “Shareholder” and collectively as the “Shareholders”). Terms with their initial letters capitalized and not otherwise defined herein have the meanings given to them in the Reorganization Agreement (as defined below).
AMENDMENT TO EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • November 24th, 2021 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
This Amendment (“Amendment”), effective as of November 18, 2021, by and between Spirit of Texas Bancshares, Inc., a Texas corporation (the “Company”), and Dean O. Bass, an individual (the “Executive”), amends that certain Executive Employment Agreement between Executive and the Company, dated as of February 2, 2021 (the “Agreement”). Together the Company and Executive are the “Parties” and each is a “Party”.
DIRECTOR SUPPORT AGREEMENTDirector Support Agreement • November 28th, 2018 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
This DIRECTOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of November 27, 2018 (the “Execution Date”), by and between Spirit of Texas Bancshares, Inc., a Texas corporation (“Spirit”), First Beeville Financial Corporation, a Texas corporation (the “Company”), and [ ], an individual resident of the State of [ ] (the “Undersigned”). Terms with their initial letters capitalized and not otherwise defined herein have the meanings given to them in the Reorganization Agreement (as defined below).
RESTRICTIVE COVENANT AGREEMENTRestrictive Covenant Agreement • November 24th, 2021 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
This Restrictive Covenant Agreement (this “Agreement”), dated as of November 18, 2021 (the “Effective Date”), is entered into by Spirit of Texas Bancshares, Inc. a Texas corporation (the “Company”), and Dean O. Bass (“Executive”).
SPIRIT OF TEXAS BANCSHARES, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 24th, 2019 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
This Registration Rights Agreement (this “Agreement”) is made and entered into as of July 24, 2019, by and among Spirit of Texas Bancshares, Inc., a Texas corporation (“STXB”), and Kidd Partners, Ltd., a Texas limited partnership (“KPL”).
FORM OF DIRECTOR SUPPORT AGREEMENTDirector Support Agreement • July 24th, 2019 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
This DIRECTOR SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of July [ ], 2019 (the “Execution Date”), by and between Spirit of Texas Bancshares, Inc. (“STXB”), a Texas corporation, Chandler Bancorp, Inc. (“CBI”), a Texas corporation, and [ ], a natural person (the “Undersigned”). Terms with their initial letters capitalized and not otherwise defined herein have the meanings given to them in the Reorganization Agreement (as defined below).
AGREEMENT AND PLAN OF REORGANIZATION by and between SPIRIT OF TEXAS BANCSHARES, INC. and FIRST BEEVILLE FINANCIAL CORPORATION Dated as of November 27, 2018Merger Agreement • November 28th, 2018 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
This Agreement and Plan of Reorganization (“Agreement”) dated as of November 27, 2018, is by and between Spirit of Texas Bancshares, Inc. (“Spirit”), a Texas corporation and bank holding company registered under the Bank Holding Company Act of 1956, as amended (the “BHC Act”), and First Beeville Financial Corporation (“Beeville”), a Texas corporation and bank holding company registered under the BHC Act.
AGREEMENT AND PLAN OF REORGANIZATION by and between SPIRIT OF TEXAS BANCSHARES, INC. and COMANCHE NATIONAL CORPORATION Dated as of July 19, 2018Merger Agreement • July 19th, 2018 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
This Agreement and Plan of Reorganization (“Agreement”) dated as of July 19, 2018, is by and between Spirit of Texas Bancshares, Inc. (“Spirit”), a Texas corporation and bank holding company registered under the Bank Holding Company Act of 1956, as amended (the “BHC Act”), and Comanche National Corporation (“Comanche”), a Texas corporation and bank holding company registered under the BHC Act.
BRANCH PURCHASE AND ASSUMPTION AGREEMENT by and between SPIRIT OF TEXAS BANK, SSB College Station, Texas and SIMMONS BANK Pine Bluff, Arkansas Dated as of December 20, 2019Branch Purchase and Assumption Agreement • December 23rd, 2019 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
THIS BRANCH PURCHASE AND ASSUMPTION AGREEMENT (this “Agreement”) is made and entered into as of December 20, 2019, by and between Spirit of Texas Bank, SSB, a Texas state savings bank having its principal office in College Station, Texas (“Buyer”), and Simmons Bank, an Arkansas state member bank having its principal office in Pine Bluff, Arkansas (“Seller”).
ContractWarrant Agreement • March 12th, 2018 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
THIS WARRANT AND THE SECURITIES ISSUABLE UPON THE EXERCISE HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED. THEY MAY NOT BE SOLD, OFFERED FOR SALE, PLEDGED, HYPOTHECATED, OR OTHERWISE TRANSFERRED EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR AN OPINION OF COUNSEL SATISFACTORY TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER SUCH ACT OR UNLESS SOLD PURSUANT TO RULE 144 UNDER SUCH ACT.
SPIRIT OF TEXAS BANCSHARES, INC. INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • March 12th, 2018 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
THIS INCENTIVE STOCK OPTION AGREEMENT (this “Agreement”) is entered into by and between Spirit of Texas Bancshares, Inc., a Texas corporation (the “Company”), and __________________ (the “Participant”) on this the _____ day of _______________, 20___.
SPIRIT OF TEXAS BANCSHARES, INC. RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • April 6th, 2018 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
This Restricted Stock Agreement (this “Agreement”) is entered into by and between Spirit of Texas Bancshares, Inc., a Texas corporation (the “Company”), and _________________ (the “Participant”) on this the _____ day of __________, 20___.
ST FINANCIAL GROUP, INC. NOTICE OF RESTRICTED STOCK UNIT AWARDRestricted Stock Unit Award Agreement • July 3rd, 2019 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
Subject to the terms and conditions of this Notice of Restricted Stock Unit Award (this “Notice”), the Restricted Stock Unit Award Agreement attached hereto (the “Award Agreement”), and the ST Financial Group, Inc. 2017 Stock Incentive Plan (the “Plan”), the below individual (the “Participant”) is hereby granted the below number of Restricted Stock Units (the “RSUs”) in Spirit of Texas Bancshares, Inc. f/k/a ST Financial Group, Inc., a Texas corporation (the “Company”). Unless otherwise specifically indicated, all terms used in this Notice have the meanings set forth in the Award Agreement or the Plan.
AGREEMENT AND PLAN OF REORGANIZATION by and between SPIRIT OF TEXAS BANCSHARES, INC. and CHANDLER BANCORP, INC., and joined in by KIDD PARTNERS, LTD. Dated as of July 24, 2019Merger Agreement • July 24th, 2019 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
This Agreement and Plan of Reorganization (“Agreement”), dated as of July 24, 2019, is by and between Spirit of Texas Bancshares, Inc. (“STXB”), a Texas corporation and bank holding company registered under the Bank Holding Company Act of 1956, as amended (the “BHC Act”), and Chandler Bancorp, Inc. (“CBI”), a Texas corporation and bank holding company registered under the BHC Act, and joined in by Kidd Partners, Ltd. (“KPL”), a Texas limited partnership, as the sole shareholder of CBI.
SPIRIT OF TEXAS BANCSHARES, INC. NON-QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • March 12th, 2018 • Spirit of Texas Bancshares, Inc. • State commercial banks • Texas
THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) is entered into by and between Spirit of Texas Bancshares, Inc., a Texas corporation (the “Company”), and __________________ (the “Participant”) on this the _____ day of _______________, 20___.
•] Shares SPIRIT OF TEXAS BANCSHARES, INC. COMMON STOCK (no par value) UNDERWRITING AGREEMENTUnderwriting Agreement • April 26th, 2018 • Spirit of Texas Bancshares, Inc. • State commercial banks • New York
