RIVERVIEW FINANCIAL CORPORATION REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 20th, 2020 • Castle Creek Capital Partners VI, LP • National commercial banks • Pennsylvania
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 20, 2017, by and among Riverview Financial Corporation, a Pennsylvania corporation (the “Company”), and the purchaser(s) signatory hereto (each a “Registration Rights Purchaser” and collectively, the “Registration Rights Purchasers”).
EXCHANGE AGREEMENT by and between RIVERVIEW FINANCIAL CORPORATION and CASTLE CREEK CAPITAL PARTNERS VI, LP Dated as of April 15, 2020Exchange Agreement • April 20th, 2020 • Castle Creek Capital Partners VI, LP • National commercial banks • Delaware
This EXCHANGE AGREEMENT (this “Agreement”) is made and entered into as of April 15, 2020 by and between Riverview Financial Corporation, a Pennsylvania corporation (the “Company”), and Castle Creek Capital Partners VI, LP, a Delaware limited partnership (the “Investor”).
JOINT FILING AGREEMENTJoint Filing Agreement • December 9th, 2022 • Castle Creek Capital Partners VI, LP • State commercial banks
The undersigned hereby agree that this Schedule 13D, dated December 9, 2022 , with respect to the common stock, no par value, of Middlefield Banc Corp., an Ohio corporation, is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
TRINITY CAPITAL CORPORATIONCastle Creek Capital Partners VI, LP • December 20th, 2016 • National commercial banks • New York
Reference is made to the Stock Purchase Agreement by and among Trinity Capital Corporation, a New Mexico corporation (the “Corporation”), Castle Creek Capital Partners VI, L.P., a Delaware limited partnership (the “VCOC Investor”), Patriot Financial Partners II, L.P. a Delaware limited partnership, Patriot Financial Partners Parallel II, L.P., a Delaware limited partnership, and Strategic Value Bank Partners LLC, dated as of September 8, 2016 (the “Stock Purchase Agreement”), pursuant to which the VCOC Investor agreed to purchase from the Corporation shares of its voting common stock, no par value per share (the “Common Stock”), and shares of its Series C Convertible Perpetual Preferred Stock, no par value per share (the “Series C Preferred Stock”). Capitalized terms used herein without definition shall have the respective meanings in the Stock Purchase Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • June 4th, 2020 • Castle Creek Capital Partners VI, LP • National commercial banks
The undersigned hereby agree that this Schedule 13D, dated June 4, 2020, with respect to the common stock, par value $1.00 per share, of the Bancorp, Inc., a Delaware corporation, is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
January 20, 2017Castle Creek Capital Partners VI, LP • April 20th, 2020 • National commercial banks • Pennsylvania
SECURITIES PURCHASE AGREEMENT dated August 2, 2018 by and among LIBERTY BANCSHARES, INC. and THE PURCHASERS IDENTIFIED ON THE SIGNATURE PAGES HERETO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • December 9th, 2022 • Castle Creek Capital Partners VI, LP • State commercial banks • Ohio
This Securities Purchase Agreement (this “Agreement”) is dated as of August 2, 2018, by and among Liberty Bancshares, Inc., an Ohio corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
The Bancorp, Inc.Castle Creek Capital Partners VI, LP • August 25th, 2017 • National commercial banks • Delaware
Reference is made to the Securities Purchase Agreement by and between The Bancorp, Inc., a Delaware corporation (the “Corporation”), and Castle Creek Capital Partners VI, L.P., a Delaware limited partnership (the “VCOC Investor”), dated as of August 5, 2016 (the “Securities Purchase Agreement”), pursuant to which the VCOC Investor agreed to purchase from the Corporation shares of its voting common stock, $1.00 par value per share (the “Common Stock”). Capitalized terms used herein without definition shall have the respective meanings in the Securities Purchase Agreement.
VCOC LETTER AGREEMENT MIDDLEFIELD BANC CORP. 15985 EAST HIGH STREET MIDDLEFIELD, OH 44062 May 26, 2022Vcoc Letter Agreement • December 9th, 2022 • Castle Creek Capital Partners VI, LP • State commercial banks
VCOC Letter Agreement HCSB Financial Corporation 5009 Broad Street Loris, SC 29569 April 11, 2016Vcoc Letter Agreement • April 13th, 2016 • Castle Creek Capital Partners VI, LP • Savings institution, federally chartered • New York
Reference is made to the Stock Purchase Agreement by and between HCSB Financial Corporation, a South Carolina corporation (the “Corporation”), and Castle Creek Capital Partners VI, L.P., a Delaware limited partnership (the “VCOC Investor”), dated as of March 2, 2016 (the “Stock Purchase Agreement”), pursuant to which the VCOC Investor agreed to purchase from the Corporation shares of its voting common stock, $0.01 par value per share (the “Common Stock”), and shares of its Series A Convertible Perpetual Preferred Stock, $0.01 par value per share (the “Series A Preferred Stock”). Capitalized terms used herein without definition shall have the respective meanings in the Stock Purchase Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • April 13th, 2016 • Castle Creek Capital Partners VI, LP • Savings institution, federally chartered
The undersigned hereby agree that this Schedule 13D, dated April 12, 2016, with respect to the common stock, par value $0.01 per share, of HCSB Financial Corporation, a South Carolina corporation, is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
January 20, 2017Purchase Agreement • April 20th, 2020 • Castle Creek Capital Partners VI, LP • National commercial banks • Pennsylvania
Reference is made to that certain Stock Purchase Agreement, dated as of January 17, 2017 (the “Purchase Agreement”), between Riverview Financial Corporation, a Pennsylvania corporation (the “Company”), Castle Creek Capital Partners, VI, L.P. (“Castle Creek”) and the other purchasers identified on the signature pages thereto (together with Castle Creek, the “Purchasers”). In connection with the execution and delivery of the Purchase Agreement, the Company and Castle Creek are contemporaneously entering into this agreement (the “Side Letter Agreement”) and, as such, the parties hereto acknowledge and agree that this Side Letter Agreement shall remain in full force and effect notwithstanding the execution and delivery of the Purchase Agreement. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • December 20th, 2016 • Castle Creek Capital Partners VI, LP • National commercial banks
The undersigned hereby agree that this Schedule 13D, dated December 20, 2016, with respect to the Common Stock, no par value, of Trinity Capital Corporation, a New Mexico corporation, is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
The Bancorp, Inc. 409 Silverside Road Wilmington, DE 19809 August 5, 2016Castle Creek Capital Partners VI, LP • August 25th, 2017 • National commercial banks • Delaware
Reference is made to that certain Securities Purchase Agreement, dated as August 5, 2016 (the “Purchase Agreement”), between The Bancorp, Inc., a Delaware corporation (the “Company”), and the purchasers identified on the signature pages thereto (the “Purchasers”). In connection with the execution and delivery of the Purchase Agreement, the Company and Castle Creek Capital Partners, VI, L.P. (“Castle Creek”) are contemporaneously entering into this agreement (this “Side Letter Agreement”) and, as such, the parties hereto acknowledge and agree that this Side Letter Agreement shall remain in full force and effect notwithstanding the execution and delivery of the Purchase Agreement. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement.
STOCK AWARD Granted by THE BANCORP, INC. under the THE BANCORP, INC. STOCK OPTION AND EQUITY PLAN OF 2013Stock Agreement • August 25th, 2017 • Castle Creek Capital Partners VI, LP • National commercial banks • Delaware
This Stock Award Agreement (the “Stock Award” or this “Agreement”) is and will be subject in every respect to the provisions of the Stock Option and Equity Plan of 2013 (the “Plan”) of The Bancorp, Inc. (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 Award pursuant to the Plan. The holder of this Stock Award (the “Participant”) hereby accepts this 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 the same meaning as in the Plan.
JOINT FILING AGREEMENTJoint Filing Agreement • August 25th, 2017 • Castle Creek Capital Partners VI, LP • National commercial banks
The undersigned hereby agree that this Schedule 13D, dated August 25, 2017, with respect to the common stock, par value $1.00 per share, of The Bancorp, Inc., a Delaware corporation, is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • November 5th, 2018 • Castle Creek Capital Partners VI, LP • National commercial banks
The undersigned hereby agree that this Amendment No. 1 to Schedule 13D, dated November 5, 2018, with respect to the Voting Common Stock, no par value, of Trinity Capital Corporation, a New Mexico corporation, is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • February 9th, 2024 • Castle Creek Capital Partners VI, LP • National commercial banks
The undersigned hereby agree that this Schedule 13G, dated February 9, 2024, with respect to the common stock, no par value per share, of Southern California Bancorp, a California corporation, is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
VOTING AGREEMENTVoting Agreement • November 5th, 2018 • Castle Creek Capital Partners VI, LP • National commercial banks • Delaware
This VOTING AGREEMENT (this “Agreement”), dated as of November 1, 2018, is made and entered into between the undersigned shareholder (“Shareholder”) of Trinity Capital Corporation, a New Mexico corporation (the “Company”), and Enterprise Financial Services Corp, a Delaware corporation (“Parent”).
Castle Creek Side Letter HCSB Financial Corporation Loris, SC 29569 April 11, 2016Castle Creek Capital Partners VI, LP • April 13th, 2016 • Savings institution, federally chartered • New York
Reference is made to that certain Stock Purchase Agreement, dated as March 2, 2016 (the “Purchase Agreement”), between HCSB Financial Corporation, a South Carolina corporation (the “Company”), and the purchasers identified on the signature pages thereto (the “Purchasers”). In connection with the execution and delivery of the Purchase Agreement, the Company and Castle Creek Capital Partners, VI, L.P. (“Castle Creek”) are contemporaneously entering into this agreement (the “Side Letter Agreement”) and, as such, the parties hereto acknowledge and agree that this Side Letter Agreement shall remain in full force and effect notwithstanding the execution and delivery of the Purchase Agreement. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement.
VOTING AND SHAREHOLDER AGREEMENTVoting and Shareholder Agreement • December 9th, 2022 • Castle Creek Capital Partners VI, LP • State commercial banks
Concurrently with the execution of this letter agreement (“Voting and Shareholder Agreement”), Middlefield Banc Corp. (“Middlefield”), MBCN Merger Subsidiary, LLC (“Merger Sub”), and Liberty Bancshares, Inc. (“Liberty”), are entering into an Agreement and Plan of Merger dated the date of this Voting and Shareholder Agreement (the “Merger Agreement”), whereby Liberty will merge with and into Merger Sub (the “Merger”), with Merger Sub as the surviving entity in the Merger, and stockholders of Liberty will receive shares of Middlefield common stock on terms stated in the Merger Agreement, subject to closing of the Merger. All defined terms used but not defined in this Voting and Shareholder Agreement have the meanings given in the Merger Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • November 16th, 2022 • Castle Creek Capital Partners VI, LP • State commercial banks
The undersigned hereby agree that this Schedule 13G, dated November 15, 2022, with respect to the common stock, par value $1.00 per share, of Mid Penn Bancorp, Inc., a Pennsylvania corporation, is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
JOINT FILING AGREEMENTJoint Filing Agreement • April 20th, 2020 • Castle Creek Capital Partners VI, LP • National commercial banks
The undersigned hereby agree that this Schedule 13D, dated April 20, 2020, with respect to the common stock, no par value, of Riverview Financial Corporation, a Pennsylvania corporation, is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
