AMENDMENT TO MERGER AGREEMENTMerger Agreement • October 16th, 2024 • ICC Holdings, Inc. • Fire, marine & casualty insurance
This Amendment (this “Amendment”), dated as of October 11, 2024, amends the Merger Agreement (the “Original Agreement”), dated as of June 8, 2024, by and among Mutual Capital Holdings, Inc., Mutual Capital Merger Sub Inc. and ICC Holdings, Inc. (the “Company”). Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Original Agreement.
DEFERRED COMPENSATION AGREEMENTDeferred Compensation Agreement • May 14th, 2021 • ICC Holdings, Inc. • Fire, marine & casualty insurance • Illinois
THIS DEFERRED COMPENSATION AGREEMENT (this “Agreement”) is made effective as of 1st day of January, 2021 (the “Effective Date”) among Arron K. Sutherland (“Executive”), ICCH Holdings, Inc., a Pennsylvania corporation (“ICC Holdings”), and Illinois Casualty Company, an Illinois insurance company and a wholly owned subsidiary of ICC Holdings (the “Company”). For purposes of this Agreement, ICC Holdings and the Company may sometimes be collectively referred to as “Employer”.
AGREEMENT AND PLAN OF MERGER by and among MUTUAL CAPITAL HOLDINGS, INC., MUTUAL CAPITAL MERGER SUB, INC. and ICC HOLDINGS, INC. dated as of June 8, 2024Merger Agreement • June 10th, 2024 • ICC Holdings, Inc. • Fire, marine & casualty insurance • Pennsylvania
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 8, 2024, by and among Mutual Capital Holdings Inc., a Pennsylvania corporation (“Parent”), Mutual Capital Merger Sub, Inc., a Pennsylvania corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and ICC Holdings, Inc., a Pennsylvania corporation (the “Company”).
ILLINOIS CASUALTY COMPANY (A MUTUAL INSURANCE COMPANY) CYBER PROTECTION INSURANCE QUOTA SHARE REINSURANCE CONTRACT EFFECTIVE JANUARY 1, 2017 INDEXReinsurance Contract • February 1st, 2017 • ICC Holdings, Inc. • Fire, marine & casualty insurance
SECOND AMENDMENT TO DEFERRED COMPENSATION AGREEMENTDeferred Compensation Agreement • October 16th, 2024 • ICC Holdings, Inc. • Fire, marine & casualty insurance
This second amendment (this “Amendment”) to the Deferred Compensation Agreement dated as of January 1, 2021, as amended June 8, 2024 (collectively, the “Agreement”), by and among ICC Holdings, Inc., a Pennsylvania corporation (“ICC Holdings”), Illinois Casualty Company, an Illinois insurance company and a wholly-owned subsidiary of ICC Holdings (the “Company”), and Arron K. Sutherland (the “Executive”), is entered into as of October 16, 2024 (the “Effective Date”). For purposes of this Amendment and the Agreement, ICC Holdings and the Company may sometimes be collectively referred to as “Employer”.
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • June 10th, 2024 • ICC Holdings, Inc. • Fire, marine & casualty insurance
This amendment (this “Amendment”) to the Employment Agreement effective as of October 1, 2016 (the “Employment Agreement”) by and among ICC Holdings, Inc., a Pennsylvania corporation (“ICC Holdings”), Illinois Casualty Company, an Illinois insurance company and a wholly-owned subsidiary of ICC Holdings (the “Company”), and Arron K. Sutherland (the “Executive”), is entered into as of June 8, 2024 (the “Effective Date”). For purposes of this Amendment and the Employment Agreement, ICC Holdings and the Company may sometimes be collectively referred to as “Employer”.
AMENDMENT TO DEFERRED COMPENSATION AGREEMENTDeferred Compensation Agreement • June 10th, 2024 • ICC Holdings, Inc. • Fire, marine & casualty insurance
This amendment (this “Amendment”) to the Deferred Compensation Agreement dated as of January 1, 2021 (the “Agreement”) by and among ICC Holdings, Inc., a Pennsylvania corporation (“ICC Holdings”), Illinois Casualty Company, an Illinois insurance company and a wholly-owned subsidiary of ICC Holdings (the “Company”), and Arron K. Sutherland (the “Executive”), is entered into as of June 8, 2024 (the “Effective Date”). For purposes of this Amendment and the Agreement, ICC Holdings and the Company may sometimes be collectively referred to as “Employer”.
AMENDMENT TO CHANGE IN CONTROL AGREEMENTChange in Control Agreement • June 10th, 2024 • ICC Holdings, Inc. • Fire, marine & casualty insurance
This amendment (this “Amendment”) to the Change in Control Agreement dated as of [insert date of the Change in Control Agreement] (the “Agreement”) by and among ICC Holdings, Inc., a Pennsylvania corporation (“ICC Holdings”), Illinois Casualty Company, an Illinois insurance company and a wholly-owned subsidiary of ICC Holdings (the “Company” or “Employer”), and [Name of Employee] (the “Employee”), is entered into as of June 8, 2024 (the “Effective Date”).
PURCHASE AGREEMENTPurchase Agreement • October 13th, 2016 • ICC Holdings, Inc. • Fire, marine & casualty insurance • Pennsylvania
This PURCHASE AGREEMENT (this “Agreement”) dated as of September 7, 2016, is entered into by and between ICC Holdings, Inc., a Pennsylvania corporation (the “Company”), Illinois Casualty Company, an Illinois mutual insurance company (“Illinois Casualty”), and Tuscarora Wayne Insurance Company (the “Standby Purchaser”).
RESTRICTED STOCK UNITS AWARD AGREEMENTRestricted Stock Units Award Agreement • April 2nd, 2018 • ICC Holdings, Inc. • Fire, marine & casualty insurance • Pennsylvania
This Restricted Stock Units Agreement (this “Agreement”), dated as of ____________ ____, 20__, (the “Grant Date”) is between ICC Holdings, Inc., a Pennsylvania corporation (the “Company”), and Arron K. Sutherland (the “Participant”).
ESCROW AGREEMENTEscrow Agreement • October 13th, 2016 • ICC Holdings, Inc. • Fire, marine & casualty insurance • Delaware
THIS ESCROW AGREEMENT (this “Escrow Agreement”), dated as of October , 2016, is entered into by and among ICC Holdings, Inc., a Pennsylvania corporation (the “Company”), Illinois Casualty Company, an Illinois mutual insurance company (“Illinois Casualty”), Griffin Financial Group LLC (the “Placement Agent”) and , as escrow agent (the “Escrow Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 7th, 2016 • ICC Holdings, Inc. • Fire, marine & casualty insurance • Illinois
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made the 5th day of October, 2016, effective as of October 1, 2016 (the “Effective Date”) among Arron K. Sutherland (“Executive”), ICC Holdings, Inc., a Pennsylvania ICC corporation (“ICC Holdings”), and Illinois Casualty Company, an Illinois insurance company and a wholly-owned subsidiary of ICC Holdings (the “Company”). For purposes of this Agreement, ICC Holdings and the Company may sometimes be collectively referred to as “Employer”).
PURCHASE AGREEMENTPurchase Agreement • October 13th, 2016 • ICC Holdings, Inc. • Fire, marine & casualty insurance • Pennsylvania
This PURCHASE AGREEMENT (this “Agreement”) dated as of September 7, 2016, is entered into by and between ICC Holdings, Inc., a Pennsylvania corporation (the “Company”), Illinois Casualty Company, an Illinois mutual insurance company (“Illinois Casualty”), and the individuals and accounts listed on the signature page hereto (each, a “Clinton-Flood Standby Purchaser” and together, the “Clinton-Flood Standby Purchasers”).
Up to 4,088,889 Shares COMMON STOCK ($0.01 Par Value) Subscription Price $10.00 Per Share AGENCY AGREEMENTAgency Agreement • November 7th, 2016 • ICC Holdings, Inc. • Fire, marine & casualty insurance • Pennsylvania
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • November 7th, 2016 • ICC Holdings, Inc. • Fire, marine & casualty insurance • Illinois
THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) is made the day of 2016, among ICC HOLDINGS, INC., a Pennsylvania corporation (“ICC Holdings”), ILLINOIS CASUALTY COMPANY, an Illinois insurance company and wholly-owned subsidiary of ICC Holdings (“Company” or “Employer”), and , an adult individual (“Employee”).
