Up to 1,840,000 Shares (Subject to increase to up to 2,116,000 shares) EUREKA HOMESTEAD BANCORP, INC. (a Maryland corporation) Common Stock (par value $0.01 per share) AGENCY AGREEMENT May 13, 2019Agency Agreement • May 14th, 2019 • Eureka Homestead Bancorp, Inc. • Savings institution, federally chartered • New York
Eureka Homestead Bancorp, Inc., a Maryland corporation (the "Company"), and Eureka Homestead, a federal mutual savings association (the "Bank"), hereby confirm their agreement with FIG Partners, LLC ("FIG" or the "Agent") with respect to the offer and sale by the Company of up to 1,840,000 shares (subject to increase to up to 2,116,000 shares) of the Company’s common stock, par value $0.01 per share (the "Common Stock"). The shares of Common Stock to be sold by the Company in the Offerings (as defined below) are hereinafter called the "Securities." It is acknowledged that the number of Securities to be sold in the Offerings may be increased or decreased as described in the Prospectus (as defined below). If the number of Securities is increased or decreased in accordance with the Prospectus, the term "Securities" shall mean such greater or lesser number, where applicable.
DIRECTOR RETIREMENT PLANDirector Retirement Plan • March 11th, 2019 • Eureka Homestead Bancorp, Inc. • Louisiana
This Amended and Restated Director Retirement Plan (the “Agreement”) by and between Eureka Homestead (the “Bank”), and Patrick M. Gibbs (the “Director”), effective as of the 1st day of January, 2015, formalizes the agreements and understanding between the Bank and the Director.
October 2, 2018 Eureka Homestead Metairie, LA 70005Financial Advisory Agreement • March 11th, 2019 • Eureka Homestead Bancorp, Inc. • Georgia
The purpose of this letter agreement (the “Agreement”) is to confirm the engagement of FIG Partners, LLC (“FIG”) to act as the exclusive financial advisor to Eureka Homestead (“Eureka” or the “Bank”) in connection with the proposed mutual-to-stock conversion of the Bank (the “Conversion”) and the concurrent sale of common stock of a stock holding company (“NewCo” and together with Eureka, the “Company”) to be formed by Eureka. FIG understands that NewCo will offer and sell shares of its common stock first to eligible persons pursuant to a Plan of Conversion (the “Plan”) in a Subscription Offering (the “Subscription Offering”) and any remaining shares to the general public in a Direct Community Offering and/or Syndicated Community Offering (the “Community Offering” and, together with the Subscription Offering, the “Offering”). This letter sets forth the terms and conditions agreed to between the Company and FIG with respect to the Conversion, the Plan and the Offering.
EMPLOYMENT AGREEMENTEmployment Agreement • April 26th, 2019 • Eureka Homestead Bancorp, Inc. • Savings institution, federally chartered • Louisiana
This Employment Agreement (this “Agreement”) is entered into by and between Eureka Homestead, a federally-chartered savings association (the “Association”), and Alan T. Heintzen (the “Executive”). The Association and the Executive are sometimes collectively referred to herein as the “parties.” Any reference to the “Company” shall mean Eureka Homestead Bancorp, Inc.. The Company, which is in formation, is a signatory to this Agreement solely as provided for in Section 12 of this Agreement. This Agreement is entered into by the parties on March 1, 2019, but shall not become effective unless and until the Association successfully completes its conversion from the mutual to stock form of ownership (the “Conversion”). The Effective Date of this agreement shall be the closing date of the Conversion.
SUPPLEMENTAL EXECUTIVE RETIREMENT PLANSupplemental Executive Retirement Plan • March 11th, 2019 • Eureka Homestead Bancorp, Inc. • Louisiana
This Amended and Restated Supplemental Executive Retirement Plan (the "Agreement") by and between Eureka Homestead (the "Employer"), and Cecil A. Haskins Jr. (the "Executive"), effective as of the 1st day of January, 2015, formalizes the agreements and understanding between the Employer and the Executive.
SPLIT DOLLAR LIFE INSURANCE AGREEMENTSplit Dollar Life Insurance Agreement • March 11th, 2019 • Eureka Homestead Bancorp, Inc. • Louisiana
THIS SPLIT DOLLAR AGREEMENT (this “Agreement”) is entered into this 19th day of February, 2019, by and between Eureka Homestead (the “Employer”), and Alan T. Heintzen (the “Executive”), and formalizes the agreements and understanding between the Employer and the Executive.
KELLER & COMPANY, INC.Conversion Valuation Agreement • March 11th, 2019 • Eureka Homestead Bancorp, Inc.
Keller & Company, Inc. (hereinafter referred to as KELLER) hereby proposes to prepare an independent conversion appraisal of Eureka Homestead (hereinafter referred to as “Eureka”), relating to the mutual to stock conversion of Eureka and stock offering (“the “Stock Offering”) of Eureka. KELLER will provide a pro forma valuation of the market value of the shares of Eureka to be sold in connection with the standard conversion.
DEFERRED COMPENSATION PLAN AGREEMENTDeferred Compensation Plan Agreement • March 11th, 2019 • Eureka Homestead Bancorp, Inc. • Louisiana
THIS AGREEMENT, made and entered into as of the 31st day of December, 2003, and amended this 17th day of May, 2005, between Eureka Homestead, a federally-chartered savings and loan association, with principal offices and place of business in the State of Louisiana (hereinafter referred to as the "Company"), and ALAN T. HEINTZEN, an individual residing in the State of Louisiana (hereinafter referred to as the “Employee”).
FORM OF INCENTIVE STOCK OPTION Granted by EUREKA HOMESTEAD BANCORP, INC. under the EUREKA HOMESTEAD BANCORP, INC.Incentive Stock Option Agreement • August 21st, 2020 • Eureka Homestead Bancorp, Inc. • Savings institution, federally chartered • Louisiana
This incentive stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the 2020 Equity Incentive Plan (the “Plan”) of Eureka Homestead 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 and related prospectus have been provided or made available to each person granted a stock option pursuant to the Plan. The holder of this Option (the “Participant”) hereby accepts this Option, 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 (the “Committee”) or the Board of Directors will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the term “Com
FORM OF RESTRICTED STOCK AWARD AGREEMENT Granted by EUREKA HOMESTEAD BANCORP, INC. under the EUREKA HOMESTEAD BANCORP, INC.Restricted Stock Award Agreement • August 21st, 2020 • Eureka Homestead Bancorp, Inc. • Savings institution, federally chartered • Louisiana
This restricted stock agreement (“Restricted Stock Award” or “Agreement”) is and will be subject in every respect to the provisions of the 2020 Equity Incentive Plan (the “Plan”) of Eureka Homestead 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 and related prospectus have been provided or made available to each person granted a Restricted Stock Award pursuant to the Plan. The holder of this Restricted Stock Award (the “Participant”) hereby accepts this Restricted 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 (the “Committee”) or the Board of Directors will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Except
FORM OF NON-QUALIFIED STOCK OPTION Granted by EUREKA HOMESTEAD BANCORP, INC. under the EUREKA HOMESTEAD BANCORP, INC.Non-Qualified Stock Option Agreement • August 21st, 2020 • Eureka Homestead Bancorp, Inc. • Savings institution, federally chartered • Louisiana
This non-qualified stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the 2020 Equity Incentive Plan (the “Plan”) of Eureka Homestead 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 and related prospectus have been provided or made available to each person granted a stock option pursuant to the Plan. The holder of this Option (the “Participant”) hereby accepts this Option, 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 (the “Committee”) or the Board of Directors will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the term
