Up to 12,650,000 Shares William Penn Bancorporation (a Maryland corporation) Common Stock (par value $0.01 per share) AGENCY AGREEMENT January 15, 2021Agency Agreement • January 22nd, 2021 • William Penn Bancorporation • Savings institutions, not federally chartered • New York
The undersigned also agrees and consents to the entry of stop transfer instructions with the Company’s and the Mid-Tier Company’s transfer agent and registrar against the transfer of the undersigned’s Stock or Mid-Tier Stock, to the extent applicable, except in compliance with this Lock-Up Agreement. In furtherance of the foregoing, the Company and its transfer agent are hereby authorized to decline to make any transfer of securities if such transfer would constitute a violation or breach of this Lock-Up Agreement.
PROPOSED LOAN AGREEMENTLoan Agreement • December 9th, 2020 • William Penn Bancorporation • Savings institutions, not federally chartered • Pennsylvania
THIS LOAN AGREEMENT (“Loan Agreement”) is made and entered into as of the ____ day of ________, 202__ by and between the WILLIAM PENN BANK EMPLOYEE STOCK OWNERSHIP PLAN TRUST (“Borrower”), a trust for the William Penn Bank Employee Stock Ownership Plan, as amended and restated (“ESOP”); and WILLIAM PENN BANCORPORATION (the “Lender”), a corporation organized and existing under the laws of the State of Maryland.
EMPLOYMENT AGREEMENTEmployment Agreement • October 15th, 2020 • William Penn Bancorporation • Pennsylvania
This Employment Agreement (this “Agreement”) is made effective as of July 1, 2020 by and between William Penn Bancorp, Inc. (“Bancorp”), William Penn Bank (the “Bank”) and Jill M. Ross (the “Executive”). Bancorp and the Bank are collectively referred to herein as the “William Penn Entities.” The William Penn Entities and William Penn, MHC (the “MHC”) are collectively referred to herein as the “Employer”.
AGREEMENT AND PLAN OF MERGER BY AND BETWEEN MID PENN BANCORP, INC. AND WILLIAM PENN BANCORPORATION dated as of October 31, 2024Agreement and Plan of Merger • November 1st, 2024 • William Penn Bancorporation • Savings institutions, not federally chartered • Maryland
This AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 31, 2024, is made by and between Mid Penn Bancorp, Inc., a Pennsylvania corporation (“Mid Penn”), and William Penn Bancorporation, a Maryland corporation (“William Penn”). Certain capitalized terms have the meanings given to them in Article I.
NON-QUALIFIED STOCK OPTION AWARD AGREEMENTNon-Qualified Stock Option Award Agreement • May 10th, 2022 • William Penn Bancorporation • Savings institutions, not federally chartered • Delaware
We are pleased to advise you that the Compensation Committee (the “Committee”) of the Board of Directors of William Penn Bancorporation (the “Company”) has granted you a non-qualified stock option award pursuant to the William Penn Bancorporation 2022 Equity Incentive Plan (the “Plan”) on [DATE] (the “Grant Date”). Capitalized terms used but not defined in this Non-Qualified Stock Option Award Agreement (the “Agreement”) have the meanings given to them in the Plan. This award is subject to federal and local law and the requirements of the NASDAQ Stock Market LLC.
AGREEMENTAgreement • October 15th, 2020 • William Penn Bancorporation • Pennsylvania
THIS AGREEMENT (the “Agreement”), dated this 4th day of August 2020, is by and among William Penn Bancorp, Inc. (the “Company”), William Penn, MHC (the “MHC”), WPH Holding Company, a newly formed Maryland corporation (“WPH”), and William Penn Bank (the “Bank” and, together with the Company, WPH and the MHC, “William Penn”), on the one hand, and Tyndall Capital Partners LP (“Tyndall”) and Jeffrey S. Halis, an individual (collectively, the “Tyndall Group” and individually, a “Tyndall Group Member”), on the other hand.
TIME-BASED RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • May 10th, 2022 • William Penn Bancorporation • Savings institutions, not federally chartered • Delaware
We are pleased to advise you that the Compensation Committee (the “Committee”) of the Board of Directors of William Penn Bancorporation (the “Company”) has granted you a restricted stock award (the “Award”) pursuant to the William Penn Bancorporation 2022 Equity Incentive Plan (the “Plan”) on [DATE] (the “Grant Date”). Capitalized terms used but not defined in this Time-Based Restricted Stock Award Agreement (the “Agreement”) have the meanings given to them in the Plan. This award is subject to federal and local law and the requirements of the NASDAQ Stock Market LLC.
PERFORMANCE-BASED RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • May 10th, 2022 • William Penn Bancorporation • Savings institutions, not federally chartered • Delaware
We are pleased to advise you that the Compensation Committee (the “Committee”) of the Board of Directors of William Penn Bancorporation (the “Company”) has granted you a restricted stock award (the “Award”) pursuant to the William Penn Bancorporation 2022 Equity Incentive Plan (the “Plan”) on [DATE] (the “Grant Date”). Capitalized terms used but not defined in this Performance-Based Restricted Stock Award Agreement (the “Agreement”) have the meanings given to them in the Plan. This award is subject to federal and local law and the requirements of the NASDAQ Stock Market LLC.
TIME-BASED RESTRICTED STOCK UNIT AWARD AGREEMENTRestricted Stock Unit Award Agreement • May 10th, 2022 • William Penn Bancorporation • Savings institutions, not federally chartered • Delaware
We are pleased to advise you that the Compensation Committee (the “Committee”) of the Board of Directors of William Penn Bancorporation (the “Company”) has granted you a restricted stock unit award (the “Award”) pursuant to the William Penn Bancorporation 2022 Equity Incentive Plan (the “Plan”) on [DATE] (the “Grant Date”). Capitalized terms used but not defined in this Restricted Stock Unit Award Agreement (the “Agreement”) have the meanings given to them in the Plan. This award is subject to federal and local law and the requirements of the NASDAQ Stock Market LLC.
Chief EXECUTIVE OFFICER EMPLOYMENT AGREEMENTOfficer Employment Agreement • October 15th, 2020 • William Penn Bancorporation • Pennsylvania
This Employment Agreement was originally entered into on December 6, 2017 by and among William Penn Bancorp, Inc. (“Bancorp”), William Penn Bank (the “Bank”) and Kenneth J. Stephon (the “Executive”) and is hereby amended and restated in its entirety effective July 1, 2020 (this “Agreement”). Bancorp and the Bank are collectively referred to herein as the “William Penn Entities.” The William Penn Entities and William Penn, MHC (the “MHC”) are collectively referred to herein as the “Employer”.
