Exhibit 3 STOCK OPTION AGREEMENT THIS AGREEMENT, Made this 28/th/ day of June, 1995 by and between HERITAGE BANKSHARES, INC., a Virginia bank holding company (hereinafter referred to as "Company") and ROBERT J. KEOGH, (hereinafter referred to as...Stock Option Agreement • December 22nd, 2003 • Heritage Bankshares Inc /Va • State commercial banks
SMALL BUSINESS LENDING FUND – SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 11th, 2011 • Heritage Bankshares Inc /Va • State commercial banks • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the Effective Date set forth above (the “Signing Date”) between the Secretary of the Treasury (“Treasury”) and the Company named above (the “Company”), an entity existing under the laws of the Jurisdiction of Organization stated above in the Organizational Form stated above. The Company has elected to participate in Treasury’s Small Business Lending Fund program (“SBLF”). This Agreement contains the terms and conditions on which the Company intends to issue preferred stock to Treasury, which Treasury will purchase using SBLF funds.
EMPLOYMENT AGREEMENTEmployment Agreement • January 7th, 2011 • Heritage Bankshares Inc /Va • State commercial banks • Virginia
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 1st day of January, 2011, by and between Heritage Bankshares, Inc., a Virginia corporation (“Bankshares”), Heritage Bank, a Virginia corporation (the “Bank”), and John O. Guthrie (“Executive”).
AMENDED EMPLOYMENT AGREEMENTEmployment Agreement • March 26th, 2009 • Heritage Bankshares Inc /Va • State commercial banks • Virginia
THIS AMENDED EMPLOYMENT AGREEMENT (the “Amended Agreement”) is entered into as of the 1st day of January, 2007, by and between Heritage Bankshares, Inc., a Virginia corporation (hereinafter referred to as “Bankshares”), Heritage Bank a Virginia corporation (the “Bank”), and Sharon Curling Lessard (the “Executive”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 26th, 2010 • Heritage Bankshares Inc /Va • State commercial banks
THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into as of December 22, 2009, by and between Heritage Bankshares, Inc., a Virginia corporation (hereinafter referred to as “Bankshares”), Heritage Bank, a Virginia corporation, and Michael S. Ives (the “Executive”).
UNITED STATES DEPARTMENT OF THE TREASURY Washington, D.C. 20220 September 25, 2009Heritage Bankshares Inc /Va • September 25th, 2009 • State commercial banks • New York
Reference is made to that certain Letter Agreement incorporating the Securities Purchase Agreement – Standard Terms dated of as of the date of this letter agreement (the “Securities Purchase Agreement”) between United States Department of Treasury (“Investor”) and the company named on the signature page hereto (the “Company”). Investor and the Company desire to amend the Securities Purchase Agreement as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • February 11th, 2005 • Heritage Bankshares Inc /Va • State commercial banks • Virginia
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 7th day of February, 2005, by and between Heritage Bankshares, Inc., a Virginia corporation (hereinafter referred to as “Bankshares”), Heritage Bank & Trust, a Virginia corporation, and Michael S. Ives (the “Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 9th, 2006 • Heritage Bankshares Inc /Va • State commercial banks • Virginia
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 9th day of June, 2006, by and between Heritage Bankshares, Inc., a Virginia corporation (hereinafter referred to as “Bankshares”), Heritage Bank & Trust, a Virginia corporation (the “Bank”), and John O. Guthrie (the “Executive”).
Exhibit 6 STOCK OPTION AGREEMENT THIS AGREEMENT, Made this 26th day of July, by and between HERITAGE BANKSHARES, INC., a Virginia bank holding company (hereinafter referred to as "Company" and Robert J. Keogh hereinafter referred to as "Keogh"....Exhibit 6 • December 22nd, 2003 • Heritage Bankshares Inc /Va • State commercial banks
LOAN AGREEMENTLoan Agreement • October 3rd, 2006 • Heritage Bankshares Inc /Va • State commercial banks • Virginia
THIS LOAN AGREEMENT (the “Agreement”) is made and entered into as of the 28th day of September, 2006, by HERITAGE BANKSHARES, INC., a Virginia corporation (hereinafter referred to as the “Borrower”) and CARDINAL BANK, a Virginia banking corporation, with offices at 8270 Greensboro Drive, Suite 500, McLean, Virginia 22102 (hereinafter referred to as the “Lender”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • December 26th, 2006 • Heritage Bankshares Inc /Va • State commercial banks
THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into by and between Heritage Bankshares, Inc., a Virginia corporation (hereinafter referred to as “Bankshares”), Heritage Bank, a Virginia corporation, and Michael S. Ives (the “Executive”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • September 25th, 2009 • Heritage Bankshares Inc /Va • State commercial banks
THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into as of September 23, 2009, by and between Heritage Bankshares, Inc., a Virginia corporation (hereinafter referred to as “Bankshares”), Heritage Bank, a Virginia corporation, and Michael S. Ives (the “Executive”).
HERITAGE BANKSHARES, INC. LIMITED ALTERNATIVE STOCK APPRECIATION RIGHT AGREEMENTAppreciation Right Agreement • August 28th, 2006 • Heritage Bankshares Inc /Va • State commercial banks
This Limited Alternative Stock Appreciation Right Agreement is made as of the above date of grant by and between Heritage Bankshares, Inc. (“Corporation”) and Michael S. Ives (“Grantee”) to implement the grant to the Grantee of the Limited Alternative Stock Appreciation Right described herein (“Right”), made by the Board of Directors of the Corporation on July 26, 2006. This Right is independent of and is not granted under the 2006 Heritage Equity Incentive Plan (“2006 Incentive Plan”), but for convenience, capitalized terms used herein shall have the same meaning as defined in the 2006 Incentive Plan unless otherwise defined herein or unless the context requires otherwise. For purposes of this Right, “terminate employment” and “termination of employment” shall mean terminate employment or termination of employment with the Corporation and/or a Subsidiary as a consequence of which the Grantee is no longer employed by the Corporation or any Subsidiary; “termination for cause,” “terminat
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 26th, 2010 • Heritage Bankshares Inc /Va • State commercial banks
THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into as of December 21, 2009, by and between Heritage Bankshares, Inc., a Virginia corporation (hereinafter referred to as “Bankshares”), Heritage Bank, a Virginia corporation, and John O. Guthrie (the “Executive”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • July 5th, 2006 • Heritage Bankshares Inc /Va • State commercial banks
THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into as of the 30th day of June, 2006, by and between Heritage Bankshares, Inc., a Virginia corporation (hereinafter referred to as “Bankshares”), Heritage Bank, a Virginia corporation, and Michael S. Ives (the “Executive”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 26th, 2010 • Heritage Bankshares Inc /Va • State commercial banks
THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into as of December 21, 2009, by and between Heritage Bankshares, Inc., a Virginia corporation (hereinafter referred to as “Bankshares”), Heritage Bank, a Virginia corporation, and Leigh Keogh (the “Executive”).
ContractEmployment Agreement • January 31st, 2012 • Heritage Bankshares Inc /Va • State commercial banks • Virginia
THIS 2012 AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 25th day of January, 2012, by and among Heritage Bankshares, Inc., a Virginia corporation (hereinafter referred to as “Bankshares”), Heritage Bank, a Virginia corporation (the “Bank”), and Michael S. Ives (the “Executive”), and replaces and supersedes in its entirety the prior employment agreement among Bankshares, the Bank and the Executive, dated February 7, 2005, as subsequently amended.
HERITAGE BANKSHARES, INC. SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT WITH MICHAEL S. IVESSupplemental Executive Retirement Agreement • September 25th, 2009 • Heritage Bankshares Inc /Va • State commercial banks • Virginia
THIS SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT, (the “Agreement”) by and between HERITAGE BANKSHARES, INC. (together with its affiliates and successors, the “Corporation”) and MICHAEL S. IVES (“Executive”), is made effective this 23rd day of September, 2009.
HERITAGEEquity Incentive Plan • December 29th, 2006 • Heritage Bankshares Inc /Va • State commercial banks
Heritage Bankshares, Inc. hereby establishes the Heritage 2006 Equity Incentive Plan upon the terms and conditions set forth below.
UNITED STATES DEPARTMENT OF THE TREASURY Washington, D.C. 20220 September 25, 2009Heritage Bankshares Inc /Va • September 25th, 2009 • State commercial banks
Reference is made to that certain Letter Agreement incorporating the Securities Purchase Agreement – Standard Terms dated of as of the date of this letter agreement (the “Securities Purchase Agreement”) between United States Department of Treasury (“Investor”) and the company named on the signature page hereto (the “Company”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Securities Purchase Agreement.
AMENDED AND RESTATED DEED OF LEASEDeed of Lease • March 30th, 2007 • Heritage Bankshares Inc /Va • State commercial banks
THIS AMENDED AND RESTATED DEED OF LEASE (the “Lease”), made this 21st day of November, 2006, by and between DOMINION ENTERPRISES, a Virginia general partnership formerly known as Trader Publishing Company, a Virginia general partnership (the “Landlord”); and HERITAGE BANK, a Virginia corporation formerly known as Heritage Bank & Trust, a Virginia corporation (the “Tenant”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 26th, 2010 • Heritage Bankshares Inc /Va • State commercial banks
THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into as of December 21, 2009, by and between Heritage Bankshares, Inc., a Virginia corporation (hereinafter referred to as “Bankshares”), Heritage Bank, a Virginia corporation, and Sharon Curling Lessard (the “Executive”).
HERITAGE BANKSHARES, INC. EXECUTIVE DEFERRED COMPENSATION AGREEMENT WITH MICHAEL S. IVESExecutive Deferred Compensation Agreement • February 2nd, 2010 • Heritage Bankshares Inc /Va • State commercial banks • Virginia
THIS EXECUTIVE DEFERRED COMPENSATION AGREEMENT, (the “Agreement”) by and between HERITAGE BANKSHARES, INC., HERITAGE BANK, (collectively, together with their affiliates and successors, the “Corporation”) and MICHAEL S. IVES (“Executive”), is made effective the 1st day of February, 2010.
FORM OF AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • September 25th, 2009 • Heritage Bankshares Inc /Va • State commercial banks • Virginia
WHEREAS, (the “Executive”) is a party with Heritage Bankshares Inc., (“Bankshares”), to an Employment Agreement dated (the “Agreement”); and
Exhibit 5 STOCK OPTION AGREEMENT THIS AGREEMENT, Made this 30th day of September, 1999, by and between HERITAGE BANKSHARES, INC., a Virginia bank holding company (hereinafter referred to as "Company" and Robert J. Keogh hereinafter referred to as...Stock Option Agreement • December 22nd, 2003 • Heritage Bankshares Inc /Va • State commercial banks
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • March 5th, 2009 • Heritage Bankshares Inc /Va • State commercial banks
THIS AMENDMENT TO EMPLOYMENT AGREEMENT is entered into as of January 28, 2009, by and between Heritage Bankshares, Inc., a Virginia corporation (hereinafter referred to as “Bankshares”), Heritage Bank, a Virginia corporation, and Michael S. Ives (the “Executive”).
UNITED STATES DEPARTMENT OF THE TREASURYSecurities Purchase Agreement • August 11th, 2011 • Heritage Bankshares Inc /Va • State commercial banks
Reference is made to that certain Letter Agreement incorporating the Securities Purchase Agreement – Standard Terms (the “Securities Purchase Agreement”), dated as of the date set forth on Schedule A hereto, between the United States Department of the Treasury (the “Investor”) and the company set forth on Schedule A hereto (the “Company”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Securities Purchase Agreement. Pursuant to the Securities Purchase Agreement, at the Closing, the Company issued to the Investor the number of shares of the series of its preferred stock set forth on Schedule A hereto (the “Preferred Shares”) and a warrant to purchase the number of shares of the series of its preferred stock set forth on Schedule A hereto (such shares, the “Warrant Shares”), which was exercised by the Investor at Closing.
NOTEHeritage Bankshares Inc /Va • October 3rd, 2006 • State commercial banks • Virginia
FOR VALUE RECEIVED, the undersigned, HERITAGE BANKSHARES, INC., a Virginia corporation (the “Borrower”), promises to pay to the order of CARDINAL BANK, a Virginia banking corporation, its successors and assigns (the “Lender”) with offices at 8270 Greensboro Drive, Suite 500, McLean, Virginia 22102, or at such other address as the Lender shall specify in writing, in lawful money of the United States of America, the principal sum of FIVE MILLION AND 00/100 DOLLARS ($5,000,000.00), together with interest on the unpaid principal balance advanced at the rate and on the terms hereinafter provided, all without offset or deduction (including all modifications, amendments, substitutions, renewals or extensions hereof and allonges hereto, this “Note”). This is a single draw term credit facility.
