Lakeland Financial Corp Sample Contracts

RECITALS
Change in Control Agreement • March 8th, 2002 • Lakeland Financial Corp • State commercial banks • Indiana
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FORM OF UNDERWRITING AGREEMENT 3,500,000 Shares LAKELAND FINANCIAL CORPORATION Common Stock UNDERWRITING AGREEMENT
Underwriting Agreement • November 4th, 2009 • Lakeland Financial Corp • State commercial banks • Missouri

Lakeland Financial Corporation, an Indiana corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”) for whom you are acting as representative (the “Representative”) an aggregate of 3,500,000 shares (the “Firm Shares”) of the common stock, no par value per share, of the Company (“Common Stock”). The Company also proposes to sell to the several Underwriters, for the sole purpose of covering over-allotments in connection with the sale of the Firm Shares, at the option of the Underwriters, up to an additional 525,000 shares of Common Stock (the “Option Shares”). The Firm Shares and the Option Shares are hereinafter referred to collectively as the “Shares”.

LAKELAND FINANCIAL CORPORATION
Restricted Stock Award Agreement • April 13th, 2017 • Lakeland Financial Corp • State commercial banks • Indiana

The Participant specified below is hereby granted a restricted stock award (the "Award") by Lakeland Financial Corporation, an Indiana corporation (the "Company"), under the Lakeland Financial Corporation 2017 Equity Incentive Plan (the "Plan"). The Award shall be subject to the terms of the Plan and the terms set forth in this Restricted Stock Award Agreement ("Award Agreement").

LAKELAND FINANCIAL CORPORATION
Restricted Stock Unit Award Agreement • April 13th, 2017 • Lakeland Financial Corp • State commercial banks • Indiana

The Participant specified below is hereby granted a restricted stock unit award (the "Award") by Lakeland Financial Corporation, an Indiana corporation (the "Company"), under the Lakeland Financial Corporation 2017 Equity Incentive Plan (the "Plan"). The Award shall be subject to the terms of the Plan and the terms set forth in this Restricted Stock Unit Award Agreement ("Award Agreement").

LAKELAND FINANCIAL CORPORATION
Nonqualified Stock Option Award Agreement • April 13th, 2017 • Lakeland Financial Corp • State commercial banks • Indiana

The Participant specified below is hereby granted a nonqualified stock option (the "Option") by Lakeland Financial Corporation, an Indiana corporation (the "Company"), under the Lakeland Financial Corporation 2017 Equity Incentive Plan (the "Plan"). The Option shall be subject to the terms of the Plan and the terms set forth in this Nonqualified Stock Option Award Agreement ("Award Agreement").

LAKELAND FINANCIAL CORPORATION
Incentive Stock Option Award Agreement • April 13th, 2017 • Lakeland Financial Corp • State commercial banks • Indiana

The Participant specified below is hereby granted an incentive stock option (the "Option") by Lakeland Financial Corporation, an Indiana corporation (the "Company"), under the Lakeland Financial Corporation 2017 Equity Incentive Plan (the "Plan"). The Option shall be subject to the terms of the Plan and the terms set forth in this Incentive Stock Option Award Agreement ("Award Agreement").

FIRST AMENDMENT OF THE CHANGE IN CONTROL AGREEMENT BETWEEN LAKELAND FINANCIAL CORPORATION AND ERIC H. OTTINGER
Change in Control Agreement • December 19th, 2011 • Lakeland Financial Corp • State commercial banks

This First Amendment is made and entered into effective as of December 13, 2011 (the “Effective Date”) by and between Lakeland Financial Corporation, an Indiana Corporation (the “Company”) and Eric H. Ottinger (“Executive,” and together with the Company, the “Parties”).

FIRST AMENDMENT TO THE CHANGE IN CONTROL AGREEMENT BETWEEN LAKELAND FINANCIAL CORPORATION AND [NAME]
Change in Control Agreement • March 10th, 2009 • Lakeland Financial Corp • State commercial banks

WHEREAS, Lakeland Financial Corporation (the “Company”) and [NAME] (“Executive”) previously entered into that certain Change in Control Agreement dated [DATE] (the “Agreement”);

Retirement Transition Agreement
Retirement Transition Agreement • July 13th, 2011 • Lakeland Financial Corp • State commercial banks • Indiana

This Retirement Transition Agreement (this “Agreement”) is made and entered into effective July 12, 2011 (the “Effective Date”), by and between Lakeland Financial Corporation, an Indiana corporation (“Employer”) and Charles D. Smith (“Executive”).

Transitional Employment Agreement
Transitional Employment Agreement • September 4th, 2013 • Lakeland Financial Corp • State commercial banks • Indiana

This Transitional Employment Agreement is made and entered into effective September 4, 2013, by and among Lakeland Financial Corporation, an Indiana corporation, Lake City Bank, an Indiana chartered bank with its main office located in Warsaw, Indiana, and Michael L. Kubacki. As used in this Agreement, capitalized terms have the meanings set forth in Section 22.

FORM OF OMNIBUS AMENDMENT [DATE]
Omnibus Amendment • March 2nd, 2009 • Lakeland Financial Corp • State commercial banks

[ ] (the “Company”) anticipates entering into a Securities Purchase Agreement (the “Participation Agreement”) with the United States Department of Treasury (“Treasury”) that provides for the Company’s participation in the Treasury’s TARP Capital Purchase Program (the “CPP”). If the Company does not participate or ceases at any time to participate in the CPP, this letter shall be of no further force and effect.

Transitional Retirement Agreement
Transitional Retirement Agreement • November 8th, 2019 • Lakeland Financial Corp • State commercial banks • Indiana

This Transitional Retirement Agreement is made and entered into effective November 1, 2019, by and among Lakeland Financial Corporation, an Indiana corporation (the “Company”), Lake City Bank, an Indiana chartered bank with its main office located in Warsaw, Indiana (the “Bank”), and Kevin Deardorff (the “Executive,” and together with the Company and the Bank, the “Parties”).

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • December 19th, 2011 • Lakeland Financial Corp • State commercial banks • Indiana

THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) is made as of the 13th day of December 2011, (the “Effective Date”) by and between LAKELAND FINANCIAL CORPORATION, an Indiana corporation, (the “Company”) and MICHAEL E. GAVIN (the “Executive”).

LAKELAND FINANCIAL CORPORATION Change in Control Agreement
Change in Control Agreement • March 2nd, 2016 • Lakeland Financial Corp • State commercial banks • Indiana

This Change in Control Agreement (“Agreement”) is made and entered into as of March 1, 2016 (the “Effective Date”), by and between LAKELAND FINANCIAL CORPORATION (together with any successor thereto, the “Company”) and [__________] (the “Executive,” and together with the Company, the “Parties”).

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • March 1st, 2011 • Lakeland Financial Corp • State commercial banks • Indiana

THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) is made as of the 28th day of February, 2011, (the “Effective Date”) by and between LAKELAND FINANCIAL CORPORATION, an Indiana corporation, (the “Company”) and Eric H. Ottinger (the “Executive”).

UNITED STATES DEPARTMENT OF THE TREASURY Washington, D.C. 20220 February 27, 2009
Securities Purchase Agreement • March 2nd, 2009 • Lakeland Financial Corp • 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.

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