andRights Agreement • March 31st, 2003 • Fidelity Bancorp Inc • State commercial banks • Pennsylvania
EXHIBIT 4.3Incentive Stock Option Agreement • May 2nd, 1997 • Fidelity Bancorp Inc • State commercial banks
FORM OF DIRECTOR INDEMNIFICATION AGREEMENTIndemnification Agreement • February 13th, 2007 • Fidelity Bancorp Inc • State commercial banks • Pennsylvania
STOCK OPTION AGREEMENT FOR NON-STATUTORY STOCK OPTIONS PURSUANT TO THE FIDELITY BANCORP, INC. 2005 STOCK-BASED INCENTIVE PLAN ------------------------------- NON-EMPLOYEE DIRECTORSStock Option Agreement • March 7th, 2005 • Fidelity Bancorp Inc • State commercial banks
AGREEMENTSalary Continuation Agreement • December 29th, 2003 • Fidelity Bancorp Inc • State commercial banks • Pennsylvania
CHANGE IN CONTROL SEVERANCE AGREEMENT THIS CHANGE IN CONTROL SEVERANCE AGREEMENT ("Agreement") entered into this 19th day of December, 1997, which Agreement is to become effective on the first day of January 1998 ("Effective Date"), by and between...Change in Control Severance Agreement • December 28th, 2007 • Fidelity Bancorp Inc • State commercial banks • Pennsylvania
AMENDMENT NO. 1 TO RIGHTS AGREEMENT THIS AMENDMENT NO. 1 TO RIGHTS AGREEMENT (the "AMENDMENT") is made as of March 16, 2005, by and between Fidelity Bancorp, Inc., a Pennsylvania corporation (the "Company"), and Registrar and Transfer Company, a New...Rights Agreement • March 17th, 2005 • Fidelity Bancorp Inc • State commercial banks
EXHIBIT 99.1 AGREEMENT AND PLAN OF MERGERMerger Agreement • February 23rd, 2000 • Fidelity Bancorp Inc • State commercial banks • Pennsylvania
AMENDED AND RESTATED EMPLOYMENT AGREEMENT THIS AGREEMENT is effective as of the lst day of January 2000, between Fidelity Bancorp, Inc. (the "Corporation"), a Pennsylvania-chartered bank holding company, and Fidelity Bank PaSB (the "Savings Bank"), a...Employment Agreement • December 28th, 2007 • Fidelity Bancorp Inc • State commercial banks • Pennsylvania
ON BEHALF OF THE PLAN ADMINISTRATOR OF THE FIDELITY BANCORP, INC. 1998 STOCK COMPENSATION PLANNon-Incentive Stock Option Agreement • January 25th, 1999 • Fidelity Bancorp Inc • State commercial banks
PURSUANT TO THE FIDELITY BANCORP, INC.Stock Award Agreement • March 7th, 2005 • Fidelity Bancorp Inc • State commercial banks
AGREEMENT AND PLAN OF MERGER dated as of July 19, 2012 by and among WESBANCO, INC., WESBANCO BANK, INC., FIDELITY BANCORP, INC. and FIDELITY SAVINGS BANKMerger Agreement • July 20th, 2012 • Fidelity Bancorp Inc • State commercial banks • West Virginia
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of July 19, 2012, is made and entered into by and among WesBanco, Inc., a West Virginia corporation (“Buyer”), WesBanco Bank, Inc., a West Virginia banking corporation and a wholly-owned subsidiary of Buyer (“Buyer Sub”), Fidelity Bancorp, Inc., a Pennsylvania corporation (“Seller”), and Fidelity Savings Bank, a Pennsylvania state-chartered stock savings bank and a wholly-owned subsidiary of Seller (“Seller Sub”). Buyer and Seller are sometimes hereinafter collectively referred to as the “Constituent Corporations.”
Article 1 General DefinitionsOfficer Group Term Replacement Plan • December 29th, 1998 • Fidelity Bancorp Inc • State commercial banks • Pennsylvania
FORM OF VOTING AGREEMENTVoting Agreement • July 20th, 2012 • Fidelity Bancorp Inc • State commercial banks • West Virginia
VOTING AGREEMENT (this “Agreement”), dated as of July ___, 2012, by and between WESBANCO, INC., a West Virginia corporation (“Buyer”), and the undersigned holder (the “Shareholder”) of shares of common stock, $0.01 par value ( the “Seller Shares”), of Fidelity Bancorp, Inc., a Pennsylvania corporation (“Seller”).
ASSETS ------------------------------------------------------------------------ --------Letter to Stockholders • December 22nd, 2006 • Fidelity Bancorp Inc • State commercial banks
EMPLOYMENT AGREEMENTEmployment Agreement • December 28th, 2007 • Fidelity Bancorp Inc • State commercial banks • Pennsylvania
THIS AGREEMENT is effective as of the lst day of January 2002, between Fidelity Bancorp, Inc. (the “Corporation”), a Pennsylvania-chartered bank holding company, and Fidelity Bank PaSB (the “Savings Bank”), a Pennsylvania-chartered savings bank and a wholly-owned subsidiary of the Corporation (collectively, the “Employers”), and Richard G. Spencer (the “Executive”).
EXECUTIVE CONSENT TO ADDENDUMS OR AMENDMENTS TO COMPENSATION ARRANGEMENTS December ___, 2008 Fidelity Bancorp, Inc. Fidelity Bank, PaSB Pittsburgh, PA 15237 Dear _____________________,Executive Consent to Addendums or Amendments to Compensation Arrangements • December 12th, 2008 • Fidelity Bancorp Inc • State commercial banks
Fidelity Bancorp, Inc. (the “Company,” with reference to the Company top include reference to Fidelity Bank, PaSB) 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.
AMENDMENT NO. 2 TO RIGHTS AGREEMENTRights Agreement • July 24th, 2012 • Fidelity Bancorp Inc • State commercial banks • Pennsylvania
THIS AMENDMENT, dated July 19, 2012 (this “Amendment”), to the Rights Agreement, dated as of March 31, 2003, and amended by Amendment No. 1 to Rights Agreement, dated as of March 16, 2005 (the “Rights Agreement”), between Fidelity Bancorp, Inc., a Pennsylvania corporation (“Company”), and Registrar and Transfer Company, a New Jersey corporation, as rights agent (“Rights Agent”).
