EXHIBIT 10(G) ADDENDUM TO EMPLOYMENT AGREEMENT, DATED SEPTEMBER 18, 1997 BETWEEN FIDELITY NATIONAL CORPORATION AND JAMES B. MILLER, JR.Employment Agreement • March 26th, 1999 • Fidelity National Corp /Ga/ • Savings institution, federally chartered
FIDELITY SOUTHERN CORPORATION (a Georgia corporation) 5,000,000 Shares of Common Stock (No Par Value Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • June 5th, 2013 • Fidelity Southern Corp • State commercial banks • New York
1 EXHIBIT 10(d) FIDELITY NATIONAL CORPORATION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is entered into as of the 18th day of September, 1997, between FIDELITY NATIONAL CORPORATION ("Fidelity"), a Georgia Corporation, and James B....Employment Agreement • November 7th, 1997 • Fidelity National Corp /Ga/ • Savings institution, federally chartered • Georgia
2- 3 soon after the Registration Statement and this Agreement have become effective as in your judgment is advisable and initially to offer the Shares upon the terms set forth in the Prospectus.Underwriting Agreement • November 7th, 1997 • Fidelity National Corp /Ga/ • Savings institution, federally chartered • Florida
EXHIBIT 10(K) FIDELITY NATIONAL BANK/FIDELITY NATIONAL CORPORATION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is entered into as of 9/12/00, among Fidelity National Bank ("FNB"), a National Association, Fidelity National Corporation...Employment Agreement • March 30th, 2001 • Fidelity National Corp /Ga/ • Savings institution, federally chartered • Georgia
ARTICLE I DEFINITIONSAdoption Agreement • June 22nd, 1998 • Fidelity National Corp /Ga/ • Savings institution, federally chartered
GUARANTEE AGREEMENT by and between FIDELITY SOUTHERN CORPORATION and WILMINGTON TRUST COMPANY Dated as of August 20, 2007Guarantee Agreement • August 23rd, 2007 • Fidelity Southern Corp • State commercial banks • New York
This GUARANTEE AGREEMENT (this “Guarantee”), dated as of August 20, 2007, is executed and delivered by Fidelity Southern Corporation, a Georgia corporation (the “Guarantor”), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of Fidelity Southern Statutory Trust III, a Delaware statutory trust (the “Issuer”).
1 EXHIBIT 10(C) FIDELITY NATIONAL BANK/FIDELITY NATIONAL CORPORATION EMPLOYMENT AGREEMENT THIS EMPLOYMENT AGREEMENT ("Agreement") is entered into as of the 15th day of September, 1997, among Fidelity National Bank ("FNB"), a National Association,...Employment Agreement • September 25th, 1997 • Fidelity National Corp /Ga/ • Savings institution, federally chartered • Georgia
FIDELITY SOUTHERN CORPORATION FIDELITY BANK EMPLOYMENT AGREEMENTEmployment Agreement • March 23rd, 2004 • Fidelity Southern Corp • Savings institution, federally chartered • Georgia
Exhibit 10.3 FIDELITY SOUTHERN CORPORATION EXECUTIVE CONTINUITY AGREEMENT This Executive Continuity Agreement (this "Agreement') is made as of January 19, 2006, between Fidelity Southern Corporation ("Fidelity Southern") and the Bank (together with...Executive Continuity Agreement • January 25th, 2006 • Fidelity Southern Corp • State commercial banks • Georgia
PURCHASE AND ASSUMPTION AGREEMENTPurchase and Assumption Agreement • May 21st, 2015 • Fidelity Southern Corp • State commercial banks • Florida
THIS PURCHASE AND ASSUMPTION AGREEMENT (this “Agreement”), dated as of May 20, 2015 between FIDELITY BANK, a Georgia bank (“Purchaser”) and FIRST BANK, a Missouri bank (“Seller”).
FIDELITY SOUTHERN CORPORATION (a Georgia corporation) 48,200 Shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A UNDERWRITING AGREEMENTUnderwriting Agreement • May 21st, 2012 • Fidelity Southern Corp • State commercial banks • New York
Fidelity Southern Corporation, a Georgia corporation (the “Company”), Fidelity Bank (the “Bank”) and the United States Department of the Treasury (the “Selling Shareholder”) each confirms its agreement with — and — (the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 11 hereof), for whom — and — are acting as Representatives (in such capacity, the “Representatives”), with respect to the sale by the Selling Shareholder and the purchase by the Underwriters, acting severally and not jointly, of the respective numbers of shares of Fixed Rate Cumulative Perpetual Preferred Stock, Series A, liquidation preference amount $1,000 per share, of the Company (the “Preferred Stock”) set forth in Schedule A hereto. The aforesaid 48,200 shares of Preferred Stock to be purchased by the Underwriters are referred to herein, collectively, as the “Securities.”
EXECUTIVE CONTINUITY AGREEMENTExecutive Continuity Agreement • December 27th, 2012 • Fidelity Southern Corp • State commercial banks • Georgia
This Executive Continuity Agreement (this “Agreement’) entered into this 21st day of December 2012 among Fidelity Southern Corporation (“Fidelity Southern”), Fidelity Bank (the “Bank” and together with Fidelity Southern collectively referred to as “Fidelity”) and H. Palmer Proctor, Jr. (the “Executive”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 31st, 2011 • Fidelity Southern Corp • State commercial banks • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 26, 2011, by and among Fidelity Southern Corporation, a Georgia corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
FIDELITY BANK SALARY CONTINUATION AGREEMENTSalary Continuation Agreement • December 24th, 2014 • Fidelity Southern Corp • State commercial banks • Georgia
This SALARY CONTINUATION AGREEMENT (this “Agreement”) is entered into as of December 23, 2014 by and between Fidelity Bank, a Georgia-chartered bank (the “Bank”), and H. Palmer Proctor, Jr., an executive of the Bank (the “Executive”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 31st, 2011 • Fidelity Southern Corp • State commercial banks
This Registration Rights Agreement (this “Agreement”) is made and entered into as of May 26, 2011, by and among Fidelity Southern Corporation, a Georgia corporation (the “Company”), and the several purchasers signatory hereto (each a “Purchaser” and collectively, the “Purchasers”).
FIDELITY BANK EXECUTIVE CONTINUITY AGREEMENTExecutive Continuity Agreement • March 16th, 2018 • Fidelity Southern Corp • State commercial banks • Georgia
This Executive Continuity Agreement (this “Agreement”) is entered into this 26th day of June 2017, effective as of the 26th day of June 2017, by and among Fidelity Southern Corporation, a Georgia corporation (“Fidelity Southern”), Fidelity Bank, a Georgia banking corporation (the “Bank”) and Charles D. Christy (the “Executive”). Fidelity Southern and the Bank are referred to collectively as “Fidelity.”
FIDELITY SOUTHERN CORPORATION FIDELITY BANK EMPLOYMENT AGREEMENTEmployment Agreement • March 15th, 2006 • Fidelity Southern Corp • State commercial banks • Georgia
PURCHASE AND ASSUMPTION AGREEMENT WHOLE BANK ALL DEPOSITS AMONG FEDERAL DEPOSIT INSURANCE CORPORATION, RECEIVER OF DECATUR FIRST BANK, DECATUR, GEORGIA and FIDELITY BANK, NORCROSS, GEORGIA DATED AS OF October 21, 2011Purchase and Assumption Agreement • October 27th, 2011 • Fidelity Southern Corp • State commercial banks
FIDELITY BANK SPLIT DOLLAR LIFE INSURANCE AGREEMENTSplit Dollar Life Insurance Agreement • December 24th, 2014 • Fidelity Southern Corp • State commercial banks • Georgia
THIS SPLIT DOLLAR LIFE INSURANCE AGREEMENT (the “Agreement”) is made and entered into this _________ day of _______________, by and between Fidelity Bank (the “Bank”), a banking corporation organized and existing under the laws of the State of Georgia, and ______________ (the "Insured").
TAX BENEFITS PRESERVATION PLAN dated as of November 19, 2010 between FIDELITY SOUTHERN CORPORATION and MELLON INVESTOR SERVICES LLC as Rights AgentTax Benefits Preservation Plan • November 23rd, 2010 • Fidelity Southern Corp • State commercial banks • Georgia
THIS TAX BENEFITS PRESERVATION PLAN (this “Rights Plan”) dated as of November 19, 2010, between Fidelity Southern Corporation, a Georgia corporation (the “Company”), and Mellon Investor Services LLC, a New Jersey limited liability company, as Rights Agent (the “Rights Agent”).
FIDELITY BANK AMENDMENT TO EXECUTIVE CONTINUITY AGREEMENTExecutive Continuity Agreement • March 16th, 2018 • Fidelity Southern Corp • State commercial banks • Georgia
THIS AMENDMENT (“Amendment”) to the Executive Continuity Agreement (“Continuity Agreement”) by and between Fidelity Southern Corporation, a Georgia corporation (“Fidelity Southern”), Fidelity Bank, a Georgia banking corporation (the “Bank”) and David Buchanan (the “Executive”) shall be effective as of the 8th day of March, 2018. Fidelity Southern and the Bank are referred to collectively as “Fidelity.”
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 17th, 2018 • Fidelity Southern Corp • State commercial banks • Georgia
DEFINED CONTRIBUTION MASTER PLAN AND TRUST AGREEMENTFidelity National Corp /Ga/ • June 22nd, 1998 • Savings institution, federally chartered
FIDELITY BANK EXECUTIVE CONTINUITY AGREEMENTExecutive Continuity Agreement • March 17th, 2009 • Fidelity Southern Corp • State commercial banks • Georgia
This Executive Continuity Agreement (this “Agreement”) is made as of May 22, 2006, between Fidelity Southern Corporation (“Fidelity Southern”) and the Bank (together with Fidelity Southern collectively referred to as “Fidelity”) and Stephen Brolly (the “Executive”).
EXHIBIT 10.1 FIDELITY SOUTHERN CORPORATION FIDELITY BANK EMPLOYMENT AGREEMENTEmployment Agreement • March 23rd, 2005 • Fidelity Southern Corp • Savings institution, federally chartered • Georgia
FIDELITY SOUTHERN CORPORATION FIDELITY BANK EMPLOYMENT AGREEMENTFidelity Southern Corporation Fidelity Bank Employment Agreement • January 22nd, 2007 • Fidelity Southern Corp • State commercial banks • Georgia
THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of the 18th day of January, 2007, by and among FIDELITY SOUTHERN CORPORATION (“Fidelity”), a Georgia Corporation, FIDELITY BANK (the “Bank”), a Georgia banking corporation, and H. Palmer Proctor, Jr. (“Proctor”). The Employment Agreement among Fidelity, the Bank and Proctor dated January 19, 2006 (the “2006 Agreement”) is hereby terminated and replaced by this Agreement effective as of January 1, 2007; provided, however, that Proctor shall retain all rights to any incentive compensation payable under the 2006 Agreement which was earned and payable as of the date hereof.
Fidelity Bank Split Dollar Agreement and EndorsementSplit Dollar Agreement and Endorsement • March 16th, 2018 • Fidelity Southern Corp • State commercial banks • Georgia
This Split Dollar Agreement and Endorsement (this “Split Dollar Agreement”) is entered into as of [•], by and between Fidelity Bank, a Georgia-chartered bank (the “Bank”), and [•] (the “Executive”). This Split Dollar Agreement shall append the Split Dollar Policy Endorsement entered into on even date herewith, or as subsequently amended, by and between the aforementioned parties.
June 21, 2000Fidelity National Corp /Ga/ • March 30th, 2001 • Savings institution, federally chartered
FIDELITY SOUTHERN CORPORATION FORM OF INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • January 18th, 2007 • Fidelity Southern Corp • State commercial banks • Georgia
THIS INCENTIVE STOCK OPTION AGREEMENT is made as of the ___ day of ____________, by and between Fidelity Southern Corporation (the “Company”) and the individual specified above, an employee of the Company or any parent or subsidiary of the Company (the “Participant”).
FIDELITY SOUTHERN CORPORATION FIDELITY BANK EMPLOYMENT AGREEMENT FOR JAMES B. MILLER, JR.Employment Agreement • March 16th, 2018 • Fidelity Southern Corp • State commercial banks • Georgia
THIS EMPLOYMENT AGREEMENT ("Agreement"), is entered into this 8th day of March 2018, effective as of the 1st day of January 2018, by and among FIDELITY SOUTHERN CORPORATION ("Fidelity Southern"), a Georgia corporation, FIDELITY BANK (the "Bank"), a Georgia banking corporation, and James B. Miller, Jr. ("Miller"). Fidelity Southern and the Bank are referred to collectively as "Fidelity." Certain capitalized terms set forth herein have the meaning given to such terms in Section 23 of this Agreement.
DAVID BUCHANAN INCENTIVE COMPENSATIONDavid Buchanan • December 24th, 2014 • Fidelity Southern Corp • State commercial banks • Georgia
This incentive compensation agreement (“Agreement”) is entered into this 23rd day of December 2014, effective as of the 1st day of January 2015, by and among FIDELITY SOUTHERN CORPORATION, a Georgia corporation (“Fidelity Southern”), FIDELITY BANK, a Georgia banking corporation (the “Bank”), and David Buchanan (“Buchanan”). Fidelity Southern and the Bank are referred to collectively as “Fidelity.”
AGREEMENT AND PLAN OF MERGER by and between AMERICAN ENTERPRISE BANKSHARES, INC. and FIDELITY SOUTHERN CORPORATION October 26, 2015Agreement and Plan of Merger • October 27th, 2015 • Fidelity Southern Corp • State commercial banks • Georgia
THIS AGREEMENT AND PLAN OF MERGER (this “Agreement”) is made and entered into as of this 26th day of October, 2015, by and between AMERICAN ENTERPRISE BANKSHARES, INC., a Florida corporation (“AEB” and, unless the context otherwise requires, the term “AEB” shall include AEB and its wholly-owned subsidiary bank, AMERICAN ENTERPRISE BANK OF FLORIDA, a Florida bank with its main office in Jacksonville, Florida (the “Bank”)), and FIDELITY SOUTHERN CORPORATION, a Georgia corporation (“Fidelity”).
THIRD AMENDMENT TO FIDELITY SOUTHERN CORPORATION FIDELITY BANK EMPLOYMENT AGREEMENTEmployment Agreement • January 24th, 2012 • Fidelity Southern Corp • State commercial banks
This agreement is entered into January 19, 2012, effective as of the 1st day of January 2012, by and among FIDELITY SOUTHERN CORPORATION (“Fidelity”), a Georgia Corporation, FIDELITY BANK (the “Bank”), a Georgia banking corporation, and H. PALMER PROCTOR, JR. (“Proctor”) to amend the Employment Agreement dated as of January 18, 2007, and amended December 16, 2008, and January 21, 2010, among the above parties as follows:
FIDELITY SOUTHERN CORPORATION FIDELITY BANK EMPLOYMENT AGREEMENT FOREmployment Agreement • December 24th, 2014 • Fidelity Southern Corp • State commercial banks • Georgia
THIS EMPLOYMENT AGREEMENT (“Agreement”), is entered into this 23rd day of December 2014, effective as of the 1st day of January 2015, by and among FIDELITY SOUTHERN CORPORATION (“Fidelity Southern”), a Georgia corporation, FIDELITY BANK (the “Bank”), a Georgia banking corporation, and H. Palmer Proctor, Jr. (“Proctor”). Fidelity Southern and the Bank are referred to collectively as “Fidelity.” The Employment Agreement among Fidelity and Proctor dated December 21, 2012, as amended and the Executive Continuity Agreement among Fidelity and Proctor dated December 21, 2012, as amended (collectively, the “Prior Agreements”) are hereby terminated and replaced by this Agreement effective as of January 1, 2015; provided, however, that Proctor shall retain all rights to any incentive compensation payable under the Prior Agreements that is earned and payable on or prior to the effective date of this Agreement. Certain capitalized terms set forth herein have the meaning given to such terms in Sect
