RESTRICTED STOCK AGREEMENT
--------------------------
PURSUANT TO THE
ROEBLING BANK
2006 RESTRICTED STOCK PLAN
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FOR OFFICERS AND EMPLOYEES
This Agreement shall constitute an award of Restricted Stock ("Award")
for a total of ______________ shares of Common Stock of Roebling Financial Corp,
Inc. (the "Company"), which is hereby granted to ___________ (the "Participant")
at the price determined as provided herein, and in all respects subject to the
terms, definitions and provisions of the Roebling Bank 2006 Restricted Stock
Plan (the "Plan") adopted by Roebling Bank (the "Bank") which is incorporated by
reference herein, receipt of which is hereby acknowledged.
1. Purchase Price. The purchase price for each share of Common Stock
awarded by this Agreement is $0.00.
2. Vesting of Plan Awards. The Award of such Common Stock shall be deemed
non-forfeitable in accordance with the provisions of the Plan, provided the
holder of such Award is an employee, director or director emeritus of the Bank
as of such date, as follows:
(a) Schedule of Vesting of Awards.
Number Percentage of Total Shares
of Awarded Which Are
Date Shares Non-forfeitable
---- ------ ---------------
Upon grant............................ ______ 0%
As of ________________................ ______ 20%
As of ________________................ ______ 40%
As of ________________................ ______ 60%
As of ________________................ ______ 80%
As of ________________................ ______ 100%
A. Notwithstanding anything herein or in the Plan to the contrary, all Shares
subject to an Award held by a Participant whose service with the Bank or the
Corporation terminates due to death shall be deemed 100% earned and
non-forfeitable as of the Participant's last date of service with the
Corporation or the Bank and shall be
distributed as soon as practicable thereafter to the Beneficiary as set forth in
accordance with the Plan.
B. Such Award shall be immediately 100% earned and non-forfeitable upon
Disability of the Participant.
C. Upon a Change in Control of the Corporation or the Bank, all such Awards
shall be immediately 100% vested and exercisable.
(b) Restrictions on Awards. This Award may not be delivered to the
recipient if the issuance of the Shares pursuant to the Award would constitute a
violation of any applicable federal or state securities or other law or valid
regulation. As a condition to the Participant's receipt of this Award, the Bank
may require the person receiving this Award to make any representation and
warranty to the Bank as may be required by any applicable law or regulation.
3. Non-transferability of Award. This Award may not be transferred in any
manner prior to such Award, or portion thereof, being deemed non-forfeitable.
4. Other Restrictions on Award. This Award shall be subject to such other
restrictions and limitations as are contained in the Plan or as determined by
the Plan Committee administering such Plan.
Roebling Bank
Date of Grant: By: _____________________
Attest:
[SEAL]
PARTICIPANT ACKNOWLEDGEMENT
______________________________________ ______________________________
PARTICIPANT DATE
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RESTRICTED STOCK AGREEMENT
--------------------------
PURSUANT TO THE
ROEBLING BANK
2006 RESTRICTED STOCK PLAN
--------------------------
FOR NON-EMPLOYEE DIRECTORS
This Agreement shall constitute an award of Restricted Stock ("Award")
for a total of 2,185 shares of Common Stock of Roebling Financial Corp, Inc.
(the "Corporation"), which is hereby granted to __________ (the "Participant")
at the price determined as provided herein, and in all respects subject to the
terms, definitions and provisions of the Roebling Bank 2006 Restricted Stock
Plan (the "Plan") adopted by Roebling Bank (the "Bank") which is incorporated by
reference herein, receipt of which is hereby acknowledged.
1. Purchase Price. The purchase price for each share of Common Stock
awarded by this Agreement is $0.00.
2. Vesting of Plan Awards. The Award of such Common Stock shall be
deemed earned and non-forfeitable in accordance with the provisions of the Plan,
during periods of continued service as a Director or Director Emeritus as
follows:
(a) Schedule of Vesting of Awards.
Number Percentage of Total Shares
of Awarded Which Are
Date Shares Non-forfeitable
---- ------ ---------------
Upon Grant 728 33 1/3%
As of January 30, 2007................... 728 66 2/3%
As of January 30, 2008................... 729 100%
A. Notwithstanding anything herein or in the Plan to the contrary, all Shares
subject to an Award held by a Participant whose service with the Bank or the
Corporation terminates due to death shall be deemed 100% earned and
non-forfeitable as of the Participant's last date of service with the
Corporation or the Bank and shall be distributed as soon as practicable
thereafter to the Beneficiary as set forth in accordance with the Plan.
B. Such Award shall be immediately 100% earned and non-forfeitable upon
Disability of the Participant. C. Upon a Change in Control of the Corporation or
the Bank, all such Awards shall be immediately 100% vested and exercisable.
(b) Restrictions on Awards. This Award may not be delivered to the
recipient if the issuance of the Shares pursuant to the Award would constitute a
violation of any applicable federal or state securities or other law or valid
regulation. As a condition to the Participant's receipt of this Award, the
Company may require the person receiving this Award to make any representation
and warranty to the Company as may be required by any applicable law or
regulation.
3. Non-transferability of Award. This Award may not be transferred in any
manner prior to such Award, or portion thereof, being deemed earned and
non-forfeitable.
4. Other Restrictions on Award. This Award shall be subject to such other
restrictions and limitations as are contained in the Plan or as determined by
the Plan Committee administering such Plan.
ROEBLING BANK
Date of Grant: January 30, 2006 By: ______________________
Attest:
[SEAL]
PARTICIPANT ACKNOWLEDGEMENT
______________________________________ ______________________________
PARTICIPANT DATE
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