EXHIBIT 10.14
EMPLOYMENT AGREEMENT
THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into on
this 3rd day of January, 2003 to be effective as of the 1st day of January,
2003, by and between Bank of the Ozarks, Inc., an Arkansas corporation, (the
"Corporation"), Bank of the Ozarks, a state chartered bank, (the "Bank"), and
Xxxxxx X. Xxxxxxx, XX, an individual and resident of Arkansas ("Xxxxxxx").
W I T N E S S E T H:
WHEREAS, the Corporation and Xxxxxxx are parties to an employment agreement
dated December 31, 2001 to be effective as of January 1, 2002 (the "Existing
Agreement");
WHEREAS, the Boards of Directors of the Corporation and Bank (acting by and
through their Personnel and Compensation Committees) believe that the future
services of Xxxxxxx will be of great value to the Corporation and Bank and, by
this Agreement, propose to ensure his continued employment for a certain period
as set forth below;
WHEREAS, Xxxxxxx hereby expresses his willingness to continue in the
employment of the Corporation and Bank as is hereby provided;
NOW, THEREFORE, in consideration of the premises, the mutual covenants
herein contained, and other good and valuable consideration, the receipt and
sufficiency of which are hereby acknowledged, the parties hereto agree as
follows:
1. Period of Active Employment. Xxxxxxx shall continue in the active
employment of the Corporation and Bank commencing on January 1, 2003 and ending
on December 31, 2005 (the "Term").
2. Duties. During the period of this contract, and subject to the
limitations hereinafter expressed, Xxxxxxx agrees to serve the Corporation and
Bank faithfully and to the best of his ability, under the direction of the
Boards of Directors of the Corporation and Bank, devoting his time, energy and
skill to the management of the Corporation's and Bank's business.
3. Compensation. The Corporation and Bank agree to pay to Xxxxxxx during
the term as defined in Section 1 above, as compensation for his full-time
services:
(a) An aggregate minimum base salary of Three Hundred Ninety-Six Thousand
Dollars ($396,000) per annum. Xxxxxxx'x base salary will be evaluated and
increased, if appropriate, each year thereafter for the term of this
contract by majority vote of the Personnel and Compensation Committees of
the Boards of Directors of the Corporation and Bank, with members of the
Xxxxxxx family or any other interested director abstaining. Consideration
will be given to increases in Xxxxxxx'x base salary based on, among other
things, individual merit and
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performance, assigned duties and scope of responsibility and relative
compensation of comparable positions within the industry.
(b) A bonus for each fiscal year during the term of this contract, the
amount of which will be subjectively determined by majority vote of the
Personnel and Compensation Committees of the Boards of Directors of the
Corporation and Bank, with members of the Xxxxxxx family or any other
interested director abstaining. Such bonus will be based on, among other
things, individual merit and performance, taking into account Xxxxxxx'x
contribution to the overall success of the Corporation and Bank and various
measures of corporate performance including long-term growth in deposits,
loans and assets, return on average assets, return on average stockholders'
equity, net interest margin, overhead ratio, efficiency ratio, net
charge-offs ratio, other measures of growth, earnings, asset quality and
risk and other factors deemed appropriate by the Personnel and Compensation
Committees. Such bonus, if any, shall be payable to Xxxxxxx no later than
the end of the first quarter of the succeeding fiscal year.
Additional benefits may be provided and additional equity based compensation may
be paid Xxxxxxx from time to time by majority vote of the Personnel and
Compensation Committees of the Boards of Directors of the Corporation, with
members of the Xxxxxxx family or any other interested director abstaining.
Nothing herein shall prohibit Xxxxxxx from being reimbursed for reasonable and
customary business expenses or from receiving an allowance therefor.
4. Restrictive Covenant. Xxxxxxx expressly agrees, as a condition to the
performance by the Corporation and Bank of their obligations hereunder, that
during the term of this Agreement he will not, directly or indirectly, enter
into or in any manner take part in any business competitive with any business of
the Corporation or Bank, without the prior written consent of the Corporation
and Bank.
5. Prohibition Against Assignment. Xxxxxxx shall have no right to commute,
encumber or dispose of the right to receive payments hereunder, which payments
and the right thereto are expressly declared to be non-assignable and
non-transferable and, in the event of any attempted assignment or transfer,
neither the Corporation nor Bank shall have any further liability hereunder.
6. Reorganization. Neither the Corporation nor the Bank shall merge or
consolidate with any other organization or organizations until such organization
or organizations expressly assume the duties of the Corporation and Bank herein
set forth.
7. Independence of Other Agreements. This Agreement is hereby declared to
be independent of all other benefits and retirement or deferred compensation
plans now or hereafter adopted by the Corporation or Bank, including the
Corporation's stock option plan and Corporation's and Bank's 401(k) plan
currently existing, and shall not, unless mutually agreed upon in writing, be
supplanted or replaced by any other such plan or agreement.
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8. This Agreement replaces and supersedes in its entirety the Existing
Agreement.
IN WITNESS WHEREOF, the parties have executed this Agreement in duplicate
original the day and year first above recited.
ATTEST: BANK OF THE OZARKS, INC.
/s/ Xxxxx Xxxxxx By: /s/ Xxxx X. Xxxx
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Xxxxx Xxxxxx, Corporate Secretary Xxxx X. Xxxx, President
ATTEST: BANK OF THE OZARKS
/s/ Xxxxx Xxxxxx By: /s/ Xxxx X. Xxxx
--------------------------------- --------------------------
Xxxxx Xxxxxx, Corporate Secretary Xxxx X. Xxxx, President
XXXXXX X. XXXXXXX, XX
/s/ Xxxxxx X. Xxxxxxx, XX
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Xxxxxx X. Xxxxxxx, XX
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