Exhibit 10(k)
Form of Supplement Agreement between
EurekaBank and certain executive officers and directors
which amends certain provisions of the
Long Term Incentive Compensation Plan (LTIP)
(filed hereto)
SUPPLEMENTAL AGREEMENT
WHEREAS, ________________________ ("Participant") is a current participant
in the Long Term Incentive Compensation Plan of EurekaBank, as amended and
restated effective January 1, 1991 (the "Plan") and an active employee or
director of EurekaBank, a Federal Savings Bank; and
WHEREAS, Participant and the Board of Directors of EurekaBank are entering
into this Supplemental Agreement to supplement and supersede certain provisions
of the Plan;
NOW, THEREFORE, effective with respect to fiscal years of EurekaBank
beginning after December 31, 1995, the parties hereto agree, for good and
valuable consideration (including the Participant's continued services to
EurekaBank and the execution of identical agreements by the other similarly
situated employees or directors of EurekaBank), as follows:
1. For purposes of the calculations required under Articles IV and VII of
the Plan, "Average Equity", "Equity" and "Net Income" shall be determined as if
such terms were defined in the Plan so as to disregard the effect of any of the
following items:
(a) Special deposit insurance assessments, such as the September 30, 1996
assessment payable to the Savings Association Insurance Fund (SAIF).
(b) Deferred tax asset accounting adjustments
attributable to unexpired net operating losses as of 1988 (including any
subsequent income or expenses attributable thereto).
(c) Accounting provisions for income tax expenses (to the extent applicable
net operating losses are available).
(d) Closing expenses and accounting adjustments
required to expedite the disposition, in a single transaction, of substantially
all of the assets and business of EurekaBank.
2. For purposes of Section 5.01 of the Plan, the gain from a sale shall be
the difference between the sales price and $146.9 Million.
3. The Board of Directors of EurekaBank may, at any time and in its sole
discretion, accelerate the payment of any or all of the Participant's accrued
benefits under the Plan to an earlier date than the date that such benefits
would otherwise have been paid pursuant to the terms of the Plan.
Except as expressly provided otherwise by this Supplemental Agreement, all
of the terms and conditions of the Plan remain in full force and effect with
respect to the Participant. This Supplemental Agreement shall be binding on any
person who succeeds to Participant's right to payment under the Plan upon
Participant's death, may only be amended by a written agreement between the
Board of Directors of EurekaBank and Participant and shall be governed by the
laws of the State of California.
Board of Directors of EurekaBank
Dated:_________________ By:__________________________________
Chairman of the
Compensation Committee
Dated: ________________ By:__________________________________
Participant
-2-
List of Participants In Supplement Agreement:
Name Position/Title
---- --------------
Xxxxxxx X. XxXxx President & Chief Executive Officer-America First
Eureka Holdings, Inc.; Chairman-EurekaBank
Xxxxx X. Xxxxxxxxx President & Chief Executive Officer-EurekaBank
Wm. Xxxx Xxxxx Executive Vice President & Chief Financial Officer
Xxxx Xxxxxx Executive Vice President & Chief Operating Officer
Xxxxx Xxxxxxx Executive Vice President & Chief Administrative
Officer
Xxxx Xxxxxx Senior Vice President
Xxxxxxx Xxxxxxxxxx Director
Xxxxxx XxXxxxxx Senior Vice President
Xxxxxx Xxxxxxx Senior Vice President
Xxxx Xxxx Senior Vice President
J. Xxxxx Xxx Xxxxx Senior Vice President
-3-
