AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
EXHIBIT 10.2
AMENDMENT TO AMENDED AND RESTATED EMPLOYMENT AGREEMENT
This Amendment to Amended and Restated Employment Agreement (this “Amendment”) is made and entered into as of March 31, 2023, by and among HBT Financial, Inc., a Delaware corporation (“HBT”), Heartland Bank and Trust Company, an Illinois state-chartered bank (the “Bank,” and together with HBT, “Heartland”), and X. Xxxxx Xxxxxx (“Employee”)(HBT, the Bank and Employee, the “Parties”).
RECITALS
X.Xxxxxxxx is currently employed by Heartland as President and Chief Operating Officer of HBT, and President and Chief Operating Officer of the Bank, pursuant to that certain Xxxxxxx and Restated Employment Agreement by and among Heartland and Employee dated February 22, 2021 (the “Employment Agreement”).
X.Xx part of its succession planning for its executive officers, the Employee and the Board of Directors have discussed from time to time Employee’s plans regarding continuing service to the Heartland and ensuring a successful transition to a successor Chief Executive Officer.
C.The Board and Employee have determined it to be in the best interests of Heartland and Employee for Employee to assume the role of President and Chief Executive Officer of HBT and President and Chief Executive Officer of the Bank, effective as of May 24, 2023 (the “Effective Date”).
X.Xxxxxxxx to Section 14 of the Employment Agreement, Heartland and Employee may amend the Employment Agreement in writing executed by all parties thereto.
E.Heartland and Employee desire to amend the Employment Agreement as provided herein for the purpose of setting forth provisions applicable to Employee’s employment and service as of the Effective Date.
AGREEMENTS
In consideration of the foregoing and of the mutual promises and covenants of the Parties set forth in this Amendment, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties, intending to be legally bound, hereby covenant and agree to the following revisions to the Employment Agreement:
| 1. | Effective as of May 24, 2023, Exhibit A of the Employment Agreement shall be amended and restated in its entirety to read as set forth on Exhibit 1 to this Amendment. |
| 2. | Except as expressly amended pursuant to clause 1 above, the Employment Agreement shall continue if full force and effect. |
| 3. | Capitalized terms not defined in this Amendment shall have the meanings proscribed to such terms in the Employment Agreement. |
IN WITNESS WHEREOF, the Parties have executed this Amendment as of the date first set forth above.
HBT FINANCIAL, XXX. Xx:/s/ Xxxx X. Xxxxx | X. Xxxxx Xxxxxx /s/ X. Xxxxx Xxxxxx |
HEARTLAND BANK AND TRUST COMPANY By:/s/ Xxxx X. Xxxxx | |
“Employee”: X. Xxxxx Xxxxxx
“Effective Date”: May 24, 2023
“Position”: President and Chief Executive Officer of HBT Financial, Inc. and President and Chief Executive Officer of Heartland Bank and Trust Company
“Initial Expiration Date”: December 31, 2025
“Reporting Person”:Executive Chairman and Board of Directors of HBT Financial, Inc.
“Location of Employment”: Principal headquarters of HBT Financial, Inc.
“Base Salary: $535,755
“Target Bonus”: 40% of Base Salary (For the Target Bonus amount for 2023, Base Salary will be a blended amount taking into account the change in Base Salary as of the Effective Date)
“Annual LTI Awards Target”: 40% of Base Salary (For the Annual LTI Awards Target amount for awards for 2023 made in 2024, Base Salary will be a blended amount taking into account the change in Base Salary as of the Effective Date)
“Annual PTO Days”: 20 vacation days plus 8 personal days (which includes sick days)
“Outside Covered Period Severance Months”: 6
“Covered Period Severance Amount”: 2 times the sum of Base Salary and Target Bonus for the year in which Involuntary Termination occurs
“COBRA Months”: 18
“Restricted Period”: 6 months following your Involuntary Termination outside of a Covered Period or your Termination due to your Disability inside or outside of a Covered Period; 12 months following your Termination initiated by HBT and Heartland for Cause or by you without Good Reason (including non-extension of the Employment Period by you in accordance with Section 2 above), in each case either inside or outside of a Covered Period; or 24 months following your Involuntary Termination inside of a Covered Period
| Exhibit A – Page 1 | |
