EXHIBIT 10.13
EMPLOYMENT AGREEMENT
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THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into on
this 29/th/ day of December, 2000 to be effective the 1st day of January, 2001,
by and between Bank of the Ozarks, Inc., an Arkansas corporation (the
"Corporation"), 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, the term of which ends on December 31, 2000;
WHEREAS, the Board of Directors of the Corporation believes that the future
services of Xxxxxxx will be of great value to the Corporation and, by this
Agreement, proposes to ensure his continued employment for a certain period;
WHEREAS, Xxxxxxx hereby expresses his willingness to continue in the
employment of the Corporation 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
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employment of the Corporation commencing on January 1, 2001 and ending on
December 31, 2003 (the "Term").
2. Duties. During the period of this contract, and subject to the
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limitations hereinafter expressed, Xxxxxxx agrees to serve the Corporation
faithfully and to the best of his ability, under the direction of the Board of
Directors of the Corporation, devoting his time, energy and skill to the
management of the Corporation's business.
3. Compensation. The Corporation agrees to pay to Xxxxxxx during the term
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as defined in Section 1 above, as compensation for his full-time services:
(a) A minimum base salary of Two Hundred Seventy-Five Thousand Dollars
($275,000) 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 Compensation Committee of the Board of
Directors of the Corporation, 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 performance, assigned duties and scope of responsibility and
relative compensation of comparable positions within the industry.
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(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
Compensation Committee of the Board of Directors of the Corporation, 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 its subsidiaries 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 Compensation Committee. 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 Compensation Committee
of the Board 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
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performance by the Corporation of its 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, without the prior written consent of the Corporation.
5. Prohibition Against Assignment. Xxxxxxx shall have no right to
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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, the
Corporation shall have no further liability hereunder.
6. Reorganization. The Corporation shall not merge or consolidate with
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any other organization or organizations until such organization or organizations
expressly assume the duties of the Corporation herein set forth.
7. Independence of Other Agreements. This Agreement is hereby declared to
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be independent of all other benefits and retirement or deferred compensation
plans now or hereafter adopted by the Corporation, including the 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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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
/s/ Xxxxxx X. Xxxxxxx
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Xxxxxx X. Xxxxxxx
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