EXHIBIT 10.9
EMPLOYMENT AGREEMENT
--------------------
THIS EMPLOYMENT AGREEMENT (the "Agreement") is made and entered into
on this 22nd day of May, 1997, by and between Bank of the Ozarks, Inc. (formerly
Ozark Bankshares, 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 is currently contemplating a proposed initial
public offering of its Common Stock (the "Public Offering");
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
after the Public Offering;
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 is hereby acknowledged, the parties hereto agree as
follows:
1. Period of Active Employment. Xxxxxxx shall continue in the active
---------------------------
employment of the Corporation commencing on the date of the effective date of
the Public Offering and ending on December 31, 2000 (the "Term").
2. Duties. During the period of this contract, and subject to the
------
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
------------
period of his active employment, as defined in Section 1 above, as base salary
for his full time services:
(a) The sum of Three Hundred Eighteen Thousand Dollars ($318,000)
per annum, with such base salary to be prorated for the portion of the
1997 calendar year within the Term and to be payable in semi-monthly
installments. The base salary shall be increased (but not decreased)
commencing on January 1, 1998 and annually thereafter by the same
percentage as the percentage increase, if any, in the Consumer Price
Index for the twelve months ending on the preceding October 31st. As
used herein, the term "Consumer Price Index" means the Consumer Price
Index for All Urban Consumers (CPI-U), All Items, U.S. Average (1982-
84=100), which is now compiled with the U.S. Department of Labor, and
shall mean and include such other index or statistics as may succeed
it, as adjusted to account for any change in the standard reference
base year.
(b) A bonus for each fiscal year of the Corporation, commencing with
the fiscal year ended December 31, 1997, in an aggregate amount equal to 1%
of the Corporation's Net Income (on a consolidated basis) for the fiscal
year. As used herein, the term "Net Income" means, for a fiscal year, the
Corporation's income after federal and state income taxes. Each bonus shall
be payable to Xxxxxxx no later than the end of the first quarter of the
succeeding fiscal year.
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.
4. Restrictive Covenant. Xxxxxxx expressly agrees, as a condition to the
--------------------
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
------------------------------
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
--------------
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 be independent all other benefits and retirement or deferred compensation
plans now or hereafter adopted by the Corporation, including the ESOP and 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.
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 Xxxx
----------------------------- ---------------------------------
Xxxxx Xxxxxx, Secretary Xxxx Xxxx, President
/s/ Xxxxxx X. Xxxxxxx, XX
------------------------------------
Xxxxxx X. Xxxxxxx, XX
2
