MANAGEMENT RIGHTS AGREEMENT

Exhibit 10.17

MANAGEMENT RIGHTS AGREEMENT

October 13, 2010

Equity Bancshares, Inc.

▇▇▇▇▇ ▇▇▇

▇▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇▇

▇▇▇▇▇▇▇, ▇▇ ▇▇▇▇▇

Re: Board Observation Rights / Management Rights

Gentlemen:

This letter agreement (this “Agreement”) will confirm the agreement among Equity Bancshares, Inc. (the “Company”) and Equity Bank, National Association (the “Bank”), of the one part, and ▇▇▇▇▇▇▇▇ Opportunity Partners III, L.P. (“▇▇▇▇▇▇▇▇”), of the other part, pursuant to which ▇▇▇▇▇▇▇▇ will be entitled to the following contractual rights in connection with ▇▇▇▇▇▇▇▇’▇ investment in the Company. In this Agreement, the boards of directors of the Company and the Bank are sometimes referred to individually as a “Board” and collectively as “Boards.”

Board Seats for ▇▇▇▇▇▇▇▇ Nominees

The Company and the Bank shall each:

(a) on the date of this Agreement, appoint ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ to be a full voting member of its Board, to serve until the next respective annual meeting of shareholders for the election of directors, and the Company and the Bank agree that ▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇ has the qualifications suitable for a director of Company and each Bank described in paragraph (b) below;

(b) in the event that, at any time, any Board does not have a nominee of ▇▇▇▇▇▇▇▇ as a full voting member, immediately appoint another nominee of ▇▇▇▇▇▇▇▇ who has qualifications suitable for a director of the Bank or the Company, respectively (an “▇▇▇▇▇▇▇▇ Nominee”) to be a full voting member of such Board;

(c) at each meeting of shareholders for election of directors at which the position to be occupied under this Agreement by an ▇▇▇▇▇▇▇▇ Nominee on any Board is to be determined by shareholder election, use its best efforts (i) to cause an ▇▇▇▇▇▇▇▇ Nominee to be nominated by each such Board for election by its respective shareholders to become a full voting member of such Board, (ii) solicit proxies for the election of the ▇▇▇▇▇▇▇▇ Nominee to the same extent as it has done for any other management nominee for a director position, (iii) to cause each then current member of such Board to agree to support and to vote as shareholder for approval of the ▇▇▇▇▇▇▇▇ Nominee, and (iv) to cause the ▇▇▇▇▇▇▇▇ Nominee to be elected to the Board; and

(d) at each shareholder meeting of the Bank for the election of director at which the position to be occupied under this Agreement by an ▇▇▇▇▇▇▇▇ Nominee is to be determined by shareholder election, the Company shall cause all of the shares of the Bank that it owns to be voted in favor of the ▇▇▇▇▇▇▇▇ Nominee.

Should for any reason, a Board fail to nominate the ▇▇▇▇▇▇▇▇ Nominee, without limiting any other rights or remedies of ▇▇▇▇▇▇▇▇, the right of ▇▇▇▇▇▇▇▇ to nominate an ▇▇▇▇▇▇▇▇ Nominee shall remain in effect and ▇▇▇▇▇▇▇▇ shall have the right to repropose one or more ▇▇▇▇▇▇▇▇ Nominee to which this Agreement shall then apply.

So long as the ▇▇▇▇▇▇▇▇ Nominee serves as a director of at least one of the Boards, the ▇▇▇▇▇▇▇▇ Nominee shall be subject to and abide by the Company’s policies and procedures regarding trading in the Company’s securities, including those involving blackout windows on trading, in each case, to the same extent as other directors.

During any period that an ▇▇▇▇▇▇▇▇ Nominee is not a member of the Boards of both the Company and the Bank, the provisions of the section below titled, “Board Observation Rights” shall apply to whichever of Company or Bank an ▇▇▇▇▇▇▇▇ Nominee is not a Board member.

Neither the Company nor the Bank will appoint more than one (1) representative of any other investor or group of affiliated investors to the Company’s or the Bank’s Boards.

The provisions of this section titled, “Board Seats for ▇▇▇▇▇▇▇▇ Nominees” shall apply to each successor to Company and the Bank.

Board Observation Rights

During any period that ▇▇▇▇▇▇▇▇ does not exercise their rights under the section of this agreement titled, “Board Seats for ▇▇▇▇▇▇▇▇ Nominees,” or for any other reason a designee of ▇▇▇▇▇▇▇▇ is not a member of the Boards of the Company and the Bank, ▇▇▇▇▇▇▇▇ will be entitled to designate a representative (the “Representative”) to attend each of the meetings of the Boards of such entity or entities as an ▇▇▇▇▇▇▇▇ designee does not serve as director, in the capacity of a nonvoting observer. The Representative shall be reasonably acceptable to the applicable Board.

▇▇▇▇▇▇▇▇ will be provided all information distributed to the members of either of the Boards or their respective committees, quarterly and annual audited and unaudited consolidated financial statements, and copies of all reports required to be filed under applicable law or under the terms of any outstanding debt instrument. ▇▇▇▇▇▇▇▇ after appropriate notification of management may visit and inspect the Company and the Bank (and their respective subsidiaries’) properties, books and records. In addition, ▇▇▇▇▇▇▇▇ may consult with management of the Company and the Bank and their respective subsidiaries on ▇▇▇▇▇▇▇▇’▇ views on matters relating to the operation of the business, provided that management of the Company shall not be contractually obligated to consult with ▇▇▇▇▇▇▇▇ pursuant to the foregoing language more than once per quarter. The foregoing language shall not be deemed to limit any rights or fiduciary obligations of ▇▇▇▇▇▇▇▇’▇ designated Board member.

The foregoing rights granted to ▇▇▇▇▇▇▇▇ are subject to the Company’s and the Bank’s respective right to withhold information and to exclude such Representative from any meeting, or portion thereof, but only to the extent (i) reasonably necessary to preserve the Company’s or Bank’s attorney-client privilege if applicable, or (ii) directly related to ▇▇▇▇▇▇▇▇’▇ investment.

General Provisions

For so long as ▇▇▇▇▇▇▇▇ owns any Purchased Shares (as such term is defined in that certain Stock Purchase Agreement dated even date herewith (the “Purchase Agreement”) ▇▇▇▇▇▇▇▇ agrees and agrees to cause its Representatives (as defined below) (to the extent such Representatives are provided any such Confidential Information (as defined below) by the Company or ▇▇▇▇▇▇▇▇), to keep confidential any Confidential

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Information. In the event ▇▇▇▇▇▇▇▇ pursuant to this Agreement or anyone to whom it transmits Confidential Information is requested or required by oral questions, interrogatories, requests for information or documents, subpoenas, civil investigative demand or similar process to disclose any such information, ▇▇▇▇▇▇▇▇ shall (i) provide the Company with prompt notice so that the Company may seek a protective order or other appropriate remedy and/or waive ▇▇▇▇▇▇▇▇’▇ compliance with the provisions of this paragraph, (ii) furnish only that portion of such information that ▇▇▇▇▇▇▇▇ is advised by its counsel is legally required and (iii) at the Company’s expense and direction, exercise its reasonable efforts to obtain reliable assurance that confidential treatment will be accorded such information. Notwithstanding the foregoing, (i) ▇▇▇▇▇▇▇▇ may disclose any such information if required by judicial or administrative process or by other requirements of law, national stock exchange or self-regulatory organization and (ii) ▇▇▇▇▇▇▇▇ may disclose such information pertaining to the Corporation and the Banks to investors in ▇▇▇▇▇▇▇▇ (and their representatives) in ▇▇▇▇▇▇▇▇’▇ periodic reports to such investors to the extent typically provided by ▇▇▇▇▇▇▇▇ in such reports.

For the purpose of this Agreement, “Confidential Information” means information obtained from the Company, except to the extent that such information can be shown to have been (i) previously known on a non-confidential basis by ▇▇▇▇▇▇▇▇ or its Representatives, (ii) in the public domain other than by breach of this Agreement by ▇▇▇▇▇▇▇▇ or its Representatives, (iii) later acquired by ▇▇▇▇▇▇▇▇ from sources other than the Company or its subsidiaries not bound by any confidentiality obligation to the Company or its subsidiaries with respect to such information, or (iv) is independently discovered, developed by or arrived at by ▇▇▇▇▇▇▇▇ without reference to the originating party’s Confidential Information by ▇▇▇▇▇▇▇▇ or its Representatives who had no access to the Confidential Information.

For purposes of this Agreement, “Representative” shall mean, with respect to any person, any of such person’s officers, directors, employees, agents, attorneys, accountants, consultants, equity financing partners, general partners, managers, investment managers, or financial advisors or other person associated with, or acting for or on behalf of, such person.

▇▇▇▇▇▇▇▇ shall comply with all federal securities laws in connection with its exercise of its rights under this agreement and its purchases and sales of the Company’s securities, and agrees to be bound by any “▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇” policy of the Company, reasonably acceptable to ▇▇▇▇▇▇▇▇, during any period during which it is exercising its rights under this agreement.

The aforementioned rights are intended to satisfy the requirement of management rights for purposes of qualifying ▇▇▇▇▇▇▇▇’▇ investment in the Company as “venture capital investments” for purposes of the Department of Labor “plan assets” regulation, 29 C.F.R. §2510.3-101. In the event the aforementioned rights are not satisfactory for such purpose, the Company and ▇▇▇▇▇▇▇▇ shall reasonably cooperate in good faith to agree upon mutually satisfactory management rights that satisfy such regulations.

The provisions of this Management Rights Agreement shall survive closing under that certain Stock Purchase Agreement dated even date with this Management Rights Agreement, shall continue and be binding upon the Company and the Bank as long as ▇▇▇▇▇▇▇▇ and its affiliates beneficially own in the aggregate at least 4.9% of the issued and outstanding shares of Class A Voting Common Stock of Company, and shall terminate and be of no further force and effect on the date ▇▇▇▇▇▇▇▇ and its affiliates beneficially own in the aggregate less than 4.9% of the issued and outstanding shares of Class A Voting Common Stock of Company. For purposes of the foregoing, there shall be included, in determining ▇▇▇▇▇▇▇▇’▇ and its affiliates’ aggregate ownership, all shares of Class A Voting Common Stock and all shares of Class A Voting Common Stock into which any securities of the Company or the Bank may be convertible or for which they are exchangeable pursuant to the terms of any instrument or agreement. Notwithstanding the foregoing, at all times that ▇▇▇▇▇▇▇▇ is a shareholder in the Company, ▇▇▇▇▇▇▇▇ shall be entitled to receive from the Company copies of all information distributed to the members of either of

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the Boards or their respective committees, quarterly and annual audited and unaudited consolidated financial statements, and copies of all reports required to be filed under applicable law or under the terms of any outstanding debt instrument.

The rights described herein shall not be assignable without the written consent of the Company; provided, however, that ▇▇▇▇▇▇▇▇ may assign its rights hereunder to any affiliate of ▇▇▇▇▇▇▇▇ which assumes the obligations of ▇▇▇▇▇▇▇▇ hereunder.

The Company and the Bank agree that ▇▇▇▇▇▇▇▇ will not have an adequate remedy at law for a breach by the Company of this Agreement and therefore that upon any such breach ▇▇▇▇▇▇▇▇ shall be entitled to enforce this Agreement by injunction or with other equitable remedies.

The rights granted to ▇▇▇▇▇▇▇▇ hereunder are not in substitution for, and shall not be deemed to be in limitation of, any rights otherwise available to ▇▇▇▇▇▇▇▇ as holder of securities of the Company or pursuant to any other agreement with the Company or the Bank.

[SIGNATURE PAGE FOLLOWS]

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IN WITNESS WHEREOF, this letter agreement has been duly executed by the parties set forth below as of the date written above.

EQUITY BANCSHARES, INC.
By:		/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Name:		▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title:		Chairman and Chief Executive Officer
EQUITY BANK, NATIONAL ASSOCIATION
By:		/s/ ▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Name:		▇▇▇▇ ▇. ▇▇▇▇▇▇▇
Title:		Chairman and Chief Executive Officer
▇▇▇▇▇▇▇▇ OPPORTUNITY PARTNERS, L.P.
By: ▇.▇. ▇▇▇▇▇▇▇▇ III, L.L.C., its General Partner
By:		/s/ ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Name:		▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇
Title:		Managing Member