AMENDMENT TO CHANGE IN CONTROL AGREEMENT
EXHIBIT 10.2
AMENDMENT TO
This Amendment, dated December 19, 2023 (the “Amendment”), amends the Change in Control Agreement dated December 31, 2021 and which was
effective as of January 1, 2022 (the “CIC Agreement”), by and between Provident Financial Services, Inc. (the “Company”), a Delaware corporation, and Xxxxxxxxxxx Xxxxxx (“Executive”). Capitalized terms not defined herein shall have the meaning set
forth in the CIC Agreement.
W I T N E S S E T H:
WHEREAS, Executive currently
serves as Executive Chairman of the Company and the Bank and as a member of the Board of Directors of the Company and the Bank and in accordance with the terms of the CIC Agreement is entitled to certain benefits in the event of a Change in Control
followed by a termination of Executive’s employment with the Company or the Bank; and
WHEREAS, the term of the CIC
Agreement expires December 31, 2023; and
WHEREAS, the parties have agreed
to extend the term of the CIC Agreement until May 31, 2024; and
WHEREAS, pursuant to Section 11
of the CIC Agreement, the parties desire to amend the CIC Agreement.
NOW, THEREFORE, in consideration
of the premises, the mutual agreements herein set forth and such other consideration the sufficiency of which is hereby acknowledged, the Company and the Executive hereby agree as follows:
Section 1. Amendment to the CIC Agreement.
Section 2 of the CIC Agreement is hereby amended to replace the words “December 31, 2023” with the words “May 31, 2024.”
Section 2. Continuation of CIC Agreement.
Except as expressly set forth in Section 1 above, this Amendment shall not by implication or otherwise alter, modify, amend or in any way affect any of the terms, conditions, obligations, covenants or agreements contained in the CIC Agreement, all of
which are ratified and affirmed in all respects and shall continue in full force and effect and shall be otherwise unaffected.
Section 2. Governing Law. This Amendment
and the rights and obligations hereunder shall be governed by and construed in accordance with the laws of the State of Delaware.
Section 4. Counterparts. This Amendment may
be executed in any number of counterparts, each of which shall for all purposes be deemed an original, and all of which together shall constitute but one and the same instrument.
IN WITNESS WHEREOF, the Company
and the Executive have duly executed this Amendment as of the day and year first written above.
ATTEST:
|
PROVIDENT FINANCIAL SERVICES, INC.
|
/s/ Xxxxxxx XxxXxxxxxx
|
By: /s/ Xxxxxxx X. Xxxxxxx
|
Xxxxxxx XxxXxxxxxx, Corporate Secretary
|
Xxxxxxx X. Xxxxxxx
Chair of the Compensation Committee
|
WITNESS:
|
EXECUTIVE
|
/s/ Xxxx X. Xxxxx |
By: /s/ Xxxxxxxxxxx Xxxxxx
|
Xxxx X. Xxxxx, Senior Executive Vice President |
Xxxxxxxxxxx Xxxxxx
|