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EXHIBIT 10.4
SECOND
AMENDMENT TO
EMPLOYMENT AGREEMENT
This second amendment (the "Amendment") to the Employment Agreement
(the "Agreement"), dated as of the ____ day of _________, 1999, by and among
ALBANY BANK & TRUST, National Association (Proposed) (the "Bank"), a proposed
national bank, COMMUNITY CAPITAL BANCSHARES, INC., a bank holding company
incorporated under the laws of the State of Georgia (the "Company")
(collectively the Bank and the Company are referred to hereafter as the
"Employer"), and XXXXX X. XXXXXXXXXX, a resident of the State of Georgia (the
"Employee"), is made and entered into this ___ day of ________, 1999.
WHEREAS, the parties hereto desire to amend the Agreement for the
purpose of stating that stock options will be granted to the Employee by the
Company pursuant to the Company's Stock Incentive Plan and to the terms of any
Stock Option Award granted under such plan.
NOW, THEREFORE, in consideration of the mutual covenants contained
herein and other good and valuable consideration, the receipt and sufficiency
of which are hereby acknowledged, Employer and Employee agree to amend the
Agreement as follows:
1. Section 4.3(a) of the Agreement is hereby amended to read as
follows:
"(a) As of the date of the prospectus for the Company's
initial public offering, the Employer will grant to the
Employee an incentive stock option to purchase, at a per
share purchase price of $10.00, a number of shares of the
Company's common stock which is equal to 2% of the number of
shares of the Company's common stock which are sold in its
initial public offering. The incentive stock option will be
issued by the Employer pursuant to the Company's Stock
Incentive Plan and to the terms of the Stock Option Award
granted under such plan. The option will become vested and
exercisable in 20% increments, commencing on the first
anniversary of the date of the prospectus for the Company's
initial public offering and continuing for the next four
successive anniversaries until the option is fully vested and
exercisable. The option shall expire generally upon the
earlier of ninety (90) days following termination of
employment or upon the tenth anniversary of the option grant
date."
2. Except as hereinabove amended, the Agreement shall remain
otherwise in full force and effect.
3. This Amendment may be executed in one or more counterparts,
each of which shall be deemed to be an original, but all of which together
shall constitute one and the same instrument.
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IN WITNESS WHEREOF, the Employer and the Employee have executed and
delivered this Second Amendment to the Agreement as of the ___ day of _________,
1999.
THE BANK:
ALBANY BANK & TRUST, NATIONAL ASSOCIATION
By:
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Xxxxxx X. Xxx
President and Chief Executive Officer
THE COMPANY:
COMMUNITY CAPITAL BANCSHARES, INC.
By:
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Xxxxxxx X. Xxxxx, III
Chairman and Chief Executive Officer
THE EMPLOYEE:
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XXXXX X. XXXXXXXXXX
