Exhibit B
AGREEMENT
This Agreement is between C. Xxxxxxxx Xxxxxxxx and Xxxxx X. Xxxxxxxx, as
Sellers, and Xxxxx X. Xxxxxxx and Xxxxxx X. Xxxxxxx, as Buyers.
Sellers presently are the beneficial owners of more than 87,000 shares
of common stock of Cascade Financial Corporation (identified by its trading
symbol, "CASB"). On June 5, 2001, Sellers agreed to sell to Buyers, and Buyers
agreed to buy from Sellers, eighty-seven thousand (87,000) shares of common
stock of CASB, all at a price of eight dollars and thirty-five cents ($8.35)
per share.
In fulfillment of that agreement, the parties commit promptly to take
the following actions:
1. Sellers are delivering to Buyers certificates representing 11,211
CASB shares, with stock powers duly endorsed to effect the transfer of those
shares to Buyers, and in return Buyers are delivering to Sellers a check for
$93,611.85.
2. Sellers are instructing the custodian or trustee of their Individual
Retirement Accounts (IRAs) that they maintain through their brokerage firm,
XxXxxxx Xxxxxx Xxxxx, to transfer to the Buyers 11,648 CASB shares from their
IRAs upon receipt from Buyers of payment of $97,260.80.
3. Sellers will deliver to Buyers immediately upon receipt from CASB's
stock transfer agent the certificate representing the 64,141 CASB shares that
Buyers purchased on May 31, 2001, by their exercise of an employee stock
option. With that certificate, Sellers will deliver a stock power duly
endorsed to effect the transfer of those shares to Buyers, and in return
Buyers will deliver to Sellers a check for $535,577.35. Sellers have been
informed today by CASB's stock transfer agent that it may be a week or two
before that certificate is delivered to them.
4. Sellers and Buyers further agree to provide all information, and
execute and deliver all documents, and take whatever other steps may
reasonably be necessary to fully effect the transfer of 87,000 CASB shares
from Sellers to Buyers.
5. All transfers to Buyers shall be documented as one half to Xxxxx X.
Xxxxxxx, individually, and one-half to Xxxxxx X. Xxxxxxx, individually.
Dated: June 6, 2001
/s/ C. Xxxxxxxx Xxxxxxxx /s/ Xxxxx X. Xxxxxxx
______________________________________ ______________________________________
C. Xxxxxxxx Xxxxxxxx, individually Xxxxx X. Xxxxxxx
and as agent for his spouse, Xxxxx X.
Xxxxxxxx /s/ Xxxxxx X. Xxxxxxx
______________________________________
Xxxxxx X. Xxxxxxx
