Exhibit 10.2
AMENDMENT TO THE
PEOPLES STATE BANK
EXECUTIVE DEFERRED COMPENSATION AGREEMENT
This amendment (the "Amendment") to that certain Executive Deferred
Compensation Agreement (the "Agreement") originally entered into February 7,
2005 by and between Peoples State Bank, a banking association organized under
the laws of the State of Wisconsin (the "Bank"), and Xxxxx Xxxxxxx (the
"Executive"), is made effective the 7th day of February 2005 (the "Effective
Date").
WHEREAS, the Executive is currently employed by the Bank in an executive
capacity;
WHEREAS, the Executive and the Bank originally entered into the Agreement
in order to induce the Executive to remain in the employ of the Bank and to
continue to provide valuable services and business counsel to the Bank;
WHEREAS, the Agreement provides certain benefits to the Executive in the
form of deferred compensation payments which commence upon the Executive's
retirement or other termination of employment from the Bank, as provided more
specifically in the Agreement;
WHEREAS, the Bank and the Executive desire to amend the Agreement to
clarify certain benefits offered under the Agreement; and
WHEREAS, pursuant to Section 9.1 of the Agreement, the Bank and the
Executive may agree to amend the Agreement.
NOW, THEREFORE, the Bank, with the Executive's consent, hereby amends the
Agreement effective February 7, 2005, as follows:
1. Section 1.1.16 of the Agreement is amended by deleting existing
Section 1.1.16 of the Agreement in its entirety, and substituting
the following new Section 1.1.16 in its place:
"1.1.16 `Early Retirement Age' means age sixty-two (62)."
2. Section 1.1.18 of the Agreement is amended by deleting existing
Section 1.1.18 of the Agreement in its entirety, and substituting
the following new Section 1.1.18 in its place:
"1.1.18 `Interest' has the meaning set forth in Section 3.1.5."
3. Article 3 of the Agreement is amended by deleting existing Section
3.1.3 of the Agreement in its entirety, and substituting the
following new Sections of Article 3 of the Agreement in its place:
"3.1.3 Annual Grant of Deferred Compensation. At the
end of each Plan Year, the Bank shall make a contribution to the
Deferral Account in an amount equal to two percent (2%) of the
Executive's Base Salary and shall report that contribution to the
Executive in writing in substantially the form set forth in Exhibit
E of this Agreement on the first day of the subsequent Plan Year.
3.1.3.1 Final Grant of Deferred Compensation.
Notwithstanding the preceding Section 3.1.3, the Executive
shall receive no Annual Grant of Deferred Compensation in any
Plan Year following the Plan Year in which the Executive
attains Normal Retirement Age.
3.1.4 Annual Incentive Grant of Deferred Compensation.
At the end of each Plan Year, the Bank shall make a contribution to
the Deferral Account in an amount equal to a percentage of the
Executive's Base Salary as determined in accordance with Addendum A
to Exhibit F of this Agreement for any given Plan Year and shall
report that contribution to the Executive in writing in
substantially the form set forth in Exhibit F of this Agreement on
the first day of the subsequent Plan Year.
3.1.4.1 Final Grant of Deferred Compensation.
Notwithstanding the preceding Section 3.1.4, the Executive
shall receive no Annual Incentive Grant of Deferred
Compensation in any Plan Year following the Plan Year in
which the Executive:
(a) attains Normal Retirement Age; or
(b) no longer remains a full-time employee of
the Bank.
3.1.5 Interest. Until any payment commences under
Article 4 or Article 5 of this Agreement, the Bank shall accrue
Interest on the Deferral Account at an annual rate equal to the
fifty percent (50%) of the annual Return on Equity of the Bank for
the Plan Year, subject to a minimum of zero percent (0%) and a
maximum of ten percent (10%). The Bank shall credit annual
Interest in arrears at the end of each Plan Year on only the
Executive's Deferrals and Matching Deferrals credited during the
Plan Year to the Deferral Account. In addition, as of the first
day of a Plan Year, the Bank will credit compound Interest to the
Deferral Account based on the Deferral Account balance as of the
last day of the preceding Plan Year. Interest credited under this
Section 3.1.5 shall continue until payment commences using the XXX
for the prior Plan Year. In the event of a part-year interest
payment due the Executive's entitlement to and commencement of
benefits under this Agreement, the interest rate shall be applied
to the Deferral Account balance using monthly compounding for the
period prior to the first payment of any benefits under this
Agreement."
4. The Agreement is amended by adding the following new Exhibits E an F
to the Agreement:
EXHIBIT E
PEOPLES STATE BANK
INCENTIVE DEFERRED BONUS AGREEMENT
GRANT OF DEFERRED COMPENSATION
THIS GRANT (the "Grant") is made and entered into as of ______ day of
______________, 20____, by the Peoples State Bank, Wausau, Wisconsin (the
"Bank"), pursuant to the Executive Deferred Compensation Agreement between the
Bank and ________________________ (the "Executive"), effective February ___,
2005 (the "Agreement"). Capitalized terms set forth herein shall have the same
meaning provided in the Agreement, unless otherwise expressly stated herein.
1. Annual Deferred Amount. The Bank hereby grants to the Executive's
Deferral Account ______________________ Dollars ($___________) under the terms
and subject to the conditions set forth herein and in the Agreement under
Section 3.1.3, which is incorporated by reference into this Grant. The
Executive acknowledges receipt of a copy of the Agreement.
2. No Ownership Rights. The amount granted shall be credited to the
Executive's Deferral Account pursuant to the terms set forth in the Agreement.
Except as otherwise provided in the Agreement, this Grant does not convey to
the Executive any current interest in the amount subject of this Grant or any
prior Grant.
PEOPLES STATE BANK:
By: _________________________________________
Title: ________________________________________
EXHIBIT F
PEOPLES STATE BANK
INCENTIVE DEFERRED BONUS AGREEMENT
GRANT OF DEFERRED COMPENSATION
THIS GRANT (the "Grant") is made and entered into as of ______ day of
______________, 20____, by the Peoples State Bank, Wausau, Wisconsin (the
"Bank"), pursuant to the Executive Deferred Compensation Agreement between the
Bank and ________________________ (the "Executive"), effective February ___,
2005 (the "Agreement"). Capitalized terms set forth herein shall have the same
meaning provided in the Agreement, unless otherwise expressly stated herein.
1. Annual Deferred Amount. The Bank hereby grants to the Executive's
Deferral Account ______________________ Dollars ($___________) under the terms
and subject to the conditions set forth herein and in the Agreement under
Section 3.1.4, which is incorporated by reference into this Grant. The
Executive acknowledges receipt of a copy of the Agreement.
2. No Ownership Rights. The amount granted shall be credited to the
Executive's Deferral Account pursuant to the terms set forth in the Agreement.
Except as otherwise provided in the Agreement, this Grant does not convey to
the Executive any current interest in the amount subject of this Grant or any
prior Grant.
PEOPLES STATE BANK:
By: _________________________________________
Title: ________________________________________
ADDENDUM A
PEOPLES STATE BANK
EXECUTIVE DEFERRED BONUS AGREEMENT
ANNUAL INCENTIVE GRANT
CALCULATION OF ANNUAL INCENTIVE GRANT (WHICH SHALL BE STATED ON EXHIBIT F).
The amount of the Executive's benefit determined in accordance with
Section 3.1.4 of the Agreement shall be based on the following specific
factors:
FACTOR ONE: The percentage shown on the table below determined by
measuring the increase of the Bank's Average Assets from one Plan Year to the
next, calculated based upon the data provided in the Report and Condition of
Income prepared for the Bank as of December 31st of the respective Plan Year by
the FFIEC:
AVERAGE ASSET GROWTH RANGE
FROM: TO: PERCENTAGE:
7.5% 8.4% 2.00%
8.5% 9.4% 4.00%
9.5% 10.4% 8.00%
10.5% 11.4% 12.00%
11.5% 12.4% 16.00%
12.5% And up 20.00%
FACTOR TWO: The Executive's Base Salary as determined under the
Agreement.
The amount of the Executive's Annual Incentive Grant of Deferred
Compensation is the product of Factor One multiplied by Factor Two, which is
set forth on Exhibit F for the completed Plan Year.
EXECUTIVE:
_____________________________________ Date: _____________
PEOPLES STATE BANK:
By: ____________________________________ Date: _____________
Title: __________________________________
IN WITNESS WHEREOF, the Bank and the Executive both acknowledge that each
has carefully read this Amendment and has executed an original hereof on the
____ day of March 2005, to be effective as of February 7, 2005.
EXECUTIVE:
By: _________________________________
Xxxxx Xxxxxxx
BANK:
By: _________________________________
Its: ________________________________
