FIRST AMENDMENT TO SALARY CONTINUATION AGREEMENT
Exhibit 10.20(a)
FIRST AMENDMENT TO
THIS AMENDMENT (the “Amendment”) is adopted March 29, 2016, by First South Bank, located in Washington, North Carolina (the “Employer”), and Xxxxx X. Xxxxx (the “Executive”).
The Employer and the Executive executed a Salary Continuation Agreement dated June 3, 2014 (the “Agreement”) which provides deferred compensation benefits to the Executive under certain circumstances. The parties wish to amend the Agreement to increase the benefits provided pursuant to the Agreement. The parties agree and acknowledge that this Amendment (i) shall be interpreted in accordance with Internal Revenue Code Section 409A and (ii) increases the amount of benefits provided under the Agreement, but does not change the payment schedule thereunder.
NOW, THEREFORE, the Employer and the Executive adopt the following amendments to the Agreement:
Section 2.1 of the Agreement shall be deleted and replaced by the following:
2.1 Normal Retirement Benefit. Upon Separation from Service after Normal Retirement Age, the Employer shall pay the Executive an annual benefit in the amount of Forty-Two Thousand Dollars ($42,000) in lieu of any other benefit hereunder. The annual benefit will be paid in equal monthly installments commencing the month following Separation from Service and continuing for fifteen (15) years, subject to the conditions and limitations hereinafter set forth.
Sections 2.4, 2.5 and 2.6 of the Agreement shall be deleted and replaced by the following:
2.4 Change in Control Benefit. If a Change in Control occurs, followed within twenty-four (24) months by Separation of Service prior to Normal Retirement Age, the Employer shall pay the Executive an annual benefit in the amount of Forty-Two Thousand Dollars ($42,000) in lieu of any other benefit hereunder. The annual benefit will be paid in equal monthly installments commencing the month following Normal Retirement Age and continuing for fifteen (15) years.
2.5 Death Prior to Separation from Service and Disability. In the event the Executive dies prior to Separation from Service and Disability, the Employer shall pay the Beneficiary an annual benefit in the amount of Forty-Two Thousand Dollars ($42,000) in lieu of any other benefit hereunder. The annual benefit will be paid in equal monthly installments commencing the month following the Executive’s death and continuing for fifteen (15) years.
2.6 Death after Separation from Service or Disability and before Normal Retirement Age. In the event the Executive dies after Separation from Service or Disability, and before Normal Retirement Age, the Employer shall pay the Beneficiary an annual benefit in the amount of Forty-Two Thousand Dollars ($42,000) in lieu of any other benefit hereunder. The annual benefit will be paid in equal monthly installments commencing the month following the Executive’s death and continuing for fifteen (15) years.
The Schedule A originally attached to the Agreement shall be replaced by the Schedule A attached hereto.
IN WITNESS WHEREOF, the Executive and a duly authorized representative of the Employer have executed this Amendment as indicated below:
| Executive | Employer | ||
| /s/ Xxxxx X. Xxxxx | By: | /s/ L. Xxxxxx Xxx | |
| Its: | Compensation Committee Chairman | ||
Salary Continuation Plan
Schedule A - Exhibit 10.20(a)
| Xxxxx X. Xxxxx | ||||||||||||||||||
| Birth Date: xx/xx/1962 | Early Termination | Disability | Change in Control | Death | ||||||||||||||
|
Plan Anniversary Date: Dec. 31 Normal Retirement Date: Normal Retirement Payment: | Amount Payable
Monthly for 15 Years Upon Separation | Amount Payable
Monthly for 15 Years Upon Separation | Amount Payable
Lump Sum Upon Death | |||||||||||||||
| Values As Of | Age | Annual Benefit 1 | Annual Benefit 1,2 | Annual Benefit 1,2 | Annual Benefit 1,2 | |||||||||||||
| 4/1/2016 | 53 | 0 | 5,327 | 42,000 | 42,000 | |||||||||||||
| 12/31/2016 | 54 | 0 | 8,480 | 42,000 | 42,000 | |||||||||||||
| 12/31/2017 | 55 | 0 | 12,205 | 42,000 | 42,000 | |||||||||||||
| 12/31/2018 | 56 | 16,334 | 16,334 | 42,000 | 42,000 | |||||||||||||
| 12/31/2019 | 57 | 19,977 | 19,977 | 42,000 | 42,000 | |||||||||||||
| 12/31/2020 | 58 | 23,442 | 23,442 | 42,000 | 42,000 | |||||||||||||
| 12/31/2021 | 59 | 26,739 | 26,739 | 42,000 | 42,000 | |||||||||||||
| 12/31/2022 | 60 | 29,876 | 29,876 | 42,000 | 42,000 | |||||||||||||
| 12/31/2023 | 61 | 32,859 | 32,859 | 42,000 | 42,000 | |||||||||||||
| 12/31/2024 | 62 | 35,698 | 35,698 | 42,000 | 42,000 | |||||||||||||
| 12/31/2025 | 63 | 38,398 | 38,398 | 42,000 | 42,000 | |||||||||||||
| 12/31/2026 | 64 | 40,967 | 40,967 | 42,000 | 42,000 | |||||||||||||
| 5/12/2027 | 65 | 42,000 | 42,000 | 42,000 | 42,000 | |||||||||||||
The first line represents the plan values as of April 1, 2016.
1 The annual benefit amount will be distributed in 12 equal monthly payments for a total of 180 monthly payments.
2 Note that accounting rules may require an additional accrual at the time this benefit is triggered.
IF THERE IS A CONFLICT BETWEEN THIS SCHEDULE A AND THE AGREEMENT, THE TERMS AND PROVISIONS OF THE AGREEMENT SHALL PREVAIL. IF A TRIGGERING EVENT OCCURS, REFER TO THE AGREEMENT TO DETERMINE THE ACTUAL BENEFIT AMOUNT BASED ON THE DATE OF THE EVENT.
| Xxxxx X. Xxxxx: | /s/ Xxxxx X. Xxxxx | By: | /s/ L. Xxxxxx Xxx |
| Date: | 3/29/16 | Title: Chairman Compensation Committee |
| Date: | 3/29/16 |
