EXHIBIT 9.1
VOTING AGREEMENT
This Voting Agreement (the "Agreement") is made and entered into as of
February 22, 1999, by and among Washington Trust Bancorp, Inc., a Rhode Island
corporation ("Parent"), The Washington Trust Company of Westerly, a Rhode Island
chartered trust company and wholly-owned subsidiary of Parent ("WTC"), and the
undersigned stockholder (the "Stockholder") of PierBank, Inc., a Rhode Island
chartered bank ("Bank").
RECITALS
A. Concurrently with the execution of this Agreement, Parent, WTC and
Bank have entered into an Agreement and Plan of Merger (the "Merger Agreement")
which provides for the merger (the "Merger") of Bank with and into WTC.
Pursuant to the Merger Agreement, shares of Bank Common Stock (as defined in the
Merger Agreement) will be converted into shares of Parent Common Stock (as
defined in the Merger Agreement) on the basis described in the Merger Agreement.
B. The Stockholder is the record holder and has either sole or shared
voting power of such number of shares of the outstanding Bank Common Stock, as
is indicated on the final page of this Agreement (the "Shares").
C. Parent and WTC desire the Stockholder to agree, and the Stockholder is
willing to agree, not to transfer or otherwise dispose of any of the Shares or
New Shares of (as defined in Section 1.2 below, except as otherwise permitted
hereby), and to vote the Shares and New Shares in a manner so as to facilitate
consummation of the Merger, as provided herein.
NOW, THEREFORE, intending to be legally bound, the parties agree as
follows:
1. Agreement to Retain Shares.
--------------------------
1.1 Transfer and Encumbrance. Other than as provided herein, until
------------------------
the Expiration Date, Stockholder shall not hereafter (a) sell, tender, transfer,
pledge, encumber, assign or otherwise dispose of any of the Shares or New Shares
(as defined in Section 1.2 below), (b) deposit any Shares or New Shares into a
voting trust or enter into a voting agreement or arrangement with respect to
such Shares or New Shares or grant any proxy or power of attorney with respect
thereto, (c) enter into any contract, option or other arrangement or undertaking
with respect to the direct or indirect sale, transfer, pledge, encumbrance,
assignment or other disposition of any Shares or New Shares, or (d) take any
action that would make any representation or warranty of Stockholder contained
herein untrue or incorrect or have the effect of preventing or disabling
Stockholder from performing Stockholder's obligations under this Agreement. As
used herein, the term "Expiration Date" shall mean the earlier to occur of (i)
the Effective Time (as defined in the Merger Agreement), and (ii) such date and
time as the Merger Agreement shall be terminated pursuant to Article VIII
thereof.
1.2 Additional Purchases. Stockholder agrees that any shares of
--------------------
capital stock of Bank that Stockholder purchases or with respect to which
Stockholder otherwise
acquires sole or shared voting power after the execution of this Agreement and
prior to the Expiration Date ("New Shares") shall be subject to the terms and
conditions of this Agreement to the same extent as if they constituted Shares.
2. Agreement to Vote Shares. Hereafter until the Expiration Date, at
------------------------
every meeting of the stockholders of Bank called with respect to any of the
following matters, and at every adjournment thereof, and on every action or
approval by written consent of the stockholders of the Company with respect to
any of the following matters, Stockholder shall vote the Shares and any New
Shares: (i) in favor of approval of the Merger Agreement and the Merger and any
matter necessary for consummation of the Merger; and (ii) against (x) approval
of any Takeover Proposal (as defined in the Merger Agreement) and (y) any
proposal for any action or agreement that would result in a breach of any
covenant, representation or warranty or any other obligation or agreement of
Bank under the Merger Agreement or which could result in any of the conditions
of Bank's obligations under the Merger Agreement not being fulfilled, and (z)
any action which could reasonably be expected to impede, interfere with, delay,
postpone or materially adversely affect consummation of the transactions
contemplated by the Merger Agreement.
3. Irrevocable Proxy. By execution of this Agreement, Stockholder does
-----------------
hereby appoint and constitute Parent and WTC, until the Expiration Date, with
full power of substitution and resubstitution, as Stockholder's true and lawful
attorneys and irrevocable proxies, to the full extent of the undersigned's
rights with respect to the Shares and any New Shares, to vote each of such
Shares and New Shares solely with respect to the matters set forth in Section 2
hereof. Stockholder intends this proxy to be irrevocable and coupled with an
interest hereafter until the Expiration Date and hereby revokes any proxy
previously granted by Stockholder with respect to the Shares or New Shares.
4. Representations, Warranties and Covenants of Stockholder. Stockholder
--------------------------------------------------------
hereby represents, warrants and covenants to Parent and WTC as follows:
4.1 Due Authority. Stockholder has full power, corporate or
-------------
otherwise, and authority to execute and deliver this Agreement and to perform
his, her or its obligations hereunder. This Agreement has been duly executed
and delivered by or on behalf of Stockholder and constitutes a legal, valid and
binding obligation of Stockholder, enforceable against Stockholder in accordance
with its terms.
4.2 No Conflict; Consents.
---------------------
(a) The execution and delivery of this Agreement by Stockholder do
not, and the performance by Stockholder of the obligations under this Agreement
and the compliance by Stockholder with any provisions hereof do not and will
not, (i) conflict with or violate any law, statute, rule, regulation, order,
writ, judgment or decree applicable to Stockholder or the Shares, (ii) conflict
with or violate Stockholder's charter, bylaws, partnership agreement or other
organizational documents, if applicable, or (iii) result in any
2
breach of or constitute a default (or an event that with notice or lapse of time
or both would become a default) under, or give to others any rights of
termination, amendment, acceleration or cancellation of, or result in the
creation of a lien or encumbrance on any of the Shares pursuant to, any note,
bond, mortgage, indenture, contract, agreement, lease, license, permit,
franchise or other instrument or obligation to which Stockholder is a party or
by which Stockholder or the Shares are bound.
(b) The execution and delivery of this Agreement by Stockholder do
not, and the performance of this Agreement by Stockholder will not, require any
consent, approval, authorization or permit of, or filing with or notification
to, any governmental or regulatory authority by Stockholder except for
applicable requirements, if any, of the Exchange Act of 1934, as amended (the
"Exchange Act"), and except where the failure to obtain such consents,
approvals, authorizations or permits, or to make such filings or notifications,
could not prevent or delay the performance by Stockholder of his, her or its
obligations under this Agreement in any material respect.
4.3 Ownership of Shares. Stockholder (i) has either sole or shared
-------------------
voting power over all of the Shares, which at the date hereof are, and along
with all New Shares at all times up until the Expiration Date will be, free and
clear of any liens, claims, options, charges, proxies or voting restrictions or
other encumbrances, except as set forth on Schedule A attached hereto, and (ii)
----------
does not have either sole or shared voting power over any shares of capital
stock of Bank other than the Shares.
4.4 No Solicitations. Hereafter until the Expiration Date,
----------------
Stockholder shall not, nor, to the extent applicable to Stockholder, shall it
permit any of its affiliates to, nor shall it authorize any partner, officer,
director, advisor or representative of, Stockholder or any of its affiliates to,
(i) solicit, initiate or knowingly encourage the submission of, any inquiries,
proposals or offers from any person relating to a Takeover Proposal, (ii) enter
into any agreement with respect to a Takeover Proposal, (iii) solicit proxies or
become a "participant" in a "solicitation" (as such terms are defined in
Regulation 14A under the Exchange Act) with respect to a Takeover Proposal or
otherwise encourage or assist any party in taking or planning any action that
would compete with, restrain or otherwise serve to interfere with or inhibit the
timely consummation of the Merger in accordance with the terms of the Merger
Agreement, (iv) initiate a stockholders' vote or action by consent of Bank's
stockholders with respect to a Takeover Proposal, or (v) become a member of a
"group" (as such term is used in Section 13(d) of the Exchange Act) with respect
to any voting securities of Bank that takes any action in support of a Takeover
Proposal.
5. No Limitation on Discretion as Director. Notwithstanding anything
---------------------------------------
herein to the contrary, the covenants and agreements set forth herein shall not
prevent Stockholder or his, her or its representatives or designees who are
serving on the Board of Directors of Bank from exercising his or their duties
and obligations as a Director of Bank or otherwise taking any action, subject to
the applicable provisions of the Merger Agreement, while acting in such capacity
as a director of Bank.
3
6. Additional Documents. Stockholder hereby covenants and agrees to
--------------------
execute and deliver any additional documents necessary, in the reasonable
opinion of Parent or WTC, to carry out the intent of this Agreement.
7. Consent and Waiver. Stockholder hereby gives any consents or waivers
------------------
that are reasonably required for the consummation of the Merger under the terms
of any agreements to which Stockholder is a party or pursuant to any rights
Stockholder may have.
8. Termination. This Agreement shall terminate and shall have no further
-----------
force or effect as of the Expiration Date.
9. Miscellaneous.
-------------
9.1 Severability. If any term or other provision of this Agreement
------------
is determined to be invalid, illegal or incapable of being enforced by any rule
of law or public policy, all other conditions and provisions of this Agreement
shall nevertheless remain in full force and effect so long as the economic or
legal substance of the transactions contemplated hereby is not affected in any
manner materially adverse to any party. Upon such determination that any term
or other provision is invalid, illegal or incapable of being enforced, the
parties hereto shall negotiate in good faith to modify this Agreement so as to
effect the original intent of the parties as closely as possible to the fullest
extent permitted by applicable law in an acceptable manner to the end that the
transactions contemplated hereby are fulfilled to the extent possible.
9.2 Binding Effect and Assignment. This Agreement and all of the
-----------------------------
provisions hereof shall be binding upon and inure to the benefit of the parties
hereto and their respective successors and permitted assigns.
9.3 Amendments and Modifications. This Agreement may not be
----------------------------
modified, amended, altered or supplemented except upon the execution and
delivery of a written agreement executed by the parties hereto.
9.4 Specific Performance; Injunctive Relief. The parties hereto
---------------------------------------
agree that irreparable damage would occur in the event any provision of this
Agreement was not performed in accordance with the terms hereof or was otherwise
breached. It is accordingly agreed that the parties shall be entitled to
specific relief hereunder, including, without limitation, an injunction or
injunctions to prevent and enjoin breaches of the provisions of this Agreement
and to enforce specifically the terms and provisions hereof, in any state or
federal court in the State of Rhode Island, in addition to any other remedy to
which they may be entitled at law or in equity. Any requirements for the
securing or posting of any bond with respect to any such remedy are hereby
waived.
9.5 Notices. All notices, requests, claims, demands and other
-------
communications hereunder shall be in writing and sufficient if delivered in
person, by cable,
4
telegram or facsimile (with confirmation of receipt), or sent by mail
(registered or certified mail, postage prepaid, return receipt requested) or
overnight courier (prepaid) to the respective parties as follows:
If to Parent or WTC: The Washington Trust Company
00 Xxxxx Xxxxxx
Xxxxxxxx, Xxxxx Xxxxxx 00000-0000
Attention: Xxxx X. Xxxxxx, President and
Chief Executive Officer
with a copy to: Xxxxxxx, Procter & Xxxx XXX
Xxxxxxxx Xxxxx
Xxxxxx, XX 00000
Attention: Xxxx X. Xxx, P.C. and
Xxxxxxx X. Xxxxx, Esq.
If to the Stockholder: To the address for notice set forth on the last
page hereof
with a copy to: __________________________
__________________________
__________________________
Attention:________________
or to such other address as any party may have furnished to the other in writing
in accordance herewith, except that notices of change of address shall be
effective upon receipt.
9.6 Governing Law; Jurisdiction and Venue. This Agreement shall be
-------------------------------------
governed by, and construed in accordance with, the internal laws of the State of
Rhode Island without regard to its rules of conflict of laws. The parties
hereto hereby irrevocably and unconditionally consent to and submit to the
exclusive jurisdiction of the courts of the State of Rhode Island and of the
United States of America located in such state (the "Rhode Island Courts") for
any litigation arising out of or relating to this Agreement and the transactions
contemplated hereby (and agree not to commence any litigation relating thereto
except in such courts), waive any objection to the laying of venue of any such
litigation in the Rhode Island Courts and agree not to plead or claim in any
Rhode Island Court that such litigation brought therein has been brought in any
inconvenient forum.
9.7 Entire Agreement. This Agreement contains the entire
----------------
understanding of the parties in respect of the subject matter hereof, and
supersedes all prior negotiations and understandings between the parties with
respect to such subject matter.
5
9.8 Counterparts. This Agreement may be executed in several
------------
counterparts, each of which shall be an original, but all of which together
shall constitute one and the same agreement.
9.9 Effect of Headings. The section headings herein are for
------------------
convenience only and shall not affect the construction of interpretation of this
Agreement.
9.10 No Agreement Until Executed. Irrespective of negotiations among
---------------------------
the parties or the exchanging of drafts of this Agreement, this Agreement shall
not constitute or be deemed to evidence a contract, agreement, arrangement or
understanding between the parties hereto unless and until (i) the Merger
Agreement is executed by all parties thereto, and (ii) this Agreement is
executed by all parties hereto.
[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]
6
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By: /s/ Xxxx X. Xxxxxx
_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By: /s/ Xxxx X. Xxxxxx
_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By:_______________________________________
Name:
Stockholder's Address for Notice:
__________________________________________
__________________________________________
__________________________________________
Shares:
------
___________shares of Common Stock of Bank
with sole voting power
___________shares of Common Stock of Bank
with shared voting power
7
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxxx X. Xxxxxx
_______________________________________
Name: Xxxxx X. Xxxxxx
Stockholder's Address for Notice:
Unit 225
__________________________________________
000 Xxxxxxxxxx Xxx
__________________________________________
Xxxxxxx, XX 00000
__________________________________________
Shares:
------
16,203
___________shares of Common Stock of Bank
with sole voting power
0
___________shares of Common Stock of Bank
with shared voting power
8
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxxxx X. XxXxxxxxx
_______________________________________
Name: Xxxxxx X. XxXxxxxxx Living Trust
Stockholder's Address for Notice:
000 Xxxxxxx Xxxx
__________________________________________
Peace Xxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
52,821
___________shares of Common Stock of Bank
with sole voting power
0
___________shares of Common Stock of Bank
with shared voting power
9
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ M. Xxxxxx X'Xxxxx
_______________________________________
Name: M. Xxxxxx X'Xxxxx
Stockholder's Address for Notice:
000 Xxxxxxxx Xxxxx
__________________________________________
Peace Xxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
56,231
___________shares of Common Stock of Bank
with sole voting power
0
___________shares of Common Stock of Bank
with shared voting power
10
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxxxx X. XxXxxxx
_______________________________________
Name: Xxxxxx X. XxXxxxx
Stockholder's Address for Notice:
000 Xxxxx Xx.
__________________________________________
Xxxxxxxxxxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
0
-----------shares of Common Stock of Bank
with sole voting power
38,850
___________shares of Common Stock of Bank
with shared voting power
11
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxxxxx X. XxXxxxx
_______________________________________
Name: Xxxxxxx X. XxXxxxx
Stockholder's Address for Notice:
000 Xxxxx Xxxx
__________________________________________
Xxxxxxxxxxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
0
___________shares of Common Stock of Bank
with sole voting power
38,850
___________shares of Common Stock of Bank
with shared voting power
12
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxxxxx Xxxxxx
_______________________________________
Name: Xxxxxxx Xxxxxx
Stockholder's Address for Notice:
000 Xxxxxxxx Xxxxxx
__________________________________________
Xxxxxxxxxxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
0
___________shares of Common Stock of Bank
with sole voting power
11,000
___________shares of Common Stock of Bank
with shared voting power
13
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxxxx X. Xxxxxx
_______________________________________
Name: Xxxxxx X. Xxxxxx
Stockholder's Address for Notice:
000 Xxxxxxxx Xxxxxx
__________________________________________
Xxxxxxxxxxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
0
___________shares of Common Stock of Bank
with sole voting power
11,000
___________shares of Common Stock of Bank
with shared voting power
14
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxxxxx X. XxXxxxxx
_______________________________________
Name: Xxxxxxx X. XxXxxxxx
Stockholder's Address for Notice:
000 Xxxxxxxxxx Xx.
__________________________________________
Xxxxxxxx, XX 00000-0000
__________________________________________
__________________________________________
Shares:
------
0
___________shares of Common Stock of Bank
with sole voting power
44,000
___________shares of Common Stock of Bank
with shared voting power
15
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxxxx XxXxxxxx
_______________________________________
Name: Xxxxxx XxXxxxxx
Stockholder's Address for Notice:
000 Xxxxxxxxxx Xx.
__________________________________________
Xxxxxxxx, XX 00000-0000
__________________________________________
__________________________________________
Shares:
------
0
___________shares of Common Stock of Bank
with sole voting power
44,000
___________shares of Common Stock of Bank
with shared voting power
16
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxx X. Xxxxx
_______________________________________
Name: Xxxx X. Xxxxx
Stockholder's Address for Notice:
000 Xxx. Xxxx Xxxxxxx Xx.
__________________________________________
Xxxxxxxxxxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
22,000
___________shares of Common Stock of Bank
with sole voting power
0
___________shares of Common Stock of Bank
with shared voting power
17
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxx X. Xxxxxxxx
_______________________________________
Name: Xxxx X. Xxxxxxxx
Stockholder's Address for Notice:
00 Xxxxxxxxxx Xxx.
__________________________________________
Xxxxxxxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
1,485
10,560*
___________shares of Common Stock of Bank
with sole voting power
*Self-directed XXX
6,160
___________shares of Common Stock of Bank
with shared voting power
18
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ H. Xxxxxxxx Xxxxxx
_______________________________________
Name: H. Xxxxxxxx Xxxxxx
Stockholder's Address for Notice:
946 J. Tuckertown Rd
__________________________________________
Xxxxxxxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
118,250
___________shares of Common Stock of Bank
with sole voting power
0
___________shares of Common Stock of Bank
with shared voting power
19
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxxxxx X. Sweet
_______________________________________
Name: Xxxxxxx X. Sweet
Stockholder's Address for Notice:
000 Xxxxxxxx Xxx.
__________________________________________
Xxxxxxxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
41,552
___________shares of Common Stock of Bank
with sole voting power
4,400
___________shares of Common Stock of Bank
with shared voting power
20
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxxxx X. Xxxxx
_______________________________________
Name: Xxxxxx X. Xxxxx
Stockholder's Address for Notice:
000 Xxxxx Xxxxxxxxxx Xx.
__________________________________________
Peace Xxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
35,300
___________shares of Common Stock of Bank
with sole voting power
0
___________shares of Common Stock of Bank
with shared voting power
21
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxxxx XxXxxxx
_______________________________________
Name: Xxxxxx XxXxxxx
Stockholder's Address for Notice:
00 Xxxx Xx.
__________________________________________
Xxxxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
0
___________shares of Common Stock of Bank
with sole voting power
44,124
___________shares of Common Stock of Bank
with shared voting power
22
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly
executed on the date and year first above written.
WASHINGTON TRUST BANCORP, INC.
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
THE WASHINGTON TRUST COMPANY
OF WESTERLY
By:_______________________________________
Name: Xxxx X. Xxxxxx
Title: President and Chief Executive Officer
STOCKHOLDER:
By: /s/ Xxxxxxx XxXxxxx
_______________________________________
Name: Xxxxxxx XxXxxxx
Stockholder's Address for Notice:
00 Xxxx Xx.
__________________________________________
Xxxxxx, XX 00000
__________________________________________
__________________________________________
Shares:
------
0
___________shares of Common Stock of Bank
with sole voting power
44,124
___________shares of Common Stock of Bank
with shared voting power
23
