FORM OF TWO-YEAR CHANGE IN CONTROL AGREEMENTChange in Control Agreement • September 11th, 2009 • OmniAmerican Bancorp, Inc. • Texas
This Change in Control Agreement (the “Agreement”) is made effective as of the ___ day of , 2009 (the “Effective Date”), by and between OmniAmerican Bank (the “Bank”), a federally chartered stock savings bank that is headquartered in Fort Worth, Texas, and (“Executive”).
FORM OF 3 YEAR EMPLOYMENT AGREEMENT] EMPLOYMENT AGREEMENTEmployment Agreement • September 11th, 2009 • OmniAmerican Bancorp, Inc. • Texas
This Employment Agreement (the “Agreement”) is made effective as of the ___ day of , 2009 (the “Effective Date”), by and between OmniAmerican Bank (the “Bank”), a federally chartered stock savings bank with its principal administrative office at 1320 S. University Dr., Suite 900, Fort Worth, Texas 76107, and Tim Carter (“Executive”). The Bank is a wholly-owned subsidiary of OmniAmerican Bancorp, Inc., a Maryland corporation (the “Company”). The Company has executed this Agreement for the sole purpose of guaranteeing the Bank’s financial performance hereunder.
EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 11th, 2009 • OmniAmerican Bancorp, Inc. • Texas
This EXECUTIVE EMPLOYENT AGREEMENT (the “Agreement”) is entered into as of the 30th day May, 2007 (the “Effective Date”) by and between OMNIAMERICAN BANK (the “Bank”), a federally chartered savings bank, and Tim Carter (the “Executive’’).
FELDMAN FINANCIAL ADVISORS, INC.Financial Advisory Agreement • September 11th, 2009 • OmniAmerican Bancorp, Inc.
This letter agreement (“Agreement”) describes the terms under which Feldman Financial Advisors, Inc. (“Feldman Financial”) will assist OmniAmerican Bank of Fort Worth, Texas (“OmniAmerican”) with the business plan (“Business Plan”) to be submitted to regulatory authorities in conjunction with OmniAmerican’s conversion from a mutual savings institution to a stock savings institution, the concurrent stock offering by OmniAmerican’s holding company, and infusion of a portion of the net offering proceeds as capital into OmniAmerican. The services that we will provide and our fees for this proposal are explained in this Agreement.
May 26, 2009 OmniAmerican Bank University Centre II 1320 South University Drive, Suite 900 Fort Worth, TX 76107Conversion Agent Agreement • September 11th, 2009 • OmniAmerican Bancorp, Inc. • New York
This letter agreement (this “Agreement”) confirms the engagement of Keefe, Bruyette and Woods, Inc. (“KBW”) to act as the Conversion Agent to OmniAmerican Bank (the “Bank”) in connection with the Bank’s proposed conversion from mutual to stock form of ownership, including the offer and sale of common stock of a newly organized holding company of the Bank (the “Offering”).
RP® financial, lc.Independent Conversion Appraisal Services Agreement • September 11th, 2009 • OmniAmerican Bancorp, Inc.
This letter sets forth the agreement between OmniAmerican Bank, Fort Worth, Texas (the “Bank”), and RP® Financial, LC. (“RP Financial”) for independent conversion appraisal services pertaining to the Bank’s simultaneous holding company formation and mutual-to-stock conversion. The specific appraisal services to be rendered by RP Financial are described below. These services will be conducted by our senior consulting staff and will be directed by the undersigned.
