MB FINANCIAL BANK, N.A. Change In Control Severance AgreementControl Severance Agreement • May 3rd, 2011 • Mb Financial Inc /Md • Savings institution, federally chartered
THIS SEVERANCE AGREEMENT, (the “Agreement”) is entered into as of February , 2011 (the “Effective Date”), by and between MB Financial Bank, N.A., a national banking association (the “Company”) and the undersigned officer (the “Executive”);
MB FINANCIAL, INC. Agreement Regarding Salary Adjustment and Portion of Salary Payable by StockAgreement • May 3rd, 2011 • Mb Financial Inc /Md • Savings institution, federally chartered
By action of the Organization and Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of MB Financial, Inc. (the “Company”) and of the Board, you have been awarded additional base compensation effective MONTH/DAY/YEAR (the “Salary Adjustment”) equal to $ on an annualized basis, which will be payable in Company common stock (the “Salary Stock”). The Salary Stock will to be paid to you in Shares as an Other Stock-Based Award under the Company’s Amended and Restated Omnibus Incentive Plan (the “Plan”), subject to the requirements set forth in this agreement (the “Agreement”). Unless otherwise indicated, the capitalized terms used herein shall have the same meaning as set forth in the Plan.
Compensation Amendment and Waiver Agreement Pursuant to TARP and Other Regulatory RequirementsMb Financial Inc /Md • May 3rd, 2011 • Savings institution, federally chartered
As you know, MB Financial, Inc. is a participant in the United States Department of Treasury (“Treasury”) TARP Capital Purchase Program (“CPP”). The Company entered into a letter agreement with Treasury in connection with that participation, which included a Securities Purchase Agreement — Standard Form (“Treasury Investment Agreement”) providing for the sale to the Treasury of preferred stock and a warrant . The period that Treasury holds the preferred stock acquired from the Company in the CPP is the “TARP Period.” Certain other terms used in this agreement are defined below.
