0001104659-20-068365 Sample Contracts

UNDERWRITING AGREEMENT
Underwriting Agreement • June 1st, 2020 • First Busey Corp /Nv/ • State commercial banks • New York

First Busey Corporation, a Nevada corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters” or “you”) $125.0 million aggregate principal amount of its 5.25% Fixed-to-Floating Rate Subordinated Notes due 2030 (the “Securities”). Piper Sandler & Co. (“Piper”) has agreed to act as representative of the several Underwriters (in such capacity, the “Representative”) in connection with the offering and sale of the Securities. The Securities are to be issued pursuant to an Indenture between the Company, as issuer, and U.S. Bank National Association, as the trustee (the “Trustee”), dated as of May 25, 2017 (“Base Indenture”), as amended and supplemented by a third supplemental indenture between the Company and the Trustee, dated as of June 1, 2020 (“Third Supplemental Indenture” and together with the Base Indenture, the “Indenture”).

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THIRD SUPPLEMENTAL INDENTURE DATED AS OF JUNE 1, 2020 TO INDENTURE DATED AS OF MAY 25, 2017
Third Supplemental Indenture • June 1st, 2020 • First Busey Corp /Nv/ • State commercial banks • New York

THIRD SUPPLEMENTAL INDENTURE, dated as of June 1, 2020 (this “Third Supplemental Indenture”), to the Base Indenture (defined below) between First Busey Corporation, a Nevada corporation (the “Company”), and U.S. Bank National Association, a national banking association, as Trustee (the “Trustee”).

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