Amended and Restated Employment AgreementEmployment Agreement • April 11th, 2018 • BayCom Corp • State commercial banks • California
This Amended and Restated Employment Agreement (“Agreement”) is made this 22nd day of February 2018 (the “Effective Date”), by and among United Business Bank (the “Bank”), having a principal place of business at 500 Ygnacio Valley Road, Suite 200, Walnut Creek, California, BayCom Corp, a California corporation (the “Company”) and the parent holding company of the Bank, and Janet King (“Executive”).
UNITED BUSINESS BANK AMENDED AND RESTATED EXECUTIVE SUPPLEMENTAL COMPENSATION AGREEMENT (By and Between United Business Bank and George J. Guarini)Executive Supplemental Compensation Agreement • April 11th, 2018 • BayCom Corp • State commercial banks • California
This Amended and Restated Executive Supplemental Compensation Agreement (hereinafter “Agreement”) is made and entered into effective as of February _, 2018, by and between United Business Bank (hereinafter the “Bank” or the “Employer”), a California-chartered bank with its principal offices located in the city of Walnut Creek, California, and George J. Guarini, an Executive of the Bank (the “Executive”).
BAYCOM CORP AMENDED AND RESTATED 2017 OMNIBUS EQUITY INCENTIVE PLAN RESTRICTED STOCK UNIT AGREEMENT [Time-based Vesting]Restricted Stock Unit Agreement • April 11th, 2018 • BayCom Corp • State commercial banks
This award of restricted stock units (“RSUs”) is granted as of the above Date of Grant by BayCom Corp, a California corporation (the “Company”), to the above-named Participant pursuant to the BayCom Corp Amended and Restated 2017 Omnibus Equity Incentive Plan (as the same may from time to time be amended, the “Plan”), and upon the terms and conditions and subject to the restrictions set forth in the Plan and hereinafter set forth. A copy of the Plan, as currently in effect, is incorporated herein by reference and either is attached hereto or has been delivered previously to the Participant. Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to them in the Plan.
AGREEMENT AND PLAN OF MERGER DATED AS OF JUNE 26, 2017 BY AND AMONG BAYCOM CORP, UNITED BUSINESS BANK AND PLAZA BANKMerger Agreement • April 11th, 2018 • BayCom Corp • State commercial banks • California
This Agreement and Plan of Merger dated as of June 26, 2017, (“Agreement”) is made and entered into by and among BayCom Corp, a California corporation that is a bank holding company (“BHC”), United Business Bank, a California state-chartered commercial bank that is wholly-owned by BHC (“BANK”) and Plaza Bank, a Washington state-chartered commercial bank (“PLAZA”).
BAY COMMERCIAL BANK Award Agreement (2014 Equity Incentive Plan) Date of Award: ____________________.Award Agreement • April 11th, 2018 • BayCom Corp • State commercial banks
Bay Commercial Bank (the “Bank”) has this day granted to you, the “Eligible Individual” named above, an award (“Award”) of shares of the Common Stock of the Bank, par value $0.01 per share (“Common Stock”), pursuant and subject to the terms and conditions set forth in this Award Agreement and in the 2014 Equity Incentive Plan (the “2014 Plan”). The Award of Common Stock hereunder (“Restricted Stock”) represents the right to receive that number of shares of the Common Stock in the Company indicated below and subject to the vesting and forfeiture provisions in the 2014 Plan and in Section 3 of this Award Agreement. This Award of Restricted Stock does not qualify within the meaning of Section 422 of the Internal Revenue Code of 1986, as amended (the “Code”) and is exempt from the requirements of Section 409A of the Code. Capitalized terms used herein and not otherwise defined shall have the same meanings given to such terms in the 2014 Plan.
BAYCOM CORP AMENDED AND RESTATED 2017 OMNIBUS EQUITY INCENTIVE PLAN RESTRICTED STOCK AWARD AGREEMENT [Time-based Vesting]Restricted Stock Award Agreement • April 11th, 2018 • BayCom Corp • State commercial banks
Restricted Stock is hereby awarded as of the above Date of Grant by BayCom Corp, a California corporation (the “Company”), to the above-named Participant pursuant to the BayCom Corp Amended and Restated 2017 Omnibus Equity Incentive Plan (as the same may from time to time be amended, the “Plan”), and upon the terms and conditions and subject to the restrictions set forth in the Plan and hereinafter set forth. A copy of the Plan, as currently in effect, is incorporated herein by reference and either is attached hereto or has been delivered previously to the Participant. Capitalized terms used but not defined in this Agreement shall have the meanings ascribed to them in the Plan.
BAYCOM CORP AMENDED AND RESTATED 2017 OMNIBUS EQUITY INCENTIVE PLAN NON- QUALIFIED STOCK OPTION AGREEMENTNon-Qualified Stock Option Agreement • April 11th, 2018 • BayCom Corp • State commercial banks
This option, intended to be a Non-Qualified Stock Option, is granted as of the above Date of Grant by BayCom Corp (the “Company”) to the above-named Optionee, in accordance with the following terms and conditions:
AGREEMENT AND PLAN OF REORGANIZATION AND MERGER DATED AS OF DECEMBER 14, 2016 BY AND AMONG BAY COMMERCIAL BANK, BAYCOM CORP, FIRST ULB CORP., AND UNITED BUSINESS BANK, FSBAgreement and Plan of Reorganization and Merger • April 11th, 2018 • BayCom Corp • State commercial banks • California
AGREEMENT AND PLAN OF REORGANIZATION AND MERGER, dated as of December 14, 2016, by and among Bay Commercial Bank, a California state-chartered bank (“BAY”), BayCom Corp, a California corporation [that is in the process of becoming a bank holding company and sole shareholder of BAY (“BHC”), First ULB Corp., a California corporation and registered savings and loan holding company (“FULB”) and United Business Bank, FSB, a federal savings bank (“UBB”).
BAYCOM CORP AMENDED AND RESTATED 2017 OMNIBUS EQUITY INCENTIVE PLAN INCENTIVE STOCK OPTION AGREEMENTIncentive Stock Option Agreement • April 11th, 2018 • BayCom Corp • State commercial banks
This option, intended to qualify as an Incentive Stock Option under Section 422 of the Internal Revenue Code of 1986, as amended, is granted as of the above Date of Grant by BayCom Corp (the “Company”) to the above-named Optionee, in accordance with the following terms and conditions:
