ContractPurchase Agreement • November 24th, 2014 • Porter Bancorp, Inc. • National commercial banks
Series E Preferred Stock: Prior to the Exchange, the Company’s board of directors will approve an amendment to the Company’s Articles of Incorporation designating the Series E Preferred Stock as a new series of the Company’s preferred stock and authorizing the issuance of up to 6,197 shares of Series E Preferred Stock. The terms of the Series E Preferred Stock will provide that the Series E Preferred Stock is non-convertible and has a $1,000 liquidation preference per share with a 2% noncumulative dividend on the liquidation preference. The terms of the Series E Preferred Stock will provide that the shares have no voting rights, except with respect to certain actions that directly affect the rights of holders of the Series E Preferred Stock and as otherwise required by applicable law, and rank ahead of Common Stock and the Non-Convertible Perpetual Preferred Stock, Series F (the “Series F Preferred Stock”) with respect to liquidation preference. Non-Voting Common Stock: Each share of N
