0001193125-14-401136 Sample Contracts

SB FINANCIAL GROUP, INC. 6.50% NONCUMULATIVE CONVERTIBLE PERPETUAL PREFERRED SHARES, SERIES A DEPOSIT AGREEMENT AMONG SB FINANCIAL GROUP, INC., COMPUTERSHARE INC. AND COMPUTERSHARE TRUST COMPANY, N.A., AS DEPOSITARY, AND THE HOLDERS FROM TIME TO TIME...
Deposit Agreement • November 6th, 2014 • Sb Financial Group, Inc. • State commercial banks • New York

THIS DEPOSIT AGREEMENT is made and entered into as of November 6, 2014, by and among SB Financial Group, Inc., an Ohio corporation (the “Company”), Computershare Inc., a Delaware corporation (“Computershare”) and its wholly-owned subsidiary, Computershare Trust Company, N.A., a federally-chartered trust company (the “Trust Company,” and together with Computershare, collectively, the “Depositary”), and the holders from time to time of the Receipts described herein.

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SB FINANCIAL GROUP, INC. (an Ohio corporation) Up to 1,500,000 Depositary Shares Each Representing a 1/100th Interest in a
Agency Agreement • November 6th, 2014 • Sb Financial Group, Inc. • State commercial banks • New York

SB Financial Group, Inc., an Ohio corporation (the “Company”) hereby confirms its agreement with Keefe, Bruyette & Woods, Inc. (the “Agent”) as set forth in this Agreement. Unless the context otherwise requires, all references to the Company include the Company and each of its subsidiaries, including The State Bank and Trust Company (the “Bank”).

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