0001193125-16-727212 Sample Contracts

SECOND AMENDMENT TO THE AMENDED AND RESTATED WILSON BANK AND TRUST EXECUTIVE SALARY CONTINUATION AGREEMENT
Wilson Bank and Trust Executive • September 30th, 2016 • Wilson Bank Holding Co • National commercial banks

WHEREAS, Wilson Bank and Trust (the “Bank”) and Gary D. Whitaker, (the “Executive”) previously entered into the Amended and Restated Wilson Bank and Trust Executive Salary Continuation Agreement (the “Agreement”), originally effective as of March 1, 1998; and

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WILSON BANK HOLDING COMPANY NON-QUALIFIED STOCK OPTION AGREEMENT (Directors)
Non-Qualified Stock Option Agreement • September 30th, 2016 • Wilson Bank Holding Co • National commercial banks • Tennessee

THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) is made and entered into as of this day of , 20 (the “Grant Date”), by and between Wilson Bank Holding Company, a Tennessee corporation (together with its Subsidiaries and Affiliates, the “Company”), and the individual identified on the signature page hereto (the “Optionee”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Wilson Bank Holding Company Amended and Restated 2016 Equity Incentive Plan (the “Plan”).

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WILSON BANK HOLDING COMPANY NON-QUALIFIED STOCK OPTION AGREEMENT (Officers and Employees)
Non-Qualified Stock Option Agreement • September 30th, 2016 • Wilson Bank Holding Co • National commercial banks • Tennessee

THIS NON-QUALIFIED STOCK OPTION AGREEMENT (this “Agreement”) is made and entered into as of this day of , 20 (the “Grant Date”), by and between Wilson Bank Holding Company a Tennessee corporation (together with its Subsidiaries and Affiliates, the “Company”), and the individual identified on the signature page hereto (the “Optionee”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Wilson Bank Holding Company Amended and Restated 2016 Equity Incentive Plan (the “Plan”).

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WILSON BANK HOLDING COMPANY CASH-SETTLED STOCK APPRECIATION RIGHT AGREEMENT
Settled Stock Appreciation Right Agreement • September 30th, 2016 • Wilson Bank Holding Co • National commercial banks • Tennessee

THIS CASH-SETTLED STOCK APPRECIATION RIGHT AGREEMENT (this “Agreement”) is made and entered into as of this day of , 20 (the “Grant Date”), by and between Wilson Bank Holding Company, a Tennessee corporation (together with its Subsidiaries and Affiliates, the “Company”), and the individual identified on the signature page hereto (the “Grantee”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Wilson Bank Holding Company Amended and Restated 2016 Equity Incentive Plan (the “Plan”).

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SECOND AMENDMENT TO THE WILSON BANK AND TRUST EXECUTIVE SALARY CONTINUATION AGREEMENT
Wilson Bank and Trust • September 30th, 2016 • Wilson Bank Holding Co • National commercial banks

WHEREAS, Wilson Bank and Trust (the “Bank”) and John C. McDearman, (the “Executive”) previously entered into the Wilson Bank and Trust Executive Salary Continuation Agreement (the “Agreement”), originally effective as of January 1, 2006; and

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WILSON BANK HOLDING COMPANY CASH-SETTLED STOCK APPRECIATION RIGHT AGREEMENT (Officers and Employees)
Stock Appreciation Right Agreement • September 30th, 2016 • Wilson Bank Holding Co • National commercial banks • Tennessee

THIS CASH-SETTLED STOCK APPRECIATION RIGHT AGREEMENT (this “Agreement”) is made and entered into as of this day of , 20 (the “Grant Date”), by and between Wilson Bank Holding Company, a Tennessee corporation (together with its Subsidiaries and Affiliates, the “Company”), and the individual identified on the signature page hereto (the “Grantee”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Wilson Bank Holding Company Amended and Restated 2016 Equity Incentive Plan (the “Plan”).

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WILSON BANK HOLDING COMPANY CASH-SETTLED STOCK APPRECIATION RIGHT AGREEMENT (Directors)
Stock Appreciation Right Agreement • September 30th, 2016 • Wilson Bank Holding Co • National commercial banks • Tennessee

THIS CASH-SETTLED STOCK APPRECIATION RIGHT AGREEMENT (this “Agreement”) is made and entered into as of this day of , 20 (the “Grant Date”), by and between Wilson Bank Holding Company, a Tennessee corporation (together with its Subsidiaries and Affiliates, the “Company”), and the individual identified on the signature page hereto (the “Grantee”). Capitalized terms not otherwise defined herein shall have the meaning ascribed to such terms in the Wilson Bank Holding Company Amended and Restated 2016 Equity Incentive Plan (the “Plan”).

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SECOND AMENDMENT TO THE AMENDED AND RESTATED WILSON BANK AND TRUST EXECUTIVE SALARY CONTINUATION AGREEMENT
Wilson Bank and Trust Executive • September 30th, 2016 • Wilson Bank Holding Co • National commercial banks

WHEREAS, Wilson Bank and Trust (the “Bank”) and H. Elmer Richerson, (the “Executive”) previously entered into the Amended and Restated Wilson Bank and Trust Executive Salary Continuation Agreement (the “Agreement”), originally effective as of March 30, 1995; and

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SECOND AMENDMENT TO THE AMENDED AND RESTATED WILSON BANK AND TRUST EXECUTIVE SALARY CONTINUATION AGREEMENT
Wilson Bank and Trust Executive • September 30th, 2016 • Wilson Bank Holding Co • National commercial banks

WHEREAS, Wilson Bank and Trust (the “Bank”) and James Randall Clemons, (the “Executive”) previously entered into the Amended and Restated Wilson Bank and Trust Executive Salary Continuation Agreement (the “Agreement”), originally effective as of March 30, 1995; and

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