FEDERAL SAVINGS BANK SUPPLEMENTAL DIRECTOR RETIREMENT AGREEMENT Effective January 1, 2016Supplemental Director Retirement Agreement • March 13th, 2019 • First Seacoast Bancorp
THIS SUPPLEMENTAL DIRECTOR RETIREMENT AGREEMENT (“Agreement”) is made and entered into this 1st day of March, 2019, by and between Federal Savings Bank (“Bank”), a bank located in Dover, NH, and Erica Johnson (“Director”).
FEDERAL SAVINGS BANK SALARY CONTINUATION AGREEMENT FOR JAMES O’NEILLSalary Continuation Agreement • March 13th, 2019 • First Seacoast Bancorp
THIS SALARY CONTINUATION PLAN FOR JAMES O’NEILL (the “Plan”) is effective as of July 1, 2015, and is entered into by Federal Savings Bank (the “Bank”) and James O’Neill (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 13th, 2019 • First Seacoast Bancorp • New Hampshire
This Employment Agreement (this “Agreement”) is made effective as of March 1, 2019 (the “Effective Date”), by and between Federal Savings Bank, a federally-chartered savings bank (the “Bank”), and James R. Brannen (the “Executive”). The Bank and the Executive are sometimes collectively referred to herein as the “parties.” Any reference to the “Company” shall mean First Seacoast Bancorp, the proposed federal mid-tier holding company of the Bank, which is in formation. The Company is a signatory to this Agreement solely as provided for in Section 12 of this Agreement.
AMENDED AND RESTATED DIRECTOR FEE CONTINUATION AGREEMENTDirector Fee Continuation Agreement • March 13th, 2019 • First Seacoast Bancorp • New Hampshire
THIS AGREEMENT, made and entered into this 11th day of December, 2008 and between Federal Savings Bank, a bank organized and existing under the laws of the United States of America (hereinafter referred to as the “Bank”), and Dana C. Lynch, a Director of the Bank (hereinafter referred to as the “Director”).
November 12, 2018 Mr. James Brannen President & CEO Federal Savings Bank Dover, NH 03820Services Agreement • March 13th, 2019 • First Seacoast Bancorp • New York
This letter agreement (this “Agreement”) confirms the engagement of Keefe, Bruyette & Woods, Inc. (“KBW”) by Federal Savings Bank (the “Bank”), on behalf of both itself and the Company (as defined herein), to act as the conversion agent and the data processing records management agent (KBW in such capacities, the “Agent”) to the Company in connection with the Bank’s proposed reorganization into the mutual holding company form of organization and concurrent stock offering (the “Conversion”) pursuant to the Company’s Plan of Reorganization from a Mutual Savings Bank to a Mutual Holding Company and Stock Issuance Plan (the “Plan of Reorganization”). The Conversion will involve (i) the creation of a newly organized middle-tier stock holding company (the “Mid-Tier Holding Company”) and the creation of a newly formed mutual holding company (the “MHC”), (ii) pro forma for the Offerings (as defined below), (A) the full ownership of the Bank by the Mid-Tier Holding Company and (B) the ownership
SUPPLEMENTAL RETIREE MEDICAL AND DENTAL BENEFITS AGREEMENT BETWEEN FEDERAL SAVINGS BANK AND JAMIE O’NEILL, JR.Supplemental Retiree Medical and Dental Benefits Agreement • March 13th, 2019 • First Seacoast Bancorp • New Hampshire
THIS AGREEMENT is made effective as of the 26th day of October, 2017, by and between Federal Savings Bank (the “Bank”), and James “Jay” O’Neill, Jr. (“Mr. O’Neill”).
FELDMAN FINANCIAL ADVISORS, INC.Appraisal Agreement • March 13th, 2019 • First Seacoast Bancorp
This letter sets forth the agreement (“Agreement”) between Federal Savings Bank (the “Bank”) and Feldman Financial Advisors, Inc. (“FFA”), whereby the Bank has engaged FFA to provide an independent appraisal of the estimated aggregate pro forma market value (the “Valuation”) of the Bank in connection with the reorganization of the Bank into the mutual holding company form of ownership and concurrent minority stock offering by a newly formed mid-tier stock holding company (the “Reorganization”).
