AGREEMENT AND PLAN OF MERGER by and among EMCLAIRE FINANCIAL CORP., FARMERS NATIONAL BANC CORP., and FMNB MERGER SUBSIDIARY V, LLC Dated as of March 23, 2022Merger Agreement • March 24th, 2022 • Emclaire Financial Corp • National commercial banks • Ohio
THIS AGREEMENT AND PLAN OF MERGER, dated as of March 23, 2022 (this “Agreement”), is made by and among Emclaire Financial Corp., a Pennsylvania corporation (“Company”), Farmers National Banc Corp., an Ohio corporation (“Purchaser”), and FMNB Merger Subsidiary V, LLC, an Ohio limited liability company and wholly-owned subsidiary of Purchaser (“Merger Sub”).
Settlement AgreementSettlement Agreement • March 24th, 2022 • Emclaire Financial Corp • National commercial banks • Ohio
This Settlement Agreement (the “Agreement”) is entered into as of March 23, 2022 by and among Robert A. Vernick (the “Executive”), Emclaire Financial Corp, a Pennsylvania-chartered bank holding company (“Bank”), and The Farmers National Bank of Emlenton, a national banking association (collectively referred to as the “Company”).
FIRST AMENDMENT TO AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENTChange in Control Agreement • March 24th, 2022 • Emclaire Financial Corp • National commercial banks
THIS FIRST AMENDMENT (the “Amendment”) is adopted March 23, 2022 by and among Emclaire Financial Corp., a Pennsylvania-chartered bank holding company (the “Corporation”), The Farmers National Bank of Emlenton, a national banking association (the “Bank”), and Amanda L. Engles (“the “Executive”) (the Corporation and the Bank are referred to together herein as the “Employers”).
SECOND AMENDMENT TO THE SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENTSupplemental Executive Retirement Plan Agreement • March 24th, 2022 • Emclaire Financial Corp • National commercial banks
THIS SECOND AMENDMENT (the “Amendment”) is adopted March 23, 2022 by and between The Farmers National Bank of Emlenton (the “Employer”) and Amanda Engles (the “Executive”).
