0001299933-04-002466 Sample Contracts

STOCK OPTION AGREEMENT
Stock Option Agreement • December 28th, 2004 • DNB Financial Corp /Pa/ • State commercial banks

In view of your substantial contributions toward the achievement of the business goals and objectives of DNB Financial Corporation (the “Corporation”) and DNB First, National Association (the “Bank”) and the expectation of your future contributions, the Board of Directors of the Corporation is pleased to award you an option to purchase shares of the Common Stock of the Corporation pursuant to the 1995 Stock Option Plan of DNB Financial Corporation (As amended and restated, effective as of April 27, 2004) (the “Plan”). This letter will serve as the stock option agreement between you and the Corporation. The option awarded to you is subject to the following terms.

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