SEPARATION AGREEMENTSeparation Agreement • June 24th, 2014 • Georgia-Carolina Bancshares, Inc • State commercial banks • Georgia
This SEPARATION AGREEMENT (this “Agreement”) is entered into as of June 23, 2014, by and between First Bank of Georgia, a Georgia state-chartered bank (the “Bank”) and Remer Y. Brinson, III (the “Officer”), to become effective immediately following the closing of that certain Agreement and Plan of Merger (the “Merger Agreement”) dated on or about the date hereof by and between State Bank Financial Corporation (the “Holding Company”) and Georgia-Carolina Bancshares, Inc., the holding company for the Bank (“Seller”) The date of such Closing is referred to herein as the “Effective Date.” Capitalized terms used but not defined herein shall have the same meanings as in the Merger Agreement.
SHAREHOLDER SUPPORT AGREEMENTShareholder Support Agreement • June 24th, 2014 • Georgia-Carolina Bancshares, Inc • State commercial banks • Georgia
THIS SHAREHOLDER SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of June 23, 2014, by and between State Bank Financial Corporation, a Georgia corporation (“Buyer”) and Georgia-Carolina Bancshares, Inc., a Georgia corporation (“Seller”), and the undersigned shareholder of Seller (the “Shareholder”).
AMENDED AND RESTATED FIRST BANK OF GEORGIA SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN PLAN DOCUMENT FOR KEY OFFICERSSupplemental Executive Retirement Plan • June 24th, 2014 • Georgia-Carolina Bancshares, Inc • State commercial banks • Georgia
This Agreement is executed this 24th day of June, 2014 by First Bank of Georgia (hereinafter sometimes referred as the “Company” or “Employer”), a bank duly organized under the laws of the state of Georgia, amending, restating and replacing, in its entirety, that certain agreement, dated as of October 22, 2007, by and between the Company and Remer Y. Brinson, III, and evidencing and sometimes referred to as the “First Bank of Georgia Supplemental Executive Retirement Plan” or the “Plan.”
