AGREEMENT AND PLAN OF MERGER by and among MUTUAL CAPITAL HOLDINGS, INC., MUTUAL CAPITAL MERGER SUB, INC. and ICC HOLDINGS, INC. dated as of June 8, 2024Merger Agreement • June 10th, 2024 • ICC Holdings, Inc. • Fire, marine & casualty insurance • Pennsylvania
AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of June 8, 2024, by and among Mutual Capital Holdings Inc., a Pennsylvania corporation (“Parent”), Mutual Capital Merger Sub, Inc., a Pennsylvania corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and ICC Holdings, Inc., a Pennsylvania corporation (the “Company”).
AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • June 10th, 2024 • ICC Holdings, Inc. • Fire, marine & casualty insurance
This amendment (this “Amendment”) to the Employment Agreement effective as of October 1, 2016 (the “Employment Agreement”) by and among ICC Holdings, Inc., a Pennsylvania corporation (“ICC Holdings”), Illinois Casualty Company, an Illinois insurance company and a wholly-owned subsidiary of ICC Holdings (the “Company”), and Arron K. Sutherland (the “Executive”), is entered into as of June 8, 2024 (the “Effective Date”). For purposes of this Amendment and the Employment Agreement, ICC Holdings and the Company may sometimes be collectively referred to as “Employer”.
AMENDMENT TO DEFERRED COMPENSATION AGREEMENTDeferred Compensation Agreement • June 10th, 2024 • ICC Holdings, Inc. • Fire, marine & casualty insurance
This amendment (this “Amendment”) to the Deferred Compensation Agreement dated as of January 1, 2021 (the “Agreement”) by and among ICC Holdings, Inc., a Pennsylvania corporation (“ICC Holdings”), Illinois Casualty Company, an Illinois insurance company and a wholly-owned subsidiary of ICC Holdings (the “Company”), and Arron K. Sutherland (the “Executive”), is entered into as of June 8, 2024 (the “Effective Date”). For purposes of this Amendment and the Agreement, ICC Holdings and the Company may sometimes be collectively referred to as “Employer”.
AMENDMENT TO CHANGE IN CONTROL AGREEMENTChange in Control Agreement • June 10th, 2024 • ICC Holdings, Inc. • Fire, marine & casualty insurance
This amendment (this “Amendment”) to the Change in Control Agreement dated as of [insert date of the Change in Control Agreement] (the “Agreement”) by and among ICC Holdings, Inc., a Pennsylvania corporation (“ICC Holdings”), Illinois Casualty Company, an Illinois insurance company and a wholly-owned subsidiary of ICC Holdings (the “Company” or “Employer”), and [Name of Employee] (the “Employee”), is entered into as of June 8, 2024 (the “Effective Date”).
