0001497275-16-000254 Sample Contracts

FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • October 27th, 2016 • State Bank Financial Corp • State commercial banks • Georgia

THIS FIRST AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated October 26, 2016, amends that certain Agreement and Plan of Merger (the “Merger Agreement”) dated as of April 5, 2016 by and between State Bank Financial Corporation, a Georgia corporation (“Buyer”) and NBG Bancorp, Inc., a Georgia corporation (“Seller”).

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SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER
Agreement and Plan of Merger • October 27th, 2016 • State Bank Financial Corp • State commercial banks • Georgia

THIS SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGER (this “Amendment”), dated October 26, 2016, amends that certain Agreement and Plan of Merger dated as of May 19, 2016 by and between State Bank Financial Corporation, a Georgia corporation (“Buyer”) and S Bankshares, Inc., a Georgia corporation (“Seller”), as amended by the First Amendment to Agreement and Plan of Merger dated September 15, 2016 (the “Merger Agreement”).

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