Common use of Capital Stock and Related Matters Clause in Contracts

Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 shares of common stock and no shares of preferred stock. As of the date of this Agreement, there are 5,376,872 shares of the Company’s common stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Evans Bancorp Inc)

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Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 30,000,000 shares of common stock and no 1,000,000 shares of preferred stock. As of the date of this Agreement, there are 5,376,872 18,059,174 shares of the Company’s common stock issued and outstanding and no shares of the Company’s preferred stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (South Plains Financial, Inc.)

Capital Stock and Related Matters. The Charter Articles of the Incorporation of Company authorizes the Company to issue 10,000,000 forty eight million shares of common stock and no shares of preferred stock, $0.208 1/3 par value. As of the date of this Agreement, there are 5,376,872 9,660,046 shares of the Company’s common stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessablenonassessable. There Except as set forth on Schedule 4.1.2, there are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive or employee stock purchase plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (BankGuam Holding Co)

Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 40,000,000 shares of common stock and no 1,000,000 shares of preferred stock. As of the date of this Agreement, there are 5,376,872 11,911,813 shares of the Company’s common stock issued and outstanding and no shares of the Company’s preferred stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Form of Subordinated Note Purchase Agreement (Enterprise Bancorp Inc /Ma/)

Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 shares of common stock and stock, no shares of preferred stockpar value. As of the date of this Agreement, there are 5,376,872 7,842,824 shares of the Company’s common stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There Except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors, there are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Form of Subordinated Note Purchase Agreement (Bankwell Financial Group, Inc.)

Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 15,000,000 shares of common stock and no shares of preferred stock. As of the date of this Agreement, there are 5,376,872 4,479,338 shares of the Company’s common stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Form of Subordinated Note Purchase Agreement (Orange County Bancorp, Inc. /DE/)

Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 shares of common stock and no 2,000,000 shares of preferred stock. As of the date of this Agreement, there are 5,376,872 5,737,219 shares of the Company’s common stock issued and outstanding and no shares of the Company’s preferred stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (United Bancorp Inc /Oh/)

Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 75,000,000 shares of common stock and no 5,000,000 shares of preferred stock. As of the date of this Agreement, there are 5,376,872 10,200,745 shares of the Company’s common stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (First Northwest Bancorp)

Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 40,000,000 shares of common stock and no 10,000,000 shares of preferred stock. As of the date of this Agreement, there are 5,376,872 8,229,116 shares of the Company’s common stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (California BanCorp)

Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 20,000,000 shares of common stock and no 10,000,000 shares of preferred stock. As of the date of this Agreement, there are 5,376,872 10,683,031 shares of the Company’s common stock issued and outstanding and no shares of the Company’s preferred stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued issued, and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board board of Directorsdirectors.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Bancplus Corp)

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Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 shares of common stock and no shares stock. The Charter of the Company does not authorize the Company to issue preferred stock. As of the date of this Agreement, there are 5,376,872 6,218,126 shares of the Company’s common stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of DirectorsDirectors of the Company.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (First Us Bancshares, Inc.)

Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 up to 50,000,000 shares of common stock and capital stock, no shares of preferred stockpar value per share. As of the date of this Agreement, there are 5,376,872 16,884,584 shares of the Company’s common stock stock, no par value per share, issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (CNB Financial Corp/Pa)

Capital Stock and Related Matters. The Charter Certificate of the Incorporation of Company authorizes the Company to issue 10,000,000 20,000,000 shares of common stock and no 250,000 shares of preferred stock. As of the date of this AgreementAugust 17, 2022, there are 5,376,872 were 16,884,721 shares of the Company’s common stock and no shares of Company’s preferred stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (QCR Holdings Inc)

Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 shares of common stock and stock, with no shares of preferred stockpar value. As of the date of this AgreementJuly 31, 2022, there are 5,376,872 were 7,763,389 shares of the Company’s common stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There Except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors, there are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.. 4.2

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Bankwell Financial Group, Inc.)

Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 80,000,000 shares of common stock and no shares of preferred stock, $1.25 par value per share. As of the date of this Agreement, there are 5,376,872 33,072,121 shares of the Company’s common stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Southside Bancshares Inc)

Capital Stock and Related Matters. The Charter of the Company authorizes the Company to issue 10,000,000 20,000,000 shares of common stock and no 1,000,000 shares of preferred stock. As of the date of this Agreement, there are 5,376,872 6,818,883 shares of the Company’s common stock issued and outstanding and no shares of the Company’s preferred stock issued and outstanding. All of the outstanding capital stock of the Company has been duly authorized and validly issued and is fully paid and non-assessable. There are, as of the date hereof, no outstanding options, rights, warrants or other agreements or instruments obligating the Company to issue, deliver or sell, or cause to be issued, delivered or sold, additional shares of the capital stock of the Company or obligating the Company to grant, extend or enter into any such agreement or commitment to any Person other than the Company except pursuant to the Company’s equity incentive plans duly adopted by the Company’s Board of Directors.

Appears in 1 contract

Samples: Subordinated Note Purchase Agreement (Eagle Bancorp Montana, Inc.)

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