Common use of Termination Other Than for Death, Disability or Retirement Clause in Contracts

Termination Other Than for Death, Disability or Retirement. In the event that the Grantee's employment by the Company (or any Subsidiary or Affiliate of the Company) terminates for any reason, other than death, Disability or Retirement, all Performance Units for which the Performance Measures set forth in Exhibit A have not been achieved and for which the Grantee has not been employed for the Required Employment Period, in each case, as of the date the Grantee’s employment terminates (but not shares of the Company’s Common Stock that may be issuable in settlement of Performance Units that have been earned pursuant to Section 1(a) as of such date) shall be immediately forfeited and the Grantee shall have no further rights with respect to such Performance Units or shares of the Company’s Common Stock that may have been issuable in settlement of such forfeited Performance Units. The Grantee, however, shall remain entitled to receive shares of the Company’s Common Stock issuable in settlement of Performance Units for which the Performance Measures set forth on Exhibit A and the Required Employment Period had been achieved as of the date the Grantee’s employment terminates, but only if Pinnacle Bank’s NPA Ratio as of December 31, 20__ is equal to or less than ____%. Any shares of the Company’s Common Stock issuable pursuant to this Section 4(a) shall be issued in accordance with the terms of Section 1(b) of this Agreement.

Termination Other Than for Death, Disability or Retirement. In the event that the Grantee's employment by the Company (or any Subsidiary or Affiliate of the Company) terminates for any reason, other than death, Disability or Retirement, all Performance Units for which the Performance Measures set forth in Exhibit A have not been achieved and for which the Grantee has not been employed for the Required Employment Period, in each case, as of the date the Grantee’s employment terminates (but not shares of the Company’s Common Stock that may be issuable in settlement of Performance Units that have been earned pursuant to Section 1(a) as of such date) shall be immediately forfeited and the Grantee shall have no further rights with respect to such Performance Units or shares of the Company’s Common Stock that may have been issuable in settlement of such forfeited Performance Units. The Grantee, however, shall remain entitled to receive shares of the Company’s Common Stock issuable in settlement of Performance Units for which the Performance Measures set forth on Exhibit A and the Required Employment Period had been achieved as of the date the Grantee’s employment terminates, but only if Pinnacle Bank’s NPA Ratio as of December 31, 20__ 2024 is equal to or less than ____%[ ]. Any shares of the Company’s Common Stock issuable pursuant to this Section 4(a) shall be issued in accordance with the terms of Section 1(b) of this Agreement.

Termination Other Than for Death, Disability or Retirement. In the event that the Grantee's employment by the Company (or any Subsidiary or Affiliate of the Company) terminates for any reason, other than death, Disability or Retirement, all Performance Units for which the Performance Measures set forth in Exhibit A have not been achieved and for which the Grantee has not been employed for the Required Employment Period, in each case, as of the date the Grantee’s employment terminates (but not shares of the Company’s Common Stock that may be issuable in settlement of Performance Units that have been earned pursuant to Section 1(a) as of such date) shall be immediately forfeited and the Grantee shall have no further rights with respect to such Performance Units or shares of the Company’s Common Stock that may have been issuable in settlement of such forfeited Performance Units. The Grantee, however, shall remain entitled to receive shares of the Company’s Common Stock issuable in settlement of Performance Units for which the Performance Measures set forth on Exhibit A and the Required Employment Period had been achieved as of the date the Grantee’s employment terminates, but only if Pinnacle Bank’s NPA Ratio as of December 31, 20__ 2022 is equal to or less than [____]%. Any shares of the Company’s Common Stock issuable pursuant to this Section 4(a) shall be issued in accordance with the terms of Section 1(b) of this Agreement.

Termination Other Than for Death, Disability or Retirement. In the event that the Grantee's employment by the Company (or any Subsidiary or Affiliate of the Company) terminates for any reason, other than death, Disability or Retirement, all Performance Units for which the Performance Measures set forth in Exhibit A have not been achieved and for which the Grantee has not been employed for the Required Employment Period, in each case, as of the date the Grantee’s employment terminates (but not shares of the Company’s Common Stock that may be issuable in settlement of Performance Units that have been earned pursuant to Section 1(a) as of such date) shall be immediately forfeited and the Grantee shall have no further rights with respect to such Performance Units or shares of the Company’s Common Stock that may have been issuable in settlement of such forfeited Performance Units. The Grantee, however, shall remain entitled to receive shares of the Company’s Common Stock issuable in settlement of Performance Units for which the Performance Measures set forth on Exhibit A and the Required Employment Period had been achieved as of the date the Grantee’s employment terminates, but only if Pinnacle Bank’s NPA Ratio as of December 31, 20__ 2023 is equal to or less than ____%. Any shares of the Company’s Common Stock issuable pursuant to this Section 4(a) shall be issued in accordance with the terms of Section 1(b) of this Agreement.

Termination Other Than for Death, Disability or Retirement. In the event that the Grantee's employment by the Company (or any Subsidiary or Affiliate of the Company) terminates for any reason, other than death, Disability or Retirement, all Performance Units for which the Performance Measures set forth in Exhibit A have not been achieved and for which the Grantee has not been employed for the Required Employment Period, in each case, as of the date the Grantee’s 's employment terminates (but not shares of the Company’s 's Common Stock that may be issuable in settlement of Performance Units that have been earned pursuant to Section 1(a) as of such date) shall be immediately forfeited and the Grantee shall have no further rights with respect to such Performance Units or shares of the Company’s 's Common Stock that may have been issuable in settlement of such forfeited Performance Units. The Grantee, however, shall remain entitled to receive shares of the Company’s 's Common Stock issuable in settlement of Performance Units for which the Performance Measures set forth on Exhibit A and the Required Employment Period had been achieved as of the date the Grantee’s 's employment terminates, but only if Pinnacle Bank’s 's NPA Ratio as of December 31, 20__ 2019 is equal to or less than [____]%. Any shares of the Company’s 's Common Stock issuable pursuant to this Section 4(a) shall be issued in accordance with the terms of Section 1(b) of this Agreement.