Wayne Savings Bancshares Inc /De/ Sample Contracts

Wayne Savings Bancshares Inc /De/ – WAYNE SAVINGS COMMUNITY BANK EMPLOYMENT AGREEMENT (October 3rd, 2017)

This Employment Agreement ("Agreement") is made and entered into as of August 29, 2017 by and between Wayne Savings Community Bank (the "Bank"), an Ohio commercial bank, with its principal administrative office at 151 North Market Street, Wooster, Ohio and James R. VanSickle, II (the "Executive"). Any reference to "Company" herein shall mean Wayne Savings Bancshares, Inc., the parent stock holding company of the Bank or any successor thereto.

Wayne Savings Bancshares Inc /De/ – INDEMNIFICATION AGREEMENT (August 2nd, 2017)

This INDEMNIFICATION AGREEMENT (the “Agreement”), dated as of ______, 2017, by and between Wayne Savings Bancshares, Inc., a Delaware corporation (the “Company”), and David L. Lehman, an individual resident of the State of Ohio (the “Indemnitee”).

Wayne Savings Bancshares Inc /De/ – SEPARATION AGREEMENT (January 5th, 2017)

This Separation Agreement (“Agreement”) is entered into as of December 29, 2016 by and among Wayne Savings Bancshares, Inc., a Delaware corporation (the “Company”), Wayne Savings Community Bank (the “Bank”), and H. Stewart Fitz Gibbon III (“Mr. Fitz Gibbon”), to describe the terms and conditions of Mr. Fitz Gibbon’s separation from service with the Company and the Bank. The Company and the Bank are sometimes referred to collectively herein as the “Wayne Savings Entities” and the Wayne Savings Entities and Mr. Fitz Gibbon are sometimes referred to collectively herein as the “Parties.”

Wayne Savings Bancshares Inc /De/ – Annual Shareholders’ Meeting May 28, 2015 (May 29th, 2015)

In addition to the historical information contained herein, the following discussion contains forward - looking statements that involve risks and uncertainties . Economic circumstances, the Company’s operations, and actual results could differ significantly from those discussed in forward - looking statements . Some of the factors that could cause or contribute to such differences are discussed herein but also include changes in the economy and interest rates in the nation and the Company’s general market area . The forward - looking statements contained herein include, but are not limited to, those with respect to the following matters : ( 1 ) management’s determination of the amount and adequacy of the allowance for loan losses ; ( 2 ) the effect of changes in interest rates ; ( 3 ) management’s opinion as to the effects of recent accounting pronouncements on the Company’s consolidated financial statements ; and ( 4 ) management’s opinion as to the Bank’s ability to maintain regulato

Wayne Savings Bancshares Inc /De/ – WAYNE SAVINGS BANCSHARES, INC. /WAYNE SAVINGS COMMUNITY BANK EMPLOYMENT AGREEMENT PRESIDENT AND CEO (November 26th, 2014)

This Employment Agreement (Agreement) is made and entered into as of November 3, 2014, by and between Wayne Savings Bancshares, Inc. (the Company), a Delaware corporation, with its principal administrative office at 151 North Market Street, Wooster, Ohio, the Company’s wholly owned subsidiary, Wayne Savings Community Bank (the Bank) and H. Stewart Fitz Gibbon III (the Executive). The Company and the Bank are sometimes referred to collectively herein as the Wayne Savings Entities.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (October 31st, 2014)

Wooster, Ohio (October 30, 2014) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the holding company parent of Wayne Savings Community Bank, announced that the Board of Directors has appointed H. Stewart Fitz Gibbon III to the positions of President and Chief Executive Officer of the Company and the Bank, effective November 3, 2014. As announced on March 17, 2014, Rod C. Steiger, Director, President and Chief Executive Officer of the Company will retire on December 31, 2014.

Wayne Savings Bancshares Inc /De/ – Amendment of Article II, adding the following section 11 [amendment adopted by the Board of Directors on September 26, 2013]: (September 30th, 2013)
Wayne Savings Bancshares Inc /De/ – Contract (May 23rd, 2013)

Mission To Excel in Customer Service, Operate Profitably, and be Community - Minded Vision Shared Values To be the Community Bank of choice for Customers, Employees, and Investors

Wayne Savings Bancshares Inc /De/ – WAYNE SAVINGS COMMUNITY BANK GROUP TERM CARVE-OUT PLAN FOR SENIOR VICE PRESIDENT AND ABOVE (May 10th, 2013)

THIS PLAN, hereby made effective this 27th day of November 2002 (the "Effective Date"), by and between Wayne Savings Community Bank, a state-chartered savings and loan association located in Wooster, Ohio (the "Bank"), and the Participant (the "Participant") selected to participate in this Plan, intending to be legally bound hereby.

Wayne Savings Bancshares Inc /De/ – Wayne Savings Bancshares, Inc. Summary of Cash Incentive Bonus Plan (May 10th, 2013)

An informal bonus arrangement that was implemented by the board of directors in 2006, the Cash Incentive Bonus Plan may be terminated or modified by the board at any time. Administered by the board’s compensation committee, the Cash Incentive Bonus Plan provides for an annual cash bonus for executive officers if they achieve annual performance goals established by the committee. The plan does not allow for payment of awards in any form other than cash, nor does it allow for deferral of plan awards. Any officer or employee designated by the compensation committee is eligible to receive a payment under the plan. Cash payments under the plan are made in the first quarter of the year if the established goals for the preceding year are achieved.

Wayne Savings Bancshares Inc /De/ – ADDENDUM TO WAYNE SAVINGS COMMUNITY BANK AMENDED AND RESTATED EMPLOYMENT AGREEMENT (November 21st, 2012)

This Addendum is entered into by and between Wayne Savings Community Bank (the “Bank”), an Ohio savings and loan association, with its principal administrative office at 151 N. Market Street, Wooster, Ohio, and H. Stewart Fitz Gibbon III (“Executive”) this 20th day of November, 2012.

Wayne Savings Bancshares Inc /De/ – WAYNE SAVINGS COMMUNITY BANK AMENDED AND RESTATED EMPLOYMENT AGREEMENT (November 21st, 2012)

This AMENDED AND RESTATED EMPLOYMENT AGREEMENT ("Agreement") is effective as of November 20, 2012 by and between Wayne Savings Community Bank (the "Bank"), an Ohio savings and loan association, with its principal administrative office at 151 North Market Street, Wooster, Ohio and Joel Beckler (the "Executive"). Any reference to "Company" herein shall mean Wayne Savings Bancshares, Inc., the stock holding company parent of the Bank, and any successor or assign thereof. Any reference to the Bank shall also include its successors and assigns.

Wayne Savings Bancshares Inc /De/ – ADDENDUM TO WAYNE SAVINGS COMMUNITY BANK EMPLOYMENT AGREEMENT (November 21st, 2012)

This Addendum is entered into by and between Wayne Savings Community Bank (the “Bank”), an Ohio savings and loan association, with its principal administrative office at 151 N. Market Street, Wooster, Ohio, and Rodney C. Steiger (“Executive”) this 20th day of November, 2012.

Wayne Savings Bancshares Inc /De/ – TRANSFER AND ASSUMPTION AGREEMENT BETWEEN THOMASVILLE NATIONAL BANK AND WAYNE SAVINGS COMMUNITY BANK Dated as of July 2, 2012 (July 5th, 2012)

THIS AGREEMENT (this “Agreement”) is made and entered into as of July 2, 2012, by and between Thomasville National Bank (“TNB”), a national bank with authorized trust powers chartered under the laws of the United States, and Wayne Savings Community Bank (“WSCB”), an Ohio state savings and loan association with authorized trust powers.

Wayne Savings Bancshares Inc /De/ – Business Overview (August 1st, 2011)
Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (May 31st, 2011)

Wooster, Ohio (May 31, 2011) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the holding company parent of Wayne Savings Community Bank, announced that the Board of Directors has promoted two members of management.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (February 1st, 2011)

Wooster, Ohio (February 1, 2011) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, announced the appointment of Debra A. Marthey as a director of both Wayne Savings Bancshares, Inc. and its wholly-owned subsidiary Wayne Savings Community Bank.

Wayne Savings Bancshares Inc /De/ – WAYNE SAVINGS COMMUNITY BANK EMPLOYMENT AGREEMENT (January 18th, 2011)

This Employment Agreement ("Agreement") is made and entered into as of January 15, 2011 by and between Wayne Savings Community Bank (the "Bank"), an Ohio savings and loan association, with its principal administrative office at 151 North Market Street, Wooster, Ohio and Rodney C. Steiger (the "Executive"). Any reference to "Company" herein shall mean Wayne Savings Bancshares, Inc., the stock holding company parent of the Bank or any successor thereto.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (December 16th, 2010)

Wooster, Ohio (December 16, 2010) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, has declared a cash dividend of $.06 per share on the Company’s common stock for the quarter ending December 31, 2010. This represents an annualized dividend of $.24 per share. The quarterly cash dividend will be paid on January 26, 2011 to stockholders of record as of January 12, 2011.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (May 14th, 2010)

Wooster, Ohio (May 13, 2010) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the holding company parent of Wayne Savings Community Bank, reported net income of $2.2 million or $0.77 per diluted share for the fiscal year ended March 31, 2010, compared to $1.9 million or $0.64 per diluted share for the fiscal year ended March 31, 2009. The 20% increase in net income for the fiscal year was primarily due to an increase in net interest income resulting from decreased interest expense on deposits, partially offset by decreased interest income on loans and investments and further offset by an increase in the provision for loan losses.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (March 29th, 2010)

Wooster, Ohio (March 29, 2010) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, has declared a cash dividend of $.06 per share on the Company’s common stock for the quarter ending March 31, 2010. This represents an annualized dividend of $.24 per share. The quarterly cash dividend will be paid on April 28, 2010 to stockholders of record as of April 14, 2010.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (January 29th, 2010)

Wooster, Ohio (January 28, 2010) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the holding company parent of Wayne Savings Community Bank, reported net income of $635,000, or $0.21 per diluted share for the third fiscal quarter ended December 31, 2009, compared to $584,000 or $0.20 per diluted share for the third fiscal quarter ended December 31, 2008. The increase in net income was due to increased net interest income resulting from decreased interest expense on deposits, partially offset by decreased interest income from loans and investments, and increased gains on the sale of residential mortgage loans and available for sale investment securities, further offset by an increase in the provision for loan losses and increased federal deposit insurance expense.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (December 18th, 2009)

Wooster, Ohio (December 17, 2009) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, has declared a cash dividend of $.05 per share on the Company’s common stock for the quarter ending December 31, 2009. This represents an annualized dividend of $.20 per share. The quarterly cash dividend will be paid on January 27, 2010 to stockholders of record as of January 13, 2009.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (October 23rd, 2009)

Wooster, Ohio (October 23, 2009) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, reported net earnings of $652,000, or $0.23 per diluted share for the second fiscal quarter ended September 30, 2009, compared to $601,000 or $0.21 per diluted share for the second fiscal quarter ended September 30, 2008. The increase in earnings was primarily due to an increase in net interest income resulting from decreased interest expense on deposits, partially offset by decreased interest income on loans and investments and further offset by an increase in the provision for loan losses.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (September 25th, 2009)

Wooster, Ohio (September 25, 2009) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, has declared a cash dividend of $.05 per share on the Company’s common stock for the quarter ending September 30, 2009. This represents an annualized dividend of $.20 per share. The quarterly cash dividend will be paid on October 28, 2009 to stockholders of record as of October 14, 2009.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (July 23rd, 2009)

Wooster, Ohio (July 22, 2009) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, reported net income of $532,000 or $0.18 per diluted share for the first fiscal quarter ended June 30, 2009, compared to $531,000 or $0.18 per diluted share for the first fiscal quarter ended June 30, 2008. While net income was essentially unchanged, there were significant changes in the composition of net income between the current quarter and the year ago period, reflecting a much lower interest rate environment and a more difficult economic environment.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (June 25th, 2009)

Wooster, Ohio (June 25, 2009) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, has declared a cash dividend of $.05 per share on the Company’s common stock for the quarter ending June 30, 2009. This represents an annualized dividend of $.20 per share. The quarterly cash dividend will be paid on July 29, 2009 to stockholders of record as of July 15, 2009.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (May 20th, 2009)

Wooster, Ohio (May 20, 2009) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, reported net income for the fiscal year ended March 31, 2009 of $1.9 million or $0.64 per diluted share, compared to net income of $2.0 million, or $0.65 per diluted share for the fiscal year ended March 31, 2008. The decrease in net income for the fiscal year was primarily due to an increase in the provision for losses on loans, a decrease in non interest income and increases in non interest expense, partially offset by increased net interest income and a decrease in federal income tax expense.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (March 31st, 2009)

Wooster, Ohio (March 27, 2009) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, has declared a cash dividend of $.05 per share on the Company’s common stock for the quarter ending March 31, 2009. This represents an annualized dividend of $.20 per share. The quarterly cash dividend will be paid on April 29, 2009 to stockholders of record as of April 15, 2009.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (January 26th, 2009)

Wooster, Ohio (January 22, 2009) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, reported net income of $584,000 or $0.20 per diluted share for the third fiscal quarter ended December 31, 2008, compared to $446,000 or $0.14 per diluted share for the third fiscal quarter ended December 31, 2007. The increase in net income was primarily due to an increase in net interest income, resulting from decreased interest expense on deposits, partially offset by decreased interest income on loans and investments.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (December 19th, 2008)

Wooster, Ohio (December 19, 2008) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, has declared a cash dividend of $.12 per share on the Company’s common stock for the quarter ending December 31, 2008. This represents an annualized dividend of $.48 per share. The quarterly cash dividend will be paid on January 28, 2009 to stockholders of record as of January 14, 2009.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (October 24th, 2008)

Wooster, Ohio (October 23, 2008) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, reported net earnings of $601,000 or $0.21 per diluted share for the second fiscal quarter ended September 30, 2008, compared to $547,000 or $0.18 per diluted share for the second fiscal quarter ended September 30, 2007. The increase in earnings was primarily due to an increase in net interest income, resulting from decreased interest expense on deposits, partially offset by decreased interest income on loans and investments.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (September 25th, 2008)

Wooster, Ohio (September 25, 2008) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, has declared a cash dividend of $.12 per share on the Company’s common stock for the quarter ending September 30, 2008. This represents an annualized dividend of $.48 per share. The quarterly cash dividend will be paid on October 22, 2008 to stockholders of record as of October 8, 2008.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (July 24th, 2008)

Wooster, Ohio (July 24, 2008) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, reported net earnings of $531,000 or $0.18 per diluted share for the first fiscal quarter ended June 30, 2008, compared to $523,000 or $.17 per diluted share for the first fiscal quarter ended June 30, 2007. The increase in earnings was primarily due to an increase in net interest income, resulting from decreased interest expense on deposits, partially offset by decreased interest income on loans and investments.

Wayne Savings Bancshares Inc /De/ – NEWS RELEASE FOR RELEASE: IMMEDIATELY (June 26th, 2008)

Wooster, Ohio (June 26, 2008) – Wayne Savings Bancshares, Inc. (NASDAQ:WAYN), the stock holding company parent of Wayne Savings Community Bank, has declared a cash dividend of $.12 per share on the Company’s common stock for the quarter ending June 30, 2008. This represents an annualized dividend of $.48 per share. The quarterly cash dividend will be paid on July 23, 2008 to stockholders of record as of July 9, 2008.