Peapack Gladstone Financial Corp Sample Contracts

BACKGROUND
Employment Agreement • March 12th, 2004 • Peapack Gladstone Financial Corp • Finance services • New Jersey
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ARTICLE I
Agreement and Plan of Merger • September 7th, 1999 • Peapack Gladstone Financial Corp • New Jersey
SUBORDINATED NOTE PURCHASE AGREEMENT
Subordinated Note Purchase Agreement • December 23rd, 2020 • Peapack Gladstone Financial Corp • Commercial banks, nec • New York

This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of December 22, 2020, and is made by and among Peapack-Gladstone Financial Corporation, a New Jersey corporation (the “Company”), and the several purchasers of the Subordinated Notes (as defined herein) identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).

REGISTRATION RIGHTS AGREEMENT
Registration Rights Agreement • December 23rd, 2020 • Peapack Gladstone Financial Corp • Commercial banks, nec • New York

This REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of December 22, 2020 and is made by and among Peapack-Gladstone Financial Corporation, a New Jersey corporation (the “Company”), and the several purchasers of the Subordinated Notes (as defined below) identified on the signature pages to the Purchase Agreement (as defined below) (collectively, the “Purchasers”).

PEAPACK-GLADSTONE FINANCIAL CORPORATION As Issuer, and UMB BANK, NATIONAL ASSOCIATION As Trustee INDENTURE Dated as of December 22, 2020 3.50% Fixed to Floating Rate Subordinated Notes due 2030
Peapack Gladstone Financial Corp • December 23rd, 2020 • Commercial banks, nec • New York

This INDENTURE dated as of December 22, 2020 is between Peapack-Gladstone Financial Corporation, a New Jersey corporation (the “Company”), and UMB Bank, National Association, a national banking association, as trustee (the “Trustee”).

AMENDED AND RESTATED DEFERRED COMPENSATION AGREEMENT
Deferred Compensation Agreement • March 30th, 2022 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

THIS AMENDED AND RESTATED DEFERRED COMPENSATION AGREEMENT (this “Agreement”), originally effective as of August 4, 2017, and amended and restated as of March 24, 2022 (the “Effective Date”) by and between Peapack-Gladstone Bank located in Bedminster, New Jersey (the “Employer”), and Douglas L. Kennedy (the “Executive”), formalizes the agreements and understanding between the Employer and the Executive.

Peapack-Gladstone Financial Corporation UNDERWRITING AGREEMENT
Underwriting Agreement • December 7th, 2017 • Peapack Gladstone Financial Corp • Commercial banks, nec • New York

Peapack-Gladstone Financial Corporation, a bank holding company organized under the laws of the State of New Jersey (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (each, an “Underwriter” and, collectively, the “Underwriters”), for whom Sandler O’Neill & Partners, L.P. is acting as representative (the “Representative”), $35,000,000 principal amount of its 4.75% Fixed-to-Floating Subordinated Notes due December 15, 2027 (each a “Note” and collectively, the “Notes”). The Notes will be issued pursuant to an Indenture, to be dated as of December 12, 2017, as supplemented by a first supplemental indenture to be dated as of December 12, 2017 (collectively, the “Indenture”), between the Company and U.S. Bank National Association, as trustee (the “Trustee”).

CHANGE-IN-CONTROL AGREEMENT
-Control Agreement • March 13th, 2020 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

THIS CHANGE-IN-CONTROL AGREEMENT (this “Agreement”), effective as of March 14, 2018 (the “Effective Date”), by and among PEAPACK-GLADSTONE BANK (the “Bank”), a New Jersey state banking association which maintains its principal office at 500 Hills Drive, Bedminster, New Jersey 07921, PEAPACK-GLADSTONE FINANCIAL CORPORATION (“Peapack”), a New Jersey Corporation which maintains its principal office at 500 Hills Drive, Bedminster, New Jersey 07921 (Peapack and the Bank hereinafter collectively referred to as the “Company”) and Timothy Doyle (the “Executive”).

PEAPACK-GLADSTONE EMPLOYMENT AGREEMENT OF ANTHONY V. BILOTTA, JR
Employment Agreement • March 14th, 2017 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of DECEMBER 4, 2013 (the “Effective Date”), by and among Peapack-Gladstone Financial Corporation (“PGFC”), Peapack-Gladstone Bank (the “Bank”) (PGFC and the Bank are collectively referred to herein as the “Company”), and ANTHONY V. BILOTTA, JR (the “Executive”), whose home address is 95 The Fairway, Cedar Grove, NJ 07009

BACKGROUND
Control Agreement • March 23rd, 2000 • Peapack Gladstone Financial Corp • New Jersey
BACKGROUND
Control Agreement • March 31st, 1998 • Peapack Gladstone Financial Corp • New Jersey
PEAPACK-GLADSTONE FINANCIAL CORPORATION and as Trustee, Paying Agent and Registrar FIRST SUPPLEMENTAL INDENTURE Dated as of June 15, 2016 to INDENTURE Dated as of June 15, 2016
Indenture • June 15th, 2016 • Peapack Gladstone Financial Corp • Commercial banks, nec • New York

FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of June 15, 2016, between PEAPACK-GLADSTONE FINANCIAL CORPORATION, a New Jersey corporation (the “Company”), and U.S. BANK NATIONAL ASSOCIATION as trustee (the “Trustee”), Registrar and Paying Agent.

EMPLOYMENT AGREEMENT
Employment Agreement • October 31st, 2022 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

This Employment Agreement (the “Agreement”) is made and entered into, effective as of October 31, 2022 (the “Effective Date”), by and among Peapack-Gladstone Financial Corporation, a New Jersey corporation (the “Company”), Peapack-Gladstone Bank, a New Jersey-chartered commercial bank (the “Bank”), and Frank Cavallaro (“Executive”). References to the “Bank” shall refer to both the Bank and the Company except where context indicates otherwise.

PEAPACK-GLADSTONE EMPLOYMENT AGREEMENT OF JEFFREY CARFORA
Employment Agreement • April 12th, 2010 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

This EMPLOYMENT AGREEMENT is as of APRIL 7, 2010, by and between Peapack-Gladstone Financial Corporation (“PGFC”) and Peapack-Gladstone Bank (the “Bank”) (PGFC and the Bank are collectively referred to herein as the “Company”), and EXECUTIVE JEFFREY CARFORA (“Executive”), whose home address is 24 Karla Drive, Whippany, NJ 07981.

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Peapack-Gladstone Financial Corporation COMMON STOCK NO PAR VALUE PER SHARE SALES AGENCY AGREEMENT
Sales Agency Agreement • October 23rd, 2014 • Peapack Gladstone Financial Corp • Commercial banks, nec • New York

Peapack-Gladstone Financial Corporation, a bank holding company organized under the laws of the State of New Jersey (the “Company”) confirms its agreement (this “Agreement”) with Sandler O’Neill & Partners, L.P. (the “Agent” or “you”), as follows:

April 7, 2010
Participation Agreement • May 7th, 2010 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

As you know, Peapack-Gladstone Financial Corporation (the “Company,” as further defined below) has entered into a Securities Purchase Agreement, dated January 9, 2009 (the “Participation Agreement”), with the United States Department of Treasury (“Treasury”) that provides for the Company’s participation in the Treasury’s TARP Capital Purchase Program (“CPP”).

RETIREMENT TRANSITION AGREEMENT
Retirement Transition Agreement • March 28th, 2023 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

This Retirement Transition Agreement (this “Agreement”) is made and entered into as of January 1, 2023 (the “Effective Date”), by and among Peapack-Gladstone Financial Corporation (“PGFC”), a New Jersey corporation, Peapack-Gladstone Bank (the “Bank”), a New Jersey-chartered bank (together, the “Company”), and Robert A. Plante (“Executive”).

CHANGE IN CONTROL AGREEMENT
Change in Control Agreement • August 9th, 2021 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

This Change in Control Agreement (the “Agreement”) is made effective as of the 5th day of August, 2021 (the “Effective Date”), by and among Peapack-Gladstone Financial Corporation, a New Jersey corporation (the “Company”), Peapack-Gladstone Bank, a New Jersey-chartered commercial bank (the “Bank”), and Robert A. Plante (“Executive”). References to the “Bank” shall refer to both the Bank and the Company except where context indicates otherwise.

PEAPACK-GLADSTONE FINANCIAL CORPORATION RESTRICTED STOCK AWARD AGREEMENT (“AGREEMENT”)
Restricted Stock Award Agreement • March 14th, 2014 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

PEAPACK-GLADSTONE FINANCIAL CORPORATION, a New Jersey corporation (“Company”), this __ day of ________, ____ (“Award Date”) hereby grants to «FIRSTNAME» «LASTNAME» (“Employee”), an employee of the Company or a subsidiary thereof, pursuant to the Company’s 2012 Long-Term Stock Incentive Plan (“Plan”), shares of the Common Stock, no par value, of the Company subject to the restrictions set forth herein (“Restricted Stock”) in the amount and on the terms and conditions hereinafter set forth.

PEAPACK-GLADSTONE FINANCIAL CORPORATION RESTRICTED STOCK UNIT AWARD AGREEMENT (“AGREEMENT”)
Restricted Stock Unit Award Agreement • July 1st, 2021 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

PEAPACK-GLADSTONE FINANCIAL CORPORATION, a New Jersey corporation (“Company”), this ____ day of __________, _____ (“Award Date”) hereby grants to «FIRSTNAME» «LASTNAME» (“Employee”), an employee of the Company or a subsidiary thereof, pursuant to the Company’s 2021 Long-Term Stock Incentive Plan (as amended from time to time, the “Plan”), a restricted stock unit award in the amount and on the terms and conditions hereinafter set forth. Each restricted stock unit represents the unfunded right to receive one share of the Common Stock, no par value, of the Company (“Share”) subject to the restrictions set forth herein (“Restricted Stock Unit”).

PEAPACK-GLADSTONE FINANCIAL CORPORATION NONQUALIFIED STOCK OPTION AGREEMENT (“AGREEMENT”)
Nonqualified Stock Option Agreement • March 14th, 2014 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

PEAPACK-GLADSTONE FINANCIAL CORPORATION, a New Jersey corporation (“Company”), this __ day of ________, ____ (“Option Date”) hereby grants to «FIRSTNAME» «LASTNAME» (“Employee”), an employee of the Company or a subsidiary thereof, pursuant to the Company’s 2012 Long-Term Stock Incentive Plan (“Plan”), an option to purchase shares of the Common Stock, no par value (“Common Stock”), of the Company in the amount and on the terms and conditions hereinafter set forth.

AMENDED AND RESTATED CHANGE-IN-CONTROL AGREEMENT
-Control Agreement • March 16th, 2010 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”), is made as of this September 28, 2009”, among PEAPACK-GLADSTONE BANK (“Bank”), a New Jersey state banking association with its principal office at 190 Main Street, Gladstone, New Jersey 07934, PEAPACK-GLADSTONE FINANCIAL CORPORATION (“Peapack”), a New Jersey Corporation which maintains its principal office at 158 Route 206 North, Gladstone, New Jersey 07934 (Peapack and the Bank collectively are the “Company”) and VINCENT SPERO (the “Executive”).

PEAPACK-GLADSTONE FINANCIAL CORPORATION NONQUALIFIED STOCK OPTION AGREEMENT (“AGREEMENT”)
Nonqualified Stock Option Agreement • March 15th, 2013 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

PEAPACK-GLADSTONE FINANCIAL CORPORATION, a New Jersey corporation (“Company”), this __ day of ________, ____ (“Option Date”) hereby grants to (“Employee”), an employee of the Company or a subsidiary thereof, pursuant to the Company's 2006 Long-Term Stock Incentive Plan (“Plan”), an option to purchase shares of the Common Stock, no par value (“Common Stock”), of the Company in the amount and on the terms and conditions hereinafter set forth.

AMENDED AND RESTATED CHANGE-IN-CONTROL AGREEMENT
Employment Agreement • April 12th, 2010 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (the “Agreement”), is made as of this April 7, 2010”, among PEAPACK-GLADSTONE BANK (“Bank”), a New Jersey state banking association with its principal office at 190 Main Street, Gladstone, New Jersey 07934, PEAPACK-GLADSTONE FINANCIAL CORPORATION (“Peapack”), a New Jersey Corporation which maintains its principal office at 158 Route 206 North, Gladstone, New Jersey 07934 (Peapack and the Bank collectively are the “Company”) and JEFFREY CARFORA (the “Executive”).

SEPARATION AGREEMENT AND GENERAL RELEASE Dated 11/19/2012 PEAPACK-GLADSTONE BANK ADVISES YOU TO CONSULT AN ATTORNEY BEFORE YOU SIGN THIS DOCUMENT
Separation Agreement • March 15th, 2013 • Peapack Gladstone Financial Corp • Commercial banks, nec

This "Separation Agreement and General Release" (hereinafter "Release") between ROBERT M. ROGERS (hereinafter "you" or "your"") and in favor of Peapack-Gladstone Financial Corporation and Peapack-Gladstone Bank(hereinafter collectively "the Bank"), for the purpose of amicably and fully resolving any and all claims, disputes and issues arising out of your employment at the Bank and the termination of that employment.

PEAPACK-GLADSTONE EMPLOYMENT AGREEMENT OF FRANK A. KISSEL
Employment Agreement • March 14th, 2014 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of November 25, 2013 (the “Effective Date”), by and among Peapack-Gladstone Financial Corporation (“PGFC”), Peapack-Gladstone Bank (the “Bank”) (PGFC and the Bank are collectively referred to herein as the “Company”), and Frank A. Kissel (the “Kissel”), whose address is PO Box 841, Far Hills , NJ 07931.

PEAPACK-GLADSTONE FINANCIAL CORPORATION RESTRICTED STOCK AWARD AGREEMENT FOR OUTSIDE DIRECTORS (“AGREEMENT”)
Restricted Stock Award Agreement • March 14th, 2014 • Peapack Gladstone Financial Corp • Commercial banks, nec • New Jersey

Upon cessation of a Director’s service on the Board by reason of Retirement, as defined in the Plan, Shares not yet vested (and any related dividends and interest) shall be forfeited and automatically transferred to the Company unless otherwise provided by the Board prior to the Director’s Retirement.

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