M&f Bancorp Inc /Nc/ Sample Contracts

M&f Bancorp Inc /Nc/ – M&F BANCORP, INC. and AMERICAN STOCK TRANSFER & TRUST COMPANY, LLC as Rights Agent RIGHTS AGREEMENT Dated as of September 23, 2014 (September 23rd, 2014)

This SHAREHOLDER RIGHTS AGREEMENT, made and entered into as of September 23, 2014 (as amended, restated or otherwise modified from time to time in accordance herewith, this “Agreement”), by and between M&F Bancorp, Inc., a North Carolina corporation (together with its successors, the “Company”), and American Stock Transfer & Trust Company, LLC, a New York limited liability trust company, as Rights Agent (together with its permitted successors in such capacity, the “Rights Agent”).

M&f Bancorp Inc /Nc/ – Department of the Secretary of State ARTICLES OF AMENDMENT OF M&F BANCORP, INC. (September 23rd, 2014)

Pursuant to §55-10-06 of the General Statutes of North Carolina, the undersigned corporation hereby submits the following Articles of Amendment for the purpose of amending its Articles of Incorporation.

M&f Bancorp Inc /Nc/ – EMPLOYMENT AGREEMENT (August 14th, 2014)

THIS EMPLOYMENT AGREEMENT, made and entered into this 11th day of August, 2014, between M&F Bancorp, Inc., a holding company organized and existing under the laws of the State of North Carolina (“Bancorp”), and its subsidiary, Mechanics & Farmers Bank, a commercial bank duly organized and existing under the laws of the State of North Carolina (the “Bank”) (collectively referred to as “Employer”), and James H. Sills III (the “Executive”).

M&f Bancorp Inc /Nc/ – M&F Bancorp, Inc. Releases 2012 Results (March 29th, 2013)

March 29, 2013--M&F Bancorp, Inc. (OTCBB: MFBP) ("the Company"), a bank holding company headquartered in Durham, NC, today released its results as of and for the year ended December 31, 2012. Total assets as of December 31, 2012 were $296.1 million, a decrease of 2.74%. Total loans outstanding at December 31, 2012 were $175.2 million compared to $188.1 million at December 31, 2011. The decrease resulted from normal runoff, lack of demand for new loans, and increased pressure from other banks to refinance existing loan relationships. Deposits totaled $250.9 million at December 31, 2012 compared to $259.1 million at December 31, 2011.

M&f Bancorp Inc /Nc/ – M&F Bancorp, Inc. Releases 2010 Results (March 30th, 2011)

March 29, 2011—M&F Bancorp, Inc. (OTCBB: MFBP) (“the Company”), a bank holding company headquartered in Durham, NC, today released its results as of and for the year ended December 31, 2010. Net income before preferred dividends for the year ended December 31, 2010 was $0.814 million, up from $0.660 million for the year ended December 31, 2009. Preferred dividends paid for the years ended December 31, 2010 and 2009 were $0.475 million and $0.302 million, respectively, resulting in net income available to common shareholders of $0.339 million and $0.358 million, respectively. Total assets increased from $274.4 million as of December 31, 2009 to $312.3 million as of December 31, 2010.

M&f Bancorp Inc /Nc/ – UNITED STATES DEPARTMENT OF THE TREASURY 1500 PENNSYLVANIA AVENUE, NW WASHINGTON, D.C. 20220 (August 23rd, 2010)

WHEREAS, the United States Department of the Treasury (the “Investor”) has purchased shares of preferred stock or has acquired shares of preferred stock through the exercise of warrants or the exchange of other securities (collectively, the “CPP Preferred Stock”) from eligible financial institutions which elected to participate in the Troubled Asset Relief Program Capital Purchase Program (“CPP”);

M&f Bancorp Inc /Nc/ – Department of the Secretary of State ARTICLES OF AMENDMENT OF M&F BANCORP, INC. (August 23rd, 2010)

Pursuant to §55-10-06 of the General Statutes of North Carolina, the undersigned corporation hereby submits the following Articles of Amendment for the purpose of amending its Articles of Incorporation.

M&f Bancorp Inc /Nc/ – UNITED STATES DEPARTMENT OF THE TREASURY 1500 PENNSYLVANIA AVENUE, NW WASHINGTON, D.C. 20220 (August 23rd, 2010)

WHEREAS, the United States Department of the Treasury (the “Investor”) has purchased shares of preferred stock or has acquired shares of preferred stock through the exercise of warrants or the exchange of other securities (collectively, the “CPP Preferred Stock”) from eligible financial institutions which elected to participate in the Troubled Asset Relief Program Capital Purchase Program (“CPP”);

M&f Bancorp Inc /Nc/ – Department of the Secretary of State ARTICLES OF AMENDMENT OF M&F BANCORP, INC. (August 23rd, 2010)

Pursuant to §55-10-06 of the General Statutes of North Carolina, the undersigned corporation hereby submits the following Articles of Amendment for the purpose of amending its Articles of Incorporation.

M&f Bancorp Inc /Nc/ – UNITED STATES DEPARTMENT OF THE TREASURY 1500 PENNSYLVANIA AVENUE, NW WASHINGTON, D.C. 20220 (June 26th, 2009)

The company set forth on the signature page hereto (the “Company”) intends to issue in a private placement the number of shares of a series of its preferred stock set forth on Schedule A hereto (the “Preferred Shares”) and a warrant to purchase the number of shares of a series of its preferred stock set forth on Schedule A hereto (the “Warrant” and, together with the Preferred Shares, the “Purchased Securities”) and the United States Department of the Treasury (the “Investor”) intends to purchase from the Company the Purchased Securities.

M&f Bancorp Inc /Nc/ – State of North Carolina Department of the Secretary of State ARTICLES OF AMENDMENT OF M&F BANCORP, INC. (June 26th, 2009)

Pursuant to §55-10-06 of the General Statutes of North Carolina, the undersigned corporation hereby submits the following Articles of Amendment for the purpose of amending its Articles of Incorporation.

M&f Bancorp Inc /Nc/ – State of North Carolina Department of the Secretary of State ARTICLES OF AMENDMENT OF M&F BANCORP, INC. (June 26th, 2009)

Pursuant to §55-10-06 of the General Statutes of North Carolina, the undersigned corporation hereby submits the following Articles of Amendment for the purpose of amending its Articles of Incorporation.

M&f Bancorp Inc /Nc/ – AMENDMENT TO EMPLOYMENT AGREEMENT (June 26th, 2009)

WHEREAS, Kim D. Saunders (the “Executive”) is a party with M&F Bancorp, Inc. (the “Company”) and Mechanics and Farmers Bank, a wholly-owned subsidiary of the Company (the “Bank”), to an Employment Agreement, dated January 12, 2007 (the “Employment Agreement”);

M&f Bancorp Inc /Nc/ – RESTATED BYLAWS OF M&F BANCORP, INC. (April 6th, 2009)
M&f Bancorp Inc /Nc/ – Contact: Lyn Hittle, CFO Phone: (919) 536-7547 Or Kim D. Saunders, President and CEO Phone: (919) 687-6700 FOR IMMEDIATE RELEASE M&F Bancorp, Inc. Announces Third Quarter Net Income on Strong Loan Growth (November 6th, 2008)

DURHAM, N.C. November 6, 2008 – M&F Bancorp, Inc. (OTCBB: MFBP), the parent company of Mechanics and Farmers Bank (“M&F Bank”), today reported net income for the three months ended September 30, 2008 of $0.1 million compared to $0.4 million for the three months ended September 30, 2007. Earnings per share on a fully diluted basis was $0.05 for the three months ended September 30, 2008 compared to $0.25 per share for the three months ended September 30, 2007. Net income was $1.3 million, or $0.69 per share, for the nine months ended September 30, 2008 compared to $0.9 million, or $0.55 per share for the nine months ended September 30, 2007. The results for the nine months ended September 30, 2008 reflect a year to date extraordinary gain of $1.8 million from the acquisition of Mutual Community Savings Bank, Inc., SSB (“MCSB”) in March 2008.

M&f Bancorp Inc /Nc/ – FOR IMMEDIATE RELEASE CONTACT: Lucera Blount Parker March 31, 2008 (919) 687-7802 (April 1st, 2008)

Durham, NC — (March 31, 2008) — M&F Bancorp, Inc. (“Bancorp”) announced that its acquisition of Mutual Community Savings Bank Inc., SSB, (“MCSB”) was finalized on Friday, March 28, 2008, when MCSB was merged into Mechanics and Farmers Bank (“M&F Bank”). The milestone event occurs as M&F Bank observes its 100th anniversary; MCSB recently marked its 86th anniversary. Both banks were founded in Durham, NC.

M&f Bancorp Inc /Nc/ – FOR IMMEDIATE RELEASE CONTACT: Lucera Blount Parker March 31, 2008 (919) 687-7802 (March 31st, 2008)

Durham, NC — (March 31, 2008) — M&F Bancorp, Inc. (“Bancorp”) announced that its acquisition of Mutual Community Savings Bank Inc., SSB, (“MCSB”) was finalized on Friday, March 28, 2008, when MCSB was merged into Mechanics and Farmers Bank (“M&F Bank”). The milestone event occurs as M&F Bank observes its 100th anniversary; MCSB recently marked its 86th anniversary. Both banks were founded in Durham, NC.

M&f Bancorp Inc /Nc/ – AGREEMENT AND PLAN OF REORGANIZATION AND MERGER BY AND AMONG M&F BANCORP, INC., MECHANICS & FARMERS BANK AND MUTUAL COMMUNITY SAVINGS BANK, INC., SSB August 9, 2007 (August 10th, 2007)

THIS AGREEMENT AND PLAN OF REORGANIZATION AND MERGER (the “Agreement”) is entered into as of the 9th day of August, 2007, by and among M&F BANCORP, INC. (“Bancorp”), MECHANICS & FARMERS BANK (“M&F Bank”), and MUTUAL COMMUNITY SAVINGS BANK, INC., SSB (“Mutual”).

M&f Bancorp Inc /Nc/ – M&F BANCORP, INC. AND MUTUAL COMMUNITY SAVINGS BANK SIGN DEFINITIVE MERGER AGREEMENT (August 10th, 2007)

DURHAM, NC — (AUGUST 10, 2007) — M&F Bancorp, Inc. (“M&F”) and Mutual Community Savings Bank, Inc., SSB (“MCSB”) today announced that they have entered into a definitive merger agreement, which provides for the merger of MCSB with and into M&F’s wholly owned bank subsidiary, Mechanics and Farmers Bank (“M&F Bank”). Under the terms of the agreement, MCSB shareholders will receive one share of M&F common stock in exchange for one share of MCSB common stock. The merger, which is subject to approval by MCSB’s shareholders, banking regulators, the Securities and Exchange Commission, and other customary conditions, is expected to be completed in the first quarter of 2008.

M&f Bancorp Inc /Nc/ – SEPARATION AGREEMENT AND GENERAL RELEASE (January 24th, 2007)

This Separation Agreement and General Release (“Agreement”) is entered into between M&F Bancorp, Inc., a holding company and corporation organized under the laws of the State of North Carolina (“Bancorp”) and its subsidiary, Mechanics & Farmers Bank, a corporation organized under the laws of the State of North Carolina (the “Bank”) (collectively referred to as “Employer”), and Ronald Wiley (“Executive”).

M&f Bancorp Inc /Nc/ – EXECUTIVE EMPLOYMENT AGREEMENT (January 18th, 2007)

THIS EMPLOYMENT AGREEMENT, made and entered into this 12th day of January, 2007, between M&F Bancorp, Inc., a holding company organized and existing under the laws of the State of North Carolina (“Bancorp”), and its subsidiary, Mechanics & Farmers Bank duly organized and existing under the laws of the State of North Carolina (the “Bank”), (collectively referred to as “Employer”), and Kim D. Saunders (the “Executive”).

M&f Bancorp Inc /Nc/ – FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (September 27th, 2005)

This Amendment (the “Amendment”) to the Employment Agreement dated May 9, 2005 (the “Employment Agreement”) is made by and between M&F Bancorp, Inc. (“M&F”), Mechanics and Farmers Bank (“Bank”) and Ronald Wiley (“Executive”) this 23rd day of September, 2005.

M&f Bancorp Inc /Nc/ – Split Dollar Life Insurance Agreement with Ethel M. Small SPLIT DOLLAR LIFE INSURANCE AGREEMENT ENDORSEMENT METHOD (May 16th, 2005)

THIS SPLIT DOLLAR LIFE INSURANCE AGREEMENT (“Agreement”) is made this 17th day of September, 2003, between Mechanics and Farmers Bank, a bank organized and existing under the laws of the State of North Carolina (the “Bank”), and Ethel M. Small, an executive employee of the Bank or one of its subsidiary corporations (the “Executive”).

M&f Bancorp Inc /Nc/ – Split Dollar Life Insurance Agreement with Lee Johnson, Jr. SPLIT DOLLAR LIFE INSURANCE AGREEMENT ENDORSEMENT METHOD (May 16th, 2005)

THIS SPLIT DOLLAR LIFE INSURANCE AGREEMENT (“Agreement”) is made this 2nd day of September, 2003, between Mechanics and Farmers Bank, a bank organized and existing under the laws of the State of North Carolina (the “Bank”), and Lee Johnson, Jr., an executive employee of the Bank or one of its subsidiary corporations (the “Executive”).

M&f Bancorp Inc /Nc/ – M & F BANCORP, INC. EXECUTIVE EMPLOYMENT AGREEMENT (May 13th, 2005)

THIS EMPLOYMENT AGREEMENT, made and entered into this 9th day of May, 2005, between M & F Bancorp, Inc. (“M & F,”) a holding company, chartered in the State of North Carolina, and its one subsidiary, Mechanics & Farmers Bank (“the Bank,”) duly organized and existing under the laws of the State of North Carolina, with its principal office at 2634 Chapel Hill Boulevard, Durham, North Carolina, 27707 and Ronald Wiley (“the Executive”).

M&f Bancorp Inc /Nc/ – SUMMARY OF RETIREMENT PACKAGE BENEFITS FOR LEE JOHNSON, JR. (March 31st, 2005)

In September 2004, the Bank agreed to provide Mr. Johnson with a retirement package which will provide for certain benefits to Mr. Johnson upon his retirement which is scheduled to occur not later than June 30, 2006. In connection with the retirement package, the Bank has agreed to:

M&f Bancorp Inc /Nc/ – The Sage Group CONSULTANTS TO MANAGEMENT 10409 LESLIE DRIVE RALEIGH, NORTH CAROLINA 27601 E-mail: steve@sagegroupconsulting.com (March 31st, 2005)
M&f Bancorp Inc /Nc/ – The Sage Group CONSULTANTS TO MANAGEMENT 10409 LESLIE DRIVE RALEIGH, NORTH CAROLINA 27601 E-mail: steve@sagegroupconsulting.com (March 31st, 2005)
M&f Bancorp Inc /Nc/ – The Sage Group CONSULTANTS TO MANAGEMENT 10409 LESLIE DRIVE RALEIGH, NORTH CAROLINA 27601 E-mail: steve@sagegroupconsulting.com (March 31st, 2005)
M&f Bancorp Inc /Nc/ – The Sage Group CONSULTANTS TO MANAGEMENT 10409 LESLIE DRIVE RALEIGH, NORTH CAROLINA 27601 E-mail: steve@sagegroupconsulting.com (March 31st, 2005)

We worked with Wes Christopher to develop a new incentive plan for branch/commercial lenders. This year that plan recognizes the various roles involved in loan production. It awards a portion of the fee income to those who exceed their budgeted goal. The plan does not include the City Executives, as they will have their own plan this year.

M&f Bancorp Inc /Nc/ – CONSULTANTS TO MANAGEMENT 10409 LESLIE DRIVE RALEIGH, NORTH CAROLINA 27601 E-mail: steve@sagegroupconsulting.com (March 31st, 2005)
M&f Bancorp Inc /Nc/ – The Sage Group CONSULTANTS TO MANAGEMENT 10409 LESLIE DRIVE RALEIGH, NORTH CAROLINA 27601 E-mail: steve@sagegroupconsulting.com (March 31st, 2005)
M&f Bancorp Inc /Nc/ – SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN OF MECHANICS AND FARMERS BANK EFFECTIVE DATE: JANUARY 1, 1995 (March 30th, 2004)
M&f Bancorp Inc /Nc/ – PRESS RELEASE (February 9th, 2001)

PRESS RELEASE For Immediate Release ----------------------------------- Date: February 7, 2001 Contact: Ethel Clay Phone: 919-687-7802 Fax: 919-687-7821 Julia W. Taylor Retires from the Board of Directors of M&F Bancorp, Inc. and Mechanics and Farmers Bank Durham, NC (February 7, 2001) M&F Bancorp, Inc., a bank holding company whose wholly owned subsidiary is Mechanics and Farmers Bank, announced today that Julia W. Taylor said that she would retire from the Board of Directors of M & F Bancorp, Inc. and asked that her name be withdrawn for nomination for the May 1, 2001 annual shareholders meeting. Additionally, Ms. Taylor asked not to be re- appointed to the Board of Mechanics and Farmers Bank when directors are appointed on March 27, 2001. Ms. Taylor, who has had a 40-year career with the Bank, retired as President and Chief Executive Officer of Mechanics and Farmers Bank in September of 2000. Ms. Taylor stated, "I have th

M&f Bancorp Inc /Nc/ – STATE OF NORTH CAROLINA EMPLOYMENT AGREEMENT (November 13th, 2000)

1 Exhibit 10 STATE OF NORTH CAROLINA EMPLOYMENT AGREEMENT COUNTY OF DURHAM THIS EMPLOYMENT AGREEMENT (the "Agreement")is made and entered into as of October 1, 2000, by and between Mechanics and Farmers Bank (hereinafter referred to as the "Bank") and Lee Johnson, Jr. (hereinafter referred to as the "Officer"), W I T N E S S E T H: WHEREAS, the Bank desires to retain the Officer's services as an executive employee of the Bank for the Term (as defined below), and the Officer is willing to serve as an executive employee of the Bank for such period, and WHEREAS, the parties desire to enter into this Agreement to set forth the terms and conditions of the Officer's employment with the Bank. NOW, THEREFORE, for and in consideration of the premises and the mutual promises, covenants and conditions hereinafter set forth, and other good and valuabl