GUARANTEE AGREEMENT SQUARE 1 FINANCIAL, INC. Dated as of September 30, 2008Guarantee Agreement • January 6th, 2014 • Square 1 Financial Inc • State commercial banks • New York
This GUARANTEE AGREEMENT (the “Guarantee”), dated as of September 30, 2008, is executed and delivered by Square 1 Financial, Inc., a bank holding company incorporated in the State of Delaware (the “Guarantor”), and Wilmington Trust Company, a Delaware banking corporation, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of Square 1 Financial Capital Trust I, a Delaware statutory trust (the “Issuer”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 6th, 2014 • Square 1 Financial Inc • State commercial banks • North Carolina
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 4th day of October, 2011, by and between SQUARE 1 FINANCIAL, INC., a Delaware corporation (“Company”), SQUARE 1 BANK, a North Carolina chartered commercial bank (the “Bank”), and SAM BHAUMIK (“Executive”).
SPLIT DOLLAR LIFE INSURANCE AGREEMENTSplit Dollar Life Insurance Agreement • January 6th, 2014 • Square 1 Financial Inc • State commercial banks • North Carolina
THIS AGREEMENT (the “Agreement”) is made and entered into this 20th day of June, 2012, by and between Square 1 Bank, a North Carolina bank, located in Durham, NC (the “Bank”), and Judith Erwin, a current employee of the Bank (hereinafter referred to as the “Employee”).
5,781,126 Shares Square 1 Financial, Inc. Common Stock $0.01 par value per share Underwriting AgreementSquare 1 Financial Inc • April 1st, 2014 • State commercial banks • New York
Square 1 Financial, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom Sandler O’Neill & Partners, L.P. is acting as Representative (the “Representative”), and certain shareholders of the Company named in Schedule II hereto (the “Selling Shareholders”) severally propose to sell to the Underwriters an aggregate of 5,781,126 shares (the “Firm Shares”) of common stock, $0.01 par value per share, of the Company (the “Common Stock”) of which 3,125,000 shares are to be issued and sold by the Company and 2,656,126 shares are to be sold by the Selling Shareholders in the respective amounts set forth opposite their respective names in Schedule II hereto. The Company and the Selling Shareholders also propose to sell to the Underwriters all or any part of 867,167 additional shares of Common Stock (the “Optional Shares”) in the respective amounts s
—] Shares Square 1 Financial, Inc. Common Stock $0.01 par value per share Underwriting AgreementUnderwriting Agreement • January 27th, 2014 • Square 1 Financial Inc • State commercial banks • New York
Square 1 Financial, Inc., a Delaware corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”), for whom Sandler O’Neill & Partners, L.P. is acting as Representative (the “Representative”), and certain shareholders of the Company named in Schedule II hereto (the “Selling Shareholders”) severally propose to sell to the Underwriters an aggregate of [—] shares (the “Firm Shares”) of common stock, $0.01 par value per share, of the Company (the “Common Stock”) of which [—] shares are to be issued and sold by the Company and [—] shares are to be sold by the Selling Shareholders in the respective amounts set forth opposite their respective names in Schedule II hereto. The Company and the Selling Shareholders also propose to sell to the Underwriters all or any part of [—] additional shares of Common Stock (the “Optional Shares”) in the respective amounts set forth opposite thei
AGREEMENT AND PLAN OF MERGER dated as of March 1, 2015 by and between PacWest Bancorp and Square 1 Financial, Inc.Agreement and Plan of Merger • March 5th, 2015 • Square 1 Financial Inc • State commercial banks • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of March 1, 2015 (this “Agreement”), by and between PacWest Bancorp, a Delaware corporation (“Parent”), and Square 1 Financial, Inc., a Delaware corporation (the “Company”) (collectively hereinafter referred to as the “Parties”).
AMENDED AND RESTATED EMPLOYMENT AGREEMENTEmployment Agreement • January 6th, 2014 • Square 1 Financial Inc • State commercial banks • North Carolina
THIS AMENDED AND RESTATED EMPLOYMENT AGREEMENT (this “Agreement”) dated as of March 16, 2007, amends and restates that certain Employment Agreement dated December 12, 2006 (the “Original Agreement”), is made by and between Square 1 Bank, a North Carolina-chartered commercial bank (the “Bank”), Square 1 Financial, Inc., a Delaware corporation (the “Company”), the holding company for the Bank, and Judith Erwin, an individual resident of California (the “Executive”) and is intended by the parties to be effective from the date of the Original Agreement. All references to the term “Employer” as used herein shall refer to the Bank and the Company.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 6th, 2014 • Square 1 Financial Inc • State commercial banks • Delaware
This Registration Rights Agreement (the “Agreement”) is made and entered into as of this 26th day of September 2012 by and among Square 1 Financial, Inc., a Delaware corporation (the “Corporation”) and each of the other persons executing this Agreement (each, a “Holder” and collectively, the “Holders”), and is entered into in connection with the Stock Purchase Agreement by and among the Corporation and the Holders dated the date hereof (the “Stock Purchase Agreement”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 6th, 2014 • Square 1 Financial Inc • State commercial banks • North Carolina
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 23rd day of March, 2011, by and between SQUARE 1 FINANCIAL, INC., a Delaware corporation (“Company”), SQUARE 1 BANK, a North Carolina chartered commercial bank (the “Bank”), and DOUGLAS H. BOWERS (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 20th, 2015 • Square 1 Financial Inc • State commercial banks • North Carolina
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of the 1st day of March, 2015, by and among SQUARE 1 FINANCIAL, Inc., a Delaware corporation (“Company”), SQUARE 1 Bank, a North Carolina chartered commercial bank (the “Bank”), and JASON KRANACK (“Executive”).
SQUARE 1 FINANCIAL, INC. STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 6th, 2014 • Square 1 Financial Inc • State commercial banks • Delaware
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of March 2, 2010, is by and between Square 1 Financial, Inc. a Delaware corporation (the “Corporation”), and the entities identified on Exhibit A (collectively referred to herein as the “Purchaser”).
SQUARE 1 FINANCIAL, INC. STOCK PURCHASE AGREEMENTStock Purchase Agreement • January 6th, 2014 • Square 1 Financial Inc • State commercial banks • Delaware
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated as of September 26, 2012, is by and between Square 1 Financial, Inc. a Delaware corporation (the “Company”), and the entities identified on Exhibit A (referred to herein as “Purchaser” or “Purchasers”).
March 1, 2015 Dear Patrick,Letter Agreement • March 20th, 2015 • Square 1 Financial Inc • State commercial banks
This letter agreement (this “Letter Agreement”) memorializes our discussions and agreement concerning certain changes in the terms of the Employment Agreement, dated as of July 19, 2012, by and among you, Square 1 Financial, Inc. (the “Company”) and Square 1 Bank, as amended on December 31, 2012 and October 31, 2013 (the “Employment Agreement”), that are being entered into in contemplation of the merger of the Company with and into PacWest Bancorp (“Parent”) pursuant to the Agreement and Plan of Merger, dated March 2, 2015, by and among Parent and the Company (the “Merger Agreement”).
March 1, 2015 Dear Gregory,Letter Agreement • March 20th, 2015 • Square 1 Financial Inc • State commercial banks
This letter agreement (this “Letter Agreement”) memorializes our discussions and agreement concerning certain changes in the terms of the Employment Agreement, dated as of July 27, 2011, by and among you, Square 1 Financial, Inc. (the “Company”) and Square 1 Bank, as amended on April 26, 2013 (the “Employment Agreement”), that are being entered into in contemplation of the merger of the Company with and into PacWest Bancorp (“Parent”) pursuant to the Agreement and Plan of Merger, dated March 2, 2015, by and among Parent and the Company (the “Merger Agreement”).
