FSB Community Bankshares Inc Sample Contracts

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. (July 30th, 2012)

Fairport, New York, July 26, 2012: FSB Community Bankshares, Inc. (the “Company”) (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the “Bank”), reported net income of $11,000 for the quarter ended June 30, 2012 compared to net income of $16,000 for the quarter ended June 30, 2011.  Net income per share was $0.01 for both the quarter ended June 30, 2012 and June 30, 2011. The Company’s net interest margin for the quarter ended June 30, 2012 increased 1 basis point to 2.60% from 2.59% for the quarter ended June 30, 2011, due to the decrease in our cost of interest-bearing liabilities of 30 basis points from 1.49% to 1.19%, which was partially offset by a decrease in the yield earned on our interest-earning assets of 25 basis points from 3.94% to 3.69%.

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. (April 27th, 2012)

Fairport, New York, April 26, 2012: FSB Community Bankshares, Inc. (the “Company”) (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the “Bank”), reported a net loss of $113,000 for the quarter ended March 31, 2012 compared to a net loss of $46,000 for the quarter ended March 31, 2011.  Net loss per share was $(0.07) for the quarter ended March 31, 2012 compared to net loss per share of $(0.03) for the quarter ended March 31, 2011.  The Company’s net interest margin for the quarter ended March 31, 2012 decreased 6 basis points to 2.53% from 2.59% for the quarter ended March 31, 2011, due to a decrease in the yield on our interest-earning assets of 24 basis points from 4.03% to 3.79%, which was partially offset by a decrease in the cost of our interest-bearing liabilities of 21 basis points from 1.58% to 1.37%.

FSB Community Bankshares Inc – FSB Community Bankshares, Inc. and Fairport Savings Bank Executive Compensation Clawback Agreement (March 29th, 2012)

WHEREAS, FSB Community Bankshares, Inc. (the “Company”) and Fairport Savings Bank (the “Bank”) are required to recover from certain current and former executive officers any excess incentive-based compensation, including bonus compensation or equity compensation, that was paid to such executives on the basis of incorrect financial information, pursuant to Section 304 of the Sarbanes-Oxley Act of 2002 (“SOX”) and pursuant to Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2012 (“Dodd-Frank”); and

FSB Community Bankshares Inc – CHANGE IN CONTROL AGREEMENT (March 29th, 2012)

This Agreement is entered into this 28th day of March, 2012 by and between Fairport Savings Bank (the “Bank”), a federally chartered savings association with its principal executive office at 45 South Main Street, Fairport, New York 14450, and Leslie Zornow (“Executive”).

FSB Community Bankshares Inc – CHANGE IN CONTROL AGREEMENT (March 29th, 2012)

This Agreement is entered into this 28th day of March, 2012 by and between Fairport Savings Bank (the “Bank”), a federally chartered savings association with its principal executive office at 45 South Main Street, Fairport, New York 14450, and Kevin Maroney (“Executive”).

FSB Community Bankshares Inc – FSB Community Bankshares, Inc. and Fairport Savings Bank Executive Compensation Clawback Agreement (March 29th, 2012)

WHEREAS, FSB Community Bankshares, Inc. (the “Company”) and Fairport Savings Bank (the “Bank”) are required to recover from certain current and former executive officers any excess incentive-based compensation, including bonus compensation or equity compensation, that was paid to such executives on the basis of incorrect financial information, pursuant to Section 304 of the Sarbanes-Oxley Act of 2002 (“SOX”) and pursuant to Section 954 of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2012 (“Dodd-Frank”); and

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. (February 3rd, 2012)

Fairport, New York, February 2, 2012: FSB Community Bankshares, Inc. (the “Company”) (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the “Bank”), reported a net loss of $68,000 for the quarter ended December 31, 2011 compared to net income of $60,000 for the quarter ended December 31, 2010.  Net loss per basic share was $(0.04) for the quarter ended December 31, 2011 compared to net income per basic share of $0.03 for the quarter ended December 31, 2010.  The Company’s net interest margin for the quarter ended December 31, 2011 increased 5 basis points to 2.43% from 2.38% for the quarter ended December 31, 2010.

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. (November 1st, 2011)

Fairport, New York, October 31, 2011: FSB Community Bankshares, Inc. (the “Company”) (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the “Bank”), reported net income of $26,000 for the quarter ended September 30, 2011 compared to net income of $92,000 for the quarter ended September 30, 2010.  Net income per basic and diluted share was $0.02 for the quarter ended September 30, 2011 compared to net income per basic and diluted share of $0.05 for the quarter ended September 30, 2010. The Company’s net interest margin for the quarter ended September 30, 2011 increased 21 basis points to 2.59% from 2.38% for the quarter ended September 30, 2010.  The increased net interest margin was a result of a decrease in our cost of interest bearing liabilities of 39 basis points from 1.87% to 1.48%, which was partially offset by a decrease in the average yield earned on our interest earning assets of 13 basis points from 4.06% to 3.93%.

FSB Community Bankshares Inc – FIRST AMENDMENT TO THE FAIRPORT SAVINGS BANK SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT DATED JULY 30, 2010 FOR KEVIN MARONEY (October 7th, 2011)
FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. (July 29th, 2011)

Fairport, New York, July 28, 2011: FSB Community Bankshares, Inc. (the “Company”) (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the “Bank”), reported net income of $16,000 for the quarter ended June 30, 2011 compared to net income of $35,000 for the quarter ended June 30, 2010.  Net income per basic and diluted share was $0.01 for the quarter ended June 30, 2011 compared to net income per basic and diluted share of $0.02 for the quarter ended June 30, 2010. The Company’s net interest margin for the quarter ended June 30, 2011 increased 27 basis points to 2.59% from 2.32% for the quarter ended June 30, 2010.  The increased net interest margin was a result of a decrease in our cost of interest bearing liabilities of 57 basis points from 2.06% to 1.49%, which was partially offset by a decrease in the average yield earned on our interest earning assets of 25 basis points from 4.19% to 3.94%.

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. (April 29th, 2011)

Fairport, New York, April 28, 2011: FSB Community Bankshares, Inc. (the “Company”) (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the “Bank”), reported a net loss of $46,000 for the quarter ended March 31, 2011 compared to net income of $33,000 for the quarter ended March 31, 2010.  Net loss per basic and diluted share was $(0.03) for the quarter ended March 31, 2011 compared to net income per basic and diluted share of $0.02 for the quarter ended March 31, 2010.  The Company’s net interest margin for the quarter ended March 31, 2011 increased 31 basis points to 2.59% from 2.28% for the quarter ended March 31, 2010, due to a decrease in the cost of our interest bearing liabilities of 74 basis points from 2.32% to 1.58%, which was partially offset by a decrease in the yield on our interest earning assets of 37 basis points from 4.40% to 4.03%.

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. (February 4th, 2011)

Fairport, New York, February 4, 2011: FSB Community Bankshares, Inc. (the “Company”) (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the “Bank”), reported net income of $60,000 for the quarter ended December 31, 2010 compared to net income of $24,000 for the quarter ended December 31, 2009.  Net income per basic share was $0.03 for the quarter ended December 31, 2010 compared to net income per basic share of $0.01 for the quarter ended December 31, 2009.  The Company’s net interest margin for the quarter ended December 31, 2010 increased 22 basis points to 2.38% from 2.16% for the quarter ended December 31, 2009.

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. (October 29th, 2010)

Fairport, New York, October 28, 2010: FSB Community Bankshares, Inc. (the “Company”) (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the “Bank”), reported net income of $92,000 for the quarter ended September 30, 2010 compared to a net loss of $34,000 for the quarter ended September 30, 2009.  Net income (loss) per basic share for the quarter ended September 30, 2010 was $0.05 compared to $(0.02) per basic share for the quarter ended September 30, 2009. The Company’s net interest margin for the quarter ended September 30, 2010 increased 21 basis points to 2.38% from 2.17% for the quarter ended September 30, 2009.

FSB Community Bankshares Inc – FAIRPORT SAVINGS BANK SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT (August 4th, 2010)

This SUPPLEMENTAL EXECUTIVE RETIREMENT AGREEMENT (this “Agreement”) is entered into this 30 day of July, 2010, by and between Fairport Savings Bank, a savings association located in Fairport, New York (the “Bank”), and Kevin Maroney (the “Executive”).

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. (July 30th, 2010)

Fairport, New York, July 29, 2010: FSB Community Bankshares, Inc. (the “Company”) (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the “Bank”), reported net income of $35,000 for the quarter ended June 30, 2010 compared to net income of $27,000 for the quarter ended June 30, 2009.  Net income per basic share for each of the quarters ended June 30, 2010 and June 30, 2009 was $0.02. The Company’s net interest margin for the quarter ended June 30, 2010 increased 10 basis points to 2.32% from 2.22% for the quarter ended June 30, 2009.

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. April 29, 2010 FOR IMMEDIATE RELEASE Contact: Dana C. Gavenda, Chief Executive Officer FSB Community Bankshares, Inc. Tel (585) 223-9080 FSB COMMUNITY BANKSHARES, INC. ANNOUNCES QUARTERLY RESULTS Fairport, New York, April 29, 2010: FSB Community Bankshares, Inc. (the "Company") (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the "Bank"), reported net income of $33,000 for the quarter ended March 31, 2010 compared to net income of $51,000 for the quarter ended March 31, 2009. Net income per basic share was (April 30th, 2010)

(Unaudited) ------------------------------------------------------------------------- ----------------------- --------------------- Assets March 31, 2010 December 31, 2009 ------------------------------------------------------------------------- ----------------------- --------------------- Assets $217,514 $214,443 ------------------------------------------------------------------------- ----------------------- --------------------- Cash and Cash Equivalents 11,443 5,965 ------------------------------------------------------------------------- ----------------------- --------------------- Investment Securities

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. February 4, 2010 FOR IMMEDIATE RELEASE Contact: Dana C. Gavenda, Chief Executive Officer FSB Community Bankshares, Inc. Tel (585) 223-9080 FSB COMMUNITY BANKSHARES, INC. ANNOUNCES QUARTERLY AND ANNUAL RESULTS Fairport, New York, February 4, 2010: FSB Community Bankshares, Inc. (the "Company") (OTC Bulletin Board: FSBC), the mid- tier stock holding company of Fairport Savings Bank (the "Bank"), reported net income of $24,000 for the quarter ended December 31, 2009 compared to net income of $120,000 for the quarter ended December 31, 2008. Net incom (February 5th, 2010)

(Unaudited) ------------------------------------------------------------------------- ----------------------- --------------------- December 31, December 31, Assets 2009 2008 ------------------------------------------------------------------------- ----------------------- --------------------- Assets $214,443 $196,135 ------------------------------------------------------------------------- ----------------------- --------------------- Cash and Cash Equivalents 5,965 3,173 ------------------------------------------------------------------------- --------

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. October 29, 2009 FOR IMMEDIATE RELEASE Contact: Dana C. Gavenda, Chief Executive Officer FSB Community Bankshares, Inc. Tel (585) 223-9080 FSB COMMUNITY BANKSHARES, INC. ANNOUNCES THIRD QUARTER RESULTS Fairport, New York, October 29, 2009: FSB Community Bankshares, Inc. (the "Company") (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the "Bank"), reported a net loss of $34,000 for the quarter ended September 30, 2009 compared to net income of $1,000 for the quarter ended September 30, 2008. Net loss per sha (October 30th, 2009)

(Unaudited) ----------------------------------------------------------------------------------------------------------------------- September 30, Assets 2009 December 31, 2008 ----------------------------------------------------------------------------------------------------------------------- Total Assets $ 221,679 $ 196,135 ----------------------------------------------------------------------------------------------------------------------- Cash and Cash Equivalents 10,043 3,173 --------------------------------------------------------------------------------------------------

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. July 30, 2009 FOR IMMEDIATE RELEASE Contact: Dana C. Gavenda, Chief Executive Officer FSB Community Bankshares, Inc. Tel (585) 223-9080 FSB COMMUNITY BANKSHARES, INC. ANNOUNCES SECOND QUARTER RESULTS Fairport, New York, July 30, 2009: FSB Community Bankshares, Inc. (the "Company") (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the "Bank"), reported net income of $27,000 for the quarter ended June 30, 2009 compared to net income of $10,000 for the quarter ended June 30, 2008. Net income per share for the q (July 30th, 2009)

(Unaudited) ------------------------------------------------------------------------- ----------------------- --------------------- June 30, December 31, Assets 2009 2008 ------------------------------------------------------------------------- ----------------------- --------------------- Total Assets $202,734 $196,135 ------------------------------------------------------------------------- ----------------------- --------------------- Cash and Cash Equivalents 6,279 3,173 ------------------------------------------------------------------------- -------

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. April 29, 2009 FOR IMMEDIATE RELEASE Contact: Dana C. Gavenda, Chief Executive Officer FSB Community Bankshares, Inc. Tel (585) 223-9080 FSB COMMUNITY BANKSHARES, INC. ANNOUNCES QUARTERLY RESULTS Fairport, New York, April 29, 2009: FSB Community Bankshares, Inc. (the "Company") (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the "Bank"), reported net income of $51,000 for the quarter ended March 31, 2009 compared to a net loss of $106,000 for the quarter ended March 31, 2008. Net income per share was $0.03 (April 30th, 2009)

(Unaudited) (Unaudited) --------------------------------------------------------------------------------------------------------------------- March 31, December 31, Assets 2009 2008 --------------------------------------------------------------------------------------------------------------------- Assets $199,367 $196,135 --------------------------------------------------------------------------------------------------------------------- Cash and Cash Equivalents 6,604 3,173 -------------------------------------------------------------------

FSB Community Bankshares Inc – EMPLOYMENT AGREEMENT This Agreement entered into this 1st day of March, 2009 by and between Fairport Savings Bank (the "Bank"), a federally-chartered savings association with its principal executive office at 45 South Main Street, Fairport, New York 14450, and Dana Gavenda ("Executive"). WHEREAS, the Bank wishes to assure itself of the continued services of Executive for the period provided in this Agreement; and WHEREAS, Executive is willing to continue to serve in the employ of the Bank on a full-time basis for said period. NOW, THEREFORE, in consideration of the mutual covenants herein cont (April 7th, 2009)
FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. February 4, 2009 FOR IMMEDIATE RELEASE Contact: Dana C. Gavenda, Chief Executive Officer FSB Community Bankshares, Inc. Tel (585) 223-9080 FSB COMMUNITY BANKSHARES, INC. ANNOUNCES QUARTERLY AND ANNUAL RESULTS Fairport, New York, February 4, 2009: FSB Community Bankshares, Inc. (the "Company") (OTC Bulletin Board: FSBC), the mid- tier stock holding company of Fairport Savings Bank (the "Bank"), reported net income of $120,000 for the quarter ended December 31, 2008 compared to a net loss of $33,000 for the quarter ended December 31, 2007. Net incom (February 4th, 2009)

Selected Balance Sheet Information December 31, 2008 and December 31, 2007 (Dollars in thousands, except per share data) (Unaudited) --------------------------------------------------------------------------------------------------------------------- December 31, December 31, Assets 2008 2007 --------------------------------------------------------------------------------------------------------------------- Assets $196,135 $167,630 --------------------------------------------------------

FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. October 31, 2008 FOR IMMEDIATE RELEASE Contact: Dana C. Gavenda, Chief Executive Officer FSB Community Bankshares, Inc. Tel (585) 223-9080 FSB COMMUNITY BANKSHARES, INC. ANNOUNCES THIRD QUARTER RESULTS Fairport, New York, October 31, 2008: FSB Community Bankshares, Inc. (the "Company") (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the "Bank"), reported net income of $1,000 for the quarter ended September 30, 2008 compared to a net loss of $1,000 for the quarter ended September 30, 2007. Net income per ba (November 3rd, 2008)

Selected Consolidated Balance Sheet Information September 30, 2008 and December 31, 2007 (Dollars in thousands, except per share data) (Unaudited) ----------------------------------------------------------------------------------------------------------------------- September 30, December 31, 2008 2007 ----------------------------------------------------------------------------------------------------------------------- ----------------------------------------------------------------------------------------------------------------------- Total Assets

FSB Community Bankshares Inc – AMENDED AND RESTATED EMPLOYMENT AGREEMENT This Agreement was originally effective as of March 1, 2006 by and between Fairport Savings Bank (the "Bank"), a federally-chartered savings association with its principal executive office at 45 South Main Street, Fairport, New York 14450, and Dana Gavenda ("Executive"). The Agreement has been amended and restated on September 24, 2008 and effective as of March 1, 2006, in order to comply with certain changes in the law made by Section 409A of the Internal Revenue Code of 1986, as amended (the "Code"). WHEREAS, the Bank wishes to assure itself of the c (September 25th, 2008)
FSB Community Bankshares Inc – PRESS RELEASE OF FSB COMMUNITY BANKSHARES, INC. July 24, 2008 FOR IMMEDIATE RELEASE Contact: Dana C. Gavenda, Chief Executive Officer FSB Community Bankshares, Inc. Tel (585) 223-9080 FSB COMMUNITY BANKSHARES, INC. ANNOUNCES SECOND QUARTER RESULTS Fairport, New York, July 24, 2008: FSB Community Bankshares, Inc. (the "Company") (OTC Bulletin Board: FSBC), the mid-tier stock holding company of Fairport Savings Bank (the "Bank"), reported net income of $10,000 for the quarter ended June 30, 2008 compared to a net loss of $112,000 for the quarter ended June 30, 2007. Net income per basic share fo (July 25th, 2008)

(Unaudited) ---------------------------------------------------------------------------------------------------------------------------------- June 30, December 31, ---------------------- --------------------- Assets 2008 2007 ------------------------------------------------------------------------------------------------ --------------------- Total Assets $ 197,152 $ 167,630 ------------------------------------------------------------------------------------------------ --------------------- Cash and Cash Equivalents

FSB Community Bankshares Inc – EMPLOYMENT AGREEMENT (March 16th, 2007)

This Agreement is made effective as of March 1, 2006 by and between Fairport Savings Bank (the “Bank”), a federally-chartered savings association with its principal executive office at 45 South Main Street, Fairport, New York 14450, and Dana Gavenda (“Executive”).

FSB Community Bankshares Inc – FAIRPORT SAVINGS BANK (March 16th, 2007)
FSB Community Bankshares Inc – FAIRPORT SAVINGS BANK SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (March 16th, 2007)

The Fairport Savings Bank (the “Employer”) hereby establishes this Fairport Savings Bank Supplemental Executive Retirement Plan (the “SERP” or the “Plan”) effective February 15, 2006. This Plan is intended to qualify as a “top hat” plan maintained primarily for purposes of providing benefits for a select group of management and highly compensated employees within the meaning of Sections 201(2), 301(a)(3) and 401(a)(1) of the Employee Retirement Income Security Act of 1974, as amended (and all rulings and regulations thereunder (“ERISA”)). It is intended to comply with Internal Revenue Code Section 409A and the regulation promulgated thereto.