FIRST GUARANTY BANCSHARES, INC. Issuer and Trustee SENIOR DEBT SECURITIES INDENTURE Dated as of _________________Indenture • September 30th, 2020 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • New York
This INDENTURE, dated as of , is made by and between FIRST GUARANTY BANCSHARES, INC., a Louisiana corporation (the “Company”), and________________________, a ________________________, not in its individual capacity but solely as trustee (the “Trustee”).
600,000 Shares FIRST GUARANTY BANCSHARES, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • November 12th, 2015 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • New York
] Shares* FIRST GUARANTY BANCSHARES, INC. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • December 8th, 2014 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • New York
First Guaranty Bancshares, Inc., a Louisiana corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), and certain shareholders of the Company named in Schedule II hereto (each a “Selling Shareholder” and, collectively, the “Selling Shareholders”), severally and not jointly, propose, subject to the terms and conditions stated herein, to sell to the Underwriters, an aggregate of [ ] shares of the Company’s Common Stock, par value $1.00 per share (the “Common Stock”), of which (a) [ ] shares are to be issued and sold by the Company, and (b) [ ] shares are to be sold by the Selling Shareholders, each Selling Shareholder selling the number of shares set forth opposite such Selling Shareholder’s name in Schedule II hereto. The aggregate of [ ] shares to be purchased from the Company and the Selling Shareholders are called the “Firm Shares.” In addition, the Company
UNITED STATES DEPARTMENT OF THE TREASURY 1500 PENNSYLVANIA AVENUE, NW WASHINGTON, D.C. 20220Letter Agreement • September 3rd, 2009 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • New York
WHEREAS, the United States Department of the Treasury (the “Investor”) may from time to time agree to purchase shares of preferred stock and warrants from eligible financial institutions which elect to participate in the Troubled Asset Relief Program Capital Purchase Program (“CPP”);
AMENDED AND RESTATED LOAN AGREEMENTLoan Agreement • December 29th, 2021 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Tennessee
THIS AMENDED AND RESTATED LOAN AGREEMENT (as amended, restated or supplemented or otherwise modified from time to time, hereinafter called the “Agreement”) made and entered into this 22nd day of December, 2021, (“Effective Date”) by and between FIRST GUARANTY BANCSHARES, INC., a Louisiana corporation, (hereinafter called “Borrower”) and FIRST HORIZON BANK, a Tennessee banking corporation having its principal office located in Memphis, Tennessee (“Lender”).
PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • December 23rd, 2015 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Tennessee
THIS PLEDGE AND SECURITY AGREEMENT (“Agreement”), dated December 22, 2015, by and between FIRST GUARANTY BANCSHARES, INC. a Louisiana corporation (“Pledgor”) and FIRST TENNESSEE BANK NATIONAL ASSOCIATION, having an office and place of business in Memphis, Tennessee (“Lender”);
Liability Act of 1980, as amended (including the Superfund Amendments and Reauthorization Act of 1986), 42 U.S.C. Section 9601 et seq.; the Toxic Substances Control Act, as amended, 15 U.S.C. Section 2601 et seq.; the Occupational Safety and Health...Subordinated Note Purchase Agreement • April 3rd, 2024 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered
FIRST GUARANTY BANCSHARES, INC. Issuer and Trustee SUBORDINATED DEBT SECURITIES INDENTURE Dated as of _________________Indenture • September 30th, 2020 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • New York
This INDENTURE, dated as of , is made by and between FIRST GUARANTY BANCSHARES, INC., a Delaware corporation (the “Company”), and_______________________________, a ______________________, not in its individual capacity but solely as trustee (the “Trustee”).
AMENDMENT NO. 4 TO AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan • June 30th, 2008 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Louisiana
This Amendment No. 4 (this “Amendment”) is entered into as of this 27th day of June, 2008 by and between First Guaranty Bancshares, Inc., a Louisiana corporation (“First Guaranty”), and First Community Holding Company, a Louisiana corporation (the “Seller”).
FIRST GUARANTY BANCSHARES, INC. (a Louisiana corporation) 1,200,000 Depositary Shares Each Representing a 1/40th Interest in a Share of 6.75% Series A Fixed- Rate Non-Cumulative Perpetual Preferred Stock UNDERWRITING AGREEMENTUnderwriting Agreement • April 27th, 2021 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • New York
First Guaranty Bancshares, Inc., a Louisiana corporation and registered bank holding company (the “Company”), confirms its agreement (the “Agreement”) with Janney Montgomery Scott LLC (the “Underwriter”), subject to the terms and conditions stated herein, with respect to the issue and sale by the Company and the purchase by the Underwriter of an aggregate of 1,200,000 depositary shares (the “Firm Shares”), each representing 1/40th ownership interest in a share of the Company’s 6.75% Series A Fixed-Rate Non-Cumulative Perpetual Preferred Stock, par value $1,000.00 per share (the “Preferred Shares”), with a liquidation preference of $1,000 per share (equivalent to $25.00 per depositary share). The Company also proposes to issue and sell to the Underwriter not more than an additional 180,000 depositary shares (the “Option Shares, and, together with the Firm Shares, the “Depositary Shares”), if and to the extent that Underwriter will have determined to exercise the right to purchase such O
AGREEMENT AND PLAN OF MERGER BY AND BETWEEN FIRST GUARANTY BANCSHARES, INC. AND PREMIER BANCSHARES, INC. JANUARY 30, 2017Agreement and Plan of Merger • February 3rd, 2017 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Louisiana
This AGREEMENT AND PLAN OF MERGER (this "Agreement"), dated as of January 30, 2017, is by and between First Guaranty Bancshares, Inc., a Louisiana corporation ("First Guaranty") and Premier Bancshares, Inc., a Texas corporation ("Premier"). Each of First Guaranty and Premier is sometimes individually referred to herein as a "party," and First Guaranty and Premier are collectively sometimes referred to as the "parties."
AGREEMENT AND PLAN OF REORGANIZATIONPaying Agency Agreement • November 8th, 2007 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Louisiana
AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”) dated November 2, 2007 between First Guaranty Bancshares, Inc. (“First Guaranty”) and First Community Holding Company (“Seller”). This Agreement is made with reference to the following facts and objectives:
SMALL BUSINESS LENDING FUND – SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 23rd, 2011 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the Effective Date set forth above (the “Signing Date”) between the Secretary of the Treasury (“Treasury”) and the Company named above (the “Company”), an entity existing under the laws of the Jurisdiction of Organization stated above in the Organizational Form stated above. The Company has elected to participate in Treasury’s Small Business Lending Fund program (“SBLF”). This Agreement contains the terms and conditions on which the Company intends to issue preferred stock to Treasury, which Treasury will purchase using funds appropriated under SBLF.
Quick link to: Employment Agreement for Reggie R. Harper Ancillary Confidentiality and Non-Competition Agreement for Reggie R. Harper Employment Agreement for Cordell H. White Ancillary Confidentiality and Non-Competition Agreement for Cordell H. WhiteExecutive Employment Agreement • November 8th, 2007 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Louisiana
This EXECUTIVE EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of the 2nd day of November, 2007, by and between First Guaranty Bank, a Louisiana state nonmember bank (the “Bank”), and Reggie R. Harper, an individual resident of the State of Louisiana (the “Executive”) (the signatories to this Agreement may be referred to individually as a “Party” and jointly as the “Parties”).
FIRST GUARANTY BANCSHARES, INC. FI R ST G UA R A N TY B A N CS H A R ES , I N C. FI R ST G UA R A N TY B A N CS H A R ES , I N C. Po st O ffi ce B ox 2 00 9 H am m on d, L ou is ia na 7 04 04 -2 00 9 PR ES O R TE D FI R ST -C LA SS M A IL U. S. P O ST...First Guaranty Bancshares, Inc. • August 12th, 2022 • Savings institution, federally chartered
STOCK PLEDGE AND SECURITY AGREEMENTStock Pledge and Security Agreement • October 12th, 2023 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • West Virginia
THIS STOCK PLEDGE AND SECURITY AGREEMENT (this “Agreement”), dated October 5, 2023, is made by FIRST GUARANTY BANCSHARES, INC., a Louisiana corporation having an address of 400 East Thomas Street, Hammond, Louisiana 70401 (“Pledgor”), in favor of SUMMIT COMMUNITY BANK, INC., a West Virginia state banking corporation having an address of 310 North Main Street, Moorefield, West Virginia 26836 (“Pledgee”).
DEPOSIT AGREEMENTDeposit Agreement • April 27th, 2021 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • New York
DEPOSIT AGREEMENT dated as of April 27, 2021, by and among (i) First Guaranty Bancshares, Inc., a Louisiana corporation, (ii) Zions Bancorporation, National Association, a national banking association organized under the federal laws of the United Stated, as Depositary, and (iii) the Holders from time to time of the Receipts described herein.
SECOND AMENDMENT TO PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • December 29th, 2021 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered
This Second Amendment to Pledge and Security Agreement (this “Amendment”) is made and agreed to as of December 22, 2021, by and between FIRST GUARANTY BANCSHARES, INC., a Louisiana corporation (hereinafter called “Pledgor”) and FIRST HORIZON BANK, having its principal office located in Memphis, Tennessee (hereinafter called “Lender”).
ContractAgreement and Plan of Merger • October 25th, 2010 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Louisiana
FIRST AMENDMENT TO PLEDGE AND SECURITY AGREEMENTPledge and Security Agreement • November 12th, 2019 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered
This First Amendment to Pledge and Security Agreement (this “Amendment”) is made and agreed to as of November 7, 2019 by and between FIRST GUARANTY BANCSHARES, INC., a Louisiana corporation (hereinafter called “Pledgor”) and FIRST HORIZON BANK (formerly known as First Tennessee Bank National Association), having its principal office located in Memphis, Tennessee (hereinafter called “Lender”).
FORM OF VOTING AGREEMENTVoting Agreement • January 9th, 2023 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Louisiana
THIS VOTING AGREEMENT (this “Agreement”) is dated as of January 6, 2023 by and between the undersigned holder (“Shareholder”) of common stock of Lone Star Bank, a Texas banking association (“Lone Star”), and First Guaranty Bancshares, Inc., a Louisiana corporation (“First Guaranty”). All capitalized terms used but not defined herein shall have the meanings assigned to them in the Merger Agreement (defined below).
AMENDED AGREEMENT AND PLAN OF EXCHANGE AND ARTICLES OF SHARE EXCHANGEAgreement and Plan of Exchange • August 2nd, 2007 • First Guaranty Bancshares, Inc.
THIS AGREEMENT AND PLAN OF EXCHANGE (this “Agreement”), dated as of July 27, 2007 is between First Guaranty Bancshares, Inc. (the “Company”) and First Guaranty Bank (the “Bank”) and amends and supersedes the Agreement and Plan of Exchange and Articles of Share Exchange between the Bank and the Company dated January 4, 2007. The Company and the Bank are sometimes referred to, collectively, as the “Constituent Companies”.
STOCK PURCHASE AGREEMENT BY AND AMONG FIRST GUARANTY BANCSHARES, INC. And DOUGLASS BANCORP, INC., DOUGLASS NATIONAL BANK AND FANNIE MAE DATED AS OF JULY 31, 2007Stock Purchase Agreement • August 6th, 2007 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Louisiana
THIS STOCK PURCHASE AGREEMENT (“Agreement”), dated as of July 31, 2007, is among First Guaranty Bancshares, Inc., a corporation organized under the laws of Louisiana (“Purchaser”) and Douglass Bancorp, Inc., a Kansas corporation (“Douglass”), Douglass National Bank, a national bank headquartered in Kansas (“Seller Bank”) and Fannie Mae (“Fannie Mae”), a Congressionally chartered federal instrumentality that is deemed a citizen of the District of Columbia (Douglass and Fannie Mae are sometimes collectively referred to herein as the “Sellers”). Sellers collectively own 100% of the issued and outstanding shares of the Seller Bank.
FIRST AMENDMENT TO MERGER AGREEMENTMerger Agreement • June 24th, 2011 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Louisiana
THIS FIRST AMENDMENT TO MERGER AGREEMENT (this “Amendment”), dated as of June 23, 2011, is by and among First Guaranty Bancshares, Inc., First Guaranty Merger Subsidiary, Inc., First Guaranty Bank (the “First Guaranty Parties”) and Greensburg Bancshares, Inc. and Bank of Greensburg (the “Greensburg Parties”), and amends the Agreement and Plan of Merger (the “Merger Agreement”), dated as of October 22, 2010, by and among the First Guaranty Parties and the Greensburg Parties, pursuant to which Greensburg Bancshares, Inc. is to merge with and into First Guaranty Bancshares, Inc. (the “Merger”). Capitalized terms used herein and not otherwise defined herein shall have the meanings given to them in the Merger Agreement.
MUTUAL TERMINATION AGREEMENT AND RELEASEMutual Termination Agreement and Release • July 10th, 2023 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered
THIS MUTUAL TERMINATION AGREEMENT AND RELEASE (this “Agreement”), is entered into as of July 10, 2023, by and among First Guaranty Bancshares, Inc., a Louisiana business corporation (“First Guaranty Bancshares”), First Guaranty Bank, a Louisiana state bank and wholly-owned Subsidiary of First Guaranty Bancshares (“First Guaranty Bank”), and Lone Star Bank, a Texas banking association (“Lone Star”).
SECOND AMENDMENT TO LOAN AGREEMENTLoan Agreement • November 12th, 2019 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered
THIS SECOND AMENDMENT TO LOAN AGREEMENT (“Amendment”) is made as of November 7, 2019 (the “Effective Date”), by and between FIRST GUARANTY BANCSHARES, INC., a Louisiana corporation (the “Borrower”) and FIRST HORIZON BANK (formerly known as First Tennessee Bank National Association) (the “Lender”).
AGREEMENT AND PLAN OF MERGER by and among FIRST GUARANTY BANCSHARES, INC. FIRST GUARANTY BANK AND LONE STAR BANK Dated as of January 6, 2023Agreement and Plan of Merger • January 9th, 2023 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered
This Agreement and Plan of Merger (this “Agreement”) is dated as of January 6, 2023, by and among First Guaranty Bancshares, Inc., a Louisiana business corporation (“First Guaranty Bancshares”), First Guaranty Bank, a Louisiana state bank and wholly-owned Subsidiary of First Guaranty Bancshares (“First Guaranty Bank”), and Lone Star Bank, a Texas banking association (“Lone Star”).
AGREEMENT AND PLAN OF SHARE EXCHANGEAgreement and Plan of Share Exchange • August 5th, 2019 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Louisiana
FIRST GUARANTY BANCSHARES, INC. FI R S T G U A R A N TY B A N C S H A R E S , IN C . P o s t O ffi c e B o x 2 0 0 9 H a m m o n d , L o u is ia n a 7 0 4 0 4 -2 0 0 9 P R E S O R T E D F IR S T -C L A S S M A IL U .S . P O S TA G E P A ID B A T O N R...First Guaranty Bancshares, Inc. • August 9th, 2023 • Savings institution, federally chartered
AMENDMENT NO. 2 TO AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan • June 3rd, 2008 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Louisiana
This Amendment No. 2 (this “Amendment”) is entered into as of this 29th day of May, 2008 by and between First Guaranty Bancshares, Inc., a Louisiana corporation (“First Guaranty”), and First Community Holding Company, a Louisiana corporation (the “Seller”).
FIRST GUARANTY BANCSHARES, INC. FI R ST G UA R A N TY B A N CS H A R ES , I N C. FI R ST G UA R A N TY B A N CS H A R ES , I N C. Po st O ffi ce B ox 2 00 9 H am m on d, L ou is ia na 7 04 04 -2 00 9 PR ES O R TE D FI R ST -C LA SS M A IL U. S. P O ST...First Guaranty Bancshares, Inc. • February 1st, 2023 • Savings institution, federally chartered
FIRST GUARANTY BANCSHARES, INC. Common Stock, par value $1.00 per share DISTRIBUTION AGREEMENTDistribution Agreement • November 20th, 2017 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • New York
First Guaranty Bancshares, Inc., a Louisiana corporation (the “Company”), proposes, subject to the terms and conditions stated herein, to sell from time to time through Sandler O’Neill & Partners, L.P., as distribution or sales agent and/or principal (the “Agent”) shares of the common stock, par value $1.00 per share (“Common Stock”), of the Company, having an aggregate gross sales price of up to $25 million (the “Shares”) on the terms set forth in this agreement (the “Agreement”). The Company agrees that whenever it determines to sell the Common Stock directly to the Agent, as principal or otherwise other than as set forth in Section 2 hereof, it will enter into a separate agreement, which will include customary terms and conditions consistent with the representations, warranties and provisions in this Agreement and which will be agreed upon by the parties thereto (each, a “Terms Agreement”).
SUBORDINATED NOTE PURCHASE AGREEMENTSubordinated Note Purchase Agreement • June 23rd, 2022 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Louisiana
This SUBORDINATED NOTE PURCHASE AGREEMENT (this "Agreement") is dated as of June 21, 2022, and is made by and among First Guaranty Bancshares, Inc., a Louisiana corporation ("Company"), and the purchaser of the Subordinated Note identified on the signature pages hereto (the "Purchaser").
LOAN AGREEMENT among SUMMIT COMMUNITY BANK, INC. andLoan Agreement • October 12th, 2023 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • West Virginia
THIS LOAN AGREEMENT is made and entered into as of the 5th day of October 2023, by and among SUMMIT COMMUNITY BANK, INC., a West Virginia state banking corporation having an address of 310 North Main Street, Moorefield, West Virginia 26836 (“Lender”), FIRST GUARANTY BANCSHARES, INC., a Louisiana corporation having an address of 400 East Thomas Street, Hammond, Louisiana 70401 (“Borrower”).
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF REORGANIZATIONAgreement and Plan • April 7th, 2008 • First Guaranty Bancshares, Inc. • Savings institution, federally chartered • Louisiana
This Amendment No. 1 (this “Amendment”) is entered into as of this 27th day of March, 2008 by and between First Guaranty Bancshares, Inc., a Louisiana corporation (“First Guaranty”), and First Community Holding Company, a Louisiana corporation (the “Seller”).
