2,760,000 Shares (subject to increase up to 3,174,000 shares in the event of an increase in the pro forma market value of the Company’s Common Stock) WELLESLEY BANCORP, INC. (a Maryland corporation) Common Stock (par value $0.01 per share) AGENCY...Agency Agreement • November 18th, 2011 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered • New York
EMPLOYMENT AGREEMENTEmployment Agreement • April 2nd, 2018 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
THIS EMPLOYMENT AGREEMENT is entered into as of March 27, 2018, by and among WELLESLEY BANCORP, INC., (the “Corporation”), WELLESLEY BANK, a wholly-owned subsidiary of the Corporation (the “Bank”), and THOMAS J. FONTAINE (the “Executive”) (the “Agreement”). The Corporation and the Bank are sometimes referred to in this Agreement individually and together as the “Employer,” or “Employers.”
SUBORDINATED NOTE PURCHASE AGREEMENTSubordinated Note Purchase Agreement • December 17th, 2015 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered • New York
This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of December 17, 2015, and is made by and among Wellesley Bancorp, Inc., a Maryland corporation (“Company”), and the several purchasers of the Subordinated Notes identified on the signature pages hereto (each a “Purchaser” and collectively, the “Purchasers”).
PROTOTYPE DEFINED CONTRIBUTION PLAN Sponsored By Pentegra Retirement Services, Inc. BASIC PLAN DOCUMENT #01Prototype Defined Contribution Plan • February 3rd, 2012 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered
The Sponsor hereby establishes this Plan for use by its clients who wish to adopt a qualified retirement plan. This Plan shall be interpreted in a manner consistent with the intention of the adopting Employer that this Plan satisfies Internal Revenue Code Sections 401 and 501. Any Plan and Trust established hereunder shall be so established for the exclusive benefit of Plan Participants and their Beneficiaries and shall be administered under the following terms and conditions:
AMENDED AND RESTATED EXECUTIVE SALARY CONTINUATION AGREEMENTContinuation Agreement • May 11th, 2012 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
THIS AGREEMENT, made and entered into this 17th day of October, 2007, by and between Wellesley Bank, a bank organized and existing under the laws of the Commonwealth of Massachusetts (hereinafter referred to as the “Bank”), and Thomas J. Fontaine, an Executive of the Bank (hereinafter referred to as the “Executive”), a member of a select group of management and highly compensated employees of the Bank shall amend and restate the Executive Salary Continuation Agreement effective June 1, 2007.
FORM OF RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • July 27th, 2016 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered
This Award Agreement is provided to ___________________ (the “Participant”) by Wellesley Bancorp, Inc. (the “Company”) as of ______________________, 20___, (“Grant Date”) the date the Compensation Committee of the Board of Directors of the Company (the “Committee”) awarded the Participant a Restricted Stock Award pursuant to the Wellesley Bancorp, Inc. 2016 Equity Incentive Plan (the “2016 Plan”), subject to the terms and conditions of the 2016 Plan and this Award Agreement (referred to herein as the “Award”):
FORM OF EMPLOYMENT AGREEMENTEmployment Agreement • September 9th, 2011 • Wellesley Bancorp, Inc. • Massachusetts
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of [DATE], by and among WELLESLEY BANCORP, INC., (the “Corporation”), WELLESLEY BANK, a wholly-owned subsidiary of the Corporation (the “Bank”), and THOMAS J. FONTAINE (the “Executive”). The Corporation and the Bank are sometimes referred to in this Agreement individually and together as the “Employer,” or “Employers.”
Severance Compensation Agreement between Wellesley Bank and Ralph LetnerSeverance Compensation Agreement • August 6th, 2019 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered
The purpose of this letter is to document the terms of the promotion at Wellesley Bank (The “Bank”) that have been discussed with you. These terms supersede any prior agreement with the Bank.
Severance Compensation Agreement between Wellesley Bank and Michael W. DvorakSeverance Compensation Agreement • August 8th, 2016 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered
The purpose of this letter is to document the term of the severance compensation agreement at Wellesley bank (The “Bank”) that have been discussed with you. These terms supersede any prior agreement, whether oral or written, with the bank.
AMENDED AND RESTATED EXECUTIVE SALARY CONTINUATION AGREEMENTExecutive Salary Continuation Agreement • May 10th, 2018 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
THIS AGREEMENT, made and entered into this day of March 27, 2018 by and between Wellesley Bank, a bank organized and existing under the laws of the Commonwealth of Massachusetts (hereinafter referred to as the “Bank”), and Thomas J. Fontaine, an Executive of the Bank (hereinafter referred to as the “Executive”), a member of a select group of management and highly compensated employees of the Bank, shall amend and restate in its entirety the Executive Salary Continuation Agreement effective June 1, 2007, amended and restated on October 17, 2007 and thereafter subsequently amended.
Severance Agreement between Wellesley Bank and Ralph LetnerSeverance Agreement • March 26th, 2015 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered
The purpose of this letter is to confirm the terms of your severance compensation agreement with Wellesley Bank (the “Bank”). These terms supersede any prior agreement with the Bank.
FIRST AMENDMENT TO SEVERANCE LETTER BY AND BETWEEN WELLESLEYSeverance Letter by and Between Wellesley • November 7th, 2019 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered
WHEREAS, Wellesley Bank (the "Bank") issued a severance letter dated May 23, 2016 to Ralph L. Letner ("Executive") which sets forth the severance benefits the Executive is entitled to in the event Executive: (i) is terminated without Cause absent a Change in Control, (ii) is terminated without cause within 12 months following a Change in Control or (iii) voluntarily terminates employment within 12 months following a Change in Control as a result of not being offered a comparable position with a successor (the "Severance Letter");
SETTLEMENT AGREEMENTSettlement Agreement • March 27th, 2020 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered • Massachusetts
This Settlement Agreement (the “Agreement”) is entered into as of March 23, 2020, by and among LOUIS CROSIER (“Executive”), WELLESLEY BANK (the “Bank”), WELLESLEY BANCORP, INC. (“Wellesley”), CAMBRIDGE TRUST COMPANY (“CTC”), and CAMBRIDGE BANCORP (“Cambridge”) (collectively the “Parties”).
FORM OF RESTRICTED STOCK AWARD AGREEMENT FOR THE WELLESLEY BANCORP, INC. 2012 EQUITY INCENTIVE PLANEquity Incentive Plan • October 1st, 2012 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered
This Award Agreement is provided to [name] (the “Participant”) by Wellesley Bancorp, Inc. (the “Company”) as of [date] (the “Grant Date”), the date the Board of Directors (the “Committee”) awarded the Participant a Restricted Stock Award pursuant to the Wellesley Bancorp, Inc. 2012 Equity Incentive Plan (the “2012 Plan”), subject to the terms and conditions of the 2012 Plan and this Award Agreement:
EMPLOYMENT AGREEMENTEmployment Agreement • September 9th, 2011 • Wellesley Bancorp, Inc. • Massachusetts
THIS AGREEMENT is made and entered into this 16th day of May, 2007 (the “Effective Date”), by and between Wellesley Bank, a bank organized and existing under the laws of the Commonwealth of Massachusetts (hereinafter referred to as the “Employer”) and Thomas J. Fontaine, a resident of the Commonwealth of Massachusetts (the “Employee”).
FIRST AMENDMENT TO SEVERANCE LETTER BY AND BETWEEN WELLESLEY BANK AND Michael W. DvorakSeverance Letter by and Between Wellesley • November 7th, 2019 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered
WHEREAS, Wellesley Bank (the "Bank") issued a severance letter dated May 23, 2016 to Michael W. Dvorak ("Executive") which sets forth the severance benefits the Executive is entitled to in the event Executive: (i) is terminated without Cause absent a Change in Control, (ii) is terminated without cause within 12 months following a Change in Control or (iii) voluntarily terminates employment within 12 months following a Change in Control as a result of not being offered a comparable position with a successor (the "Severance Letter");
Severance Compensation Agreement between Wellesley Bank and Michael W. DvorakSeverance Compensation Agreement • August 6th, 2019 • Wellesley Bancorp, Inc. • Savings institutions, not federally chartered
The purpose of this letter is to document the terms of the severance compensation agreement at Wellesley Bank (The “Bank”) that have been discussed with you. These terms supersede any prior agreement, whether oral or written, with the Bank.
