Independent Bank Group, Inc. 5.875% Subordinated Notes due August 1, 2024 Underwriting AgreementIndependent Bank Group, Inc. • June 23rd, 2016 • State commercial banks • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 15th, 2013 • Independent Bank Group, Inc. • State commercial banks • Texas
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into this 8th day of April, 2013, between Independent Bank Group, Inc., a Texas corporation (the “Company”), and Torry Berntsen (“Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • October 28th, 2021 • Independent Bank Group, Inc. • State commercial banks • Texas
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is entered into by and between Independent Bank Group, Inc., a Texas corporation (“IBTX”), which is the holding company of Independent Bank, McKinney, Texas (the “Bank”), (IBTX and the Bank are collectively referred to as the “Company”), and John G. Turpen (“Executive”) as of July 15, 2021.
WAIVER AND SEVENTH AMENDMENT TO CREDIT AGREEMENTCredit Agreement • February 20th, 2024 • Independent Bank Group, Inc. • State commercial banks • New York
This Credit Agreement (the “Agreement”), dated as of January 17, 2019, is among INDEPENDENT BANK GROUP, INC., the Lenders and U.S. Bank National Association, a national banking association, as Administrative Agent. The parties hereto agree as follows:
INDEPENDENT BANK GROUP, INC. 2022 EQUITY INCENTIVE PLAN (Employee) RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • October 25th, 2022 • Independent Bank Group, Inc. • State commercial banks • Colorado
Pledge Agreement Date: As of December 15, 2008 BANK/SECURED PARTY: TIB - The Independent BankersBank P. O. Box 560528 Dallas, Texas 75356-0528 PLEDGOR(S)/DEBTOR(S): David Brooks [Address Removed] Pledgor/Debtor is: x Individual ¨ Corporation ¨...Pledge Agreement • April 15th, 2013 • Independent Bank Group, Inc. • State commercial banks • Texas
NEGATIVE PLEDGE AGREEMENTNegative Pledge Agreement • January 22nd, 2019 • Independent Bank Group, Inc. • State commercial banks • New York
This NEGATIVE PLEDGE AGREEMENT (this “Agreement”) is made as of this 17th day of January, 2019, by INDEPENDENT BANK GROUP, INC., a Texas corporation and a registered bank holding company (the “Borrower”), in favor of U.S. BANK NATIONAL ASSOCIATION, a national banking association, as Administrative Agent for the Lenders (defined below) (the “Administrative Agent”).
AGREEMENT AND PLAN OF MERGER by and between TEXAS CAPITAL BANCSHARES, INC. and INDEPENDENT BANK GROUP, INC.Agreement and Plan of Merger • December 13th, 2019 • Independent Bank Group, Inc. • State commercial banks • Texas
AGREEMENT AND PLAN OF MERGER, dated as of December 9, 2019 (this “Agreement”), by and between Texas Capital Bancshares, Inc., a Delaware corporation (“TCBI”), and Independent Bank Group, Inc., a Texas corporation (“IBTX”).
INDEPENDENT BANK GROUP, INC. 2022 EQUITY INCENTIVE PLAN PERFORMANCE RESTRICTED STOCK UNIT AGREEMENTPerformance Restricted Stock Unit Agreement • October 25th, 2022 • Independent Bank Group, Inc. • State commercial banks • Colorado
3,200,000 Shares Independent Bank Group, Inc. Common Stock $0.01 par value per share Underwriting AgreementUnderwriting Agreement • March 18th, 2013 • Independent Bank Group Inc • State commercial banks • New York
Independent Bank Group, Inc. (a Texas corporation) 2,135,506 Shares of Common Stock (Par Value $0.01 per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • November 30th, 2017 • Independent Bank Group, Inc. • State commercial banks • New York
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • March 6th, 2020 • Independent Bank Group, Inc. • State commercial banks • New York
This FIRST AMENDMENT TO CREDIT AGREEMENT (this “Amendment”) is dated as of January 17, 2020 and is between INDEPENDENT BANK GROUP, INC., a Texas corporation (the “Borrower”), and U.S. BANK NATIONAL ASSOCIATION (“U.S. Bank”), a national banking association, as the Lender and as Administrative Agent.
INDEPENDENT BANK GROUP, INC. and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of July 17, 2014 to SUBORDINATED DEBT INDENTURE Dated as of June 25, 2014First Supplemental Indenture • July 18th, 2014 • Independent Bank Group, Inc. • State commercial banks • Texas
THIS FIRST SUPPLEMENTAL INDENTURE (this “First Supplemental Indenture”), dated as of July 17, 2014, between INDEPENDENT BANK GROUP, INC., a corporation duly organized and existing under the laws of the State of Texas (the “Company”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association duly organized and existing under the laws of the United States, as Trustee (the “Trustee”), under the Base Indenture (as hereinafter defined).
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • April 17th, 2014 • Independent Bank Group, Inc. • State commercial banks • New York
This Assignment and Assumption Agreement (the “Assumption Agreement”) is made and entered as of the 15th day of April, 2014, by and between BOH Holdings, Inc., a Texas corporation and registered bank holding company with its principal offices in Houston, Texas (“Seller”), and Independent Bank Group, Inc., a Texas corporation and registered bank holding company with its principal offices in McKinney, Texas (“Buyer”).
AGREEMENT AND PLAN OF REORGANIZATION BY AND BETWEEN INDEPENDENT BANK GROUP, INC. MCKINNEY, TEXAS AND GUARANTY BANCORP DENVER, COLORADO Dated as of May 22, 2018Agreement and Plan of Reorganization • May 23rd, 2018 • Independent Bank Group, Inc. • State commercial banks • Delaware
THIS AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”) is made and entered into as of the 22nd day of May, 2018, by and between Independent Bank Group, Inc., a Texas corporation and registered bank holding company with its principal offices in McKinney, Texas (“IBG”), and Guaranty Bancorp, a Delaware corporation and registered bank holding company with its principal offices in Denver, Colorado (“GBNK”).
SETTLEMENT AGREEMENTSettlement Agreement • April 25th, 2023 • Independent Bank Group, Inc. • State commercial banks • Texas
THIS SETTLEMENT AGREEMENT (the “Settlement Agreement”) is made and entered into between and among, on the one hand, (i) Ralph S. Janvey, solely in his capacity as the court-appointed receiver for the Stanford Receivership Estate (the “Receiver”); (ii) the Official Stanford Investors Committee (the “Committee”); (iii) individual plaintiffs Guthrie Abbott, Steven Queyrouze, Sarah Elson-Rogers, Salim Estefenn Uribe, Ruth Alfille de Penhos, and Diana Suarez (collectively, the “Rotstain Investor Plaintiffs”); and, on the other hand, (iv) Independent Bank, a Texas banking association, formerly known as Bank of Houston, (“Independent”). The Receiver, the Committee, and the Rotstain Investor Plaintiffs are collectively referred to as the “Plaintiffs.” Plaintiffs, on the one hand, and Independent, on the other hand, are referred to in this Agreement individually as a “Party” and together as the “Parties.”
CBI NOMINEE AGREEMENTCbi Nominee Agreement • April 14th, 2017 • Independent Bank Group, Inc. • State commercial banks • Texas
THIS CBI NOMINEE AGREEMENT (the “Agreement”) is made and entered into as of March 28, 2017 by and between Independent Bank Group, Inc. (“IBG”) and Trident IV PF Depository Holdings, LLC and Trident IV Depository Holdings, LLC (the “Investor”).
MUTUAL TERMINATION AGREEMENTMutual Termination Agreement • May 26th, 2020 • Independent Bank Group, Inc. • State commercial banks
MUTUAL TERMINATION AGREEMENT (this “Agreement”), dated as of May 22, 2020, by and between Texas Capital Bancshares, Inc., a Delaware corporation (“TCBI”), and Independent Bank Group, Inc., a Texas corporation (“IBTX”).
205,000 Shares Independent Bank Group, Inc. Common Stock $0.01 par value per share Underwriting AgreementUnderwriting Agreement • August 2nd, 2016 • Independent Bank Group, Inc. • State commercial banks • New York
INDEPENDENT BANK GROUP, INC.Underwriting Agreement • September 15th, 2020 • Independent Bank Group, Inc. • State commercial banks • New York
Independent Bank Group, Inc., a Texas corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A hereto (the “Underwriters”) pursuant to the terms set forth herein (this “Agreement”) $130,000,000 aggregate principal amount of the Company’s 4.00% Fixed-to-Floating Rate Subordinated Notes due 2030 (the “Securities”). The Securities will be issued pursuant to the indenture (the “Base Indenture”), dated as of June 25, 2014, between the Company and Wells Fargo Bank, National Association, as trustee (the “Trustee”), as supplemented by a third supplemental indenture thereto relating to the Securities, to be dated as of the Closing Time, between the Company and the Trustee (the “Supplemental Indenture” and, together with the Base Indenture, the “Indenture”). Keefe, Bruyette & Woods, Inc. (“KBW”) and Piper Sandler & Co. (“Piper Sandler”) have agreed to act as representatives of the several Underwriters (in such capacity, the “Representatives”) in con
REAL ESTATE ACQUISITION AGREEMENTReal Estate Acquisition Agreement • March 14th, 2014 • Independent Bank Group, Inc. • State commercial banks • Texas
THIS REAL ESTATE ACQUISITION AGREEMENT the (“Agreement”) is dated the 5th day of December, 2013, by and between IBG ADRIATICA HOLDINGS, INC., hereinafter referred to as “Seller”, and HIMALAYAN VENTURES, L.P., hereinafter collectively referred to as “Buyer”.
S CORPORATION REVOCATION, TAX ALLOCATION AND INDEMNIFICATION AGREEMENTAllocation and Indemnification Agreement • May 15th, 2013 • Independent Bank Group, Inc. • State commercial banks • Texas
This S CORPORATION REVOCATION, TAX ALLOCATION AND INDEMNIFICATION AGREEMENT dated as of March 29, 2013 (this “Agreement”), between INDEPENDENT BANK GROUP, INC., a Texas corporation (the “Company”), and all of the shareholders identified on the signature pages of this Agreement.
REAL ESTATE ACQUISITION AND OPTION AGREEMENTReal Estate Acquisition and Option Agreement • February 27th, 2013 • Independent Bank Group Inc • State commercial banks • Texas
THIS REAL ESTATE ACQUISITION AND OPTION AGREEMENT the (“Agreement”) is dated the 22nd day of December, 2011, by and between IBG ADRIATICA HOLDINGS, INC., hereinafter referred to as “Seller”, and HIMALAYAN VENTURES, L.P., hereinafter collectively referred to as “Buyer”.
INDEPENDENT BANK GROUP, INC. and WELLS FARGO BANK, NATIONAL ASSOCIATION as Trustee THIRD SUPPLEMENTAL INDENTURE Dated as of September 15. 2020 to SUBORDINATED DEBT INDENTURE Dated as of June 25, 2014 4.00% Fixed-to-Floating Rate Subordinated Notes Due...Subordinated Debt Indenture • September 15th, 2020 • Independent Bank Group, Inc. • State commercial banks • Texas
THIS THIRD SUPPLEMENTAL INDENTURE (this “Third Supplemental Indenture”), dated as of September 15, 2020, between INDEPENDENT BANK GROUP, INC., a corporation duly organized and existing under the laws of the State of Texas (the “Company”), and WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association duly organized and existing under the laws of the United States, as Trustee (the “Trustee”), under the Base Indenture (as hereinafter defined).
SEPARATION AGREEMENT AND RELEASESeparation Agreement and Release • October 25th, 2022 • Independent Bank Group, Inc. • State commercial banks • Texas
This Separation Agreement and Release (“Agreement”) is made and entered into effective as of July 28, 2022 by and between Michelle S. Hickox (“Executive”) and Independent Bank, McKinney, Texas (“Employer”), and joined in by the Employer’s parent, Independent Bank Group, Inc. (“IBG”).
COMMERCIAL GUARANTY AGREEMENTCommercial Guaranty Agreement • February 27th, 2013 • Independent Bank Group Inc • State commercial banks • Texas
THIS GUARANTY AGREEMENT (the “Agreement”) is made by Guarantor, in favor of Lender (together with any successor holders of the hereinafter defined Note);
VOTING AND LOCK UP AGREEMENTVoting and Lock Up Agreement • February 21st, 2017 • Independent Bank Group, Inc. • State commercial banks • Texas
THIS VOTING AND LOCK UP AGREEMENT (this “Agreement”) dated November 21, 2016, is executed by and among Independent Bank Group, Inc., a Texas corporation and registered bank holding company with its principal offices in McKinney, Texas (“IBG”), and Carlile Bancshares, Inc., a Texas corporation with its principal offices in Fort Worth, Texas (“CBI”), and , a shareholder of CBI (the “Shareholder”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 23rd, 2013 • Independent Bank Group, Inc. • State commercial banks • Texas
THIS AGREEMENT AND PLAN OF MERGER (this “Merger Agreement”), is made effective as of October 22, 2013, by and among IBGLO ACQUISITION CORPORATION, a Texas corporation (“Newco”), and LIVE OAK FINANCIAL CORP., a Texas corporation and registered bank holding company with its principal offices in Dallas, Texas (“LOFC”), and joined in by INDEPENDENT BANK GROUP, INC., a Texas corporation and registered bank holding company with its principal offices in McKinney, Texas (“IBG”).
Letterhead of Andrews Kurth LLP] June 23, 2016Independent Bank Group, Inc. • June 23rd, 2016 • State commercial banks
SECURITY AGREEMENT (Collateral Transfer of Note and Liens)Security Agreement • February 27th, 2013 • Independent Bank Group Inc • State commercial banks • Texas
DEVELOPMENT MANAGEMENT AGREEMENTDevelopment Management Agreement • February 27th, 2018 • Independent Bank Group, Inc. • State commercial banks • Texas
THIS DEVELOPMENT MANAGEMENT AGREEMENT (this “Agreement”) is made and entered into as of the 18th day of January, 2018, (“Effective Date”) by and between IBG REAL ESTATE HOLDINGS II, INC., a Texas corporation (“Owner”), and KDC MCKINNEY DEVELOPMENT ONE LLC, a Texas limited liability company (“Manager”).
PURCHASE AND ASSUMPTION AGREEMENT by and between FIRST STATE BANK Rice, Texas and INDEPENDENT BANK McKinney, Texas Dated as of January 13, 2009Purchase and Assumption Agreement • February 27th, 2013 • Independent Bank Group Inc • State commercial banks • Texas
THIS PURCHASE AND ASSUMPTION AGREEMENT (this “Agreement”) is made and entered into as of the 13th day of January 2009 by and between First State Bank, a Texas state banking association having its main office in Rice, Texas (“Buyer”), and Independent Bank, a Texas state banking association having its main office in McKinney, Texas (“Seller”).
EMPLOYMENT AGREEMENTEmployment Agreement • October 27th, 2016 • Independent Bank Group, Inc. • State commercial banks • Texas
This Employment Agreement (this “Agreement”) is made and entered into as of July 26, 2016, between Independent Bank Group, Inc., McKinney, Texas (“IBG”) and Torry Berntsen (the “Executive”).
AGREEMENT AND PLAN OF REORGANIZATION BY AND BETWEEN INDEPENDENT BANK GROUP, INC. MCKINNEY, TEXAS AND HOUSTON CITY BANCSHARES, INC. HOUSTON, TEXAS Dated as of June 2, 2014Agreement and Plan of Reorganization • June 25th, 2014 • Independent Bank Group, Inc. • State commercial banks • Texas
THIS AGREEMENT AND PLAN OF REORGANIZATION (“Agreement”) is made and entered into as of the 2nd day of June, 2014, by and between INDEPENDENT BANK GROUP, INC., a Texas corporation and registered bank holding company with its principal offices in McKinney, Texas (“IBG”), and HOUSTON CITY BANCSHARES, INC., a Texas corporation and registered bank holding company with its principal offices in Houston, Texas (“HCBI”).
REVOLVING CREDIT NOTERevolving Credit Note • September 3rd, 2015 • Independent Bank Group, Inc. • State commercial banks
FOR VALUE RECEIVED, INDEPENDENT BANK GROUP, INC., a Texas corporation and a registered bank holding company (the “Borrower”), hereby promises to pay to the order of FROST BANK, a Texas state bank (“Lender”), at its main office in San Antonio, Texas or at such other place as the holder hereof may from time to time in writing designate, in lawful money of the United States of America, the principal sum of Fifteen Million Dollars ($15,000,000.00), or so much thereof as has been advanced and remains outstanding pursuant to Section 2.1 of the Credit Agreement by and between the Borrower and Lender dated as of the date hereof (as the same may be amended, modified, supplemented, extended or restated from time to time, the “Credit Agreement”). The Borrower also promises to pay all accrued interest on the unpaid principal amount of each Revolving Loan payable at such rates and at such times as provided in the Credit Agreement, and shall pay all other costs, charges and fees due thereunder, all
