AJS BANCORP, INC. (a Maryland-chartered Stock Corporation) Up to 1,223,198 Shares (Subject to Increase Up to 1,406,677 Shares) COMMON STOCK ($0.01 Par Value) Subscription Price $10.00 Per Share AGENCY AGREEMENT August 12, 2013Agency Agreement • August 16th, 2013 • AJS Bancorp, Inc. • National commercial banks • New York
RESTRICTED STOCK AWARD Granted by AJS BANCORP, INC. under the AJS BANCORP, INC.Restricted Stock Award • August 19th, 2014 • AJS Bancorp, Inc. • National commercial banks
This restricted stock agreement (“Restricted Stock Award” or “Agreement”) is and will be subject in every respect to the provisions of the 2014 Equity Incentive Plan (the “Plan”) of AJS Bancorp, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided to each person granted a Restricted Stock Award pursuant to the Plan. The holder of this Restricted Stock Award (the “Participant”) hereby accepts this Restricted Stock Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Committee appointed to administer the Plan (“Committee”) or the Board will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used herein but not defined will have the same meaning as in
STOCK OPTION Granted by AJS BANCORP, INC. under the AJS BANCORP, INC.Stock Option • August 19th, 2014 • AJS Bancorp, Inc. • National commercial banks
This stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the 2014 Equity Incentive Plan (the “Plan”) of AJS Bancorp, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided to each person granted a stock option pursuant to the Plan. The holder of this Option (the “Participant”) hereby accepts this Option, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Committee appointed to administer the Plan (“Committee”) or the Board will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used herein but not defined will have the same meaning as in the Plan.
EMPLOYMENT AGREEMENTEmployment Agreement • August 12th, 2016 • AJS Bancorp, Inc. • National commercial banks • Illinois
THIS AGREEMENT is entered into this 21st day of June, 2016 (the “Effective Date”) by and between A. J. Smith Federal Savings Bank (the “Bank”), a corporation organized under the laws of the State of Illinois, with its office at 14757 S. Cicero Avenue, Midlothian, IL, and Thomas R. Butkus (the “Employee”). Any reference to the “Company” herein shall refer to AJS Bancorp, Inc. the holding company of the Bank.
STOCK OPTION Granted by AJS BANCORP, INC. under the AJS BANCORP, INC.Stock Option • August 19th, 2014 • AJS Bancorp, Inc. • National commercial banks
This stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the 2014 Equity Incentive Plan (the “Plan”) of AJS Bancorp, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided to each person granted a stock option pursuant to the Plan. The holder of this Option (the “Participant”) hereby accepts this Option, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Committee appointed to administer the Plan (“Committee”) or the Board will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used herein but not defined will have the same meaning as in the Plan.
AJS BANCORP, INC. AMENDED AND RESTATED SUPPLEMENTAL EXECUTIVE AGREEMENTSupplemental Executive Agreement • June 7th, 2013 • AJS Bancorp, Inc.
WHEREAS, Thomas R. Butkus (“Executive”) and AJS Bancorp, Inc. (the “Company”) entered into this Supplemental Executive Agreement (“Supplemental Agreement”) to supplement the Employment Agreement entered into between the Executive and the A. J. Smith Federal Savings Bank (the “Bank”), the wholly-owned subsidiary of the Company, on June 21, 2005, and
KELLER & COMPANY, INC. FINANCIAL INSTITUTION CONSULTANTSAJS Bancorp, Inc. • June 7th, 2013
Keller & Company, Inc. (hereinafter referred to as KELLER) hereby proposes to prepare an independent conversion appraisal of AJS Bancorp, Inc. (hereinafter referred to as “AJS Bancorp”), the stock holding company of A. J. Smith Federal Savings Bank (“A. J. Smith”), relating to the second stage conversion (the “Conversion”) of AJS Bancorp, Inc., MHC. KELLER will provide a pro forma valuation of the market value of the shares of AJS Bancorp to be sold in connection with a second stage conversion and the corresponding exchange ratio and prepare the pro forma valuation tables in the prospectus.
AGREEMENT BY AND BETWEEN A J Smith Federal Savings Bank Midlothian, IL and The Comptroller of the CurrencyAgreement • June 7th, 2013 • AJS Bancorp, Inc.
A J Smith Federal Savings Bank, Midlothian, IL (“Bank”) and the Comptroller of the Currency of the United States of America (“Comptroller”) wish to protect the interests of the depositors, other customers, and shareholders of the Bank, and, toward that end, wish the Bank to operate safely and soundly and in accordance with all applicable laws, rules and regulations.
