Form of Bancorp 34, Inc. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 11th, 2023 • Bancorp 34, Inc. • Savings institution, federally chartered • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into as of January 27, 2023, by and among Bancorp 34, Inc., a Maryland corporation (the “Company”), and the purchaser(s) signatory hereto (each a “Registration Rights Purchaser” and collectively, the “Registration Rights Purchasers”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 11th, 2023 • Bancorp 34, Inc. • Savings institution, federally chartered • Arizona
This Employment Agreement (the “Agreement”) is entered into as of the 30th day of July, 2020, and made effective as of July 20, 2020 (the “Effective Date”), by and between Bank 34 (the “Bank”) and James T. Crotty (“Executive”). Any reference to the “Company” shall mean Bancorp 34, Inc., the stock holding company of the Bank.
EMPLOYMENT AGREEMENTEmployment Agreement • August 4th, 2020 • Bancorp 34, Inc. • Savings institution, federally chartered • Arizona
This Employment Agreement (the “Agreement”) is entered into as of the 30th day of July, 2020, and made effective as of July 20, 2020 (the “Effective Date”), by and between Bancorp 34, Inc. (the “Company”) and James T. Crotty (“Executive”). Any reference to the “Bank” shall mean Bank 34, the wholly-owned subsidiary of the Company.
SECOND AMENDMENT TO BANK 34 DEFERRED COMPENSATION AGREEMENTDeferred Compensation Agreement • February 18th, 2020 • Bancorp 34, Inc. • Savings institution, federally chartered
THIS SECOND AMENDMENT (the "Amendment") is adopted April 26, 2019, by Bank 34, located in Alamogordo, New Mexico (the "Bank") and Jan Thiry (the "Executive").
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • August 11th, 2023 • Bancorp 34, Inc. • Savings institution, federally chartered • Arizona
THIS CHANGE IN CONTROL AGREEMENT (this “Agreement”) dated as of April 27, 2023, is made by and between Bank 34, a federal savings bank (the “Bank” or the “Employer”) and Kevin Vaughn, an individual resident of Arizona (the “Executive”). References herein to the “Company” refer to Bancorp 34, Inc., a Maryland corporation, the parent company of Employer. Certain terms used in this Agreement are defined in Section 17 hereof.
BANCORP 34, INC. (a Maryland corporation) Up to 1,634,334 Shares (Subject to increase to up to 1,879,484 shares) COMMON STOCK ($0.01 Par Value) Offering Price $10.00 Per Share AGENCY AGREEMENTAgency Agreement • June 3rd, 2016 • Bancorp 34, Inc. • New York
Alamogordo Financial Corp., a federal stock corporation (the “Mid-Tier Holding Company”), Bancorp 34, Inc., a newly formed Maryland corporation organized to be the successor to the Mid-Tier Holding Company (the “Holding Company”), AF Mutual Holding Company, a federally-chartered mutual holding company (the “MHC”) and Bank 34, a federally-chartered stock savings bank (the “Bank”), the deposit accounts of which are insured by the Federal Deposit Insurance Corporation (the “FDIC”) (collectively, the Mid-Tier Holding Company, the Holding Company, the MHC and the Bank are referred to as the “Primary Parties”) hereby confirm their agreement with Keefe, Bruyette & Woods, Inc. (the “Agent”) as follows:
Restricted Stock Award AgreementRestricted Stock Award Agreement • December 8th, 2017 • Bancorp 34, Inc. • Savings institution, federally chartered • New Mexico
This restricted stock agreement ("Restricted Stock Award" or "Agreement") is and will be subject in every respect to the provisions of the 2017 Equity Incentive Plan (the "Plan") of Bancorp 34, 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 Compensation Committee of the Board of Directors of the Company ("Committee") will be final, binding and conclusive upon the Participant and the Participant's heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the term "Company" will in
NON-QUALIFIED STOCK OPTION AWARD AGREEMENTNon-Qualified Stock Option Award Agreement • December 8th, 2017 • Bancorp 34, Inc. • Savings institution, federally chartered • New Mexico
This stock option agreement ("Option" or "Agreement") is and will be subject in every respect to the provisions of the 2017 Equity Incentive Plan (the "Plan") of Bancorp 34, 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 Compensation Committee of the Board of Directors of the Company ("Committee") will be final, binding and conclusive upon the Participant and the Participant's heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the term "Company" will include the parent and all present and future subsidiaries of th
INCENTIVE STOCK OPTION AWARD AGREEMENTIncentive Stock Option Award Agreement • August 11th, 2023 • Bancorp 34, Inc. • Savings institution, federally chartered
This stock option agreement (“Option” or “Agreement”) is and will be subject in every respect to the provisions of the Bancorp 34, Inc. 2022 Equity Incentive Plan (the “Plan”), 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 (the “Committee”) or the Board of Directors will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the term “Company” means Bancorp 34, Inc. including its parent and all present and future subsidi
BANCORP 34, INC. AND BANK 34 AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • August 11th, 2023 • Bancorp 34, Inc. • Savings institution, federally chartered
This amendment is made effective as of the 1st day of April 2022 (the “Effective Date”), by and between Bank 34 and Bancorp 34, Inc., collectively (the “Bank”), and James T. Crotty (“Executive”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 5th, 2024 • Bancorp 34, Inc. • Savings institution, federally chartered • Arizona
THIS EMPLOYMENT AGREEMENT (this “Agreement”) dated as of April 1, 2024, is made by and between Southwest Heritage Bank, a federal savings bank (the “Bank” or the “Employer”), and Ciaran McMullan (the “Executive”). References herein to the “Company” refer to Bancorp 34, Inc., a Maryland corporation, the parent company of Employer. Certain terms used in this Agreement are defined in Section 20 hereof.
FORM OF SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 11th, 2023 • Bancorp 34, Inc. • Savings institution, federally chartered • Delaware
This Securities Purchase Agreement (this “Agreement”) is dated as of [·], by and among Bancorp 34, Inc., a Maryland corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
KELLER & COMPANY, INC.Bancorp 34, Inc. • June 3rd, 2016
Keller & Company, Inc. (hereinafter referred to as KELLER) hereby proposes to prepare an independent conversion appraisal of the successor to Alamogordo Financial Corp. (hereinafter referred to as “AFC”), the stock holding company of Bank 34 (“Bank 34”), relating to the second stage conversion (the “Conversion”) of AF Mutual Holding Company. KELLER will provide a pro forma valuation of the market value of the shares of AFC 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.
CONFIDENTIAL SEPARATION AND SETTLEMENT AGREEMENT AND RELEASEConfidential Separation and Settlement Agreement and Release • October 29th, 2018 • Bancorp 34, Inc. • Savings institution, federally chartered • New Mexico
This Confidential Separation Agreement and Release (“Agreement”) is entered into as of this day 2 of October, 2018, by and between (i) William P. Kauper (“you”) and Patricia R. Kauper, your spouse, and Bank 34 (the “Bank’) and Bancorp 34, Inc. (the “Company”). Unless the context otherwise requires, the term “Company” shall also include, the Bank, and any subsidiaries, affiliates, officers, directors, employees or agents of each of said entities (each shall be an “Affiliate” of the Bank and the Company.)
SEPARATION AGREEMENT AND RELEASESeparation Agreement and Release • April 24th, 2024 • Bancorp 34, Inc. • Savings institution, federally chartered • Arizona
THIS SEPARATION AGREEMENT AND RELEASE (the “Agreement”), dated as of April 18, 2024, is made and entered into by and between James Crotty (“Employee”), an individual resident of Arizona, Southwest Heritage Bank, a federal savings bank formerly known as Bank 34 (the “Employer”), and Bancorp 34, Inc., a Maryland corporation (“Bancorp”) (solely for the purposes of Section 2(d) below).
EMPLOYMENT AGREEMENTEmployment Agreement • August 11th, 2023 • Bancorp 34, Inc. • Savings institution, federally chartered • Arizona
THIS EMPLOYMENT AGREEMENT (this “Agreement”) dated as of April 27, 2023, is made by and between Bank 34, a federal savings bank (the “Bank” or the “Employer”) and James Crotty, an individual resident of Arizona (the “Executive”). References herein to the “Company” refer to Bancorp 34, Inc., a Maryland corporation, the parent company of Employer.
CHANGE IN CONTROL AGREEMENTChange in Control Agreement • August 11th, 2023 • Bancorp 34, Inc. • Savings institution, federally chartered • New Mexico
This Change in Control Agreement (this “Agreement”) is entered into as of January 9, 2017 by and between Bancorp 34, Inc, a Maryland corporation (the “Company”) and Kimberly Yacuel (“Officer”). Any reference to the “Bank” shall mean Bank 34, a federally-chartered savings association that is the wholly-owned subsidiary of the Company.
INCENTIVE STOCK OPTION AWARD AGREEMENTIncentive Stock Option Award Agreement • December 8th, 2017 • Bancorp 34, Inc. • Savings institution, federally chartered • New Mexico
This stock option agreement ("Option" or "Agreement") is and will be subject in every respect to the provisions of the 2017 Equity Incentive Plan (the "Plan") of Bancorp 34, 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 Compensation Committee of the Board of Directors of the Company ("Committee") will be final, binding and conclusive upon the Participant and the Participant's heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the term "Company" will include the parent and all present and future subsidiaries of th
EMPLOYMENT AGREEMENTEmployment Agreement • June 3rd, 2016 • Bancorp 34, Inc. • New Mexico
This Employment Agreement (the “Agreement”) is made effective as of __________, 2016 (the “Effective Date”), by and between Bank 34 (the “Bank”) and ___________ (“Executive”). Any reference to the “Company” shall mean Bancorp 34, Inc., the stock holding company of the Bank.
BANCORP 34, INC. & BANK 34 AMENDMENT TO CHANGE IN CONTROL AGREEMENTChange in Control Agreement • August 11th, 2023 • Bancorp 34, Inc. • Savings institution, federally chartered
This amendment is made effective as of the 1st day of April 2022 (the “Effective Date”), by and between Bancorp 34, Inc. and Bank 34, collectively (the “Bank”), and Kimberly Yacuel (“Officer”).
FORM OF RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • August 11th, 2023 • Bancorp 34, Inc. • Savings institution, federally chartered
This restricted stock agreement (“Restricted Stock Award” or “Agreement”) is and will be subject in every respect to the provisions of the Bancorp 34, Inc. 2022 Equity Incentive Plan (the “Plan”), 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 or made available 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 Compensation Committee of the Board of Directors of the Company (the “Committee”) will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Except where the context otherwise requires, the term “Company” mea
BANK 34 DEFERRED COMPENSATION AGREEMENTDeferred Compensation Agreement • August 4th, 2020 • Bancorp 34, Inc. • Savings institution, federally chartered • New Mexico
This DEFERRED COMPENSATION AGREEMENT (this “Agreement”) is entered into this 30th day of July, 2020, and effective as of July 20, 2020 (the “Effective Date”), by and between BANK 34, a federally-chartered savings and loan located in Alamogordo, New Mexico (the “Bank”), and JAMES T. CROTTY (the “Executive”).
AMENDMENT NUMBER ONE TO THE EMPLOYMENT AGREEMENTEmployment Agreement • August 11th, 2023 • Bancorp 34, Inc. • Savings institution, federally chartered
This AMENDMENT NUMBER ONE TO THE EMPLOYMENT AGREEMENT (this “Amendment”) is made and entered into as of December 16, 2020, by and among Bank 34 (the “Bank”) and James T. Crotty (“Executive”).
RETIREMENT AND CONSULTING AGREEMENTRetirement and Consulting Agreement • September 4th, 2020 • Bancorp 34, Inc. • Savings institution, federally chartered • New Mexico
THIS RETIREMENT AND CONSULTING AGREEMENT (this “Agreement”) is entered into as of September 1, 2020 and effective as of October 1, 2020 (“Effective Date”) by and between Bancorp 34, Inc., a Maryland corporation (the “Company”), and Jill Gutierrez (“Executive”).
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 22nd, 2023 • Bancorp 34, Inc. • Savings institution, federally chartered
This AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER, dated as of December 21, 2023 (this “Amendment”), is by and between Bancorp 34, Inc., a Maryland corporation (“B34”) and CBOA Financial, Inc., an Arizona corporation (“CBOA” together with B34, the “Parties”).
