Central Bancompany, Inc. Amended & Restated Voting Trust Agreement, Dated March 5, 2025 Sample Contracts
JOINT FILING AGREEMENTJoint Filing Agreement • November 26th, 2025 • Central Bancompany, Inc. Amended & Restated Voting Trust Agreement, Dated March 5, 2025 • State commercial banks
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including additional amendments thereto) with respect to the shares of Class A common stock, $0.01 par value, of Central Bancompany, Inc. This Joint Filing Agreement shall be filed as an Exhibit to such Statement.
COLLATERAL PLEDGE AGREEMENTCollateral Pledge Agreement • November 26th, 2025 • Central Bancompany, Inc. Amended & Restated Voting Trust Agreement, Dated March 5, 2025 • State commercial banks
In consideration of, and as collateral security for the payment of, the liabilities of S. BRYAN COOK, TRUSTEE OF THE COOK FAMILY TRUST DATED DECEMBER 3, 2012 (the “Pledgor”), to S. BRYAN COOK (the “Pledgee”), evidenced by or arising in connection with that certain Promissory Note of even date herewith in the original principal amount equal to the Purchase Price (determined pursuant to the Sale Contract between the Pledgor and the Pledgee of even date herewith) executed by Pledgor and payable to Pledgee, and all replacements, renewals and extensions of such liabilities (herein collectively called the “Liabilities”), Pledgor hereby assigns and pledges to Pledgee an amount of the assets of the Cook Family Trust equal to the Liabilities, such assets consisting of publicly traded marketable securities as well as interests in privately held investments, including but not limited to shares of the Class A Common Stock in Central Bancompany, Inc. as reflected on Schedule A attached hereto, the
REGISTRATION RIGHTS AGREEMENT between the Voting trust created by the Amended and Restated Voting Trust Agreement, dated March 5, 2025 and Central bancompany, Inc. Dated as of November 21, 2025Registration Rights Agreement • November 26th, 2025 • Central Bancompany, Inc. Amended & Restated Voting Trust Agreement, Dated March 5, 2025 • State commercial banks • Missouri
Registration Rights Agreement, dated November 21, 2025 (this “Agreement”), by and between the Voting Trust (as defined below), Central Bancompany, Inc., a Missouri corporation (the “Company”), and any Voting Trust Holder (as defined below) who becomes a party to this Agreement by executing a Joinder Agreement (as defined below).
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • November 26th, 2025 • Central Bancompany, Inc. Amended & Restated Voting Trust Agreement, Dated March 5, 2025 • State commercial banks
The undersigned understands that Morgan Stanley & Co. LLC (“Morgan Stanley”) and Keefe, Bruyette & Woods, Inc., as representatives of the several Underwriters, propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Central Bancompany, Inc., a Missouri corporation (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters, including Morgan Stanley (the “Underwriters”), of [●] shares (the “Shares”) of the Company’s Class A common stock, par value $0.01 per share (the “Common Stock”).