1 EXHIBIT 1 RIGHTS AGREEMENT TRICO BANCSHARESRights Agreement • July 5th, 2001 • Trico Bancshares / • State commercial banks • New York
FORM OF TRICO BANCSHARES STOCK OPTION AGREEMENT PURSUANT TO THE 2001 STOCK OPTION PLANStock Option Agreement • May 13th, 2004 • Trico Bancshares / • State commercial banks • California
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 10th, 2013 • Trico Bancshares / • State commercial banks • California
This Indemnification Agreement, dated as of [•], 2013, is made by and between TriCo Bancshares, a corporation organized under the laws of the State of California (the “Company”), and [ ] (the “Indemnitee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 1st, 2023 • Trico Bancshares / • State commercial banks • California
This Indemnification Agreement, dated as of _______, 20__, is made by and between TRI COUNTIES BANK, a California-chartered commercial bank (the “Bank”), and ____________________(the “Indemnitee”).
Exhibit 10.9 CHANGE OF CONTROL AGREEMENT This Agreement is dated as of April 10, 2001, and is by and among TRI COUNTIES BANK ("Employer"), a California corporation having its principal place of business at 63 Constitution Drive, Chico, California...Change of Control Agreement • November 13th, 2001 • Trico Bancshares / • State commercial banks • California
PURCHASE AND ASSUMPTION AGREEMENT WHOLE BANK ALL DEPOSITS AMONG FEDERAL DEPOSIT INSURANCE CORPORATION, RECEIVER OF GRANITE COMMUNITY BANK, N.A. GRANITE BAY, CALIFORNIA FEDERAL DEPOSIT INSURANCE CORPORATION and TRI COUNTIES BANK CHICO, CALIFORNIA DATED...Purchase and Assumption Agreement • June 3rd, 2010 • Trico Bancshares / • State commercial banks
THIS AGREEMENT, made and entered into as of the 21st day of May, 2010, by and among the FEDERAL DEPOSIT INSURANCE CORPORATION, RECEIVER of GRANITE COMMUNITY BANK, GRANITE BAY, CALIFORNIA, (the “Receiver”), TRI COUNTIES BANK, organized under the laws of the State of California, and having its principal place of business in CHICO, CALIFORNIA, (the “Assuming Institution”), and the FEDERAL DEPOSIT INSURANCE CORPORATION, organized under the laws of the United States of America and having its principal office in Washington, D.C., acting in its corporate capacity (the “Corporation”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 21st, 2018 • Trico Bancshares / • State commercial banks • California
This Agreement has been entered into by and between Tri Counties Bank (the “Company”), TriCo Bancshares (the Company’s parent entity) and Jim D. Black and was effective upon the Execution Date.
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION DATED AS OF DECEMBER 11, 2017 BY AND BETWEEN TRICO BANCSHARES AND FNB BANCORPBank Merger Agreement • December 12th, 2017 • Trico Bancshares / • State commercial banks • California
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, dated as of December 11, 2017 by and between TriCo Bancshares, a California corporation (“TriCo”), and FNB Bancorp, a California corporation (“FNBB”).
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • November 30th, 2016 • Trico Bancshares / • State commercial banks • California
This Change of Control Agreement (“Agreement”) is dated as of December 1, 2016, and is by and among TRI COUNTIES BANK, a California banking corporation having its principal place of business at 63 Constitution Drive, Chico, California 95973, TRICO BANCSHARES, a California corporation (“TriCo”), and John S. Fleshood (“Employee”).
EMPLOYMENT AGREEMENTEmployment Agreement • April 14th, 2021 • Trico Bancshares / • State commercial banks • California
THIS EMPLOYMENT AGREEMENT (the “Agreement”) is made and entered into as of this 12th day of April, 2021 (the “Effective Date”), by and among Richard P. Smith (“Executive”), TriCo Bancshares, a California corporation (“TriCo”) and Tri Counties Bank, a California banking corporation (the “Bank”, and Executive, TriCo and the Bank collectively, the “Parties”).
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION BY AND BETWEEN TRICO BANCSHARES AND NORTH VALLEY BANCORPAgreement and Plan of Merger and Reorganization • January 22nd, 2014 • Trico Bancshares / • State commercial banks • California
This AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, dated as of January 21, 2014 (this “Agreement”), is entered into by and between TriCo Bancshares, a California corporation (“TriCo”), and North Valley Bancorp, a California corporation (“North Valley”).
TRI COUNTIES BANK SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN Effective September 1, 1987Trico Bancshares / • January 16th, 2003 • State commercial banks • California
The purpose of this Supplemental Executive Retirement Plan (the “Plan”) is to provide supplemental retirement benefits for certain key employees of TriCo Bancshares, Tri Counties Bank, and subsidiaries or affiliates thereof. It is intended that the Plan will aid in retaining and attracting individuals of exceptional ability by providing them with these benefits. This Plan shall be effective as of September 1, 1987.
FORM OF TRICO BANCSHARES STOCK OPTION AGREEMENT PURSUANT TO THE 2001 STOCK OPTION PLANBancshares Stock Option Agreement • May 13th, 2004 • Trico Bancshares / • State commercial banks • California
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • April 14th, 2021 • Trico Bancshares / • State commercial banks • California
This Change of Control Agreement (“Agreement”) is dated as of _____, 20__, and is by and among TriCo Bancshares, a California corporation (“TriCo”), Tri Counties Bank, a California banking corporation, and _____________________ (“Employee”).
PURCHASE AND ASSUMPTION AGREEMENT WHOLE BANK ALL DEPOSITS AMONG FEDERAL DEPOSIT INSURANCE CORPORATION, RECEIVER OF CITIZENS BANK OF NORTHERN CALIFORNIA NEVADA CITY, CALIFORNIA FEDERAL DEPOSIT INSURANCE CORPORATION and TRI COUNTIES BANK DATED AS OF...Purchase and Assumption Agreement • September 27th, 2011 • Trico Bancshares / • State commercial banks
THIS AGREEMENT, made and entered into as of the 23rd day of September, 2011, by and among the FEDERAL DEPOSIT INSURANCE CORPORATION, RECEIVER of CITIZENS BANK OF NORTHERN CALIFORNIA, NEVADA CITY, CALIFORNIA (the “Receiver”), TRI COUNTIES BANK, organized under the laws of the State of California, and having its principal place of business in CHICO, CALIFORNIA (the “Assuming Institution”), and the FEDERAL DEPOSIT INSURANCE CORPORATION, organized under the laws of the United States of America and having its principal office in Washington, D.C., acting in its corporate capacity (the “Corporation”).
AMENDMENT TO RIGHTS AGREEMENTRights Agreement • June 4th, 2014 • Trico Bancshares / • State commercial banks • New York
This Amendment to Rights Agreement dated as June 4, 2014 (this “Amendment”) is made by and between TriCo Bancshares, a California corporation (the “Company”), and Computershare Inc., a Delaware corporation and successor-in-interest to Mellon Investor Services LLC, as Rights Agent (the “Rights Agent”), and amends the Rights Agreement dated as of June 25, 2001 by and between the Company and Mellon Investor Services LLC, as amended on July 8, 2011 (the “Rights Agreement”). Capitalized terms used in this Amendment and not otherwise defined have the meaning given to them in the Rights Agreement.
EMPLOYMENT AGREEMENTEmployment Agreement • January 16th, 2003 • Trico Bancshares / • State commercial banks • California
This EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of April 10, 2001 between TRICO BANCSHARES (“EMPLOYER”), having its principal place of business at 63 Constitution Drive, Chico, California 95973 and Richard P. Smith (“Employee”).
AMENDED EMPLOYMENT AGREEMENTAmended Employment Agreement • April 3rd, 2013 • Trico Bancshares / • State commercial banks • California
This AMENDED EMPLOYMENT AGREEMENT (“Agreement”) is entered into as of March 28, 2013 between TRICO BANCSHARES (“EMPLOYER”), having its principal place of business at 63 Constitution Drive, Chico, California 95926 and Richard P. Smith (“Employee”), and replaces in its entirety the Amended Employment Agreement dated August 23, 2005, between EMPLOYER and Employee.
TRICO BANCSHARES SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AND PARTICIPATION AGREEMENTTrico Bancshares Supplemental Executive Retirement Plan • December 28th, 2022 • Trico Bancshares / • State commercial banks
WHERAS, TriCo Bancshares (the “Company”) maintains the TriCo Bancshares Supplemental Executive Retirement Plan (the “SERP”);
October 19, 2021 TriCo Bancshares Chico, CA 95973 Ladies and Gentlemen:Merger Agreement • October 20th, 2021 • Trico Bancshares / • State commercial banks
This opinion is being delivered to you in connection with the Agreement and Plan of Merger and Reorganization, dated as of July 27, 2021 (the “Merger Agreement”), by and between TriCo Bancshares, a California corporation (“TriCo”), and Valley Republic Bancorp, a California corporation (“Valley”). Pursuant to the Merger Agreement, Valley will merge with and into TriCo with TriCo surviving the merger (the “Merger”). Capitalized terms not defined herein shall have the meanings ascribed to them (or defined by reference) in the Merger Agreement. All section references, unless otherwise indicated, are to the Internal Revenue Code of 1986, as amended (the “Code”).
TRICO BANCSHARES SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AND PARTICIPATION AGREEMENTTrico Bancshares Supplemental Executive Retirement Plan • December 28th, 2022 • Trico Bancshares / • State commercial banks
WHERAS, TriCo Bancshares (the “Company”) maintains the TriCo Bancshares Supplemental Executive Retirement Plan (the “SERP”);
October 19, 2021 Valley Republic Bancorp Bakersfield, CA 93309 Ladies and Gentlemen:Trico Bancshares / • October 20th, 2021 • State commercial banks
This opinion is being delivered to you in connection with the Agreement and Plan of Merger and Reorganization, dated as of July 27, 2021 (the “Merger Agreement”), by and between TriCo Bancshares, a California corporation (“TriCo”), and Valley Republic Bancorp, a California corporation (“Valley”). Pursuant to the Merger Agreement, Valley will merge with and into TriCo with TriCo surviving the merger (the “Merger”). Capitalized terms not defined herein shall have the meanings ascribed to them (or defined by reference) in the Merger Agreement. All section references, unless otherwise indicated, are to the Internal Revenue Code of 1986, as amended (the “Code”).
Tri Counties Bank Letterhead]Trico Bancshares / • December 23rd, 2016 • State commercial banks
TRICO BANCSHARES TRANSACTION BONUS AGREEMENTTransaction Bonus Agreement • August 13th, 2014 • Trico Bancshares / • State commercial banks • California
THIS TRANSACTION BONUS AGREEMENT (this “Agreement”) is made and entered into on and effective as of August 7, 2014, by and between TriCo Bancshares, a California corporation (“TriCo”), and Richard P. Smith (“Executive”).
TRICO BANCSHARES SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AND PARTICIPATION AGREEMENTTrico Bancshares Supplemental Executive Retirement Plan • December 28th, 2022 • Trico Bancshares / • State commercial banks
WHERAS, TriCo Bancshares (the “Company”) maintains the TriCo Bancshares Supplemental Executive Retirement Plan (the “SERP”);
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION DATED AS OF JULY 27, 2021 BY AND BETWEEN TRICO BANCSHARES AND VALLEY REPUBLIC BANCORPBank Merger Agreement • July 28th, 2021 • Trico Bancshares / • State commercial banks • California
AGREEMENT AND PLAN OF MERGER AND REORGANIZATION, dated as of July 27, 2021 by and between TriCo Bancshares, a California corporation (“TriCo”), and Valley Republic Bancorp, a California corporation (“Valley,” and together with TriCo, the “Parties,” and, individually, each a “Party”).
TriCo Bancshares and Mellon Investor Services LLC, as Rights Agent as Rights Agent Amendment to Rights Agreement Dated as of July 8, 2011Amendment to Rights Agreement • July 8th, 2011 • Trico Bancshares / • State commercial banks • New York
This Amendment to Rights Agreement dated as July 8, 2011 (this “Amendment”) is made by and between TriCo Bancshares, a California corporation (the “Company”) and Mellon Investor Services LLC (operating with the service name BNY Mellon Shareowner Services), as Rights Agent (the “Rights Agent”).
