Exhibit 4.2 Stock Option Agreement pursuant to the New Hampshire Thrift Bancshares, Inc. 1996 Stock Option Plan NEW HAMPSHIRE THRIFT BANCSHARES, INC. STOCK OPTION PLAN STOCK OPTION AGREEMENTStock Option Agreement • July 21st, 1997 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
GUARANTEE AGREEMENT by and between NEW HAMPSHIRE THRIFT BANCSHARES, INC. and Dated as of March 30, 2004Guarantee Agreement • March 29th, 2005 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New York
This GUARANTEE AGREEMENT (this “Guarantee”), dated as of March 30, 2004, is executed and delivered by New Hampshire Thrift Bancshares, Inc., a Delaware corporation (the “Guarantor”), and U.S. Bank National Association, a national banking association, organized under the laws of the United States of America, as trustee (the “Guarantee Trustee”), for the benefit of the Holders (as defined herein) from time to time of the Capital Securities (as defined herein) of NHTB Statutory Trust III Fixed, a Connecticut statutory trust (the “Issuer”).
9 Main Street Newport, New Hampshire 03773 (Address of principal executive offices) (Zip Code) The New Hampshire Thrift Bancshares, Inc. Guarantee with respect to Capital Securities (Title of the indenture securities) -------------...New Hampshire Thrift Bancshares Inc • July 29th, 1999 • Savings institution, federally chartered
WHEREAS, Seller desires to sell, and Purchaser desires to acquire, in accordance with the terms and provisions of this Agreement, immediately after the consummation of the transactions contemplated in the Stock Purchase Agreement, all of the assets...Purchase and Assumption Agreement • May 14th, 1999 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
EXHIBIT 10.8 Stock Purchase Agreement Dated as of April 12, 1999Stock Purchase Agreement • May 14th, 1999 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
FORM OF NEW HAMPSHIRE THRIFT BANCSHARES, INC. 1998 STOCK OPTION PLAN STOCK OPTION AGREEMENT ----------------------Stock Option Agreement • October 29th, 1998 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
EXHIBIT 10.5 EMPLOYMENT AGREEMENT THIS AGREEMENT is made effective as of August 2, 1994, by and between NEW HAMPSHIRE THRIFT BANCSHARES, INC. (the "Company") and its subsidiary Lake Sunapee Bank, fsb. (the "Bank"), and Stephen W. Ensign (the...Employment Agreement • November 5th, 1996 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
EXHIBIT 10.6 EMPLOYMENT AGREEMENT -------------------- THIS AGREEMENT is made effective as of August 2, 1994, by and between NEW HAMPSHIRE THRIFT BANCSHARES, INC. (the "Company") and its subsidiary Lake Sunapee Bank, fsb. (the "Bank"), and Stephen R....Employment Agreement • November 5th, 1996 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
SETTLEMENT AGREEMENTSettlement Agreement • May 9th, 2016 • Lake Sunapee Bank Group • Savings institution, federally chartered • New Hampshire
This Settlement Agreement (the “Agreement”) is entered into as of May 5, 2016 by and among H. Bliss Dayton (the “Officer”), Bar Harbor Bankshares, a bank holding company (“Buyer”), Bar Harbor Bank & Trust, a wholly-owned subsidiary of Buyer (“Buyer Bank”), Lake Sunapee Bank Group, a bank holding company (“Seller”), and Lake Sunapee, FSB, a wholly-owned subsidiary of Seller (“Seller Bank”).
THREE-YEAR CHANGE OF CONTROL AGREEMENTChange of Control Agreement • February 22nd, 2013 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
This THREE-YEAR CHANGE OF CONTROL AGREEMENT (the “Agreement”) is made and entered into as of February 14, 2013 by and among LAKE SUNAPEE BANK, FSB (the “Bank”), NEW HAMPSHIRE THRIFT BANCSHARES, INC. (the “Company”) and William J. McIver (the “Officer”), with the Company being a party hereto solely for purposes of section 20 hereof.
SMALL BUSINESS LENDING FUND – SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 29th, 2011 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the Effective Date set forth above (the “Signing Date”) between the Secretary of the Treasury (“Treasury”) and the Company named above (the “Company”), an entity existing under the laws of the Jurisdiction of Organization stated above in the Organizational Form stated above. The Company has elected to participate in Treasury’s Small Business Lending Fund program (“SBLF”). This Agreement contains the terms and conditions on which the Company intends to issue preferred stock to Treasury, which Treasury will purchase using SBLF funds.
AMENDED AND RESTATED EMPLOYMENT AGREEMENT BETWEEN NEW HAMPSHIRE THRIFT BANCSHARES, INC. AND STEPHEN R. THEROUXEmployment Agreement • March 23rd, 2012 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT is made effective as of July 18th, 2000 (the “Effective Date”), by and between NEW HAMPSHIRE THRIFT BANCSHARES, INC. (the “Company”) and STEPHEN R. THEROUX (the “Executive”). Any reference to the “Bank” herein shall mean Lake Sunapee Bank, FSB, a wholly-owned subsidiary of the Company, or any successor thereto.
AMENDED AND RESTATED EMPLOYMENT AGREEMENT BETWEEN LAKE SUNAPEE BANK, FSB AND STEPHEN R. THEROUXEmployment Agreement • March 23rd, 2012 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
This AMENDED AND RESTATED EMPLOYMENT AGREEMENT is made effective as of July 18, 2000 (the “Effective Date”), by and between LAKE SUNAPEE BANK, FSB (the “Bank”) and STEPHEN R. THEROUX (the “Executive”). Any reference to the “Company” herein shall mean New Hampshire Thrift Bancshares, Inc., or any successor thereto.
EXECUTIVE SALARY CONTINUATION AGREEMENTContinuation Agreement • March 19th, 2014 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
THIS AGREEMENT, made and entered into this 17th day of March, 2014, by and between Lake Sunapee Bank, FSB, a bank organized and existing under the laws of the United States of America (hereinafter referred to as the “Bank”), and Laura Jacobi, an Executive of the Bank (hereinafter referred to as the “ Executive”), a member of a select group of management and highly compensated employees of the Bank.
EXHIBIT 10.10 Asset and Liability Allocation Agreement New London Trust, FSB Dated as of April 12, 1999Asset and Liability Allocation Agreement • May 14th, 1999 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
FORM OF ONE-YEAR CHANGE OF CONTROL AGREEMENTChange of Control Agreement • March 23rd, 2012 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
This CHANGE OF CONTROL AGREEMENT (the “Agreement”) is made and entered into as of , 2012 by and among LAKE SUNAPEE BANK, FSB (the “Bank”), NEW HAMPSHIRE THRIFT BANCSHARES, INC. (the “Company”) and [ ] (the “Officer”).
SUBORDINATED NOTE PURCHASE AGREEMENTSubordinated Note Purchase Agreement • October 29th, 2014 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New York
This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of October 29, 2014, and is made by and among New Hampshire Thrift Bancshares, Inc. (“Issuer”), and each of the noteholders named on Schedule I hereto (each a “Noteholder” and together, the “Noteholders”). Capitalized terms that are not otherwise defined shall have the meanings set forth in Section 1 hereof.
SETTLEMENT AGREEMENTSettlement Agreement • May 9th, 2016 • Lake Sunapee Bank Group • Savings institution, federally chartered • New Hampshire
This Settlement Agreement (the “Agreement”) is entered into as of May 5, 2016 by and among William J. McIver (the “Executive”), Bar Harbor Bankshares, a bank holding company (“Buyer”), Bar Harbor Bank & Trust, a wholly-owned subsidiary of Buyer (“Buyer Bank”), Lake Sunapee Bank Group, a bank holding company (“Seller”), and Lake Sunapee, FSB, a wholly-owned subsidiary of Seller (“Seller Bank”).
SETTLEMENT AGREEMENTSettlement Agreement • May 9th, 2016 • Lake Sunapee Bank Group • Savings institution, federally chartered • New Hampshire
This Settlement Agreement (the “Agreement”) is entered into as of May 5, 2016 by and among Stephen Ensign (the “Consultant”), Bar Harbor Bankshares, a bank holding company (“Buyer”), Bar Harbor Bank & Trust, a wholly-owned subsidiary of Buyer (“Buyer Bank”), Lake Sunapee Bank Group, a bank holding company (“Seller”), and Lake Sunapee, FSB, a wholly-owned subsidiary of Seller (“Seller Bank”).
SETTLEMENT AGREEMENTSettlement Agreement • May 9th, 2016 • Lake Sunapee Bank Group • Savings institution, federally chartered • New Hampshire
This Settlement Agreement (the “Agreement”) is entered into as of May 5, 2016 by and among Stephen R. Theroux (the “Executive”), Bar Harbor Bankshares, a bank holding company (“Buyer”), Bar Harbor Bank & Trust, a wholly-owned subsidiary of Buyer (“Buyer Bank”), Lake Sunapee Bank Group a bank holding company (“Seller”), and Lake Sunapee, FSB, a wholly-owned subsidiary of Seller (“Seller Bank”).
AGREEMENT AND PLAN OF MERGER DATED AS OF DECEMBER 14, 2006 BY AND BETWEEN NEW HAMPSHIRE THRIFT BANCSHARES, INC. AND FIRST BRANDON FINANCIAL CORPORATIONAgreement and Plan of Merger • December 15th, 2006 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of December 14, 2006, by and among New Hampshire Thrift Bancshares, Inc., a Delaware corporation (“NHTB”), and First Brandon Financial Corporation, a Vermont corporation (“FBFC”).
UNITED STATES DEPARTMENT OF THE TREASURYSecurities Purchase Agreement • August 29th, 2011 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered
Reference is made to that certain Letter Agreement incorporating the Securities Purchase Agreement – Standard Terms (the “Securities Purchase Agreement”), dated as of the date set forth on Schedule A hereto, between the United States Department of the Treasury (the “Investor”) and the company set forth on Schedule A hereto (the “Company”). Capitalized terms used but not defined herein shall have the meanings assigned to them in the Securities Purchase Agreement. Pursuant to the Securities Purchase Agreement, at the Closing, the Company issued to the Investor the number of shares of the series of its preferred stock set forth on Schedule A hereto (the “Preferred Shares”) and a warrant to purchase the number of shares of its common stock set forth on Schedule A hereto (the “Warrant”).
NEW HAMPSHIRE THRIFT BANCSHARES, INC.Non-Qualified Stock Option Agreement • July 11th, 2014 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered
New Hampshire Thrift Bancshares, Inc., a Delaware corporation (the “Company”), hereby grants an option (the “Option”) to purchase shares of its common stock, $0.01 par value per share (the “Shares”), to the Recipient named below, subject to the vesting and other conditions set forth below. Additional terms and conditions of the grant are set forth in this cover sheet and in the attached Non-Qualified Stock Option Agreement (collectively, the “Agreement”) and in the Company’s 2014 Stock Incentive Plan (as amended from time to time, the “Plan”).
NEW HAMPSHIRE THRIFT BANCSHARES, INC.Restricted Stock Agreement • July 11th, 2014 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered
New Hampshire Thrift Bancshares, Inc., a Delaware corporation (the “Company”), hereby grants (the “Grant”) shares of its common stock, $0.01 par value per share (the “Shares”), to the Recipient named below, subject to the vesting and other conditions set forth below. Additional terms and conditions of the Grant are set forth in this Award Notice and in the attached Restricted Stock Agreement (collectively, the “Agreement”) and in the Company’s 2014 Stock Incentive Plan (as amended from time to time, the “Plan”).
Form of Option Agreement under the New Hampshire Thrift Bancshares, Inc.Form of Option Agreement • May 18th, 2004 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered
This Stock Option Agreement is intended to set forth the terms and conditions on which a Stock Option has been granted under the New Hampshire Thrift Bancshares, Inc. 2004 Stock Incentive Plan. Set forth below are the specific terms and conditions applicable to this Stock Option. Attached as Exhibit A are its general terms and conditions.
NHTB Letterhead]Letter Agreement • February 22nd, 2013 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
This letter agreement ( “Agreement”) summarizes the terms and conditions related to your provision of consulting services to New Hampshire Thrift Bancshares, Inc. (the “Company”), and its wholly-owned subsidiary, Lake Sunapee Bank, fsb (the “Bank”). The Company and the Bank are referred to together in this Agreement as “NHTB.” You and NHTB agree and acknowledge that this Agreement will become effective as of May 1, 2013 (the “Effective Date”).
EXECUTIVE SALARY CONTINUATION AGREEMENTExecutive Salary Continuation Agreement • February 21st, 2008 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
THIS AGREEMENT, made and entered into this day of , 2008, by and between Lake Sunapee Bank, FSB, a bank organized and existing under the laws of the United States of America (hereinafter referred to as the “Bank”), and , an Executive of the Bank (hereinafter referred to as the “Executive”), a member of a select group of management and highly compensated employees of the Bank.
FIRST AMENDMENT TO SALARY CONTINUATION AGREEMENTSalary Continuation Agreement • December 15th, 2010 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered
This amendment (the “Amendment”) is made as of December 14, 2010, by and between Lake Sunapee Bank, FSB, a bank organized and existing under the laws of the United States of America (the “Bank”) and Stephen R. Theroux (“Executive”).
AGREEMENT AND PLAN OF MERGER DATED AS OF APRIL 16, 2007 BY AND BETWEEN NEW HAMPSHIRE THRIFT BANCSHARES, INC. AND FIRST COMMUNITY BANKAgreement and Plan of Merger • April 23rd, 2007 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of April 16, 2007, by and between New Hampshire Thrift Bancshares, Inc., a Delaware corporation (“Buyer”), and First Community Bank, a Vermont-chartered commercial bank (“Bank”).
AGREEMENT AND PLAN OF MERGER DATED AS OF APRIL 3, 2013 BY AND BETWEEN NEW HAMPSHIRE THRIFT BANCSHARES, INC. AND CENTRAL FINANCIAL CORPORATIONAgreement and Plan of Merger • April 3rd, 2013 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of April 3, 2013, by and between New Hampshire Thrift Bancshares, Inc., a Delaware corporation (“Buyer”), and Central Financial Corporation, a Vermont corporation (the “Company”).
Purchase and Sale AgreementPurchase and Sale Agreement • February 22nd, 2013 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
This Agreement entered into on this 15th day of February, 2013 by Lake Sunapee Bank, fsb, (“Purchaser”) and Meredith Village Savings Bank (“Seller”).
NEW HAMPSHIRE THRIFT BANCSHARES, INC.Incentive Stock Option Agreement • July 11th, 2014 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered
New Hampshire Thrift Bancshares, Inc., a Delaware corporation (the “Company”), hereby grants an option (the “Option”) to purchase shares of its common stock, $0.01 par value per share (the “Shares”), to the Recipient named below, subject to the vesting and other conditions set forth below. Additional terms and conditions of the grant are set forth in this cover sheet and in the attached Incentive Stock Option Agreement (collectively, the “Agreement”) and in the Company’s 2014 Stock Incentive Plan (as amended from time to time, the “Plan”).
NHTB Letterhead]New Hampshire Thrift Bancshares Inc • November 14th, 2013 • Savings institution, federally chartered
This letter agreement is intended to be a summary of terms and conditions related to your provision of consulting services to New Hampshire Thrift Bancshares, Inc. and Lake Sunapee Bank, fsb (collectively referred to herein as the “Company”). The consulting services will be provided to assist the Company with various projects, including, but not limited to, transition services, maintaining relationships with customers, community organizations, vendors and otherwise assisting with special projects as may be requested by the Company. The terms and conditions of this letter agreement are intended to be in addition to, and not in replacement of, your existing duties and compensation arrangements with the Company in your capacity as non-employee director for which you will continue to be compensated on the same basis as all other non-employee directors.
EXECUTIVE CHAIRMAN EMPLOYMENT AGREEMENTExecutive Chairman Employment Agreement • March 23rd, 2012 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • New Hampshire
This EXECUTIVE CHAIRMAN EMPLOYMENT AGREEMENT (the “Agreement”) is made effective as of June 1, 2012 (the “Effective Date”), by and between LAKE SUNAPEE BANK, FSB (the “Bank”) and STEPHEN W. ENSIGN (the “Executive Chairman”). Any reference to the “Company” herein shall mean New Hampshire Thrift Bancshares, Inc., or any successor thereto.
AGREEMENT AND PLAN OF MERGER DATED AS OF AUGUST 1, 2012 BY AND BETWEEN NEW HAMPSHIRE THRIFT BANCSHARES, INC. AND THE NASHUA BANKAgreement and Plan of Merger • August 7th, 2012 • New Hampshire Thrift Bancshares Inc • Savings institution, federally chartered • Delaware
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is dated as of August , 2012, by and between New Hampshire Thrift Bancshares, Inc., a Delaware corporation (“NHTB”), and The Nashua Bank, a New Hampshire-chartered trust company (“TNB”).
