SI FINANCIAL GROUP, INC. (a Maryland corporation) Up to 7,546,875 Shares (Subject to Increase Up to 8,678,906 Shares) COMMON STOCK ($0.01 Par Value) Subscription Price $8.00 Per Share AGENCY AGREEMENTAgency Agreement • September 10th, 2010 • SI Financial Group, Inc. • Maryland
Re: Proposed Conversion – Records Processing ServicesSI Financial Group, Inc. • September 10th, 2010 • New York
Stifel, Nicolaus & Company, Incorporated (“Stifel Nicolaus”) is pleased to submit this letter agreement setting forth the terms of the proposed engagement of Stifel Nicolaus as data processing records management agent (the “Records Agent”) for Savings Institute Bank And Trust Company (the “Bank”) in connection with the proposed mutual-to-stock conversion of the MHC (as defined below) (the “Conversion”) and the concurrent sale of common stock of a new stock holding company (the “Stock Company”) to be formed in connection with the Conversion representing the ownership interest in the Mid-Tier (as defined below) currently owned by the MHC (as defined below).
SAVINGS INSTITUTE BANK AND TRUST COMPANY CHANGE IN CONTROL AGREEMENTSavings Institute Bank and Trust Company • September 10th, 2010 • SI Financial Group, Inc. • Connecticut
This AGREEMENT (“Agreement”) is hereby entered into as of September 30, 2004, by and between Savings Institute Bank and Trust Company (the “Bank”), a federally-chartered savings bank with its principal offices at 803 Main Street, Willimantic, Connecticut 06226, Laurie L. Gervais (“Executive”) and SI Financial Group, Inc. (the “Company”), a federally-chartered corporation and the holding company of the Bank, as guarantor.
FORM OF SECTION 409A AMENDMENT TO THE CHANGE IN CONTROL AGREEMENTChange in Control Agreement • September 10th, 2010 • SI Financial Group, Inc.
WHEREAS, (the “Executive”) entered into a change in control agreement with the Savings Institute Bank and Trust Company (the “Bank”) and SI Financial Group, Inc. (the “Company”) as guarantor, effective , 20 (the “Agreement”); and
