0001193125-17-206396 Sample Contracts

BYLINE BANCORP, INC. (A Delaware corporation) [●] Shares of Common Stock FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • June 19th, 2017 • Byline Bancorp, Inc. • State commercial banks • New York
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Alberto J. Paracchini
Byline Bancorp, Inc. • June 19th, 2017 • State commercial banks • Illinois

On behalf of the Board of Directors (the “Board”) of Byline Bank, an Illinois chartered bank (the “Company”), I am pleased to offer you employment with the Company on the terms set forth in this letter (“Agreement”).

REVOLVING CREDIT AGREEMENT dated as of October 13, 2016 BETWEEN BYLINE BANCORP, INC., an Illinois corporation as Borrower, and THE PRIVATEBANK AND TRUST COMPANY, as Lender
Byline Bancorp, Inc. • June 19th, 2017 • State commercial banks • Illinois

THIS REVOLVING CREDIT AGREEMENT, dated as of October 13, 2016 (this “Agreement”), is entered into by and between BYLINE BANCORP, INC., an Illinois corporation, as Borrower (“Borrower”) and THE PRIVATEBANK AND TRUST COMPANY, as Lender (“PrivateBank” or “Lender”).

WAIVER LETTER June 7, 2017
Byline Bancorp, Inc. • June 19th, 2017 • State commercial banks
BYLINE BANCORP, INC.
Restricted Share Award Agreement • June 19th, 2017 • Byline Bancorp, Inc. • State commercial banks

This Restricted Share Award Agreement (this “Award Agreement”) evidences an award of restricted shares (the “Restricted Shares”) by Byline Bancorp, Inc., a Delaware corporation (“Byline”), under the Byline Bancorp, Inc. 2017 Omnibus Incentive Compensation Plan (as amended, supplemented or modified, from time to time, the “Plan”). Capitalized terms used but not defined in this Award Agreement have the meanings given to them in the Plan.

Timothy Hadro
Employment Terms • June 19th, 2017 • Byline Bancorp, Inc. • State commercial banks

On behalf of the Board of Directors (the “Board”) of Byline Bank, an Illinois chartered bank (the “Company”), I am pleased to offer you employment with the Company on the terms set forth in this letter (“Agreement”).

BYLINE BANK Chicago, Illinois 60601
Ridgestone Employment Agreement • June 19th, 2017 • Byline Bancorp, Inc. • State commercial banks

Reference is made to that certain (i) Employment Agreement between Ridgestone Financial Services, Inc., a Wisconsin corporation (“Ridgestone”), and you dated as of January 1, 2012 and amended as of May 16, 2014 (and amended thereafter respecting your 2015 Performance Bonus and Stock Bonus Calculation) (“Ridgestone Employment Agreement”) and (ii) Employment Agreement Cancellation Agreement between Ridgestone and you, dated of even date herewith (the “Cancellation Agreement”).

BYLINE BANCORP EQUITY INCENTIVE PLAN STOCK OPTION AGREEMENT
Stock Option Agreement • June 19th, 2017 • Byline Bancorp, Inc. • State commercial banks • Illinois

This Stock Option Agreement (“Agreement”) is entered into by and between Byline Bancorp, Inc., an Illinois corporation (hereinafter referred to as the “Company”), and the individual whose name is set forth on the signature page hereof, who is an employee of a Group Company, hereinafter referred to as the “Participant”. Capitalized terms not defined herein shall have the meaning set forth in the Byline Bancorp Equity Incentive Plan (the “Plan”).

Donald J. Meyer Chicago, IL 60605
Byline Bancorp, Inc. • June 19th, 2017 • State commercial banks

On behalf of the Board of Directors (the “Board”) of Byline Bank, an Illinois chartered bank (the “Company”), I am pleased to offer you employment with the Company on the terms set forth in this letter (“Agreement”).

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