INDEMNIFICATION AGREEMENTIndemnification Agreement • March 4th, 2020 • California BanCorp • State commercial banks • California
This Indemnification Agreement, dated as of [•], is made by and between California BanCorp, a corporation organized under the laws of the State of California (the “Company”), and [•] (the “Indemnitee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 4th, 2020 • California BanCorp • State commercial banks • California
This Indemnification Agreement, dated as of [•], is made by and between California Bank of Commerce, a California banking corporation (the “Bank”), and [•] (the “Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 4th, 2020 • California BanCorp • State commercial banks • California
This employment agreement (this “Agreement”) is entered into effective as of the 20th day of May, 2019 (the “Effective Date”), by and between CALIFORNIA BANK OF COMMERCE, a California banking corporation (the “Bank”), and Thomas A. Sa (“Employee”).
STOCK OPTION AWARD AGREEMENTStock Option Award Agreement • March 4th, 2020 • California BanCorp • State commercial banks • California
California Bank of Commerce a California banking corporation, and the undersigned person (“Optionee”) have entered into this Stock Option Agreement effective as of the Grant Date set forth below. The Company has granted to Optionee the option (the “Option”) to purchase the number of shares (the “Shares”) of common stock, no par value, of the Company (“Stock”) set forth below at the per Share purchase price (the “Exercise Price”) set forth below, pursuant to the terms of this Award Agreement. The Option was granted under the Company’s Stock Option Plan as the same may be amended, modified, supplemented or interpreted from time to time (the “Plan”), which is incorporated herein by reference and to which this Option is subject in all respects.
EXECUTIVE SUPPLEMENTAL COMPENSATION AGREEMENT (By and Between California Bank of Commerce and Steven E. Shelton)Executive Supplemental Compensation Agreement • March 4th, 2020 • California BanCorp • State commercial banks • California
This Executive Supplemental Compensation Agreement (hereinafter “Agreement”) is made and entered into effective as of May 7, 2018 by and between California Bank of Commerce (hereinafter the “Bank” or the “Employer”), a state-chartered commercial bank with its principal offices located in the city of Lafayette, California and Steven E. Shelton, an Executive of the Bank (the “Executive”).
CALIFORNIA BANCORP RESTRICTED STOCK AWARD AGREEMENTCalifornia Bancorp • March 4th, 2020 • California BanCorp • State commercial banks • California
California BanCorp, a California corporation, (the “Company” or “BanCorp”), hereby awards you a Restricted Stock Award (the “Restricted Stock”). The terms and conditions of the Award are set forth in this cover sheet and the attached Restricted Stock Award Agreement (together, this “Agreement”) and in the California BanCorp 2017 Equity Incentive Plan as it may be amended from time to time (the “Plan”). “Shares” means shares of Bancorp Common Stock. “Service” means rendering service to BanCorp or its Subsidiaries as an advisor, Director or employee. Capitalized terms in this Agreement that are not defined shall have the meanings set forth in the Plan.
EXECUTIVE SUPPLEMENTAL COMPENSATION AGREEMENT (By and Between California Bank of Commerce and Thomas A. Sa)Executive Supplemental Compensation Agreement • March 4th, 2020 • California BanCorp • State commercial banks • California
This Executive Supplemental Compensation Agreement (hereinafter “Agreement”) is executed and entered into as of January 31, 2020, by and between California Bank of Commerce (hereinafter the “Bank” or the “Employer”), a state-chartered commercial bank with its principal offices located in the city of Lafayette, California, and Thomas A. Sa, an executive officer of the Bank (“Executive”) and was effective as of the Effective Date.
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 4th, 2020 • California BanCorp • State commercial banks • California
California Bank of Commerce (the “Company”), a California corporation, and the undersigned person (“Grantee”) have entered into this Restricted Stock Award Agreement (“Award Agreement”) effective as of the Grant Date set forth below. The Company has granted to Grantee the Restricted Stock (the “Restricted Stock”) representing the number of shares (the “Shares”) of common stock, no par value, of the Company (“Stock”) set forth below which Restricted Stock will vest in accordance with the following schedule, pursuant to the terms of this Award Agreement. The Restricted Stock is granted under the Company’s 2014 EQUITY INCENTIVE PLAN, as the same may be amended, modified, supplemented or interpreted from time to time (the “Plan”), which is incorporated herein by reference and to which this Restricted Stock is subject in all respects. The Company has determined that it is in its best interests and that of its shareholders to grant the award of Restricted Stock provided for herein.
CALIFORNIA BANCORP STOCK OPTION AGREEMENTCalifornia Bancorp • March 4th, 2020 • California BanCorp • State commercial banks • California
California BanCorp, a California corporation, (the “Company” or “BanCorp”), hereby awards you an Option Right (the “Option” or “Award”). The terms and conditions of the Award are set forth in this cover sheet and the attached Stock Option Agreement (together, this “Agreement”) and in the California BanCorp 2017 Equity Incentive Plan as it may be amended from time to time (the “Plan”). “Shares” means shares of Bancorp Common Stock. “Service” means rendering service to the Company or its Subsidiaries as an advisor, Director or employee. Capitalized terms in this Agreement that are not defined shall have the meanings set forth in the Plan.
SECOND AMENDED AND RESTATED CALIFORNIA BANK OF COMMERCE SPLIT-DOLLAR AGREEMENT (By and Between CALIFORNIA BANK OF COMMERCE and STEVEN E. SHELTON)Split-Dollar Agreement • March 4th, 2020 • California BanCorp • State commercial banks • California
This “Second Amended and Restated California Bank of Commerce Split-Dollar Agreement (hereinafter “Agreement”) is made and entered into effective as of 1/13, 2019, by and between California Bank of Commerce (the “Bank” or “Employer”) and Steven E. Shelton (“Insured”). Furthermore, this Agreement is intended to amend, supersede and replace the Amended and Restated California Bank of Commerce Split-Dollar Agreement by and between the Bank and Insured, effective as of December 31, 2015, in its entirety. Wherefore, the parties agree as follows:
STOCK AWARD AGREEMENT Pursuant to the CALIFORNIA BANK OF COMMERCEStock Award Agreement • March 4th, 2020 • California BanCorp • State commercial banks
This STOCK AWARD AGREEMENT (the “Agreement”), dated as of Date, is made between California Bank of Commerce, a California corporation (the “Bank”) and the above-named individual (the “Participant”) to record the granting of Stock on Date (the “Date of Grant”) to the Participant pursuant to the California Bank of Commerce 2007 Equity Incentive Plan (the “Plan”) by the Compensation Committee of the Board of Directors of the Bank (the “Committee”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 4th, 2020 • California BanCorp • State commercial banks • New York
This SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of August 14, 2018, is made by and among, California BanCorp, a California corporation (the “Company”), and the Purchasers listed on Exhibit A hereto, together with their permitted transferees (each, a “Purchaser” and collectively, the “Purchasers”).
INCENTIVE STOCK OPTION AWARD AGREEMENTIncentive Stock Option Award Agreement • March 4th, 2020 • California BanCorp • State commercial banks • California
California Bank of Commerce (the “Company”), a California banking corporation, and the undersigned person (“Optionee”) have entered into this Stock Option Agreement effective as of the Grant Date set forth below. The Company has granted to Optionee the option (the “Option”) to purchase the number of shares (the “Shares”) of common stock, no par value, of the Company (“Stock”) set forth below at the per Share purchase price (the “Exercise Price”) set forth below, pursuant to the terms of this Award Agreement. The Option was granted under the Company’s 2014 EQUITY INCENTIVE PLAN, as the same may be amended, modified, supplemented or interpreted from time to time (the “Plan”), which is incorporated herein by reference and to which this Option is subject in all respects.
CALIFORNIA BANCORP RESTRICTED STOCK UNIT AGREEMENTRestricted Stock Unit Agreement • March 4th, 2020 • California BanCorp • State commercial banks • California
California BanCorp, a California corporation, (the “Company” or “BanCorp”), hereby awards you a Restricted Stock Unit Award (the “Stock Units”). The terms and conditions of the Award are set forth in this cover sheet and the attached Restricted Stock Unit Agreement (together, this “Agreement”) and in the California BanCorp 2017 Equity Incentive Plan as it may be amended from time to time (the “Plan”). “Shares” means shares of Bancorp Common Stock. “Service” means rendering service to BanCorp or its Subsidiaries as an advisor, Director or employee. Capitalized terms in this Agreement that are not defined shall have the meanings set forth in the Plan.
