FORM OF THIRD COAST BANCSHARES, INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 9th, 2022 • Third Coast Bancshares, Inc. • Savings institutions, not federally chartered • Delaware
This Registration Rights Agreement (this “Agreement”) is made and entered into as of [•], 2022, by and among Third Coast Bancshares, Inc., a Texas corporation (the “Company”), and the purchaser(s) signatory hereto (each a “Registration Rights Purchaser” and collectively, the “Registration Rights Purchasers”).
FORM OF WARRANT AGREEMENTWarrant Agreement • September 9th, 2022 • Third Coast Bancshares, Inc. • Savings institutions, not federally chartered • Delaware
THE ISSUANCE OF THESE SECURITIES HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 (THE “SECURITIES ACT”), OR APPLICABLE STATE SECURITIES LAWS. THE SECURITIES MAY NOT BE OFFERED FOR SALE, SOLD, TRANSFERRED OR ASSIGNED (I) IN THE ABSENCE OF (A) AN EFFECTIVE REGISTRATION STATEMENT FOR THE SECURITIES UNDER THE SECURITIES ACT OR (B) AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS OR BLUE SKY LAWS AS EVIDENCED BY A LEGAL OPINION OF COUNSEL REASONABLY SATISFACTORY TO THE COMPANY AND ITS TRANSFER AGENT OR (II) UNLESS SOLD PURSUANT TO RULE 144 UNDER SAID ACT (PROVIDED THAT THE TRANSFEROR PROVIDES THE COMPANY WITH REASONABLE ASSURANCES (IN THE FORM OF A SELLER REPRESENTATION LETTER AND, IF APPLICABLE, A BROKER REPRESENTATION LETTER) THAT THE SECURITIES MAY BE SOLD PURSUANT TO SUCH RULE).
EXHIBIT L FORM OF LETTER AGREEMENT THIRD COAST BANCSHARES, INC. 20202 HIGHWAY 59 NORTH, SUITE 190 HUMBLE, TX 77338Letter Agreement • September 9th, 2022 • Third Coast Bancshares, Inc. • Savings institutions, not federally chartered • Delaware
Reference is made to the Investment Agreement by and among Third Coast Bancshares, Inc., a Texas corporation (the “Company”), and the investors name therein, including, without limitation, Castle Creek Capital Partners VIII, L.P., a Delaware limited partnership (the “Lead Investor”), dated as of September 8, 2022 (the “Agreement”). Capitalized terms used herein without definition shall have the respective meanings in the Agreement.
INVESTMENT AGREEMENT BY AND AMONG THIRD COAST BANCSHARES, INC. AND THE INVESTORS DATED AS OF SEPTEMBER 8, 2022Investment Agreement • September 9th, 2022 • Third Coast Bancshares, Inc. • Savings institutions, not federally chartered • Delaware
This INVESTMENT AGREEMENT (this “Agreement”), dated as of September 8, 2022, is by and among Third Coast Bancshares, a Texas corporation (the “Company”), and the several purchasers of the Series A Preferred Stock (as defined herein) identified on the signature pages hereto (each an “Investor and collectively, the “Investors”).
EXHIBIT D FORM OF VOTING AGREEMENTForm of Voting Agreement • September 9th, 2022 • Third Coast Bancshares, Inc. • Savings institutions, not federally chartered • Texas
This Voting Agreement (this “Agreement”), dated as of September 8, 2022, is by and among the shareholders listed on the signature page hereto (each, a “Shareholder” and, collectively, the “Shareholders”) and each of the purchasers listed on the signature page hereto (each, an “Investor” and, collectively, the “Investors”).
