Change-In-Control Agreement Sample Contracts

[Name and Address] Re: Change in Control Agreement (June 19th, 2018)
Change in Control Agreement (June 11th, 2018)

This Change in Control Agreement (Agreement) is made as of the day of , 2018 by and between Capstone Turbine Corporation, a Delaware corporation (the Company), and (the Employee).

Orrstown Financial Services, Inc. – Change in Control Agreement (June 1st, 2018)

This Change in Control Agreement ("Agreement") is by and among Orrstown Financial Services, Inc., a Pennsylvania corporation ("Orrstown"), Orrstown Bank, a bank and trust company organized under the Pennsylvania Banking Code of 1965 and a wholly owned subsidiary of Orrstown (the "Bank") (Orrstown and the Bank are hereinafter collectively referred to as the "Employer") and Robert J. Fignar, an adult individual ("Executive"). This Agreement is being executed in connection with the Agreement and Plan of Merger by and between Orrstown Financial Services, Inc. and Mercersburg Financial Corporation dated [], 2018 (the "Merger Agreement"). The second anniversary of the closing of the transactions contemplated by the Merger Agreement (the "Closing") shall be the effective date of this Agreement (the "Effective Date").

Neighborhood Connections – Change in Control Agreement (May 30th, 2018)

This Change in Control and Agreement (the "Agreement") is dated as of ________, 2018, by and between [__________] ("Executive") and Apollo Endosurgery, Inc., a Delaware corporation, including its subsidiaries (the "Company"), effective as of ________, 2018 (the "Effective Date"). This Agreement is intended to provide Executive with certain benefits described herein upon the occurrence of specific events.

Ritter Pharmaceuticals Inc – Executive Severance Change in Control Agreement (May 29th, 2018)

THIS EXECUTIVE SEVERANCE AND CHANGE IN CONTROL AGREEMENT (the "Agreement") is made by and between Ritter Pharmaceuticals, Inc. (the "Company") and John Beck ("Executive") as of May 24, 2018.

i3 Verticals, Inc. – Change in Control Agreement (May 25th, 2018)

This CHANGE IN CONTROL AGREEMENT ("Agreement") is entered into as of May 10, 2017 by and between i3 Verticals, LLC, a Delaware limited liability Company (the "Company"), and Paul Maple, a resident of the State of Tennessee ("Employee") to be effective as of the employment commencement date of Employee, which is anticipated to be June 5, 2017 (the "Effective Date").

Inducement, Severance & Change in Control Agreement (May 23rd, 2018)

This Inducement, Severance & Change in Control Agreement (Agreement) is entered into as of , by and between Patterson Companies, Inc. (the Company) and Donald J. Zurbay (referred to herein as Executive) (the Company and Executive are collectively referred to herein as Parties, and each a Party). This Agreement shall be effective on Executives first day of employment (the Effective Date).

Poage Bankshares Inc. – Amendment Number One Change in Control Agreement With Bruce Vanhorn (May 15th, 2018)

WHEREAS, Town Square Bank previously entered into a change in control agreement with Bruce VanHorn, President and Chief Executive Officer, effective as of March 18, 2017 (the "Agreement"); and

Poage Bankshares Inc. – One-Year Change in Control Agreement (May 15th, 2018)

This Change in Control Agreement (the "Agreement") is made effective as of the 18th day of March, 2017 (the "Effective Date"), by and between Town Square Bank (the "Bank"), a federally chartered savings association that is headquartered in Ashland, Kentucky, and Bruce VanHorn ("Executive").

American Equity Investment Life Holding Company – Change in Control Agreement (May 8th, 2018)

THIS AGREEMENT is entered into this ___ day of ___________ by and between AMERICAN EQUITY INVESTMENT LIFE HOLDING COMPANY, an Iowa corporation (the "Company"), and _____________ (the "Executive"). The Company's Board of Directors (the "Board") has determined that it is in the best interests of the Company and its stockholders to ensure that the Company and its Affiliates will have the continued dedication of the Executive, notwithstanding the possibility, threat or occurrence of a termination of the Executive's employment in certain circumstances, including following a Change in Control as defined herein. The Board believes it is imperative to diminish the inevitable distraction of the Executive by virtue of the personal uncertainties and risks created by a pending or threatened termination of the Executive's employment in such circumstances and to provide the Executive with compensation and benefits arrangements upon such a termination which ensure that the compensation and benefits

The Macerich Company Change in Control Agreement (May 7th, 2018)

THIS AGREEMENT (this "Agreement") is entered into by and between THE MACERICH COMPANY, a Maryland corporation (the "Company"), and Ann C. Menard (the "Executive"), effective as of February 24, 2018 (the "Agreement Date").

FIRST AMENDMENT TO CHANGE IN CONTROL AGREEMENT (For Chief Executive Officer) (May 4th, 2018)

This First Amendment to the Chief Executive Officer Change in Control Agreement (the "Amendment") is entered into this 4th day of May, 2018, between Cree, Inc. (the "Company") and Gregg Lowe ("Executive").

SIFCO Industries, Inc. – Change in Control Agreement (May 4th, 2018)

THIS AGREEMENT (the "Agreement") is made between SIFCO Industries, Inc. (the "Company"), and Thomas R. Kubera (the "Executive"), dated as of the 1st day of May, 2018.

Change in Control Agreement (May 1st, 2018)

THIS AGREEMENT (the "Agreement") made as of the 1st of May, 2018 between RGC Resources, Inc. and subsidiaries ("the Corporation") and Robert L. Wells, II ("Executive"),

Change in Control Agreement (May 1st, 2018)

THIS AGREEMENT (the "Agreement") made as of the 1st of May, 2018 between RGC Resources, Inc. and subsidiaries ("the Corporation") and Paul W. Nester ("Executive"),

Change in Control Agreement (May 1st, 2018)

THIS AGREEMENT (the "Agreement") made as of the 1st of May, 2018 between RGC Resources, Inc. and subsidiaries ("the Corporation") and Carl J. Shockley, Jr. ("Executive"),

Change in Control Agreement (May 1st, 2018)

THIS AGREEMENT (the "Agreement") made as of the 1st of May, 2018 between RGC Resources, Inc. and subsidiaries ("the Corporation") and John S. D'Orazio ("Executive"),

Change in Control Agreement (April 27th, 2018)

This Change in Control Agreement (the "Agreement") is made and entered into as of April 24, 2018 and effective as of May 14, 2018 by and between Hill-Rom Holdings, Inc., an Indiana corporation (the "Company"), and John P. Groetelaars (the "Executive").

Severance Protection and Change in Control Agreement (April 25th, 2018)

THIS SEVERANCE PROTECTION AND CHANGE IN CONTROL AGREEMENT (this "Agreement") is made and entered into as of the 3rd day of April, 2018 (the "Effective Date"), by and between Interface, Inc., a corporation organized under the laws of the State of Georgia, U.S.A. (the "Company"), and Matthew J. Miller, a resident of Georgia ("Executive").

Msb Financial Corp – Change in Control Agreement (April 20th, 2018)

THIS AGREEMENT (this "Agreement"), is entered as of the 16th day of April, 2018 ("Effective Date") by and between Millington Bank, Millington, New Jersey (the "Bank") and Robert G. Russell, Jr. (the "Employee").

Msb Financial Corp – Change in Control Agreement (April 20th, 2018)

THIS AGREEMENT (this "Agreement"), is entered as of the 16th day of April, 2018 ("Effective Date") by and between Millington Bank, Millington, New Jersey (the "Bank") and Nancy E. Schmitz (the "Employee").

Msb Financial Corp – Change in Control Agreement (April 20th, 2018)

THIS AGREEMENT (this "Agreement"), is entered as of the 16th day of April, 2018 ("Effective Date") by and between Millington Bank, Millington, New Jersey (the "Bank") and Michael A. Shriner (the "Employee").

Msb Financial Corp – Change in Control Agreement (April 20th, 2018)

THIS AGREEMENT (this "Agreement"), is entered as of the 16th day of April, 2018 ("Effective Date") by and between Millington Bank, Millington, New Jersey (the "Bank") and John S. Kaufman (the "Employee").

Msb Financial Corp – Change in Control Agreement (April 20th, 2018)

THIS AGREEMENT (this "Agreement"), is entered as of the 16th day of April, 2018 ("Effective Date") by and between Millington Bank, Millington, New Jersey (the "Bank") and John J. Bailey (the "Employee").

Origin Bancorp, Inc. – Change in Control Agreement (April 10th, 2018)

THIS AGREEMENT is made as of the 5th day of April, 2017, by and among ORIGIN BANK, a banking institution organized under the laws of the state of Louisiana (the "Bank"); its corporate parent, ORIGIN BANCORP, INC., a corporation organized and existing under the laws of the State of Louisiana ("ORIGIN"); and F. Ronnie Myrick ("Executive").

First Choice Bancorp – Change in Control Agreement (April 4th, 2018)

This Change in Control Agreement is made and is effective as of February 22, 2018, by and among First Choice Bancorp (the "Bancorp"), First Choice Bank (the "Bank") and Ms. Yvonne Liu Chen ("Executive").

First Choice Bancorp – Change in Control Agreement (April 4th, 2018)

This Change in Control Agreement is made and is effective as of February 22, 2018, by and among First Choice Bancorp (the "Bancorp"), First Choice Bank (the "Bank") and Mr. Gene May ("Executive").

First Choice Bancorp – Change in Control Agreement (April 4th, 2018)

This Change in Control Agreement is made and is effective as of February 22, 2018, by and among First Choice Bancorp (the "Bancorp"), First Choice Bank (the "Bank") and Ms. Yolanda Su ("Executive").

i3 Verticals, Inc. – Change in Control Agreement (March 23rd, 2018)

This CHANGE IN CONTROL AGREEMENT ("Agreement") is entered into as of May 10, 2017 by and between i3 Verticals, LLC, a Delaware limited liability Company (the "Company"), and Paul Maple, a resident of the State of Tennessee ("Employee") to be effective as of the employment commencement date of Employee, which is anticipated to be June 5, 2017 (the "Effective Date").

Aspen Insurance Holdings Limited – Addendum to a Change in Control Agreement (March 19th, 2018)

THIS ADDENDUM TO A CHANGE IN CONTROL AGREEMENT (this "Addendum") is executed as of March 15, 2018 by and among Aspen Insurance Holdings Limited, a Bermuda corporation ("Holdings"), Aspen Insurance UK Services Limited, an England corporation ("AUKSL") and Scott Kirk (the "Executive").

Aspen Insurance Holdings Limited – Addendum to a Change in Control Agreement (March 19th, 2018)

THIS ADDENDUM TO A CHANGE IN CONTROL AGREEMENT (this "Addendum") is executed as of March 15, 2018 by and among Aspen Insurance Holdings Limited, a Bermuda corporation ("Holdings"), Aspen Insurance UK Services Limited, an England corporation ("AUKSL") and Charles Christopher O'Kane (the "Executive").

Salisbury Bancorp, Inc. – Change in Control Agreement With Peter Albero Dated January 19, 2018 (March 15th, 2018)

This Change in Control Agreement (this "Agreement") is made and entered into effective as of January 26, 2018 (the "Effective Date"), by and between Salisbury Bank and Trust Company, a Connecticut-chartered commercial bank with its principal administrative office at 5 Bissell Street, P.O. Box 1868, Lakeville, CT 06039-1868 (together with its successors and assigns, the "Bank") and Peter Albero ("Executive"). Any reference to the "Company" hereunder shall mean Salisbury Bancorp, Inc. (together with its successors and assigns), the parent of the Bank that owns 100% of the Bank.

Urstadt Biddle Properties Inc. – Change in Control Agreement (March 9th, 2018)

The Company recognizes that the possibility of a Change in Control (as defined in Appendix A hereto) of the Company may result in the departure or distraction of the Employee, to the detriment of the Company and its shareholders.

Change in Control Agreement (March 7th, 2018)

This Change in Control Agreement (this "Agreement"), effective as of November 1, 2017 is made between ABM Industries Incorporated, a Delaware corporation (the "Company") and the individual executing this Agreement as the Executive on the signature page (the "Executive"). This Agreement supersedes any other prior Change in Control Agreement between Executive and the Company.

Change in Control Agreement (March 7th, 2018)

This Change in Control Agreement (this "Agreement"), effective as January 1, 2018 is made between ABM Industries Incorporated, a Delaware corporation (the "Company") and the individual executing this Agreement as the Executive on the signature page (the "Executive"). This Agreement supersedes any other prior Change in Control Agreement between Executive and the Company.