EMPLOYMENT AGREEMENT among DNB FINANCIAL CORP., D0WNINGTOWN NATIONAL BANK and HENRY F. THORNEEmployment Agreement • March 29th, 1999 • DNB Financial Corp /Pa/ • State commercial banks • Pennsylvania
Exhibit 99.1 CHANGE OF CONTROL AGREEMENT THIS CHANGE OF CONTROL AGREEMENT (this "Agreement"), made as of ______________, is by and among DNB FINANCIAL CORPORATION ("Holding Company"), DNB First, a national banking association with principal offices at...Change of Control Agreement • February 25th, 2005 • DNB Financial Corp /Pa/ • State commercial banks
BETWEENPurchase and Assumption Agreement • March 29th, 1999 • DNB Financial Corp /Pa/ • State commercial banks • Pennsylvania
Exhibit 10(g) FIRST AMENDMENT TO EMPLOYMENT AGREEMENT THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT ("this Amendment"), dated December 23, 2003, is made by and among DNB FINANCIAL CORPORATION, a Pennsylvania business corporation ("Holding Company"),...Employment Agreement • March 29th, 2004 • DNB Financial Corp /Pa/ • State commercial banks
SMALL BUSINESS LENDING FUND – SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 8th, 2011 • DNB Financial Corp /Pa/ • National commercial banks • New York
THIS SECURITIES PURCHASE AGREEMENT (the “Agreement”) is made as of the Effective Date set forth above (the “Signing Date”) between the Secretary of the Treasury (“Treasury”) and the Company named above (the “Company”), an entity existing under the laws of the Jurisdiction of Organization stated above in the Organizational Form stated above. The Company has elected to participate in Treasury’s Small Business Lending Fund program (“SBLF”). This Agreement contains the terms and conditions on which the Company intends to issue preferred stock to Treasury, which Treasury will purchase using SBLF funds.
Ex-10(e) CHANGE OF CONTROL AGREEMENTChange of Control Agreement • November 14th, 2003 • DNB Financial Corp /Pa/ • State commercial banks
CHANGE OF CONTROL AGREEMENT FOR JAMES A. MALLOYChange of Control Agreement • March 14th, 2019 • DNB Financial Corp /Pa/ • National commercial banks
THIS CHANGE OF CONTROL AGREEMENT (this "Agreement"), made as of January 8, 2019 is by and among DNB FINANCIAL CORPORATION ("Holding Company"), DNB FIRST, NATIONAL ASSOCIATION, a national banking association with principal offices at 4 Brandywine Avenue, Downingtown, PA 19335 ("Bank") (Holding Company and Bank are sometimes referred to individually and collectively herein as the "Company") and JAMES A. MALLOY, an individual ("Executive").
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • June 5th, 2019 • DNB Financial Corp /Pa/ • National commercial banks • Pennsylvania
Agreement and Plan of Merger (this “Agreement”), dated as of June 5, 2019, by and between DNB Financial Corporation, a Pennsylvania corporation (the “Company”), and S&T Bancorp, Inc., a Pennsylvania corporation (“Parent”). Certain capitalized terms have the meanings given to such terms in Article IX.
TRUST AGREEMENTTrust Agreement • April 27th, 2007 • DNB Financial Corp /Pa/ • State commercial banks • Pennsylvania
THIS TRUST AGREEMENT, effective as of December 20, 2006, is made by and between DNB FINANCIAL CORPORATION ("Company") and DNB FIRST, NATIONAL ASSOCIATION ("Trustee").
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • December 21st, 2012 • DNB Financial Corp /Pa/ • National commercial banks • Pennsylvania
THIS AGREEMENT is made as of this __ day of ________, ____ (the “Grant Date”), by and between DNB Financial Corporation (“Holding Company”) and __________ (“Grantee”).
ContractRestricted Stock Award Agreement • August 13th, 2010 • DNB Financial Corp /Pa/ • National commercial banks • Pennsylvania
FOR WILLIAM S. LATOFFChange of Control Agreement • December 20th, 2004 • DNB Financial Corp /Pa/ • State commercial banks
EMPLOYEE STOCK OPTION AGREEMENT (Non-Qualified) THIS AGREEMENT GRANTS A NON- QUALIFIED STOCK OPTION RESALE OF STOCK ISSUED ON EXERCISE OF THIS OPTION WILL BE RESTRICTEDStock Option Agreement • December 16th, 2011 • DNB Financial Corp /Pa/ • National commercial banks
In view of your substantial contributions toward the achievement of the business goals and objectives of DNB Financial Corporation (the "Corporation") and DNB First, National Association (the "Bank") and the expectation of your future contributions, the Board of Directors of the Corporation is pleased to award you an option to purchase shares of the Common Stock of the Corporation pursuant to the 1995 Stock Option Plan of DNB Financial Corporation (As amended and restated, effective as of April 27, 2004) (the "Plan"). This letter will serve as the stock option agreement between you and the Corporation. The option awarded to you is subject to the following terms.
NON-EMPLOYEE DIRECTOR STOCK OPTION AGREEMENT (Non-Qualified Option) THIS AGREEMENT GRANTS A NON-QUALIFIED STOCK OPTION RESALE OF STOCK ISSUED ON EXERCISE OF THIS OPTION WILL BE RESTRICTEDNon-Employee Director • December 16th, 2011 • DNB Financial Corp /Pa/ • National commercial banks
In view of your substantial contributions toward the achievement of the business goals and objectives of DNB Financial Corporation (the "Corporation") and DNB First, National Association (the "Bank") and the expectation of your future contributions, the Board of Directors of the Corporation is pleased to award you an option to purchase shares of the Common Stock of the Corporation pursuant to the 1995 Stock Option Plan of DNB Financial Corporation (As amended and restated, effective as of April 27, 2004) (the "Plan"). This letter will serve as the stock option agreement between you and the Corporation. The option awarded to you is subject to the following terms.
AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT FOR WILLIAM S. LATOFFChange of Control Agreement • April 27th, 2007 • DNB Financial Corp /Pa/ • State commercial banks
THIS AMENDED AND RESTATED CHANGE OF CONTROL AGREEMENT (this “Agreement”), made as of December 20, 2006, is by and among DNB FINANCIAL CORPORATION (“Holding Company”), DNB FIRST, NATIONAL ASSOCIATION (formerly known as Downingtown National Bank), a national banking association with principal offices at 4 Brandywine Avenue, Downingtown, PA 19335 (“Bank”) (Holding Company and Bank are sometimes referred to individually and collectively herein as the “Company”) and WILLIAM S. LATOFF, an individual (“Executive”).
SUBORDINATED NOTE PURCHASE AGREEMENTSubordinated Note Purchase Agreement • March 10th, 2015 • DNB Financial Corp /Pa/ • National commercial banks • Pennsylvania
This SUBORDINATED NOTE PURCHASE AGREEMENT (this “Agreement”) is dated as of March 5, 2015, and is made by and between DNB Financial Corporation (the “Issuer”), and Jersey Shore State Bank (the “Noteholder”). Capitalized terms that are not otherwise defined shall have the meanings set forth in Section 1 hereof.
MARKETING SERVICES AGREEMENTMarketing Services Agreement • March 31st, 2009 • DNB Financial Corp /Pa/ • National commercial banks • Pennsylvania
THIS MARKETING SERVICES AGREEMENT is made as of December 17, 2008 between DNB FIRST, NATIONAL ASSOCIATION, a national banking association with an address at 4 Brandywine Avenue, Downingtown, PA 19335 (“DNB”) and TSG, INC., a Pennsylvania business corporation with an address at P.O. Box 156, 1212 Scott Road, Unionville, PA 19375 (“Service Provider”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 24th, 2016 • DNB Financial Corp /Pa/ • National commercial banks • Pennsylvania
This Employment Agreement ("Agreement") is entered into this 4TH day of April, 2016, by and between DNB First, N.A. (the "Company"), and Jerry Cotlov ("Employee") setting forth the terms of Employee's prospective employment with the Company.
DNB FINANCIAL CORPORATION SUPPLEMENTAL EXECUTIVE RETIREMENT PLANSupplemental Executive Retirement Plan • October 30th, 2017 • DNB Financial Corp /Pa/ • National commercial banks • Pennsylvania
This Supplemental Executive Retirement Plan (the "Plan") is effective October 1, 2017, by and between DNB Financial Corporation (the "Company"), a Pennsylvania financial corporation, and William J. Hieb (the "Executive").
STOCK OPTION AGREEMENT (Non-Qualified Option - Immediate Vesting - Restricted Stock) THIS AGREEMENT GRANTS A NON-QUALIFIED STOCK OPTION RESALE OF STOCK ISSUED ON EXERCISE OF THIS OPTION BY DIRECTORS AND CERTAIN SENIOR EXECUTIVE OFFICERS WILL BE...Stock Option Agreement • May 11th, 2005 • DNB Financial Corp /Pa/ • State commercial banks
In view of your substantial contributions toward the achievement of the business goals and objectives of DNB Financial Corporation (the "Corporation") and DNB First, National Association (the "Bank") and the expectation of your future contributions, the Board of Directors of the Corporation is pleased to award you an option to purchase shares of the Common Stock of the Corporation pursuant to the 1995 Stock Option Plan of DNB Financial Corporation (As amended and restated, effective as of April 27, 2004) (the "Plan"). This letter will serve as the stock option agreement between you and the Corporation. The option awarded to you is subject to the following terms.
AGREEMENT OF LEASEAgreement of Lease • March 23rd, 2006 • DNB Financial Corp /Pa/ • State commercial banks • Pennsylvania
THIS AGREEMENT OF LEASE is made as of ____________, 2005, by and between ___________________, a _______________ with principal place of business at _____________________________ (“Lessor”) and DNB FIRST, NATIONAL ASSOCIATION (formerly known as Downingtown National Bank), with principal place of business at 4 Brandywine Avenue, Downingtown, PA 19335 ("Lessee").
AMENDMENT TO RESTRICTED STOCK AWARD AGREEMENTRestricted Stock • May 11th, 2010 • DNB Financial Corp /Pa/ • National commercial banks
WHEREAS, the Holding Company and the Grantee entered into a Restricted Stock Award Agreement dated as of __________ ___, ____ (“Agreement”), whereby Holding Company granted to Grantee the right to receive ____ shares of the Holding Company’s common stock, subject to the vesting conditions and transferability restrictions set forth therein; and
AMENDMENT TO RESTRICTED STOCK AWARD AGREEMENTRestricted Stock • August 13th, 2010 • DNB Financial Corp /Pa/ • National commercial banks
THIS AMENDMENT is made this 23rd day of April, 2010, by and between DNB Financial Corporation (“Holding Company”) and Eli Silberman (“Grantee”).
AMENDMENT TO CHANGE OF CONTROL AGREEMENT FOR GERALD F. SOPPChange of Control Agreement • December 21st, 2012 • DNB Financial Corp /Pa/ • National commercial banks
THIS AMENDMENT TO CHANGE OF CONTROL AGREEMENT dated as of December 19, 2012 (this "Amendment"), amends that certain Change of Control Agreement dated March 28, 2007, as previously amended by Amendment to Change of Control Agreement dated December 16, 2009 and Amendment to Change in Control Agreement dated October 14, 2011 (as so amended, the “Agreement”) by and among DNB FINANCIAL CORPORATION ("Holding Company"), DNB FIRST, NATIONAL ASSOCIATION, a national banking association with principal offices at 4 Brandywine Avenue, Downingtown, PA 19335 ("Bank") (Holding Company and Bank are sometimes referred to individually and collectively herein as the "Company") and Gerald F. Sopp, an individual ("Executive").
Exhibit 10(l) AGREEMENT OF LEASE THIS AGREEMENT OF LEASE is made by and between HEADWATERS ASSOCIATES, a Pennsylvania general partnership, with an address at 10 North Church Street, Suite 307, West Chester, Chester County, Pennsylvania 19380...Agreement of Lease • March 10th, 2005 • DNB Financial Corp /Pa/ • State commercial banks • Pennsylvania
Stock Option AgreementStock Option Agreement • May 11th, 2005 • DNB Financial Corp /Pa/ • State commercial banks
In view of your substantial contributions toward the achievement of the business goals and objectives of DNB Financial Corporation (the "Corporation") and the Downingtown National Bank (the "Bank") and the expectation of your future contributions, the Board of Directors of the Corporation is pleased to award you an option to purchase shares of the Common Stock of the Corporation pursuant to the DNB Financial Corporation 1995 Stock Option Plan (the "Plan"). This letter will serve as the stock option agreement between you and the Corporation. The option awarded to you is subject to the following terms.
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • December 6th, 2004 • DNB Financial Corp /Pa/ • State commercial banks
THIS CHANGE OF CONTROL AGREEMENT (this “Agreement”), made as of December 3, 2004, is by and among DNB FINANCIAL CORPORATION (“Holding Company”), DNB First, N.A., a national banking association with principal offices at 4 Brandywine Avenue, Downingtown, PA 19335 (“Bank”) (Holding Company and Bank are sometimes referred to individually and collectively herein as the “Company”) and Thomas Miller, an individual residing at 114 Barton Drive, Spring City, PA 19475 (“Executive”).
AMENDMENT TO CHANGE OF CONTROL AGREEMENTChange of Control Agreement • March 23rd, 2006 • DNB Financial Corp /Pa/ • State commercial banks
THIS AMENDMENT TO CHANGE OF CONTROL AGREEMENT dated as of January 26, 2006 (this "Amendment"), amends that certain Change of Control Agreement dated September 22, 2003 (the “Agreement”) by and among DNB FINANCIAL CORPORATION ("Holding Company"), DNB FIRST, NATIONAL ASSOCIATION (formerly known as Downingtown National Bank), a national banking association with principal offices at 4 Brandywine Avenue, Downingtown, PA 19335 ("Bank") (Holding Company and Bank are sometimes referred to individually and collectively herein as the "Company") and ______________________, an individual ("Executive").
ADDENDUM TO AGREEMENT OF LEASEAddendum to Agreement of Lease • March 23rd, 2006 • DNB Financial Corp /Pa/ • State commercial banks • Pennsylvania
THIS ADDENDUM TO AGREEMENT OF LEASE, dated as of November 15, 2005 (this "Addendum") is made by and between HEADWATERS ASSOCIATES, a Pennsylvania general partnership, with an address at 10 North Church Street, Suite 307, West Chester, Chester County, Pennsylvania 19380 ("Lessor") and DNB FIRST, NATIONAL ASSOCIATION, a national banking association having a principal place of business at 4 Brandywine Avenue, Downingtown, Chester County, Pennsylvania 19335 ("Lessee").
SECOND ADDENDUM TO AGREEMENT OF LEASEAgreement of Lease • August 14th, 2006 • DNB Financial Corp /Pa/ • State commercial banks • Pennsylvania
THIS SECOND ADDENDUM TO AGREEMENT OF LEASE, dated as of May __, 2006 (this “Addendum”) is made by and between HEADWATERS ASSOCIATES, a Pennsylvania general partnership, with an address at 10 North Church Street, Suite 307, West Chester, Chester County, Pennsylvania 19380 (“Lessor”) and DNB FIRST, NATIONAL ASSOCIATION, a national banking association having a principal place of business at 4 Brandywine Avenue, Downingtown, Chester County, Pennsylvania 19335 ("Lessee").
AMENDMENT TO CHANGE OF CONTROL AGREEMENT FOR GERALD F. SOPPChange of Control Agreement • November 17th, 2017 • DNB Financial Corp /Pa/ • National commercial banks
THIS AMENDMENT TO CHANGE OF CONTROL AGREEMENT dated as of November 15, 2017 (this "Amendment"), amends that certain Change of Control Agreement dated March 28, 2007, as previously amended by Amendment to Change of Control Agreement dated December 16, 2009, Amendment to Change in Control Agreement dated October 14, 2011, and Amendment to Change in Control Agreement dated December 19, 2012 (as so amended, the "Agreement") by and among DNB FINANCIAL CORPORATION ("Holding Company"), DNB FIRST, NATIONAL ASSOCIATION, a national banking association with principal offices at 4 Brandywine Avenue, Downingtown, PA 19335 ("Bank") (Holding Company and Bank are sometimes referred to individually and collectively herein as the "Company") and Gerald F. Sopp, an individual ("Executive").
AMENDMENT TO CHANGE OF CONTROL AGREEMENT FOR [EXECUTIVE NAME]Change of Control Agreement • March 26th, 2010 • DNB Financial Corp /Pa/ • National commercial banks
THIS AMENDMENT TO CHANGE OF CONTROL AGREEMENT dated as of (this "Amendment"), amends that certain Change of Control Agreement dated , , as previously amended by Amendment to Change of Control Agreement dated , 200 (as so amended, the "Agreement") by and among DNB FINANCIAL CORPORATION ("Holding Company"), DNB FIRST, NATIONAL ASSOCIATION, a national banking association with principal offices at 4 Brandywine Avenue, Downingtown, PA 19335 ("Bank") (Holding Company and Bank are sometimes referred to individually and collectively herein as the "Company") and , an individual ("Executive").
VOTING AGREEMENTVoting Agreement • June 5th, 2019 • DNB Financial Corp /Pa/ • National commercial banks • Pennsylvania
This Voting Agreement (this “Agreement”), dated as of June 5, 2019, is entered into by and between S&T Bancorp., Inc., a Pennsylvania corporation (“Parent”), and the undersigned (the “Shareholder”), a shareholder of DNB Financial Corporation, a Pennsylvania corporation (the “Company”).
AMENDMENT TO RESTRICTED STOCK AWARD AGREEMENTRestricted Stock • May 11th, 2010 • DNB Financial Corp /Pa/ • National commercial banks
THIS AMENDMENT is made this 23rd day of April, 2010, by and between DNB Financial Corporation (“Holding Company”) and Eli Silberman (“Grantee”).
RESTRICTED STOCK AWARD AGREEMENTRestricted Stock Award Agreement • March 28th, 2008 • DNB Financial Corp /Pa/ • National commercial banks • Pennsylvania
THIS AGREEMENT is made as of this 28th day of November 2007 (the “Grant Date”), by and between DNB Financial Corporation (“Holding Company”) and (“Grantee”).
