The Bancorp, Inc.Castle Creek Capital Partners VI, LP • August 25th, 2017 • National commercial banks • Delaware
Reference is made to the Securities Purchase Agreement by and between The Bancorp, Inc., a Delaware corporation (the “Corporation”), and Castle Creek Capital Partners VI, L.P., a Delaware limited partnership (the “VCOC Investor”), dated as of August 5, 2016 (the “Securities Purchase Agreement”), pursuant to which the VCOC Investor agreed to purchase from the Corporation shares of its voting common stock, $1.00 par value per share (the “Common Stock”). Capitalized terms used herein without definition shall have the respective meanings in the Securities Purchase Agreement.
The Bancorp, Inc. 409 Silverside Road Wilmington, DE 19809 August 5, 2016Castle Creek Capital Partners VI, LP • August 25th, 2017 • National commercial banks • Delaware
Reference is made to that certain Securities Purchase Agreement, dated as August 5, 2016 (the “Purchase Agreement”), between The Bancorp, Inc., a Delaware corporation (the “Company”), and the purchasers identified on the signature pages thereto (the “Purchasers”). In connection with the execution and delivery of the Purchase Agreement, the Company and Castle Creek Capital Partners, VI, L.P. (“Castle Creek”) are contemporaneously entering into this agreement (this “Side Letter Agreement”) and, as such, the parties hereto acknowledge and agree that this Side Letter Agreement shall remain in full force and effect notwithstanding the execution and delivery of the Purchase Agreement. Capitalized terms used herein and not otherwise defined herein shall have the meanings ascribed to such terms in the Purchase Agreement.
STOCK AWARD Granted by THE BANCORP, INC. under the THE BANCORP, INC. STOCK OPTION AND EQUITY PLAN OF 2013Stock Agreement • August 25th, 2017 • Castle Creek Capital Partners VI, LP • National commercial banks • Delaware
This Stock Award Agreement (the “Stock Award” or this “Agreement”) is and will be subject in every respect to the provisions of the Stock Option and Equity Plan of 2013 (the “Plan”) of The Bancorp, Inc. (the “Company”) which are incorporated herein by reference and made a part hereof, subject to the provisions of this Agreement. A copy of the Plan has been provided to each person granted a Stock Award pursuant to the Plan. The holder of this Stock Award (the “Participant”) hereby accepts this Stock Award, subject to all the terms and provisions of the Plan and this Agreement, and agrees that all decisions under and interpretations of the Plan and this Agreement by the Committee appointed to administer the Plan (“Committee”) or the Board will be final, binding and conclusive upon the Participant and the Participant’s heirs, legal representatives, successors and permitted assigns. Capitalized terms used herein but not defined will have the same meaning as in the Plan.
JOINT FILING AGREEMENTJoint Filing Agreement • August 25th, 2017 • Castle Creek Capital Partners VI, LP • National commercial banks
The undersigned hereby agree that this Schedule 13D, dated August 25, 2017, with respect to the common stock, par value $1.00 per share, of The Bancorp, Inc., a Delaware corporation, is, and any amendments hereto signed by each of the undersigned shall be, filed on behalf of each of us pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended.
