Notice of Removal of Administrator and Appointment of Replacement, dated February 11, 2021, delivered to Wilmington Trust Company by the Continuing Administrators and the Successor Administrator named therein and Peoples Bancorp Inc

Contract Categories: Business Finance - Trust Agreements
EX-4.3(C) 2 exhibit43c202010-k.htm EX-4.3(C) Document

EXHIBIT 4.3(c)

PEOPLES BANCORP INC. ANNUAL REPORT ON FORM 10-K
FOR FISCAL YEAR ENDED DECEMBER 31, 2020


February 11, 2021

Wilmington Trust Company
Rodney Square North
1100 North Market Street
Wilmington, DE ###-###-####
Attention: Corporate Trust Administration


Re: Notice of Removal of Administrators and Appointment of Replacements
Ladies and Gentlemen:
The following notice is given pursuant to Section 4.7 of the Amended and Restated Declaration of Trust for NB&T Statutory Trust III (the “Trust”), dated and effective as of June 25, 2007 (the “Declaration of Trust”).
We make reference to: (i) the Indenture, dated as of June 25, 2007 (the “Indenture”), originally between NB&T Financial Group, Inc., an Ohio corporation (the “Predecessor Company”), and Wilmington Trust Company, a Delaware trust company (the “Trustee”); (ii) the First Supplemental Indenture, dated June 5, 2015 and made to be effective as of 6:00 p.m., Eastern Standard Time, on March 6, 2015, between Peoples Bancorp Inc., an Ohio corporation (the “Company”), and the Trustee; and (iii) the Declaration of Trust.
With immediate effect, the Company (in its capacity as the Holder of the Common Securities) hereby removes John C. Rogers as an Administrator of the Trust.
Further, the Company hereby appoints Katie Bailey to serve as a successor Administrator of the Trust (the “Successor Administrator”), and the Successor Administrator hereby accepts appointment to such position, from and after the date of this notice, as evidenced by her signature below.
Each of M. Ryan Kirkham and Charles W. Sulerzyski, who currently serves as an Administrator of the Trust, shall continue to serve as an Administrator of the Trust. Capitalized terms used herein and not otherwise defined are used as defined in the Declaration of Trust. This notice may be executed in several counterparts, each of which shall be an original and all of which shall constitute one and the same instrument.

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This Notice of Removal of Administrators and Appointment of Replacements is given and is effective as of the date first referenced above.

CONTINUING ADMINISTRATORS:


By: /s/ M. RYAN KIRKHAM
Name: M. Ryan Kirkham

By: /s/ CHARLES W. SULERZYSKI
Name: Charles W. Sulerzyski

SUCCESSOR ADMINISTRATOR:


By: /s/ KATIE BAILEY
Name: Katie Bailey
COMPANY:

PEOPLES BANCORP INC.


By: /s/ CHARLES W. SULERZYSKI
Name: Charles W. Sulerzyski
Title: President & CEO