Amendment No. 1 to Change in Control Agreement between Town Square Bank and Bruce VanHorn

Summary

This amendment updates the existing change in control agreement between Town Square Bank and Bruce VanHorn, the bank's President and CEO. The amendment revises the severance payment terms, specifying that if Mr. VanHorn's employment ends following a change in control, he or his beneficiaries will receive a lump sum payment equal to twice his base salary, twice his highest annual bonus from the past three years, plus $90,000, all payable within ten business days of termination. All other terms of the original agreement remain unchanged.

EX-10.2 3 ex10-2_8kcic051518.htm AMENDMENT NO. 1 TO THE CHANGE IN CONTROL AGREEMENT WITH BRUCE VANHORN

EXHIBIT 10.2

AMENDMENT NUMBER ONE
CHANGE IN CONTROL AGREEMENT

WITH

BRUCE VANHORN

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

WHEREAS, the parties have determined that certain modifications are necessary and appropriate.

NOW, THEREFORE, in consideration of the foregoing premises and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree to amend and restate Section 3(a)(1) of the Agreement to read in its entirety as follows:

"(1)	pay Executive, or in the event of Executive's subsequent death, Executive's beneficiary or beneficiaries or estate, as applicable, a cash severance amount equal to:

(i)

two (2) times Executive's base salary in effect as of the Date of Termination, and

(ii)

two (2) times the highest rate of bonus (including any retention payments) earned by Executive from the Bank in any one of the three calendar years immediately preceding the year in which the termination occurs, plus

(iii)

$90,000, and

(iv)

payable by lump sum within ten (10) business days of the Date of Termination."

In all other respects, the parties hereby ratify and affirm the terms and conditions of the Agreement.

[signature page to follow]

IN WITNESS WHEREOF, the parties have executed this amendment to the Agreement as of May 15, 2018.

TOWN SQUARE BANK

/s/ Thomas L. Burnette

Thomas L. Burnette

Chairman of the Board

EXECUTIVE

/s/ Bruce VanHorn

Bruce VanHorn

President and Chief Executive Officer