ST FINANCIAL GROUP, INC.
2017 STOCK INCENTIVE PLAN
RESTRICTED STOCK UNIT AWARD AGREEMENT
Subject to the terms and conditions of the Notice of Restricted Stock Unit Award (the Notice), this Restricted Stock Unit Award Agreement (this Award Agreement), and the ST Financial Group, Inc. 2017 Stock Incentive Plan (the Plan), Spirit of Texas Bancshares, Inc. f/k/a ST Financial Group, Inc., a Texas corporation (the Company), hereby grants the individual set forth in the Notice (the Participant) Restricted Stock Units (the RSUs). Unless otherwise specifically indicated, all terms used in this Award Agreement have the meanings set forth in the Notice or the Plan.
1. Grant of an RSU. The principal features of the RSU, including the number of RSUs subject to the Award, are set forth in the Notice.
2. Vesting Schedule and Risk of Forfeiture.
(a) Vesting Schedule. Subject to the Participants continuous status with the Company or its subsidiary as a Service Provider and any other limitations set forth in the Notice, the Plan or this Award Agreement, the RSUs will vest in accordance with the Vesting Schedule provided in the Notice (the Vesting Schedule).
(b) Risk of Forfeiture. The RSUs will be subject to a risk of forfeiture until such time the RSUs vest in accordance with the Vesting Schedule. All or any portion of the RSUs subject to a risk of forfeiture will automatically be forfeited and immediately returned to the Company if the Participants continuous status as a Service Provider is interrupted or terminated for any reason other than as permitted under the Plan.
3. Settlement of RSUs into Shares. Subject to the terms of this Award Agreement, upon the earlier of: (i) the last day of the Vesting Schedule and (ii) the first day that the Participant fails to retain his or her Service Provider status, then RSU that is then vested will immediately and automatically be converted into one Share of the Companys Common Stock and immediately thereafter will be issued to the Participant.
4. Taxes. The Participant hereby acknowledges and understands that he or she may suffer adverse tax consequences as a result of the Participants receipt of, vesting in, or disposition of, the RSUs.
(a) Representations. The Participant has reviewed with the Participants tax advisors the tax consequences of this Award Agreement and the RSUs granted hereunder, including any U.S. federal, state and local tax laws, and any other applicable taxing jurisdiction. The Participant is relying solely on such advisors and not on any statements or representations of the Company or any of its agents. The Participant hereby acknowledges and understands that, except as otherwise provided in the employment agreement between the Participant and the Company, the Participant (and not the Company) will be responsible for the Participants tax liability that may arise as a result of the Participant receiving this Award Agreement and the RSUs granted hereunder.