Change in Board Composition. During any period of two consecutive years, individuals who constitute the Company’s or the Bank’s Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board of Directors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 29 contracts
Sources: Employment Agreement (CB Financial Services, Inc.), Employment Agreement (Kearny Financial Corp.), Supplemental Executive Retirement Plan (Kearny Financial Corp.)
Change in Board Composition. During any period of two consecutive years, individuals who constitute the Company’s or the Bank’s Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board of Directors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholdersstockholders or corporators) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 17 contracts
Sources: Employment Agreement (Bancorp 34, Inc.), Employment Agreement (Bancorp 34, Inc.), Employment Agreement (Bancorp 34, Inc.)
Change in Board Composition. During any period of two consecutive years, individuals who constitute the Company’s or the Bank’s Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board of Directors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholdersstockholders or corporators) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 12 contracts
Sources: Change in Control Agreement (Hamilton Bancorp, Inc.), Change in Control Agreement (Pilgrim Bancshares, Inc.), Change in Control Agreement (Pilgrim Bancshares, Inc.)
Change in Board Composition. During any period of two consecutive years, individuals who constitute the Company’s or the Bank’s Board board of Directors directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board board of Directorsdirectors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 10 contracts
Sources: Employment Agreement (Lake Shore Bancorp, Inc.), Employment Agreement (Lake Shore Bancorp, Inc. /MD/), Employment Agreement (Lake Shore Bancorp, Inc.)
Change in Board Composition. During any period of two (2) consecutive years, individuals who constitute the Company’s or the Bank’s Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board of Directors; provided, however, that for purposes of this clause (iiiC), each director who is first elected by the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 9 contracts
Sources: Employment Agreement (First of Long Island Corp), Employment Agreement (First of Long Island Corp), Employment Agreement (First of Long Island Corp)
Change in Board Composition. During any period of two (2) consecutive years, individuals who constitute the Company’s or the Bank’s Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board of Directors; provided, however, that for purposes of this clause (iii), each director who is first elected by to the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 8 contracts
Sources: Employment Agreement (Seneca Bancorp, Inc.), Employment Agreement (Seneca Bancorp, Inc.), Employment Agreement (Seneca Financial Corp.)
Change in Board Composition. During any period of two consecutive years, individuals who constitute the CompanyBank’s or the BankCompany’s Board board of Directors directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the CompanyBank’s or the BankCompany’s Board board of Directorsdirectors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company Bank or the Bank Company or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 6 contracts
Sources: Employment Agreement (PCSB Financial Corp), Employment Agreement (PCSB Financial Corp), Employment Agreement (PCSB Financial Corp)
Change in Board Composition. During any period of two consecutive years, individuals who constitute the Company’s or the Bank’s Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board of Directors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholdersstockholders or corporators) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company Bank or the Bank Company or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 5 contracts
Sources: Employment Agreement (Bancorp 34, Inc.), Employment Agreement (Bancorp 34, Inc.), Employment Agreement (Bancorp 34, Inc.)
Change in Board Composition. During any period of two consecutive fiscal years, individuals who constitute the CompanyBank’s or the BankCompany’s Board board of Directors directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the CompanyBank’s or the BankCompany’s Board board of Directorsdirectors; provided, however, that for purposes of this clause (iii), each director who is first elected by the a board of directors (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board board of directors as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company Bank or the Bank Company or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 3 contracts
Sources: Change in Control Agreement (PCSB Financial Corp), Change in Control Agreement (PCSB Financial Corp), Change in Control Agreement (PCSB Financial Corp)
Change in Board Composition. During any period of two consecutive years, individuals who constitute the Company’s Board or the Bank’s Board board of Directors directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s Board or the Bank’s Board board of Directorsdirectors; provided, however, that for purposes of this clause (iiic), each director who is first elected by the board Board (or first nominated by the board Board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period shall be deemed to have also been a director at the beginning of such period or who is appointed to the Board as the a director as a result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 2 contracts
Sources: Change in Control Agreement (PB Bancorp, Inc.), Change in Control Agreement (PB Bancorp, Inc.)
Change in Board Composition. During any period of two consecutive years, individuals who constitute the Company’s 's or the Bank’s Board 's board of Directors directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s 's or the Bank’s Board 's board of Directorsdirectors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“"FDIC”") shall be deemed to have also been a director at the beginning of such period; or
Appears in 2 contracts
Sources: Change of Control Agreement (Lake Shore Bancorp, Inc.), Change of Control Agreement (Lake Shore Bancorp, Inc.)
Change in Board Composition. During any period of two (2) consecutive years, individuals who constitute the Company’s or the Bank’s Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board of Directors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 2 contracts
Sources: Employment Agreement (First of Long Island Corp), Employment Agreement (First of Long Island Corp)
Change in Board Composition. During any period of two (2) consecutive years, individuals who constitute the Company’s 's or the Bank’s 's Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s 's or the Bank’s 's Board of Directors; provided, however, that for purposes of this clause (iii), each director who is first elected by to the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 2 contracts
Sources: Employment Agreement (WCF Bancorp, Inc.), Employment Agreement (FSB Bancorp, Inc.)
Change in Board Composition. During any period of two (2) consecutive years, individuals who constitute the Company’s or the Bank’s Board board of Directors directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board board of Directorsdirectors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 2 contracts
Sources: Employment Agreement (NB Bancorp, Inc.), Employment Agreement (NB Bancorp, Inc.)
Change in Board Composition. During any period of two consecutive fiscal years, individuals who constitute the Company’s or the Bank’s Board board of Directors directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board board of Directorsdirectors; provided, however, that for purposes of this clause (iii), each director who is first elected by the a board of directors (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board board of directors as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 1 contract
Change in Board Composition. During any period of two (2) consecutive years, individuals who constitute the Company’s 's or the Bank’s 's Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s 's or the Bank’s 's Board of Directors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 1 contract
Change in Board Composition. During any period of two consecutive years, individuals who constitute the Company’s or the Bank’s Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board of Directors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 1 contract
Sources: Executive Life Insurance Agreement (Kearny Financial Corp.)
Change in Board Composition. During any period of two (2) consecutive years, individuals who constitute the Company’s or the Bank’s Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board of Directors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholdersstockholders or corporators) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 1 contract
Change in Board Composition. During any period of two (2) consecutive years, individuals who constitute the Company’s or the Bank’s Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board of Directors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the Board board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
Appears in 1 contract