Change in Control Continuity Agreement Sample Contracts

CHANGE IN CONTROL CONTINUITY AGREEMENT
Change in Control Continuity Agreement • July 3rd, 2017 • Sun Bancorp Inc /Nj/ • Commercial banks, nec • New Jersey

CHANGE IN CONTROL CONTINUITY AGREEMENT, dated as of the 27th day of June 2017 (this “Agreement”), by and between Sun Bancorp, Inc., a New Jersey corporation (the “Company”), and Thomas M. O’Brien (the “Executive”).

CHANGE IN CONTROL CONTINUITY AGREEMENT
Change in Control Continuity Agreement • May 29th, 2024 • Capri Holdings LTD • Leather & leather products • New York

THIS Change in Control CONTINUITY AGREEMENT (this “Agreement”) is made and entered into, as of August 9, 2023, by and between Capri Holdings Limited, a British Virgin Islands business company limited by shares (the “Company”) and Cedric Wilmotte (“Executive”).

CHANGE IN CONTROL CONTINUITY AGREEMENT
Change in Control Continuity Agreement • November 3rd, 2022 • CapStar Financial Holdings, Inc. • State commercial banks • Tennessee

THIS Change in Control CONTINUITY AGREEMENT (this “Agreement”) is made and entered into, as of June 1, 2022, by and among CapStar Financial Holdings, a Tennessee corporation (the “Company”), CapStar Bank, a Tennessee banking corporation and a direct, wholly-owned subsidiary of the Company (the “Bank” and, together with the Company, “CapStar”) and Ken Webb (“Executive”).

CHANGE IN CONTROL CONTINUITY AGREEMENT
Change in Control Continuity Agreement • February 14th, 2023 • United Community Banks Inc • State commercial banks • Georgia

THIS Change in Control CONTINUITY AGREEMENT (this “Agreement”) is made and entered into, as of February 14, 2023 (the “Effective Date”), by and among United Community Banks, Inc., a Georgia corporation (the “Company”) and H. Lynn Harton (“Executive”).

CHANGE IN CONTROL CONTINUITY AGREEMENT First Amendment
Change in Control Continuity Agreement • October 31st, 2023 • CapStar Financial Holdings, Inc. • State commercial banks

THIS AMENDMENT CHANGE IN CONTROL CONTINUITY AGREEMENT (this “Amendment”) is made and entered into, as of October 26, 2023, by and among CapStar Financial Holdings, a Tennessee corporation (the “Company”), CapStar Bank, a Tennessee banking corporation and a direct, wholly-owned subsidiary of the Company (the “Bank” and, together with the Company, “CapStar”) and Timothy K. Schools (“Executive”).

December 13, 2023 Dear Tim,
Change in Control Continuity Agreement • December 13th, 2023 • CapStar Financial Holdings, Inc. • State commercial banks

This letter agreement (this “Letter Agreement”) memorializes our recent discussions concerning tax planning for you, CapStar Financial Holdings, a Tennessee corporation (the “Company”) and CapStar Bank, a Tennessee banking corporation and a direct, wholly-owned subsidiary of the Company (the “Bank” and, together with the Company, “CapStar”) in connection with the anticipated consummation in 2024 of the transactions contemplated by the Agreement and Plan of Merger, dated as of October 26, 2023, by and between the Company and Old National Bancorp (“Parent,” and such agreement, the “Merger Agreement”), pursuant to which the Company shall merge with and into Parent (the “Merger”). On the terms set forth in this Letter Agreement, CapStar shall accelerate into 2023 the amounts contemplated by Sections 3 and 4 of the amendment, dated October 26, 2023, to the Change in Control Continuity Agreement by and among the Company, the Bank and you, dated April 21, 2022 (such agreement, as amended, the