VILLAGE BANK AND TRUST FINANCIAL CORP. (NASDAQ:VBFC) Files An 8-K Other Events
Item 8.01
On August 24, 2020, Village Bank (the “Bank”), a wholly-owned subsidiary of Village Bank and Trust Financial Corp. (the “Company”), entered into a change of control agreement with Christy F. Quesenbery, Executive Vice President of Operations of the Bank.
The agreement has a two-year term that will expire on August 24, 2022. The term may be extended for an additional two years at the discretion of the Bank’s Board of Directors. to the agreement, if, within 12 months following a “Change of Control” (as defined in the agreement) of the Company, Ms. Quesenbery is terminated by the Bank without “Cause” (as defined in the agreement) or she terminates her employment with the Bank following a reduction in her base salary of at least 10%, she will be entitled to receive a lump sum cash payment equal to nine months of her monthly base salary (as in effect on her termination date, or immediately prior to the Change of Control, whichever is greater). Such benefit is contingent upon Ms. Quesenbery signing a customary release and waiver of claims in favor of the Bank. As defined in the agreement, the term “Change of Control” includes, among other things, a sale of securities of the Company representing at least 50% of the Company’s outstanding shares or voting power, certain merger transactions, and a sale of all or substantially all of the Company’s assets. As defined in the agreement, the term “Cause” means unlawful or unethical business conduct, dishonesty, a willful violation of any law, rule, or regulation (other than traffic violations or similar offenses), a material violation of the Bank’s work rules, Code of Ethics or policies, or a material breach of the agreement.
The foregoing summary description of the change of control agreement is qualified in its entirety by reference to the agreement, a copy of which is attached to this report as Exhibit 10.1, and is incorporated herein by reference.
(d) Exhibits.
The following exhibit is filed herewith
| 10.1 | Change of Control Agreement, dated August 24, 2020, by and between Village Bank and Christy F. Quesenbery. |
Village Bank & Trust Financial Corp. Exhibit
EX-10.1 2 tm2029787d1_ex10-1.htm EXHIBIT 10.1 EXHIBIT 10.1 CHANGE OF CONTROL AGREEMENT This Change of Control Agreement (this “Agreement”) is entered into as of August 24,…
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About VILLAGE BANK AND TRUST FINANCIAL CORP. (NASDAQ:VBFC)
Village Bank and Trust Financial Corp. is a bank holding company. The Company has three active subsidiaries: Village Bank (the Bank), Southern Community Financial Capital Trust I and Village Financial Statutory Trust II. The Bank has one active subsidiary: Village Bank Mortgage Corporation (the mortgage company), which is a full service mortgage banking company. The Company is the holding company of and successor to the Bank. The Bank is the primary operating business of the Company. The Bank offers a range of banking and related financial services, including checking, savings, certificates of deposit and other depository services, and commercial, real estate and consumer loans, primarily in the Richmond, Virginia metropolitan area. The Bank offers a range of financial services and products, and specializes in providing customized financial services to small and medium sized businesses, professionals, and individuals. The Bank conducts business from over 10 branch banking offices.