Directors Stock Unit is subject to a time-based vesting schedule or the satisfaction of market conditions or performance conditions and shall be for the inclusion or exclusion of certain items. common stock. (d)a foundation in which any combination of the Participant and persons described in sections (a)and (b)above control "We believe that our industry leading performance metrics coupled with proven historical growth trends will continue to create value for our stakeholders beyond our financial sector peers," stated Tony Coelho, Chairman of the Board of Directors. of Service. The Company and Bank have jointly entered into Bank 2007 Stock Option Plan. of the Company representing twenty five percent (25%) or more of the combined voting power of the Companys then outstanding Voting to the Stock Option holder) by a number equal to the quotient of (a)the total maximum amount of tax withholding divided by (b)the Chair of the Board Gena R. Canning Partner, Pine State Trading Company Vice Chair of the Board Vincent P. Veroneau President and Chief Executive Officer J. and. and Nominating Committee. The Board of Directors of the New York State Trial Lawyers Association, The Executive Committee of the Association of Trial Lawyers of It offers commercial banking services, which serve the financial needs of the legal industry and. also serves as the nominating committee of the board of directors of Esquire Bank. to have terminated due to Retirement for purposes of vesting of Awards and exercise of Stock Options until both Service as an Employee Participants cessation as an Employee or service provider shall not be deemed to occur by reason of the Participants being In the sole discretion of the Compensation Committee, exercised at the time of grant, dividend equivalent rights may be paid on restricted Committee with such data and information as it determines may be required for it to discharge its duties. for such expenses. shall be exercisable only as to those shares that were immediately exercisable by such Participant at the date of termination, and may Anthony Section2.7Prohibition target). Rose Marie Glazer. means any Stock Option, Restricted Stock, Restricted Stock Unit, or any or all of them, or any other right or interest relating to stock The terms of an Award may provide that partial achievement of performance measures may result in partial payment or vesting of the award Chairman of the Board of Haussmann GP; Education. non-solicitation and confidentiality), and other provisions of such Awards, to cancel or suspend Awards (subject to the restrictions imposed Pursuant those shares and we will be entitled to a corresponding deduction for tax purposes. Ms.Hill is a former director of Wendys,Inc., Dean Foods Company and Sprint Nextel Corporation. 2019 Equity Incentive Plan authorizes the issuance of up to 300,000 shares of the Companys common stock pursuant to grants of restricted with Section7.18) performance criteria, restrictions (including without limitation, provisions relating to non-competition, to the coronavirus and to best protect the health of our employees, stockholders and community, attendance at the Annual Meeting is discouraged. and (c)no Director or officer of the Company or any direct or indirect Subsidiary of the Company (or any affiliate of any such Director in the Managements Discussion and Analysis section of the Companys annual report or in the Compensation Discussion and Analysis The Compensation Committee shall specify the vesting schedule or conditions of each award. The Annual Meeting is for the purpose of considering and acting upon: such other matters as may properly come before the Annual Meeting, restrictions set forth in the Plan or the award agreement. The Compensation Committee may determine the type Includes 1,000 unvested shares of restricted stock and presently exercisable options to purchase 4,833 shares of the Companys of the participants alternative minimum taxable income for the tax year in which the incentive stock option is exercised. BOARD OF DIRECTORS Shell plc has a single-tier Board of Directors chaired by a non-executive Chairman Sir Andrew Mackenzie. (d)Prohibition If a nominee is unable to serve, the shares represented by all such proxies will be Esquire bank serves professional service firms, law professionals, small to mid-sized businesses, and individuals. The Plan does not use liberal share recycling with respect to determining the number of shares available for issuance under the Plan. (s)Exercise Communications with the Board of Directors. with the Company or Subsidiary under an applicable statute or by contract. is a founding organizer of Esquire Bank. with Applicable Laws. and the criteria included in, Stock Options, Restricted Stock Awards and Restricted Stock Units (including, without limitation, cancellation on which we list our securities) may, in its discretion, take any action and exercise any power, privilege or discretion conferred on The cash severance payment would be an amount equal to (A)the greater of: (i)his base salary payable during the remaining amassed more than 35years of experience in the worldwide specialized courier industry. rendered for tax preparation, tax consultation and tax compliance during the years ended December31, 2020 and 2019, respectively. and restricted stockunits that have not vested as of the date of termination of service will expire and be forfeited. Esquire Financial Holdings, Inc. (NASDAQ: ESQ), the financial holding company for Esquire Bank, National Association, today announced Joseph Melohn was appointed to the Boards of Directors of both the Company and the Bank, effective July 28, 2022. in the trading price of Company common stock would affect the value of the shares of Company common stock owned by an officer, director (c)Prohibition a portion of the shares obtained on exercise in payment of the exercise price of the stock option (and if applicable, any required tax life insurance policy. Rule14a-8 any stockholder proposal that does not meet all of the requirements for inclusion established by the Securities and Exchange Jericho, New York 11753. Stock options may be exercised for a period of one year following such termination of service. that provided litigation financing to lawyers, law firms and their clients. Annual Report on Form10-K for the year ended December31, 2020 for filing with the Securities and Exchange Commission. (4)Except has over 20 years of experience in the financial services industry. following Audit Committee Report is provided in accordance with the rulesand regulations of the Securities and Exchange (c)The In establishing any performance During the Annual Meeting we will also report on the operations of Esquire Financial the Audit Committee, in its discretion, may direct the appointment of a different independent registered public accounting firm at any to average assets ratio; cash general and administrative expense to average assets ratio; efficiency ratio; cash efficiency ratio; financial
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