44 unchanged sentences
Officer and Director Trading Arrangements
+Added: The Company maintains a Directors’ Deferred Compensation Plan (the “DCP”), pursuant to which all (but not less than all) retainer fees and any meeting fees (or other cash compensation) payable to a participating director for service on the Board of Directors is deferred.
+Added: An election to participate in the DCP is effective for calendar year following the election and each subsequent calendar year until the director revokes the election, which revocation will be effective for the following calendar year.
+Added: Amounts deferred under the DCP are credited to a book account and deemed invested in the Company’s common stock.
+Added: The DCP is indirectly funded by the Company through a so-called “Rabbi Trust,” which is administered by an independent third party trustee.
+Added: The Company deposits deferred amounts into the Rabbi Trust, which funds are invested in our common stock through open market purchases by the trustee, which purchases are intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Securities Exchange Act of 1934.
+Added: A director’s deferred compensation is paid in our common stock following retirement, except under certain specified circumstances that permit earlier payment, including a severe financial hardship resulting from illness or accident, loss of property or other similar extraordinary and unforeseeable circumstances.
In the fourth quarter of 2023, directors Eric J.
2 unchanged sentences
Porto, and Lawrence B.
−Removed: Seidman, elected to participate in the Company’s Directors’ Deferred Compensation Plan (the “DCP”), pursuant to which all (but not less than all) retainer fees and any meeting fees (or other cash compensation) payable to such director for service on the Board of Directors is deferred.
−Removed: The election is effective for calendar year 2024 and each subsequent calendar year until the director revokes the election, which revocation will be effective for the following calendar year.
−Removed: Amounts deferred under the DCP are credited to a book account and deemed invested in the Company’s common stock.
−Removed: The DCP is indirectly funded by the Company through a so-called “Rabbi Trust,” which is administered by an independent third party trustee.
−Removed: The Company deposits deferred amounts into the Rabbi Trust, which funds are invested in our common stock through open market purchases by the trustee.
−Removed: A director’s deferred compensation is paid in our common stock following retirement, except under certain specified circumstances that permit earlier payment, including a severe financial hardship resulting from illness or accident, loss of property or other similar extraordinary and unforeseeable circumstances.
+Added: Seidman, elected to participate, and continue to participate in the DCP.
Disclosure Regarding Foreign Jurisdictions That Prevent Inspection
32 unchanged sentences
Exhibit 10.2† 2012 BNC Financial Group, Inc.
−Removed: Stock Option and Equity Award Plan (1)
−Removed: Exhibit 10.3† 2012 BNC Financial Group, Inc.
Stock Plan (1)
12 unchanged sentences
and Lawrence B.
+Added: (7) A s further amende d by Amendment to February 5, 2020 Agreement dates as of December 19, 2024 (12)
Exhibit 10.10† Employment Agreement of Matthew McNeill (6)
5 unchanged sentences
Sacchetti (8)
+Added: Exhibit 19 Insider Trading Policy
Exhibit 21.1 Subsidiaries of the Registrant (1)
24 unchanged sentences
(9) Filed as an Exhibit to Registrant's September 30, 2023 Form 10-Q.
+Added: (10) Filed as an Exhibit to Registrant's December 31, 2023 Form 10-K.
+Added: (11) Filed as an Exhibit to Registrant's July 25, 2024 Form 8-K.
+Added: (12) Filed as an Exhibit to Registrant's December 23, 2024 Form 8-K.
Form 10-K Summary
3 unchanged sentences
Christopher R.
−Removed: President and Chief Executive Officer
+Added: Chief Executive Officer
March 5, 2025
4 unchanged sentences
Christopher R.
−Removed: President, Chief Executive Officer and a Director
+Added: Chief Executive Officer and a Director
(principal executive officer)
1 unchanged sentence
Sacchetti March 5, 2025
−Removed: Executive Vice President & Chief Financial Officer (principal financial and accounting officer)
−Removed: /s/ Gail Brathwaite March 12, 2024
−Removed: Gail Brathwaite
+Added: Executive Vice President & Chief Financial Officer (principal financial officer)
+Added: /s/ Angelo G.
+Added: Fusaro March 5, 2025
+Added: Senior Vice President & Principal Accounting Officer
Dale March 5, 2025
6 unchanged sentences
/s/ Todd Lampert March 5, 2025
+Added: March 5, 2025
Porto March 5, 2025
2 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.