Other Information
−Removed: (a) On November 2, 2021, the Company and Grace Vallacchi, its Chief Risk Officer, amended and restated the terms of the Executive Employment Agreement and the Executive Change in Control Agreement between them, each dated October 23, 2017.
−Removed: The amendments to the Employment Agreement extended its term by one year, to July 31, 2024, with annual automatic renewals thereafter.
−Removed: The Amendments to the Executive Change in Control Agreement amended the amount payable to her in the event of a change in control to:
−Removed: an amount equal to the sum of (i) Executive’s Salary and (ii) the greater of the cash incentive payment paid to the Executive for the prior fiscal year or the Target Cash Compensation for the current fiscal year (“Change in Control Payment”).
−Removed: In the event that the Company’s Board in good faith determines that the Change in Control occurred during such time as the Company is at least “adequately capitalized” (within the meaning of 12 U.S.C.
−Removed: § 1831o(b)) then the Change in Control Payment shall be multiplied by a factor of three (3), provided, however, that the total value of the Change in Control Payment (including any insurance benefits provided) shall not exceed three times the sum of the Executive’s Salary and the greater of the cash incentive payment paid to the Executive for the prior fiscal year or the Target Cash Compensation for the current fiscal year.
−Removed: Other than the above amendments (and certain nonsubstantive updates and technical corrections), the Employment Agreements and Change in Control Agreement remain unchanged.
−Removed: The revised agreements are attached as Exhibits 10.1 and 10.2 to this Quarterly Report, respectively, and are incorporated by reference herein.
−Removed: (b) Not Applicable.
+Added: Not Applicable.
Exhibit Description Reference
−Removed: Employment Agreement between OceanFirst Financial Corp.
−Removed: Vallacchi Filed here within this document
−Removed: Change in Control Agreement between OceanFirst Financial Corp.
−Removed: Vallacchi Filed here within this document
+Added: Executive Employment Agreement between OceanFirst Financial Corp.
+Added: and Patrick Barrett Incorporated herein by reference from Exhibit to Form 8-K filed on March 17, 2022.
+Added: Confidentiality and Executive Restriction Agreement Incorporated herein by reference from Exhibit to Form 8-K filed on March 17, 2022.
+Added: Executive Change in Control Agreement Incorporated herein by reference from Exhibit to Form 8-K filed on March 17, 2022.
Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 Filed here within this document
2 unchanged sentences
Section 1350 as added by Section 906 of the Sarbanes-Oxley Act of 2002 Filed here within this document
−Removed: 101.0 The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2021, formatted in XBRL (Extensible Business Reporting Language):
+Added: 101.0 The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2022, formatted in XBRL (Extensible Business Reporting Language):
(i) the Consolidated Statements of Financial Condition, (ii) the Consolidated Statements of Income, (iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Changes in Stockholders’ Equity, (v) the Consolidated Statements of Cash Flows and (vi) the Notes to Consolidated Financial Statements
2 unchanged sentences
OceanFirst Financial Corp.
−Removed: November 4, 2021 /s/ Christopher D.
+Added: May 5, 2022 /s/ Christopher D.
Christopher D.
Chairman and Chief Executive Officer
−Removed: November 4, 2021 /s/ Michael J.
+Added: May 5, 2022 /s/ Michael J.
Executive Vice President and Chief Financial Officer
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.