What changed in this filing

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Item 9A. Controls and Procedures

2022-03-09 compared with 2021-03-11 · 17 added, 9 removed, 140 unchanged (16% of the section changed)

9 unchanged sentences

Not applicable.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

21 unchanged sentences

(1) Available for future issuance under equity compensation plans (excluding securities reflected in the first column).

(2) Includes the First Financial Corporation 2011 Omnibus Equity Incentive Plan.

(2) Includes the First Financial Corporation Amended and Restated 2011 Omnibus Equity Incentive Plan.

(3) The Corporation has no equity compensation plan that has not been authorized by its stockholders.

16 unchanged sentences

Exhibit Number Description

Agreement and Plan of Merger among First Financial Corporation, HB Subsidiary, Inc.

and Hancock Bancorp, Inc.

dated as of August 10, 2021, incorporated by reference to Exhibit 2.1 of the Corporation's Form 8-K filed August 10, 2021.

Amended and Restated Articles of Incorporation of First Financial Corporation, incorporated by reference to Exhibit 3(i) of the Corporation’s Form 10-Q filed for the quarter ended September 30, 2002.

Code of By-Laws of First Financial Corporation, incorporated by reference to Exhibit 3(ii) of the Corporation’s Form 8-K filed February 22, 2021.

Amended and Restated Code of By-Laws of First Financial Corporation, incorporated by reference to Exhibit 3.2 of the Corporation’s Form 8-K filed February 22, 2021.

Articles of Amendment to the Amended and Restated Articles of Incorporation of First Financial Corporation, incorporated by reference to Exhibit 3.1 of the Corporation's Form 8-K filed April 27, 2021.

Employment Agreement for Norman L.

Lowery, effective July 1, 2020, incorporated by reference to Exhibit 10.01 of the Corporation’s Form 8-K filed September 9, 2020.

Lowery, effective July 1, 2021, incorporated by reference to Exhibit 10.01 of the Corporation’s Form 8-K filed July 1, 2021.

2001 Long-Term Incentive Plan of First Financial Corporation, incorporated by reference to Exhibit 10.3 of the Corporation’s Form 10-Q filed for the quarter ended September 30, 2002.

4 unchanged sentences

First Financial Corporation 2011 Short Term Incentive Compensation Plan, incorporated by reference to Exhibit 10.10 to the Corporation’s Form 10-K filed March 15, 2011.

First Financial Corporation 2011 Omnibus Equity Incentive Plan, incorporated by reference to exhibit 10.11 to the Corporation’s Form 10-Q for the quarter ended March 31, 2011 filed May 9, 2011.

First Financial Corporation Amended and Restated 2011 Omnibus Equity Incentive Plan, incorporated by reference to exhibit 10.1 to the Corporation’s Form 8-K for the annual meeting filed April 27, 2021.

Form of Restricted Stock Award Agreement, incorporated by reference to exhibit 10.12 to the Corporations 10-Q for the quarter ended March 31, 2012 filed May 10, 2012.

1 unchanged sentence

Employment Agreement for Norman D.

Lowery, dated January 1, 2020, incorporated by reference to Exhibit 10.1 of the Corporation’s Form 8-K filed April 2, 2020.

Lowery, effective July 1, 2021, incorporated by reference to Exhibit 10.1 of the Corporation’s Form 8-K filed July 1, 2021.

Employment Agreement for Rodger A.

McHargue, dated January 1, 2020, incorporated by reference to Exhibit 10.2 of the Corporation’s Form 8-K filed April 2, 2020.

McHargue, effective July 1, 2021, incorporated by reference to Exhibit 10.2 of the Corporation’s Form 8-K filed July 1, 2021.

Employment Agreement for Steven H.

Holliday, dated January 1, 2020, incorporated by reference to Exhibit 10.3 of the Corporation’s Form 8-K filed April 2, 2020.

Employment Agreement for Karen L.

Stinson-Milienu, dated January 1, 2020, incorporated by reference to Exhibit 10.4 of the Corporation’s Form 8-K filed April 2, 2020.

Holliday, effective July 1, 2021, incorporated by reference to Exhibit 10.3 of the Corporation’s Form 8-K filed July 1, 2021.

Separation and Release Agreement, dated December 9, 2021, among First Financial Corporation, First Financial Bank, N.A.

Stinson-Milienu.

Certification pursuant to Rule 13a-14(a) for Annual Report of Form 10-K by Principal Executive Officer

34 unchanged sentences

Gibson, Director

Jensen March 9, 2022

Jensen, Director

/s/ William R.

39 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.

What changed 10-K

Item 9A. Controls and Procedures