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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Omega Financial (MM) | NASDAQ:OMEF | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 0 | - |
Pennsylvania | 000-13599 | 25-1420888 | ||
(State or other jurisdiction of
incorporation) |
(Commission File Number)
|
(IRS Employer Identification No.) |
366 Walker Drive, State College, Pennsylvania | 16801 | |||
(Address of principal executive offices) | (Zip Code) |
| change the payments under the Severance Agreements from installments over a three year period, subject to reduction for pension, annuity or other benefits or payments received by the executive under the Amended and Restated Salary Continuation Agreement, described below, to a single payment which will not be reduced by other amounts received by the executive; | ||
| provide for the payment of a change in control benefit in lieu of a severance payment in the event of a change of control as defined in the Amendments. The change in control benefit is equal to three times the executives highest annual cash compensation, including cash bonuses, during the three calendar years ending immediately prior to the calendar year in which the change of control occurs; | ||
| amend the definition of change in control to be similar to the definition contained in the regulations promulgated under Section 409A of the Internal Revenue Code, except with respect to certain thresholds (however, Ms. Kovals agreement also retains the prior language for situations applicable to her voluntary termination of employment within three years after such a change of control takes place); | ||
| provide for the payment to the executive of an amount equal to any excise tax imposed on the executive under the excess parachute payment rules of Section 4999 of the Internal Revenue Code with respect to payments or benefits received under the Severance Agreement, the Amended and Restated Salary Continuation Agreement described below or any other plan, program, agreement or arrangement, as well as any related federal, state and local income, excise and employment taxes imposed as a result of the additional payment; | ||
| provide that, in the event that a court finds that the executive has breached any of the nondisclosure and noncompetition covenants in the Severance Agreement after the payment of the amounts called for by the Agreement, the court may require the executive to repay a portion of such amount not to exceed 1/36th of the total payments under the Severance Agreement for each calendar month in which such breach occurred; |
| eliminate the requirement that Omega post a letter of credit to secure its obligations under the Severance Agreements; and | ||
| address certain requirements of Section 409A of the Internal Revenue Code and regulations promulgated under that Section. |
| add Omega as a party in addition to Omega Bank; | ||
| provide that any cash benefit payable under the Amended and Restated Salary Continuation Agreements will be paid in a single lump-sum payment; | ||
| provide that in the event of a change of control, the executive will become vested in the benefit that would become payable at normal retirement age and the present value of that benefit will be paid in a single payment on the date of the change in control; | ||
| amend the definition of change in control to be similar to the definition contained in the regulations promulgated under Section 409A of the Internal Revenue Code, except with respect to certain thresholds; | ||
| revise the formulas used to calculate the amount of the retirement benefit to establish certain dates that annual compensation and offsets will be determined; | ||
| address certain requirements of Section 409A of the Internal Revenue Code and regulations promulgated under that Section; | ||
| provide for the payment to the executive of an amount equal to any interest and additional tax imposed on the executive under Section 409A of the Internal Revenue Code, as well as any related federal, state and local income, excise and employment taxes imposed as a result of the additional payment; and | ||
| revise the excess parachute payment excise tax reimbursement language in the Original Agreements to conform to the language contained in the Amendments to the Severance Agreements described above. |
No. | Description | |
10.1
|
Amendment to Severance Agreement dated as of November 7, 2007 between Omega Financial Corporation and Donita R. Koval. | |
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||
10.2
|
Amendment to Severance Agreement dated as of November 7, 2007 between Omega Financial Corporation and Daniel L. Warfel | |
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||
10.3
|
Amended and Restated Salary Continuation Agreement dated as of November 7, 2007 among Omega Financial Corporation, Omega Bank and Donita R. Koval | |
|
||
10.4
|
Amended and Restated Salary Continuation Agreement dated as of November 7, 2007 among Omega Financial Corporation, Omega Bank and Daniel L. Warfel |
Omega Financial Corporation | ||||||
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Date: November 14, 2007
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By: | /s/ Daniel L. Warfel | ||||
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Name: Daniel L. Warfel | ||||||
Title: EVP and Chief Financial Officer | ||||||
|
No.
Description
Amendment to Severance Agreement dated as of November 7, 2007 between Omega Financial
Corporation and Donita R. Koval.
Amendment to Severance Agreement dated as of November 7, 2007 between Omega Financial
Corporation and Daniel L. Warfel
Amended and Restated Salary Continuation Agreement dated as of November 7, 2007 among Omega
Financial Corporation, Omega Bank and Donita R. Koval
Amended and Restated Salary Continuation Agreement dated as of November 7, 2007 among Omega
Financial Corporation, Omega Bank and Daniel L. Warfel
1 Year Omega Financial (MM) Chart |
1 Month Omega Financial (MM) Chart |
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