Exhibit 10.9
Second Amendment
To
Employment
Agreement
THIS SECOND AMENDMENT TO EMPLOYMENT
AGREEMENT (the “Amendment”) is made as of this 31st day
of December, 2008, by and between THE BANK OF HAMPTON ROADS
(“BHR”), a banking corporation organized and existing
under the laws of the Commonwealth of Virginia, its successors and
assigns, HAMPTON ROADS BANKSHARES, INC. (“HRB”), a
Virginia corporation, its successors and assigns (collectively BHR
and HRB shall be the “Bank” or “Employer”
and otherwise deemed synonymous as the context may require); and
DOUGLAS J. GLENN (the “Executive”).
WHEREAS, BHR, HRB and the Executive
entered into an Employment Agreement dated November 1, 2007, (the
“Agreement”) and the Agreement has been amended by
First Amendment to Employment Agreement; and
WHEREAS, the Bank and Executive now
desire to amend certain provisions of the Agreement;
NOW, THEREFORE, the parties agree as
follows:
|
1.
|
The second sentence of Section
3(b)(ii) shall be deleted and replaced with the
following:
|
For purposes of this Agreement, the
term “Change in Control” is hereby defined as the date
that (i) any one person, or more than one person, acting as a
group, acquires ownership of stock of Hampton Roads Bankshares,
Inc. that, together with stock held by such person or group
constitutes more than 50% of the total fair market value or total
voting power of the stock of Hampton Roads Bankshares, Inc., (b)
during any period of twelve consecutive months, individuals who at
the beginning of such period constituted the Board and any new
directors, whose election by the Board or nomination for election
by Hampton Roads Bankshares, Inc.’s stockholders was approved
by a vote of at least three-fourths (3/4ths) of the directors then
still in office who either were directors at the beginning of the
period or whose election or nomination for election was previously
so approved, cease for any reason to constitute a majority of the
Board, or (c) during any period of twelve consecutive months, (i)
any one person, or more than one person, acting as a group,
acquires ownership o
