Exhibit 10.4
AMENDMENT TO RESTRICTED STOCK AGREEMENT
OF
PSB HOLDINGS, INC.
THIS AMENDMENT TO PSB HOLDINGS, INC. RESTRICTED STOCK AGREEMENT
(this “Amendment”) is entered into as of the 17th day
of June, 2008 by and between PSB Holdings, Inc. of Wausau,
Wisconsin and [INSERT EMPLOYEE NAME] (the “Executive”).
All terms used herein which are not otherwise defined have
the same meaning as in the PSB Holdings, Inc. Restricted Stock
Agreement (the “Agreement”) with the Executive.
WHEREAS, [INSERT EMPLOYEE NAME] entered into the Agreement,
effective January 2, 2008; and
WHEREAS, PSB Holdings, Inc. and [INSERT EMPLOYEE NAME] mutually
agree to amend the Agreement.
NOW, THEREFORE, the Agreement is hereby amended as follows:
1.
Acceleration of Vesting Upon A Change of Control .
Section 2, VESTING, FORFEITURE AND TRANSFER
RESTRICTIONS, is hereby amended to add the following at the end of
the existing Section 2:
“Notwithstanding anything contained herein to the contrary,
all Unvested Shares shall become Vested Shares upon a “Change
of Control.” For the purpose of this Agreement, a
“Change of Control” shall be deemed to have
occurred:
(a)
when any “person” as defined in Section 3(a)(9) of the
Securities Exchange Act of 1934, as amended (the “Exchange
Act”) and as used in Sections 13(d) and 14(d) thereof,
including a “group” as defined in Section 13(d) of the
Exchange Act, excluding any employee benefit plan sponsored or
maintained by the Company or any subsidiary of