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EXHIBIT 10.2: FORM OF RESTRICTED STOCK AWARD AGREEMENT
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FORM OF
RESTRICTED STOCK AWARD AGREEMENT
FOR THE NEWPORT BANCORP, INC. 2007 EQUITY INCENTIVE PLAN
This Award Agreement is provided to _______________ (the
"Participant")
by Newport Bancorp, Inc. (the "Company") as of ___________ (the
"Grant Date"),
the date the Board of Directors of the Company serving as the
Committee under
the 2007 Plan (the "Committee") awarded the Participant a
restricted stock award
pursuant to the Newport Bancorp, Inc. 2007 Equity Incentive Plan
(the "2007
Plan"), subject to the terms and conditions of the 2007 Plan and
this Award
Agreement:
1. NUMBER OF SHARES SUBJECT
TO YOUR RESTRICTED STOCK AWARD: _________ shares of Common
Stock ("Shares"), subject
to adjustment as may be
necessary pursuant to
Article 10 of the 2007 Plan.
2. GRANT DATE: _________
Unless sooner vested in accordance with Section 3 of the Terms
and
Conditions (attached hereto) or otherwise in the discretion of
the Committee,
the restrictions imposed under Section 2 of the Terms and
Conditions will expire
as to the following percentages of the Shares awarded hereunder,
on the
following respective dates; provided that the Participant is
still employed by
or in service with the Company or any of its subsidiaries:
Number of Shares
Vesting Vesting Date
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IN WITNESS WHEREOF, Newport Bancorp, Inc., acting by and through
the
Board of Directors, has caused this Award Agreement to be
executed as of the
Grant Date set forth above.
NEWPORT BANCORP, INC.
By:
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On behalf of the Board of Directors
ACCEPTED BY PARTICIPANT:
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[Name]
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Date
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TERMS AND CONDITIONS
1. GRANT OF SHARES. The Grant Date and number of Shares
underlying your
Restricted Stock Award are stated on page 1 of this Award
Agreement.
Capitalized terms used herein and not otherwise defined shall
have the
meanings assigned to such terms in the 2007 Plan.
2. RESTRICTIONS. The unvested Shares underlying your Restricted
Stock
Award (the "Restricted Shares") are subject to the following
restrictions until they expire or terminate.
(a) Restricted Shares may not be sold, transferred,
exchanged,
assigned, pledged, hypothecated or otherwise encumbered.
(b) If your employment or service with the Company or any
Affiliate
terminates for any reason other than as set forth in
paragraph
(b) of Section 3 hereof, then you will forfeit all of your
rights, title and interest in and to the Restricted Shares
as
of the date of termination, and the Restricted Shares shall
revert to the Company under the terms of the 2007 Plan.
(c) Restricted Shares are subject to the vesting schedule set
forth
on page 1 of this Award Agreement.
3. EXPIRATION AND TERMINATION OF RESTRICTIONS. The restrictions
imposed
under Section 2 will expire o
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