Exhibit 10.3.3
AMENDMENT NO. 3
TO THE
PROFIT SHARING AND EMPLOYEE STOCK OWNERSHIP PLAN
OF
FIRSTBANK (FORMERLY FIRST SAVINGS BANK, F.S.B.)
THIS AMENDMENT is approved and adopted by FirstBank (formerly
First Savings Bank, F.S.B.) on this 1st day of April, 1999.
RECITALS
A. FirstBank (Formerly First Savings Bank, F.S.B.) executed the Profit
Sharing and Employee Stock Ownership Plan, effective January 1, 1996.
B. Section 13.1 of the plan provides in part as follows:
"At any time the Company may amend this Plan and Trust by action of the
Board of Directors . . . ."
C. The Company now desires to amend the plan and trust.
AMENDMENT
The Company hereby amends the plan and trust as follows:
1. EFFECTIVE APRIL 1, 1999, ALL REFERENCES IN THE PLAN TO "FIRST SAVINGS
BANK, F.S.B." SHALL BE CHANGED TO REFER TO "FIRSTBANK" AND ALL REFERENCES IN THE
PLAN TO "FIRST SAVINGS BANK, F.S.B. PROFIT-SHARING AND EMPLOYEE STOCK OWNERSHIP
PLAN" SHALL BE CHANGED TO REFER TO "FIRSTBANK PROFIT-SHARING AND EMPLOYEE STOCK
OWNERSHIP PLAN".
2. EFFECTIVE APRIL 1, 1999, SECTION 4.4[c] OF THE PLAN HEREBY IS AMENDED
TO READ IN ITS ENTIRETY AS FOLLOWS:
3.1 PARTICIPATION: Any Employee who is a Participant in this Plan as
of the Effective Date of this Plan will remain a Participant in
this Plan. Any other or new Employee will become a Participant
as of the Employee's Employment Commencement Date, or
Reemployment Commencement Date, provided that the Employee then
is at least 21 years of age.
3. EFFECTIVE JANUARY 1, 1999, SECTION 4.1[b] OF THE PLAN HEREBY IS
AMENDED TO READ IN ITS ENTIRETY AS FOLLOWS:
4.1[b] COMPANY MATCHING CONTRIBUTIONS: The Company will make
matching contributions ("Matching Contributions") to the Plan on
behalf of Participants, in the following amounts: If the Participant
elects, pursuant to Section 12.7, to invest all or any portion of his
or her salary reduction contributions for any Plan Year in Qualifying
Employer Securities, and such salary reduction contributions remain
invested in Qualifying Employer Securities as of the last day of the
Plan Year, the Matching Contribution for such Participant for the Plan
Year will equal a percentage (such percentage to be determined by the
Company each Plan Year) of each $1.00 of salary reduction
contributions for the Plan Year which are so invested in Qualifying
Employer Securities. If the Participant elects, pursuant to Section
12.7, to invest all or any portion of his or her salary reduction
contributions for any Plan Year in investments other than Qualifying
Employer
Securities, or if such salary reduction contributions which were
invested in Qualifying Employer Securities during the Plan Year are
invested in other assets of the last day of the Plan Year, the Matching
Contribution for such Participant for the Plan Year will equal 50% of
the percentage determined for contributions which are invested in
Qualifying Employer Securities. The Matching Contribution will be made
to the Profit-Sharing Accounts in the Plan, unless such Matching
Contribution is designated by the Company as a contribution to the ESOP
Accounts in the Plan.
4. EFFECTIVE APRIL 1, 1999 SECTION 4.4[c] OF THE PLAN HEREBY IS AMENDED
TO READ IN ITS ENTIRETY AS FOLLOWS:
4.4[c] PARTICIPANT ELECTIVE DEFERRALS: Effective April 1, 1999,
each Participant will be deemed to have elected to reduce his or her
Compensation for contribution to this Plan as an elective deferral in
an amount equal to 2% of such Participant's Compensation; provided,
however, that the participant may elect to suspend such elective
deferral contributions, or change the amount of such elective deferral
contributions. Such election shall be made at such time and in
accordance with such procedures as are established by the
Administrator from time to time. A Participant may change his or her
deferral election prospectively but not retroactively by giving
written notice to the Administrator within the time limits prescribed
by the Administrator. A Participant may elect to make, modify, or
cease elective deferrals during the election periods established by
the Administrator, which election periods must be provided at least
annually. A Participant also may elect to defer all or any portion of
any bonus payable to the Participant provided that such deferral
election is made prior to the time the Participant receives such
bonus. Participant elective deferral contributions will be treated as
part of the Participant's Profit-Sharing Accounts.
5. EFFECTIVE APRIL 1, 1999, SECTIONS 5.1[a] AND 5.1[b] OF THE PLAN HEREBY
ARE AMENDED TO READ IN ITS ENTIRETY AS FOLLOWS:
5.1[a] PROFIT-SHARING CONTRIBUTIONS: The Company's Profit-Sharing
Contributions made pursuant to section 4.1[a] will be allocated to
Participants in the ratio in which a Participant's Compensation for the
Plan Year bears to the total Compensation of all eligible Participants
for the Plan Year. A Participant will be entitle to share in the
allocation of the Profit-Sharing Contribution for the Plan Year if the
Participant completes 1,000 or more Hours of Service and is employed by
the Company on the last day of the Plan Year. For the first Plan Year
of participation in the Plan, the 1,000 Hours of Service requirement in
the preceding sentence will be prorated based on the number of days the
Participant was employed during the Plan Year. Compensation will be
recognized under this Plan only from the Participant's effective date of
participation in the Plan.
However, Profit-Sharing Contributions for the Plan Year in which a
Participalnt attains Normal Retirement Age, Early Retirement Age, or
Late Retirement Age and terminates employment, or dies, will be
allocated to such Participant regardless of the Hours of Service the
Participant completes during such Plan Year and regardless of whether
the Participant is an employee on the last day of the Plan Year.
[b] MATCHING CONTRIBUTIONS: The Company's Matching Contribution
will be allocated to each Participant as a percentage of such
Participant's elective deferral contributions to the Plan for the Plan
Year. A Participant will be entitled to share in the allocation of
the Matching Contribution for the Plan Year if, during the Plan Year,
the Participant completes 1,000 or more Hours of Service and is
employed by the Company on the last day of the Plan Year. For the
first Plan Year of participation in the Plan, the 1,000 Hours of
Service requirement in the preceding sentence will be prorated based
on the number of days the Participant was employed during that Plan
Year. However, Matching Contributions for the Plan Year in which a
Participant attains Normal Retirement Age, Early Retirement Age, or
Late Retirement Age and terminates employment, or dies, will be
allocated to such Participant regardless of the Hours of Service the
Participant completes during such Plan Year and regardless of whether
the Participant is employed on the last day of the Plan Year.
6. EFFECTIVE APRIL 1, 1999, SECTION 12.7[a] OF THE PLAN HEREBY IS AMENDED
TO READ IN ITS ENTIRETY AS FOLLOWS:
12.7[a] GENERAL RULES FOR DIRECTION OF PROFIT-SHARING ACCOUNTS:
Each Participant may direct the Trustee's investment of his or her
Profit-Sharing Account, including the portion of his or her Account
attributable to Participant rollover contributions, Participant
elective deferral contributions, and Company Matching Contributions,
as provided in this section.
7. ANY INCONSISTENT PROVISION OF THE PLAN AND TRUST SHALL BE READ
CONSISTENT WITH THIS AMENDMENT.
8. EXCEPT AS AMENDED ABOVE, THE COMPANY HEREBY AFFIRMS AND READOPTS EACH
AND EVERY OTHER PROVISION OF THE PLAN AND TRUST.
IN WITNESS WHEREOF, the Company has executed this amendment as of the
date first mentioned above.
FIRSTBANK
By:
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