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EXHIBIT 10.7
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ABINGTON SAVINGS BANK
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LONG TERM
PERFORMANCE INCENTIVE
PLAN
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LONG TERM PERFORMANCE INCENTIVE PLAN
PURPOSE:
To incent Executive Management and members of the Board of Directors to build
long-term shareholder value. Specifically, to encourage focus on the price of
the company's stock.
TYPE:
The bank's Long Term Performance Incentive Plan which provides for the granting
of stock options of the bank's Common Stock to Executive Management and members
of the Board of Directors. The program would incorporate Incentive Stock Options
(ISO's) (1) as well as Non-Qualified Stock Options (NSO's) (2) for management
while using NSO's for non-employee directors. The options granted will be based
upon the achievement of the annual business plan.
(1) Incentive Stock Options: Options granted pursuant to the plan which
qualify under Section 422 of the Internal Revenue Code. The aggregate
fair market value (determined as of the date of grant) of stock
covered by incentive stock options which become exercisable for the
first time in any calendar year may not exceed $100,000. In general,
an optionee will not be deemed to receive taxable income upon grant to
exercise of an incentive stock option, and any gain realized at the
time of sale of shares acquired upon exercise of an incentive stock
option will be treated as capital gain, provided that such shares are
held by the optionee for at least one year after the date of exercise
and two years after the date of grant. ISO's are only available for
employees of the Bank.
(2) Non-Qualified Stock Options: Options in which an optionee will be
deemed to receive taxable income at ordinary income rates upon
exercise of a non-qualified stock option in an amount equal to the
difference between the exercise price and the fair market value of the
Common Stock on the date of exercise.
PARTICIPANTS:
Position Annual Grant (Shares) *
- -------- -----------------------
Board of Directors (1,000 Each) 11,000
CEO 5,000
Division Head (3,500 each) 14,000
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30,000
* In the unlikely event that the number of shares needed to meet the annual
grant are not available options will be granted on a pro-rata basis.
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MECHANICS:
o Generally, bank performance will be determined and options will
be granted by the end of February following the plan year end.
o The holder shall have the right to exercise the option in whole
or in part at any time until the option expires ten years for
the grant date.
o The exercise price would be a minimum of the fair market value
of the day of the grant (February Board of Directors meeting)
o The options would become exercisable after a specific stock
trading price target is met.
o All options become exercisable in full upon a change in control
of the company even if the stock price target is not met.
o All options with delayed vesting would fully vest at the end of
year nine, even if none of the targets are met. This provision
is required to avoid unnecessary financial statement charges for
compensation.
o The options is forfeited in accordance to the terms as outlined
in the particular Stock Option Agreement.
EXERCISE OF OPTION:
o The options would become exercisable after the fair market value
per share of the company's common stock exceeds 120% of the
grant price for a period of thirty (30) consecutive business
days (determined as the average of the daily closing prices per
share as reported on the NASDAQ/National Market System for such
period).
o The maximum amount of incentive options which can become
exercisable in one year will be limited to $100,000, based on
the grant price. In the event of a change in control of the
company all options in the plan become fully vested and
exercisable.
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ADMINISTRATION:
o Plan will be administered by the Vice President of Human
Resources under the direction of the Compensation Committee.
o Participants who join the organization prior to July first may be
eligible to participate in the program with the approval of the
Compensation Committee (on a pro-rata basis).
o An eligible participant must be an Officer or Board Member of the
company at the time the options are awarded in order to receive a
grant.
o Options granted shall be subject to the conditions as outlined in
the particular Stock Option Agreement.
ADDITIONAL GRANTS:
Additional grants may be made for such events as acquisitions, asset purchase,
etc. as these goals are accomplished for incentive purposes.