First Amendment to the Second Amended and Restated Salary Continuation Agreement


  
 Exhibit 10.3

 FIRST AMENDMENT 
 TO THE 
 THE FIRST NATIONAL BANK OF MIFFLINTOWN 

AMENDED AND RESTATED 
 SALARY CONTINUATION AGREEMENT 
 DATED DECEMBER 31, 2008 

FOR 

JODY GRAYBILL 
 THIS AMENDMENT is entered into this 29th day of October, 2010, by and between THE FIRST NATIONAL BANK OF MIFFLINTOWN (the “Company”), a national banking association located in Mifflintown, Pennsylvania, and JODY GRAYBILL
(the “Executive”). 
 WHEREAS, the Company and the Executive executed the Second Amended and Restated Salary
Continuation Agreement on December 31, 2008, (the “Agreement”); 
 WHEREAS, Section 8.1 of the
Agreement provides that the Agreement may be amended upon mutual consent of the parties thereto; and 
 WHEREAS, the
parties now desire to amend the Agreement for the purpose of changing the Normal Retirement Benefit amount and Schedule A; 

NOW, THEREFORE, it is agreed by and between the Company and the Executive as follows: 

Section 2.1.1 of the Agreement shall be deleted in its entirety and replaced as follows: 

2.1.1    Amount of Benefit.    The annual benefit under this Section 2.1 is Fifty Six Thousand
Dollars ($56,000). 
 Schedule A shall be deleted in its entirety and replaced by the Schedule A attached hereto.







  
 IN WITNESS
WHEREOF, the parties have executed this Amendment as of the date indicated above. 
  

					
	EXECUTIVE:	 	 COMPANY:
  

		 	 THE FIRST NATIONAL BANK OF MIFFLINTOWN

 

	 /s/ Jody D. Graybill
	 	By	 	 /s/ John P. Henry, III

	JODY GRAYBILL	 	Title	 	 Chairman


 By execution hereof, First Community Financial Corporation consents to and agrees to be bound by the terms and conditions of this First Amendment to the Agreement. 

 

							
	ATTEST:	 	 CORPORATION:
  

		 		 	 FIRST COMMUNITY FINANCIAL
 CORPORATION
  

	 /s/ Jennifer S. Kauffman
	 	By:	 	 /s/ John P. Henry, III

	Title	 	 Asst. Secretary
	 	Title	 	 Chairman








  
 Plan Year Reporting

  

					
		 	 Salary Continuation Plan

Schedule A


 Jody Graybill 
  

													
	 Birth
Date: 1/26/1965
  
 Normal Retirement: 1/26/2030, Age
65
	 	   Early
Retirement  
 1/26/2019
	 	  Disability  	 	  
   Change in Control  
	 	 Pre-retire.

Death

Benefit
  

Annual2

 Benefit 

	  	 	 	 	 	 	 Annual Benefit2

Amount Payable at

Normal Retirement

Age
	 	 Annual Benefit2

Amount Payable at

Normal Retirement

Age
	 	 Annual Benefit2

Amount Payable at

Separation from

Service
	 
	 Values
 as of
	 	Age	 	 Based
On
 Accrual
	 	 Based
On
 Accrual
	 	 Based
On
 Accrual
	 	 Based
On
 Benefit

	 	(1)	 	(2)	 	(3)	 	(4)	 	(5)
	 Oct
	 	 2010 1	 	45	 	         0	 	9,875	 	3,105	 	56,000
	 Aug
	 	 2011	 	46	 	         0	 	13,467	 	4,473	 	56,000
	 Aug
	 	 2012	 	47	 	         0	 	17,166	 	6,053	 	56,000
	 Aug
	 	 2013	 	48	 	         0	 	20,651	 	7,731	 	56,000
	 Aug
	 	 2014	 	49	 	         0	 	23,934	 	9,512	 	56,000
	 Aug
	 	 2015	 	50	 	         0	 	27,025	 	11,404	 	56,000
	 Aug
	 	 2016	 	51	 	         0	 	29,937	 	13,411	 	56,000
	 Aug
	 	 2017	 	52	 	         0	 	32,680	 	15,543	 	56,000
	 Aug
	 	 2018	 	53	 	         0	 	35,264	 	17,806	 	56,000
	 Aug
	 	 2019	 	54	 	37,697	 	37,697	 	20,209	 	56,000
	 Aug
	 	 2020	 	55	 	39,989	 	39,989	 	22,760	 	56,000
	 Aug
	 	 2021	 	56	 	42,148	 	42,148	 	25,469	 	56,000
	 Aug
	 	 2022	 	57	 	44,182	 	44,182	 	28,344	 	56,000
	 Aug
	 	 2023	 	58	 	46,097	 	46,097	 	31,397	 	56,000
	 Aug
	 	 2024	 	59	 	47,901	 	47,901	 	34,638	 	56,000
	 Aug
	 	 2025	 	60	 	49,600	 	49,600	 	38,079	 	56,000
	 Aug
	 	 2026	 	61	 	51,201	 	51,201	 	41,732	 	56,000
	 Aug
	 	 2027	 	62	 	52,708	 	52,708	 	45,610	 	56,000
	 Aug
	 	 2028	 	63	 	54,128	 	54,128	 	49,728	 	56,000
	 Aug
	 	 2029	 	64	 	55,466	 	55,466	 	54,100	 	56,000
	 Jan
	 	 2030	 	65	 	56,000	 	56,000	 	56,000	 	56,000

  

	1	 The first line reflects just the initial values as of October 1, 2010. 



 

	2	 The annual benefit amount will be distributed in 12 equal monthly payments for a total of 180 monthly payments. 



Salary Continuation Plan for The First National Bank of Mifflintown - Mifflintown, PA 
 424851 60505 479983 v10.10.06 10/26/2010:14 SCP-E 

	







  
 Plan Year Reporting

  

					
		 	 Salary Continuation Plan

Schedule A



Jody Graybill 
  

													
	 Birth
Date: 1/26/1965
  

Normal Retirement: 1/26/2030, Age 65
	 	 Early Retirement

1/26/2019
	 	Disability	 	  

Change in Control
	 	 Pre-retire.

Death

Benefit
  

Annual2

 Benefit 

	  	 	 	 	 	 	Annual
Benefit2
Amount Payable
at
Normal Retirement
Age	 	 Annual Benefit2

Amount Payable at
Normal Retirement
Age
	 	 Annual Benefit2

Amount Payable at
Separation from
Service
	 
	 Values
 as of
	 	Age	 	 Based
On
 Accrual
	 	 Based
On
 Accrual
	 	 Based
On
 Accrual
	 	 Based
On
 Benefit

	 	(1)	 	(2)	 	(3)	 	(4)	 	(5)

  

	*	IF THERE IS A CONFLICT IN ANY TERMS OR PROVISIONS BETWEEN THIS SCHEDULE A AND THE AGREEMENT, THE TERMS AND PROVISIONS OF THE AGREEMENT SHALL PREVAIL. IF A TRIGGERING
EVENT OCCURS, REFER TO THE AGREEMENT TO DETERMINE THE ACTUAL BENEFIT AMOUNT BASED ON THE DATE OF THE EVENT. 

 Salary Continuation
Plan for The First National Bank of Mifflintown - Mifflintown, PA 
 424851 60505 479983 v10.10.06 10/26/2010:14 SCP-E