Exhibit (10) M




 





PEAPACK-GLADSTONE EMPLOYMENT AGREEMENT


OF FRANK A. KISSEL


 


This EMPLOYMENT
AGREEMENT (this “Agreement”) is entered into as of November 25, 2013 (the “Effective Date”),
by and among Peapack-Gladstone Financial Corporation (“PGFC”), Peapack-Gladstone Bank (the “Bank”)
(PGFC and the Bank are collectively referred to herein as the “Company”), and Frank A. Kissel (the
“Kissel”), whose address is PO Box 841, Far Hills , NJ 07931.


WITNESSETH:


WHEREAS, the
Company and Kissel previously entered into that certain employment agreement dated January 1, 2008 (the “Prior Agreement”);


WHEREAS, the
Company and the Kissel now wish to fully cancel the Prior Agreement and replace said agreement with this Agreement; and


WHEREAS, this
Agreement replaces and supersedes the Prior Agreement in its entirety.


NOW, THEREFORE,
in consideration of the mutual covenants contained herein, the parties agree as follows:


Section 1. Primary
Terms of Employment. 


 


		(a)	Title: The Executive shall be employed as Chairman Emeritus.



 


		(b)	Term: The Executive shall be employed by the Company from the date hereof to and through
December 31, 2015.



 


		(c)	Compensation: The Executive shall be compensated according to the terms set forth on Exhibit
A, attached hereto and made a part hereof.



 


		(d)	Job Duties: The Executive shall serve as an ambassador of goodwill for the Company, and
shall endeavor to generate new business for the Company. The Executive shall set his own hours. The Executive shall work in his
office, in the field or in his home, at his discretion.



 


Section 2. Change-in-Control
Agreement. The Executive’s prior change-in-control agreement has been cancelled; the Executive shall have no change-in-control
agreement.


Section 3. Business
Expenses. The Company shall pay or reimburse the Executive for all reasonable entertainment, travel or other expenses incurred
by the Executive in connection with the performance of his duties under this Agreement, subject to the Executive’s presentation
of appropriate documentation in accordance with such procedures as the Company may from time to time establish.


Section 4. Withholdings.
The Company may directly or indirectly withhold from any payments made under this Agreement all Federal, State, City or other taxes
and all other deductions as shall be required pursuant to any law or regulation or pursuant to any contributory benefit plan maintained
by or on behalf of the Company.


Section 5. Binding
Agreement; Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit and obligation of
the Executive and the Company and the latter’s successors and assigns. In the case of a sale or merger of either PGFC or
the Bank, or both, the acquiring or successor entity shall automatically by such sale or merger become bound by the terms hereof
to the same extent and with equal force and effect as the Company is so bound today, and such acquiring or successor entity shall
compensate Executive as set forth on Exhibit A hereto through the term hereof. This Agreement is personal to the Executive
and may not be assigned by him.



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Section 6. Governing
Law. This Agreement shall be governed by, and construed in accordance with, the internal laws of the State of New Jersey,
without reference to the choice of law principles thereof.


Section 7. Entire
Agreement. This Agreement shall constitute the entire agreement among the parties with respect to the matters covered hereby
and shall supersede all previous written, oral or implied understandings among them with respect to such matters, including without
limitation the Prior Agreement.


Section 8. Amendments.
This Agreement may only be amended or otherwise modified, and compliance with any provision hereof may only be waived, by a writing
executed by all of the parties hereto. The provisions of this Section 8 may only be amended or otherwise modified by such a writing.


Section 9. Section
Headings. The Section headings herein have been inserted for convenience of reference only and shall in no way modify or
restrict any of the terms or provisions hereof. When the context admits or requires, words used in the masculine gender shall be
construed to include the feminine, the plural shall include the singular, and the singular shall include the plural.


Section 10.
Severability. If any provision of this Agreement or application thereof to anyone or under any circumstance is adjudicated
to be invalid or unenforceable in any jurisdiction, such invalidity or unenforceability shall not affect any other provision or
application of this Agreement which can be given effect without the invalid or unenforceable provision or application and shall
not invalidate or render unenforceable such provision or application in any other jurisdiction. If any provision is held void,
invalid or unenforceable with respect to particular circumstances, it shall nevertheless remain in full force and effect in all
other circumstances.


Section 11.
Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original,
and all of which shall together be deemed to constitute one and the same instrument.


IN WITNESS WHEREOF,
PGFC and the Bank have caused this Agreement to be duly executed by the undersigned, thereunto duly authorized, and the Executive
has signed this Agreement, all as of the Effective Date.





	WITNESS	 	PEAPACK-GLADSTONE FINANCIAL CORPORATION
	 	 	 	 
	 	 	 	 
	 	 	By:	 
	Secretary	 	 	 
	 	 	 	 
	 	 	PEAPACK-GLADSTONE BANK
	 	 	 	 
	 	 	 	 
	 	 	By:	 
	Secretary	 	 	 
	 	 	 	 
	 	 	 	 
	 	 	 
	EXECUTIVE	 	








 



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Exhibit A


Frank A. Kissel Employement Agreement, dated 11/25/13





 


Frank A. Kissel


DOB - 10/20/1950


Medicare Eligible - 10/2015





 


	Description of Benefit	 	 	 	 	2012	 	 	 	2013	 	 	 	2014	 	 	 	2015	 
	 	 	 	 	 	Age 62	 	 	 	Age 63	 	 	 	Age 64	 	 	 	Age 65 	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Base Salary	 	 	 	$	418,000	 	 	$	200,000	 	 	$	200,000	 	 	$	200,000	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Bonus	 	 	 	$	167,200	 	 	$	30,000	 	 	$	—	 	 	$	—	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Medical *	 	 EMPLOYER COST	 	$	5,689	 	 	$	5,951	 	 	$	7,247	 	 	$	7,972	 
	Dental *	 	 EMPLOYER COST	 	$	522	 	 	$	522	 	 	$	522	 	 	$	575	 
	Vision **	 	 	 	$	—	 	 	$	—	 	 	$	—	 	 	$	—	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Life Insurance	 	$301,000 Coverage	 	$	798	 	 	$	578	 	 	$	578	 	 	$	578	 
	Long Term Disability	 	 	 	$	524	 	 	$	452	 	 	$	452	 	 	$	452	 
	BOLI	 	Annual Benefit Expense	 	$	24,000	 	 	$	2,833	 	 	$	2,833	 	 	$	2,833	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	401k	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Enhanced Benefit *	 	 	 	$	30,348	 	 	$	30,348	 	 	$	30,348	 	 	$	—	 
	Age/Service *	 	 	 	$	17,150	 	 	$	17,150	 	 	$	17,150	 	 	$	—	 
	3% QNEC - YE	 	 	 	$	7,500	 	 	$	6,000	 	 	$	6,000	 	 	$	6,000	 
	Employer Match	 	 	 	$	7,500	 	 	$	6,000	 	 	$	6,000	 	 	$	6,000	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	* Enhanced Benefit and Age/Service Benefit ends in the year you turn age 65.
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Other Benefits:	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Auto Cost -personal usage per W-2	 	 	 	$	9,800	 	 	$	9,800	 	 	$	9,800	 	 	$	9,800	 
	Annual Insurance - estimate	 	 	 	$	3,000	 	 	$	3,000	 	 	$	3,000	 	 	$	3,000	 
	Annual Maintenance - estimate	 	 	 	$	1,000	 	 	$	1,000	 	 	$	2,000	 	 	$	2,000	 
	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 	 
	Cell phone - estimate	 	 	 	$	1,000	 	 	$	1,000	 	 	$	1,000	 	 	$	1,000	 
	 	 	 	 	$	694,031	 	 	$	314,634	 	 	$	286,930	 	 	$	240,210	 





 


* assume a 10% increase in 2015


** 100 % employee paid benefit








 

















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EXHIBIT A


 


FORM OF RELEASE


 



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