Exhibit 10.2
    

    
      PBIB CORPORATION
2500 Eastpoint Parkway
Louisville, Kentucky 40223
    

    
      September 30, 2015
    

    
      W. Glenn Hogan
2500 Eastpoint Parkway
Louisville, Kentucky 40223
    

    
      Dear Mr. Hogan:
    

    
      You have agreed to purchase $1,333,333 face amount of shares of the
      capital securities issued by Porter Statutory Trust IV (the “Securities”)
      effective on or before September 30, 2015.
    

    
      You agree, immediately upon completing your purchase of the Securities,
      to transfer the Securities by book-entry delivery to PBIB Corporation, a
      Kentucky corporation (“PBIB”) and wholly owned subsidiary
      of Porter Bancorp, Inc. (“Porter”), and in exchange, PBIB will transfer
      to you by book-entry delivery 400,000 newly issued Common Shares of
      Porter (the “Shares”).
    

    
      You understand and acknowledge that the Shares have not been registered
      under federal and applicable state securities laws and may not be sold
      or transferred by you unless so registered or subject to an exemption
      from registration under federal and applicable state securities
      laws.  Neither PBIB nor Porter is under any obligation to register the
      Shares for resale.  You further understand and acknowledge that the
      Shares will be “restricted securities” within the meaning of Rule 144
      under the federal Securities Act of 1933, as amended, and any stock
      certificates issued to represent the Shares will bear a legend to that
      effect.
    

    
      Each of us will be responsible for its own expenses relating to any
      aspect of this Agreement.
    

    
      This Agreement constitutes our entire agreement with respect to the
      subject matter contained herein, and supersedes all prior and
      contemporaneous understandings and agreements, both written and oral,
      with respect to such subject matter.  The terms of this Agreement may
      only be amended or modified only by a written agreement signed by each
      party hereto.
    

    
      This Agreement shall be governed by and construed in accordance with the
      internal laws of the Commonwealth of Kentucky without giving effect to
      any choice or conflict of law provision or rule (whether of the
      Commonwealth of Kentucky or any other jurisdiction) that would cause the
      application of laws of any jurisdiction other than those of the
      Commonwealth of Kentucky.  Any legal suit, action or proceeding arising
      out of or based upon this Agreement or the transactions contemplated
      hereby may be instituted in the federal courts of the United States of
      America or the courts of the Commonwealth of Kentucky in each case
      located in the county of Jefferson, and each party irrevocably submits
      to the exclusive jurisdiction of such courts in any such suit, action or
      proceeding.  Each party acknowledges and agrees that any controversy
      which may arise under this Agreement is likely to involve complicated
      and difficult issues and, therefore, each such party irrevocably and
      unconditionally waives any right it may have to a trial by jury in
      respect of any legal action arising out of or relating to this Agreement
      or the transactions contemplated hereby.
    

    
      Any term or provision of this Agreement which is invalid or
      unenforceable in any jurisdiction shall, as to that jurisdiction, be
      ineffective to the extent of such invalidity or unenforceability without
      rendering invalid or unenforceable the remaining terms and provisions of
      this Agreement or affecting the validity or enforceability of any of the
      terms or provisions of this Agreement in any other jurisdiction. If any
      provision of this Agreement is so broad as to be unenforceable, the
      provision shall be interpreted to be only so broad as is enforceable.
    

    

    

    
      
        

        

      

      
        
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      This Agreement may be executed via facsimile or electronic mail
      transmission and may be executed in separate counterparts, each of which
      shall be deemed to be an original and all of which together shall
      constitute a single instrument.
    

    
      Please countersign in the space provided below and return a fully
      executed copy to PBIB.  Upon such countersignature, this Agreement shall
      take effect as of the date on the first page.
    

    

    


    	
           
        	
          Very truly yours,
        
	

        	
           
        
	

        	
          
            PBIB CORPORATION
          

        
	

        	

        	
           
        
	

        	
          
            By:
          

        	
          
            PORTER BANCORP, INC., its sole
          

        
	

        	

        	
          
            shareholder
          

        
	

        	

        	
           
        
	

        	
          
            By:
          

        	
          
            /s/ John T. Taylor
          

        
	

        	

        	
          Name: John T. Taylor
        
	

        	

        	
          Title: Chief Executive Officer
        
	

        	

        	
           
        
	

        	
          
            W. GLENN HOGAN
          

        
	

        	

        	
           
        
	

        	
          
            By:
          

        	
          
            /s/ W. Glenn Hogan
          

        
	

        	

        	
          Name: W. Glenn Hogan
        
	

        	

        	
          Title: Director
        


    

    
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