Exhibit








EXHIBIT 10.65
WILSON BANK & TRUST
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT
This Supplemental Executive Retirement Plan Agreement (“Agreement”) is entered into as of this 23rd day November, 2012 (the “Effective Date”) by and between Wilson Bank & Trust (the “Employer”), and Clark Oakley, an individual resident of Tennessee (the “Executive”), and establishes the Wilson Bank & Trust Supplemental Executive Retirement Plan f/b/o Clark  Oakley (the “Plan”).


WHEREAS, the Executive has contributed substantially to the success of the  Employer and the Employer desires that the Executive continue in its employ;


WHEREAS,  Employer  desires  to  provide  certain  supplemental nonqualified pension benefits to Executive;


WHEREAS, Employer and Executive desire to enter into this Agreement to provide a retirement benefit under this Plan and to be paid to Executive upon Separation from Service (or other permissible payment event) as provided herein;
WHEREAS, the parties hereto intend that this Agreement shall be an unfunded arrangement maintained primarily to provide supplemental retirement benefits for the Executive, and shall be considered a plan described in section 301(a)(3) of the  Employee  Retirement Income Security Act of 1974, as amended (“ERISA”); and
WHEREAS, this Plan is intended to comply with the requirements of section 409A of  the Internal Revenue Code of 1986, as amended (the “Code”) and, accordingly, the intent of the parties hereto is that the Plan shall be operated and interpreted consistent with the requirements thereof;


WHEREAS, the Employer has purchased a Flexible Premium Indexed Deferred Annuity Contract issued by Midland National Life Insurance Company, contract #8500475513, (“Annuity Contract”); and


WHEREAS,  the Employer is the sole owner of the Annuity Contract and elects to use the Annuity Contract to provide a retirement benefit to the Executive;


NOW THEREFORE, in consideration of the foregoing premises and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows.


ARTICLE 1
DEFINITIONS


Whenever used in this Agreement, the following terms have the meanings specified:


1.1.“Accrual  Balance” means the liability that should be accrued by the Employer under  accounting principles generally  accepted  in  the  United  States  (“GAAP”) for the Employer’s obligation   to the Executive under this Agreement, by applying Accounting Principles Board Opinion No. 12, as 















amended by Statement of Financial Accounting Standards No. 106, and the calculation method and discount rate specified hereinafter. The Accrual Balance shall be determined by the liability accrued by the Employer as of the Effective Date. The Accrual Balance shall be calculated assuming a level principal amount and interest as the discount rate is accrued each period. The principal accrual is determined such that when it is credited with interest each month, the Accrual Balance at Normal Retirement, in accordance with Section 3.1, equals the present value of the retirement benefits described in Section 3.1. At the end of each Plan Year, the Accrual Balance shall be adjusted to reflect the Employer’s  obligation under  Section  3.1.   The  discount  rate  means the rate used by the Plan Administrator for determining the Accrual Balance. The rate is based on the yield on a 20-year corporate bond rated Aa by Moody’s, rounded to the nearest  1/4%, or as otherwise determined by the governing Regulatory body. The initial discount rate is 6.50%. In its sole discretion,  the  Plan  Administrator may adjust the discount rate to maintain the rate within reasonable standards according to GAAP and consistent with the Interagency Advisory on Accounting for Deferred Compensation Agreements which states that the “cost of those benefits shall be accrued over that period of the Executive’s service in a systematic and rational manner.”


		
	1.2.
	“Actuarial (Actuarially) Equivalent” means a benefit of equivalent value to the


normal form of benefit determined by generally accepted actuarial  principles.


		
	1.3.
	“Beneficiary”   means  each  designated  person,  or  the  estate  of  the   deceased


Executive, entitled to benefits, if any, upon the death of the Executive, determined   according to
Article 4.


		
	1.4.
	“Beneficiary Designation Form” means the form established from time to   time


by  the   Plan   Administrator  that   the  Executive  completes,   signs,   and   returns   to   the Plan
Administrator to designate one or more Beneficiaries.


		
	1.5.
	“Board” means the Board of Directors of the Employer.




		
	1.6.
	“Change  in  Control”  shall  be  deemed  to  have  taken  place  if  there  occurs a


“change in ownership,” a “change in the effective control,” or a “change in the ownership of a substantial portion of the assets” of the Employer as such terms are defined in Treasury Regulation §1.409A-3(i)(5) or any subsequent, applicable Treasury Regulation.


		
	1.7.
	“Disability”  shall mean the Executive (i) is    unable to engage in any substantial


gainful activity by reason of any medically determinable physical or mental impairment which can be expect to result in death or can be expected to last for a continuous period of not less than twelve (12) months or (ii) is, by reason of any medically determinable physical or mental impairment which can be expected to result in death or can be expected to last for a continuous period of not less than twelve (12) months, receiving income replacement benefits for a period of not less than three (3) months under an accident and health plan covering employees of the Employer.


Medical determination of Disability may be made by either the Social Security Administration or by the provider of an accident or health plan covering employees of the Employer,  provided  that the definition  of Disability applied  under  such  Disability  insurance program complies with the requirements of section 409A. Upon the request of the Plan Administrator, the Executive must submit proof to the Plan Administrator of Social Security Administration’s or the provider’s determination.















		
	1.8.
	“Early Retirement Date”  means  the date of  retirement  from service  which  is


effective prior to age sixty-five (65), provided the Executive has attained age fifty-five (55)   and
been continuously employed by the Employer for twenty (20) years.


		
	1.9.
	       “ERISA” means the Employee Retirement Income Security Act of 1974.




		
	1.10.
	  “Rider”  means the Income  Rider  attached  to the Annuity  Contract as an endorsement. 




		
	1.11.
	“Normal Retirement Age” means age sixty-five (65).




		
	1.12.
	“Plan Administrator” means the plan administrator described in Article 8.




1.13.“Separation from Service” means the Executive’s “separation from service” from the Employer as such term is defined under section 409A of the Code and section 1.409A 1(h) of the Final Treasury Regulations or the corresponding provisions in future guidance issued by the Department of the Treasury and the Internal Revenue Service.
ARTICLE 2
DEFERRED COMPENSATION AND VALUATION OF ACCOUNT


		
	2.1.
	Ownership of the Annuity Contract. The Employer is the sole owner of  the


Annuity Contract and shall have the right to exercise all incidents of ownership. The Employer shall be the beneficiary of the death proceeds of the Annuity Contract. The Employer shall at all times be entitled to the Annuity Contract’s cash surrender value, as that term is defined in the Annuity Contract.  The cash surrender value shall be determined as of the date of the surrender  of the Annuity Contract or death of the Executive, as the case may be.


		
	2.2.
	Right to Annuity Contract. Notwithstanding any provision hereof to the contrary,


the Employer shall have the right to sell or surrender the Annuity Contract without terminating this Agreement, provided the Employer replaces the Annuity Contract with a comparable annuity policy(ies) or arrangement that provides a similar benefit as that provided under the Annuity Contract. Without limitation, the Annuity Contract at all times shall be the exclusive property of the Employer and shall be subject to the claims of the Employer’s creditors.


		
	2.3.
	Rabbi Trust. Employer may establish a “rabbi trust” to which contributions may


be made to provide the Employer with a source of funds for purposes of satisfying the obligations of the Employer under the Plan. The trust shall constitute an unfunded arrangement and shall not affect the status of the Plan as an unfunded plan. The Executive and his Beneficiaries shall have no beneficial ownership interest in any assets held in the trust.
ARTICLE 3
RETIREMENT AND OTHER BENEFITS




		
	3.1
	Normal Retirement Benefit.  Upon the Executive’s Separation from Service on or


after Normal Retirement Age for any reason other than death or Disability, the Executive will be entitled to the benefit described in this Section 3.1 in lieu of any other benefit under this Agreement. The Normal 











Retirement Benefit will equal the Accrual Balance, payable in an Actuarially Equivalent single life annuity in an amount determined pursuant to the  Rider, payable in equal monthly installments for the life of the Executive commencing on the first (1st) day of the month following the date of the Executive’s Separation from Service.


		
	3.2
	Early  Retirement  Benefit.   Upon  the  Executive’s Separation  from  Service on or


after the Early Retirement Date but prior to the Normal Retirement  Date for any reason other  than death or Disability, the Executive will be entitled to the benefit described in this Section 3.2 in lieu of any other benefit under this Agreement. The Early Retirement Benefit will equal the Accrual Balance, payable in an Actuarially Equivalent single life annuity in an amount determined pursuant to the Rider, payable in monthly installments for the life of the Executive commencing on the first (1 st) day of the month following the date of the Executive’s Separation from Service.


		
	3.3
	Other  Separation  from  Service.    In  the  event   that  the  Executive   incurs   a


Separation from Service prior to the Early Retirement Date or Normal Retirement Date for any reason other than death or Disability or following a Change in Control, by his or her voluntary action or his or her discharge by the Employer without cause, the Employer shall pay to the Executive the benefit as provided in Schedule A, attached to this Agreement, payable in equal monthly installments for a period of one hundred eighty (180) months commencing on the first (1st) day of the month following the Executive’s Normal Retirement Age.
In the event the Executive shall be discharged by the Employer for cause, then all of the Executive’s rights under this Agreement shall terminate and he shall forfeit all benefits under this Agreement. For purposes of this Agreement, “for cause” shall mean gross negligence or willful misconduct, the commission of a felony or gross-misdemeanor involving moral turpitude, fraud, dishonesty, embezzlement, willful violation of any law or any other behavior or act that results in any adverse effect on the Employer as may be determined by the Employer in its sole discretion.


		
	3.4
	Disability  Benefit.   Upon the Executive’s Disability while actively employed by the


Employer, but prior to his or her Normal Retirement or Early Retirement, the Executive will be entitled to the benefit described in this Section 3.4 in lieu of any other benefit under this Agreement. The Disability Benefit will equal sixty (60%) percent of the Executive’s base salary and bonus at the time of the Disability less the Disability Benefit payable under the Wilson Bank and Trust Executive Salary Continuation Agreement for Clark Oakley, as amended and frozen as of October 1, 2012 (the “Frozen SERP”). The Disability Benefit is payable in equal monthly installments commencing on the first (1st) day of the third month following the date of the Executive’s Disability and payable until the Executive reaches Normal Retirement  Age.  At Normal Retirement Age, the Disability Benefit will be reduced to an amount equal to the Normal Retirement Benefit as provided for in Section 3.1 as if the Executive separated from service at  the Executive’s Normal Retirement Age and such reduced amount shall continue for the life of the Executive as provided in Section 3.1.


		
	3.5
	Death   Benefits  during  Active  Employment.   Upon the death of the Executive while


actively employed by the Employer, the Beneficiary will be entitled to a single sum payment, payable within thirty (30) days of the date of death (with the Beneficiary having no  right to designate the taxable year of the payment) equal to the Accrual Balance.


		
	3.6
	Death Benefit On or After Benefit Commencement. Upon death of the Executive after













the Executive is entitled to or begins receiving the Normal Retirement Benefit, Early Retirement Benefit, Other Separation from Service Benefit, Disability Benefit or Change in Control payments under Section 3.1, Section 3.2, Section 3.3 , Section 3.4 or Section 3.7 but before receiving a total of one hundred eighty (180) monthly installments of such benefit payments, the Executive’s Beneficiary will receive the monthly amount payable had the  Executive lived, payable for a total of one hundred eighty (180) monthly installments less the number of monthly installments already paid.


		
	3.7
	Change in Control Benefit. Upon a Change in Control, the Executive will be one hundred


percent (100%) vested in the Retirement Benefit as provided for in Section 3.1 as if the Executive separated from service at the Normal Retirement Age. Such benefits shall payable in equal monthly installments for the life of the Executive commencing thirty (30) days following said Change in Control.


		
	3.8
	Restriction  on  Timing  of  Distributions. Notwithstanding any provision of this


Agreement to the contrary, distributions under  this Agreement may not commence earlier than  six (6) months after the date of a Separation from Service if, pursuant to section 409A of the Code, the Executive is considered a “specified employee” (defined in section 1.409A- l (i) of the Treasury Regulations) of the Employer if any stock of the Employer is publicly traded on an established securities market or otherwise. In the event a distribution is delayed pursuant to this Section, the originally scheduled distribution shall be delayed for six (6) months, and shall commence instead on the first (1st) day of the seventh (7th) month following the Executive’s Separation from Service.   If payments are scheduled to be made in installments, the first (1st) six (6) months of installment payments shall be delayed, aggregated, and paid instead on the first (1st) day of the seventh (7th) month, after which all installment payments shall be made on their regular schedule. If payment is scheduled to be made in a lump sum, the lump sum payment shall be delayed  for  six  (6)  months  and  instead  be  made on  the  first  (1st) day of  the seventh (7th) month.


		
	3.9
	Coordination of Benefits. Notwithstanding any other provision of this Agreement to the 


contrary, the parties acknowledge that the benefits to be provided hereunder are intended  to, and shall be, paid at the same time and form and in the same amount as provided for under the Frozen SERP during the period during which the benefits under the Frozen SERP (as applicable) were to be provided for thereunder (as if such benefits were not frozen) as required by section 409A of the Code. Any benefits which continue to be paid under this Agreement following the time such benefits would have ceased under the Frozen SERP are in addition to and in no way are intended to replace, alter or substitute the benefits provided for under the Frozen SERP. The parties agree that this Section 3.9 shall control over any contrary provision regarding the calculation and the time and form of payment of the benefits under this Agreement and  the Frozen SERP and this Agreement shall be interpreted in accordance with this Section 3.9.




ARTICLE 4
BENEFICIARIES


		
	4.1.
	Beneficiary Designations. The Executive shall have the right to designate at any time a


Beneficiary to receive any benefits payable under this Agreement upon the death of the Executive. The Beneficiary designated under this Agreement may be the same as or different from the Beneficiary designation under any other benefit plan of the Employer in which the Executive participates.


		
	4.2.
	Beneficiary  Designation;  Changes.  The Executive shall designate a Beneficiary by


completing and signing the Beneficiary Designation Form and delivering it to the Plan Administrator or its designated agent. The Executive’s Beneficiary designation shall be deemed automatically revoked if 











the Beneficiary predeceases the Executive or if the Executive names a spouse as Beneficiary and the marriage is subsequently dissolved. The Executive shall have the right to change a Beneficiary by completing, signing, and otherwise complying with the terms of the Beneficiary Designation Form and the Plan Administrator’s rules and procedures, as in effect from time to time. Upon the acceptance by the Plan Administrator of a new Beneficiary Designation Form, all Beneficiary designations previously filed shall be cancelled. The Plan Administrator shall be entitled to rely on the last Beneficiary Designation Form filed by the Executive and accepted by the Plan Administrator before the Executive’s death.


		
	4.3.
	Acknowledgment. No designation or  change in designation of a  Beneficiary shall be


effective until received in writing by the Plan Administrator or its designated agent.


		
	4.4.
	No  Beneficiary  Designation. If the Executive dies without a valid Beneficiary


designation, or if all designated Beneficiaries predecease the Executive, then the Executive’s spouse shall be the designated Beneficiary. If the Executive has no surviving spouse, the benefits shall be distributed to the personal representative of the Executive’s estate.


		
	4.5.
	Facility  of  Payment.  If a benefit is payable to a minor, to a person declared


incapacitated, or to a person incapable of handling the disposition of his or her property, the Employer may pay such benefit to the guardian, legal representative, or person having the care or custody of the minor, incapacitated person, or incapable person. The  Employer may require  proof of incapacity, minority, or guardianship as it may deem appropriate before distribution of the benefit. Distribution shall completely discharge the Employer from all liability  for  the benefit.


ARTICLE 5
GENERAL LIMITATIONS
5.1.    Limits on Payments.  It is the intention of the parties that none of the payments to which 
the Executive is entitled under this Agreement will constitute a “golden  parachute  payment” within the meaning of 12 USC section 1828(k)(3) or implementing regulations of the FDIC, the payment of which is prohibited. Notwithstanding any other provision of this Agreement to the contrary, any payments due to be made by Employer for the benefit of the Executive pursuant to this Agreement, or otherwise, are subject to  and  conditioned  on compliance with 12 USC section 1828(k) and any regulations promulgated thereunder including the  receipt of  all  required  approvals thereof by  Employer’s primary federal  banking   regulator and/or the FDIC.




In addition, Employer and its successors retain the legal right to demand the return of any payment made hereunder which constitutes a “golden parachute payment” within the meaning of 12 USC section 1828(k)(3) or implementing regulations of the FDIC should Employer or its successors later obtain information indicating that the Executive committed, is substantially responsible for, or has violated, the respective acts or omissions, conditions, or offenses outlined under 12 C.F.R. 359.4(a)(4).


ARTICLE 6
CLAIMS AND REVIEW  PROCEDURES


		
	6.1.
	Claims Procedure. A  person or Beneficiary (a “claimant”) who has not received benefits


under the Agreement that he or she believes should be paid shall make a claim for such benefits as follows, and strictly in accordance with section 409A of the Code:













		
	(a)
	   Initiation - Written Claim. In the event that benefits under this Agreement are not


paid to the Executive (or his or her Beneficiary in the case of the Executive’s death), and such person feels entitled to receive them, a claim shall be made in writing to the Plan Administrator within sixty (60) days from the date payments are not made. Such claim shall be reviewed by the Plan Administrator. If the claim is denied, in full or in part, the  Plan  Administrator shall provide a written notice within ninety (90) days setting forth  the specific reasons for the denial specific reference to the provisions of this Agreement upon which  the  denial is based, and any additional material or information necessary to perfect the claim, if any. Also, such written notice shall indicate the steps to be taken if a review of the denial is desired.
If a claim is denied and a review is desired, the Executive (or his or her Beneficiary in the case of the Executive’s death), shall notify the Plan Administrator in writing within sixty (60) days [and a claim shall be deemed  denied  if the  Plan  Administrator  does not take any action within the aforesaid ninety (90)-day period]. In requesting a review,  the  Executive or his or her beneficiary may review  this  Agreement or any documents relating to  it and submit any written issue and comments he or she may feel appropriate.  In its sole  discretion the  Plan  Administrator shall  then  review  the claim  and  provide a written  decision  within sixty (60) days.  This decision  likewise shall  state  the specific provisions of the Agreement on which the decision is based.


(b)  For purposes of implementing this claims procedure, the Plan Administrator shall be responsible for the management, control, and administration of the Agreement as established herein. The Employer may delegate to certain aspects of management and operation responsibilities of the Agreement including the employment of advisors and the delegation of ministerial duties to qualified individuals.
All claim determinations under this Section 6.1 shall be made in accordance with section 409A of the Code
and the Regulations thereunder.


ARTICLE 7
MISCELLANEOUS


		
	7.1.
	Amendments and Termination. Strictly in compliance with section 409A of the Code, 


(a) this Agreement may be amended solely by a written agreement signed by the Employer and by the Executive, and (b) except as otherwise provided herein, this Agreement may be terminated solely by the Employer in its sole discretion. Any acceleration of payments or change in the form of payments under this Agreement, including upon the amendment, modification or termination of the Agreement, shall be made strictly as permitted and in accordance with section 409A of the Code, including 1,409A-3(j)(4) of the Treasury Regulations.


		
	7.2.
	Binding Effect.        This Agreement shall bind the Executive and the Employer and their 


beneficiaries,  survivors,  executors, successors,  administrators,  legal  representatives, and transferees.


		
	7.3.
	No Guarantee of  Employment.  This Agreement is not an employment policy or contract.


It does not give the Executive the right to remain an employee of the Employer, nor does it interfere with the Employer’s right to discharge the Executive. It also does not require the Executive to remain an employee nor interfere with the Executive’s right to terminate employment at any time.













		
	7.4.
	Non-Transferability. Benefits under this Agreement cannot be sold, transferred, assigned,


pledged, attached, or encumbered in any manner.


		
	7.5.
	Tax  Withholding. The Employer shall withhold any taxes that are required to be withheld


from the benefits provided under this Agreement.


		
	7.6.
	Applicable  Law.         Except to the extent preempted by the laws of the United States of


America, the validity, interpretation, construction, and performance of this Agreement shall be governed by and construed in accordance with the laws of the State of Tennessee, without giving effect to the principles of conflict of laws of such state.


		
	7.7.
	Unfunded   Arrangement.  The  Executive  and  the  Executive’s  Beneficiary are general


unsecured creditors of the Employer for the payment of benefits under this Agreement. The benefits represent the mere promise by the Employer to pay such benefits. The rights to benefits are not subject in any manner to anticipation, alienation, sale, transfer,  assignment, pledge, encumbrance, attachment, or garnishment  by  creditors.  Any insurance,  annuity contract or other asset purchased by Employer to fund its obligations under this Agreement shall be a general  asset  of  the Employer  to  which  the  Executive  and  Beneficiary  have no  preferred or
secured claim.


		
	7.8.
	Severability. If  any  provision  of  this  Agreement  is  held  invalid, such invalidity shall


not affect any other provision of this Agreement, and each such other provision  shall continue in full force and effect to the full extent consistent with law. If any provision of this Agreement is held invalid in part, such invalidity shall not affect the remainder of the provision, and the remainder of such provision together with all other provisions of this Agreement shall continue in full force and effect to the full extent consistent with law.


		
	7.9.
	Headings.             The headings of sections herein are included solely for convenience of 


reference and shall not affect the meaning or interpretation of any provision of this Agreement.


		
	7.10.
	Notices.  All notices, requests, demands, and other communications hereunder shall be in


writing and shall be deemed to have been duly given if delivered by hand or mailed, certified or registered mail, return receipt requested, with postage prepaid. Unless otherwise changed by notice, notice shall be properly addressed to the Executive if addressed to the address of the Executive on the books and records of the Employer at the time of the delivery of such notice, and properly addressed to the Employer if addressed to the Board of Directors, at 51 Germantown Court, Suite 100, Cordova, Tennessee 38018.


		
	7.11.
	Entire Agreement. This Agreement constitutes the entire agreement between the Employer


and  the Executive concerning the subject matter hereof. No rights are granted to the Executive under this Agreement other than those specifically set forth herein.


		
	7.12.
	Payment   of  Legal   Fees.  In the event litigation  ensues between the parties concerning


the enforcement of the obligations of the parties under this Agreement, the Employer shall pay all costs and expenses in connection with such litigation until such time as a final determination (excluding any appeals) is made with respect to the litigation. If the Employer prevails on the substantive merits of the each material claim in dispute in such litigation, the Employer shall be entitled to receive from the Executive all reasonable costs and expenses, including without limitation attorneys’ fees, incurred by the Employer on behalf of the Executive in connection with such litigation, and the Executive shall pay such costs and 











expenses to the Employer promptly upon demand by the Employer.
ARTICLE 8
ADMINISTRATION OF AGREEMENT


		
	8.1.
	Plan Administrator Duties. This Agreement shall be administered by a Plan Administrator


consisting of the Board of Directors of the Employer or such committee  or person(s) as the Board of Directors of the Employer shall appoint. The Plan Administrator shall have the sole and absolute discretion and authority to interpret and enforce all appropriate rules and regulations for the administration of this Agreement and  the rights of the Executive under  this Agreement, to decide or resolve any and all questions or disputes arising under this Agreement, including benefits payable under this Agreement and all other interpretations of this Agreement, as may arise in connection with the Agreement, and  in  accordance  with section  409A of the Code.


		
	8.2.
	Agents.         In the administration of this Agreement, the Plan Administrator may employ 


agents and delegate to them such administrative duties as it sees fit (including acting through a duly appointed representative) and may from time to time consult with counsel, who may be counsel to the Employer.


		
	8.3.
	Binding Effect of Decisions.      The  decision  or  action  of  the  Plan Administrator with 


respect to any question arising out of or in connection with the administration,  interpretation, and application of the Agreement and the rules and regulations promulgated hereunder shall be final and conclusive and binding upon all persons having any interest in the Agreement. Without limiting the foregoing, it is acknowledged that the value of the benefits payable hereunder may be difficult to determine in the event the Employer does not actually purchase and maintain the Annuity Contract as contemplated hereunder; therefore, in such event, the Employer shall have the right to make any reasonable assumptions in determining  the benefits payable hereunder and any such determination made in good faith shall be binding on the Executive, and in accordance with section 409A of the Code.


		
	8.4.
	Indemnity  of Plan Administrator. The Plan Administrator shall not be liable to any person


for any action taken or omitted in connection with the interpretation and administration of this Agreement, unless such action or omission is attributable to the willful misconduct of the Plan Administrator or any of its members. The Employer shall indemnify and hold harmless the members of the Plan Administrator against any and all claims, losses, damages, expenses, or liabilities arising from any action or failure to act with respect to this Agreement,  except  in  the  case of  willful misconduct  by  the  Plan  Administrator or  any of its members.


		
	8.5.
	Employer Information.        To enable the Plan Administrator to perform its functions, the


Employer shall supply full and timely information to the Plan Administrator on all matters relating to the date and circumstances of the retirement, Disability, death, or Separation of  Service of the Executive and such other pertinent information as the Plan Administrator may reasonably require.


IN  WITNESS  WHEREOF, the Executive and a duly authorized Officer of the Employer have
signed this Agreement as of the date first written above.
                











	
			
	THE EXECUTIVE:
	 
	WILSON BANK & TRUST

	 
	 
	 

	/s/ Clark Oakley
	By:
	/s/ Elmer Richerson

	CLARK OAKLEY
	 
	ELMER RICHERSON

	 
	Its:
	President




SCHEDULE A
WILSON BANK & TRUST
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT
Clark Oakley


	
		
	As of
	Early Termination Annual Benefit

	Jan 2012
	431

	Jan 2013
	2,072

	Jan 2014
	4,275

	Jan 2015
	7,088

	Jan 2016
	10,565

	Jan 2017
	14,766

	Jan 2018
	19,752

	Jan 2019
	25,593

	Jan 2020
	32,362

	Jan 2021
	40,137

	Jan 2022
	49,005

	Jan 2023
	57,900























































BENEFICIARY DESIGNATION
WILSON BANK & TRUST
SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN AGREEMENT




I, Clark Oakley, designate the following as Beneficiary of any death benefits under this 
Supplemental Executive Retirement Plan Agreement
	
				
	Primary:
	 
	 
	 

	 
	 
	 
	 

	 
	 
	 
	 

	Contingent:
	 
	 
	 

	 
	 
	 
	 






Note: To name a trust as Beneficiary, please provide the name of the trustee(s) and the exact 
name and date of the trust agreement.
I understand that I may change these Beneficiary designations by filing a new written designation with the Employer. I further understand that the designations will be automatically revoked if the Beneficiary predeceases me, or if I have named my spouse as Beneficiary and our marriage is subsequently dissolved.
	
				
	 
	Signature:
	 
	/s/ Clark Oakley

	 
	 
	 
	CLARK OAKLEY

	 
	Date:
	 
	11/23/2012

	 
	 
	 
	 

	Accepted by the Employer this 23rd day of November, 2012.

	 
	 
	 
	 

	 
	By:
	 
	/s/ Elmer Richerson

	 
	 
	 
	 

	 
	Print Name:
	 
	Elmer Richerson

	 
	 
	 
	 

	 
	Title:
	 
	President