Exhibit 10.1


 


 





QCR HOLDINGS, INC.

NON-QUALIFIED SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN

(AMENDED AND RESTATED JULY 24, 2008)


 


FIRST AMENDMENT TO

JOINDER AGREEMENT

WITH DOUGLAS M. HULTQUIST


 


This First Amendment to Joinder Agreement
with Douglas M. Hultquist (the “First Amendment”) is made and entered into as of December 29, 2015 (the
“Effective Date”), by and among QCR Holdings, Inc. (the “Company”), Quad City Bank and Trust
Company (the “Bank”), and Douglas M. Hultquist (the “Executive,” and together with the Company
and the Bank, the “Parties”).


 


Recitals


 


A.            The Company sponsors and maintains
the QCR Holdings, Inc. Non-Qualified Supplemental Executive Retirement Plan (Amended and Restated July 24, 2008) (the “Supplemental
Retirement Plan”).


 


B.            The
Bank is a participating employer with respect to the Supplemental Retirement Plan.


 


C.            The Parties previously entered
into that certain Joinder Agreement dated December 31, 2008 (the “Joinder Agreement”), which contained
certain terms and conditions applicable to the Executive’s participation in the Supplemental Retirement Plan.


 


D.            The Parties desire to continue
the Executive’s participation in the Supplemental Retirement Plan pursuant to the terms of the Joinder Agreement as amended
by this First Amendment.


 


Agreement


 


In consideration of the foregoing and the mutual
promises and covenants of the Parties set forth in this First Amendment, and for other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, the Parties, intending to be legally bound, hereby expressly agree as follows:


 


1.            The following new Section 6 shall
be inserted immediately following the existing Section 5 of the Joinder Agreement as a part thereof:


 


“Section 6. Modifications to Plan Provisions.
Solely for purposes of determining the Executive’s benefits (or the benefits of the Executive’s Beneficiary) under
the Plan, the following provisions shall apply in place of the existing provisions of the Plan:


 


(i) Section 1.34 ‘Supplemental Retirement Benefit’
means an annual amount equal to $220,650. The Supplemental Retirement Benefit shall be payable in monthly installments throughout
the Payout Period.


 


(ii) Section 1.35 ‘Supplemental Early Retirement Benefit’
means an annual amount payable under Section 4.7 of the Plan in the event of the Executive’s Early Retirement.


 



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(iii) Section 4.7 Early Retirement Prior to Benefit Age.
If the Executive terminates employment due to Early Retirement prior to attainment of his Benefit Age, Executive shall be entitled
to receive the Supplemental Early Retirement Benefit. The Supplemental Early Retirement Benefit shall be:


 


	If the Executive’s Early Retirement occurs:	Then the Supplemental Early Retirement Benefit will be:
	Before attaining age 61	$144,926
	On or after attaining age 61, but before attaining age 62	$158,421
	On or after attaining age 62, but before attaining age 63	$173,008
	On or after attaining age 63, but before attaining age 64	$188,775
	On or after attaining age 64, but before attaining age 65	$205,812


 


Such benefit shall commence on the Executive’s Benefit Commencement
Date and shall be payable in monthly installments throughout the Payout Period. In the event the Executive dies following his Termination
of Employment prior to completion of all such payments due and owing hereunder, the Employer shall pay to the Executive’s
Beneficiary a lump sum payment equal to the Accrued Benefit at the time of death.


 


(iv) Section 4.8 Change in Control Termination. If the
Executive experiences a Change in Control Termination, the Executive shall be entitled to receive the Executive’s Supplemental
Retirement Benefit. Unless otherwise provided in the Joinder Agreement, such benefit shall commence on the Executive’s Benefit
Commencement Date and shall be payable in monthly installments throughout the Payout Period. In the event the Executive dies following
his Change in Control Termination and prior to commencement or completion of all such payments due and owing hereunder, the Employer
shall pay to the Executive’s Beneficiary a lump sum payment equal to the Accrued Benefit at the time of death.


 


(v) Section 4.9 Termination for Cause. Other than with
respect to a Change in Control Termination, if the Executive is terminated for Cause, all benefits under this Plan shall be forfeited
and this Plan shall become null and void with respect to the Executive or the Executive’s Beneficiaries. In the event of
a Change in Control Termination for Cause, the benefit hereunder shall be the Supplemental Early Retirement Benefit determined
on the Change in Control date.”


 


2.             In all other respects, the Joinder
Agreement shall remain unchanged and in full force and effect.


 


[Signature page follows]


 






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In witness whereof, each of the Company
and the Bank has caused this First Amendment to be executed in its name and on its behalf, and the Executive acknowledges understanding
and acceptance of, and agrees to, the terms of this First Amendment, all as of the Effective Date.


 


	
        QCR Holdings, Inc.

         

        By: /s/ Linda K. neuman
        

         

        Linda k. neuman

        Chair of the Compensation Committee 

of the Board of Directors

         
	
        Executive

         

        /s/ Douglas M. hultquist

         

        Douglas M. Hultquist

         

	
        Quad City Bank and Trust
        Company

         

        By: /s/ shellee r. showalter

         

        Shellee R. Showalter

        Secretary

         
	 


 


 




 


 


 


 


 


 


 


 


 


 


 


 


 


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