EX-10.1.1






FIRST AMENDMENT

TO

EXECUTIVE SUPPLEMENTAL COMPENSATION AGREEMENT




This first amendment (“Amendment”) to the Executive Supplemental Compensation Agreement
(“Agreement”) dated September 15, 2005 is made and entered into this 16th day of
August, 2007, by and between Nevada Security Bank, a Nevada state banking corporation (the
“Employer”), and Joe Bourdeau, an individual residing in the State of Nevada (hereinafter referred
to as the “Executive”).



RECITALS




WHEREAS, the Executive is an employee of the Employer and is serving as its Senior Executive Vice
President/Marketing and Sales;



WHEREAS, the Employer has provided Executive with certain salary continuation benefits as set forth
in the Agreement;



WHEREAS, Employer and Executive desire to amend (i) Section 1.1 of the Agreement to set the Annual
Benefit as a fixed amount, rather than an amount determined on the basis of the last 36 months of
certain compensation and a benefit level multiplier and to delete the references in the Agreement
to “Final Average Annual Compensation” and “Benefit Level” and (ii) Section 1.2 of the Agreement to
provide that years of service is from the date of the Executive’s employment with Employer rather
than from the Effective Date of the Agreement.



NOW, THEREFORE, in consideration of the services to be performed in the future, as well as the
mutual promises and covenants contained herein, the Executive and the Employer agree to amend the
Agreement as follows:



1. Section 1.1 of the Agreement is amended in the entirety to read as follows:



1.1. Annual Benefit. The term “Annual Benefit” shall mean the annual
sum of ninety-two thousand five hundred fifteen dollars ($92,515) multiplied by the
Applicable Percentage (defined below), which amount shall be reduced to the extent
required: (i) under the other provisions of this Agreement; (ii) by reason of the
lawful order of any regulatory agency or body having jurisdiction over the Employer;
and (iii) in order for the Employer to properly comply with any and all applicable
state and federal laws, including, but not limited to, income, employment and
disability income tax laws (eg., FICA, FUTA, SDI).



2. Section 1.2 shall be amended in the entirety to read as follows:



1.2 Applicable Percentage. Unless otherwise defined, The term
“Applicable Percentage” shall mean that percentage listed on Schedule “A” attached
hereto which is adjacent to the number of complete years (with a “year” being the
performance of personal services for or on behalf of the Employer as an employee for
a period of 365 days) which have elapsed starting from the Executive’s first date of
employment with Employer and ending on the date payments are to first begin under
the terms of this Agreement. In the event that Executive’s employment with Employer
is terminated other than by reason of disability, Retirement, Early Retirement or
voluntary termination on the part of Executive, Executive shall be deemed for
purposes of determining the number of complete years to have completed a year of
service in its entirety for any partial year of service after the last anniversary
date of the Effective Date during which the Executive’s employment is terminated.



3. Section 1.3 and 1.13 of the Agreement shall be deleted.



4. A new Section 5.12 shall be added to the Agreement and to read in the entirety as follows:




5.12 Compliance with Section 409A. This Agreement shall at all times be
administered in compliance with the requirements of §409A of the Code and any and all
regulations thereunder, including such regulations as may be promulgated after the Effective
Date.



5. Except as amended hereby, the provisions of the Agreement remain in full force and effect and
the enforceability thereof is not affected by this Amendment.



IN WITNESS WHEREOF, the parties to this Amendment have duly executed this Amendment as of the day
and year first above written.



NEVADA SECURITY BANK



By:     



Ed Allison, Chairman



JOE BOURDEAU



     



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EXHIBIT B

BENEFICIARY DESIGNATION




TO: The Administrator of Nevada Security Bank



Executive Supplemental Compensation Agreement



Pursuant to the provisions of my Executive Supplemental Compensation Agreement, as amended
(“Agreement”) with Nevada Security Bank permitting the designation of a beneficiary or
beneficiaries by a participant, I hereby designate the following persons and entities as primary
and secondary beneficiaries of any benefit under said Agreement payable by reason of my death:




	 	 	NOTE: To name a trust as beneficiary, please provide the name of the trustee and the
exact date of the trust agreement.





In the event the primary beneficiary is not the spouse of the Executive, the spouse of the
Executive will need to sign the Spousal Consent below and such signature must be notarized.



Primary Beneficiary:



     




	 	 	 	Name Address Relationship





Secondary (Contingent) Beneficiary:



     




	 	 	 	Name Address Relationship





THE RIGHT TO REVOKE OR CHANGE ANY BENEFICIARY DESIGNATION IS HEREBY RESERVED. ANY PRIOR DESIGNATION
OF PRIMARY BENEFICIARIES AND SECONDARY BENEFICIARIES IS HEREBY REVOKED.



The Administrator shall pay all sums payable under the Agreement by reason of my death to the
Primary Beneficiary, if he or she survives me, and if no Primary Beneficiary shall survive me, then
to the Secondary Beneficiary, and if no named beneficiary survives me, then the Administrator shall
pay all amounts in accordance with the terms of the Agreement. In the event that a named
beneficiary survives me and dies prior to receiving the entire benefit payable under said Agreement
then and in that event, the remaining unpaid benefit payable according to the terms of the
Agreement shall be payable to the personal representatives of the estate of said beneficiary who
survived me but died prior to receiving the total benefit provided by the Agreement.



Joe Bourdeau



“Executive”



Dated:     August 16, 2007     



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CONSENT OF THE EXECUTIVE’S SPOUSE

TO THE ABOVE BENEFICIARY DESIGNATION:




(to be completed if the Executive’s spouse is not the sole primary beneficiary)




I, Sandy Bourdeau, being the spouse of Joe Bourdeau, after being afforded the opportunity to
consult with independent counsel of my choosing, do hereby acknowledge that I have read, agree and
consent to the foregoing Beneficiary Designation which relates to the amendment to the Executive
Supplemental Compensation Agreement entered into by my spouse      , 2007. I understand
that the above Beneficiary Designation adversely affects my community property interest in the
benefits provided for under the terms of the Executive Supplemental Compensation Agreement, as
amended. I understand that I have been advised to consult with an attorney of my choice prior to
executing this consent, so that such attorney can explain the effects of this consent.



	 	 	 
	Dated:     , 2007

	 	     

Sandy Bourdeau, Spouse






State of Nevada



County of      



This instrument was acknowledged before me on      



(Date)



By     



(Name of Person)



     



Signature of Notary Public



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SCHEDULE A




	 	 	 	 	 
	Years of Service Completed

	 	Applicable Percentage

	1

	 	 	10	%
	2

	 	 	20	%
	3

	 	 	30	%
	4

	 	 	40	%
	5

	 	 	50	%
	6

	 	 	60	%
	7

	 	 	70	%
	8

	 	 	80	%
	9

	 	 	90	%
	10

	 	 	100	%







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