Note 25 - Retirement Plans

401(k) Plan

The Company sponsors a 401(k) Plan whereby substantially all employees age 21 and over with 90 days of service may participate. Participants may contribute a portion of their compensation subject to certain limits based on federal tax laws. The Company does not contribute to the 401(k) Plan. The Company did not incur any material expenses attributable to the 401(k) Plan during 2013 or the nine months ended September 30, 2014.

Employee Stock Ownership Plan

Substantially all employees with at least one year of service are covered by a discretionary employee stock ownership plan (ESOP). Contributions are made to the plan at the discretion of the Board of Directors. Contributions to the plan totaling $366,000 and $0 were made during the three months ended September 30, 2014 and 2013, respectively. Contributions to the plan totaling $926,806 and $961,695 were made during the nine months ended June 30, 2014 and 2013, respectively. Expenses related to the Company’s ESOP, are included in benefits and other compensation costs under salaries and benefits expense, and were $382,000 and $355,000 for the three months ended September 30, 2014 and 2013, respectively, and $1,142,000 and $1,047,000 for the nine months ended September 30, 2014 and 2013, respectively. Company shares owned by the ESOP are paid dividends and included in the calculation of earnings per share exactly as other common shares outstanding.

Deferred Compensation Plans

The Company has deferred compensation plans for certain directors and key executives, which allow certain directors and key executives designated by the Board of Directors of the Company to defer a portion of their compensation. The Company has purchased insurance on the lives of the participants and intends to hold these policies until death as a cost recovery of the Company’s deferred compensation obligations of $6,718,000 and $7,357,000 at September 30, 2014 and December 31, 2013, respectively. Earnings credits on deferred balances totaling $124,000 and $135,000 during the three months ended September 30, 2014 and 2013, respectively, are included in noninterest expense. Earnings credits on deferred balances totaling $415,000 and $429,000 during the nine months ended September 30, 2014 and 2013, respectively, are included in noninterest expense.

Supplemental Retirement Plans

The Company has supplemental retirement plans for current and former directors and key executives. These plans are non-qualified defined benefit plans and are unsecured and unfunded. The Company has purchased insurance on the lives of the participants and intends (but is not required) to use the cash values of these policies to pay the retirement obligations. The following table sets forth the net periodic benefit cost recognized for the plans:


	Three months ended September 30,				Nine months ended September 30,
(in thousands)	2014		2013		2014		2013
Net pension cost included the following components:
Service cost-benefits earned during the period	$	163	$	187	$	489	$	557
Interest cost on projected benefit obligation		174		161		522		482
Amortization of net obligation at transition		—		—		1		1
Amortization of prior service cost		35		39		104		115
Recognized net actuarial loss		4		73		12		218

Net periodic pension cost	$	376	$	460	$	1,128	$	1,373

Company contributions to pension plans	$	125	$	151	$	444	$	411
Pension plan payouts to participants	$	125	$	151	$	444	$	411

For the year ending December 31, 2014, the Company expects to contribute and pay out as benefits $569,000 to participants under the plans.