GRAND RIVER COMMERCE, INC.
2008 STOCK INCENTIVE PLAN
The 2008 Stock Incentive Plan (“Plan”) is intended to promote shareholder value by (a) enabling Grand
River Commerce, Inc. (“Company”) and its affiliates to attract and retain the best available individuals for
positions of substantial responsibility; (b) providing additional incentive to such persons by affording them an
equity participation in the Company; (c) rewarding those directors, executive officers, employees and other non-
employee shareholders for their contributions to the Company or Grand River Bank (“Bank”); and (d) promoting
the success of the Company’s business by aligning the financial interests of directors, executive officers and
employees providing personal services to the Company or its affiliates with long-term shareholder value.
“Act” means the Securities Exchange Act of 1934, as amended, or any successor provisions.
“Affiliate” means (i) any entity that, directly or indirectly, is controlled by the Company, (ii) an
entity in which the Company has a significant equity interest, (iii) an affiliate of the Company, as defined in Rule
12b-2 promulgated under the Act, (iv) any Subsidiary and (v) any entity in which the Company has at least
twenty percent (20%) of the combined voting power of the entity’s outstanding voting securities, in each case as
designated by the Board of Directors as being a participant employer in the Plan. For purposes of this Plan and
without further designation by the Board of Directors, the Bank shall be deemed an Affiliate.
“Bank” means Grand River Bank, a Michigan state bank, and except as otherwise specified in
this Plan in a particular context, any successor thereto, whether by merger, consolidation, purchase of all or
substantially all of its assets or otherwise.
“Board of Directors” means the board of directors of the Company.
“Brokered Assisted Exercise