HUDSON VALLEY BANK
AMENDED AND RESTATED
DIRECTORS RETIREMENT PLAN
EFFECTIVE MAY 1, 2004
This Amended and Restated Directors Retirement Plan (the “Plan”) is adopted by HUDSON VALLEY BANK (“HVB”),
formerly known as HUDSON VALLEY NATIONAL BANK, and is for the benefit of the Directors of Hudson Valley Bank and all
subsidiaries and affiliates thereof, (hereinafter referred to as “Directors”). It is in recognition of the long and distinguished
service they have rendered to these entities and with the hope of encouraging future outside directors to similarly provide
lengthy and distinguished service as well.
TYPE OF PLAN
This Plan is intended to be an unfunded retirement plan for the benefit of the outside Directors of the above named entities.
This Plan replaces and supersedes the Hudson Valley National Bank Directors Retirement Plan dated November 24, 1987 and
the Hudson Valley National Bank Amended and Restated Directors Retirement Plan dated December 1, 1993.
The effective date of the original plan was November 24, 1987 and the effective date of the amended and restated plan was
December 1, 1993 (collectively, the “Original Plans”). This restatement is effective as of May 1, 2004. The Original Plans are of
no further force and effect.
A. Eligibility is restricted to outside Directors (“Directors”). An “outside director” shall mean a Director who is not a full-
time employee of any entity referred to in this plan.
B. A Director, in order to be eligible, must accrue two (2) full years of service as a Director. A “year of service” is
determined on a July 1, fiscal year.
C. The Director must retire, resign, or otherwise relinquish his service as Director to receive a retirement benefit under the
A. Every Director who satisfies all of the requirements of Section 3 herein shall be eligible to receive either a pro rata or full