Estate of James Waldo Hendrickson - Page 4




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          from Old National Bank in Evansville (Old National) to finance               
          his acquisition of sufficient shares of Peoples stock to maintain            
          control.  Although decedent acquired small blocks of Peoples                 
          stock over the years, he made his major purchases in response to             
          the 1957 takeover attempt.                                                   
               Mark began his employment with Peoples as a teller in June              
          1972, following his graduation from college, and was employed by             
          Peoples until his admission to law school in 1974.  Following                
          graduation from law school in 1977, Mark returned part-time to               
          Peoples, assisting in the trust department, where he did legal               
          work and handled collection matters.  In the mid-1980's, he                  
          became a part-time trust officer, a position he maintained until             
          he became president in 1991, after decedent's health started to              
          deteriorate.  After Mark became president, decedent assumed the              
          honorary title of Chief Executive Officer (CEO), which was not               
          provided for in the bylaws.  Mark's relationship with decedent               
          became increasingly tense and difficult because of their                     
          differences of opinion on how Peoples should be managed.  While              
          decedent had managed Peoples very conservatively, Mark wanted to             
          adopt a more progressive approach that was favored by younger                
          employees of Peoples.                                                        
               At the time of his death, decedent was CEO and a director of            
          Peoples and the owner of 1,499 shares of Peoples common stock                
          (the estate shares), representing 49.97 percent of the shares                
          outstanding.                                                                 




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Last modified: May 25, 2011