PEAPACK GLADSTONE FINANCIAL CORP

Securities Trading Plans of Directors and Executive Officers

During the three months ended September 30, 2024, none of our directors or executive officers adopted orterminated any contract, instruction or written plan for the purchase or sale of Company securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) or any “non-Rule 10b5-1 trading arrangement.”

2024 Phantom Stock Plan.

On February 22, 2024, the Company adopted the Peapack-Gladstone Financial Corporation 2024 Phantom Stock Plan (the “Phantom Stock Plan”), effective as of February 22, 2024, to promote the long-term financial success of the Company and its subsidiaries by providing a means to attract, retain and reward individuals who contribute to such success and to further align their interests with those of the Company’s shareholders. Any employee or director of the Company or a subsidiary selected by the Compensation Committee of the Company’s Board of Directors (the “Committee”) is eligible to participate in the Plan.

Pursuant to the Phantom Stock Plan, the Company may grant phantom stock units and phantom stock appreciation units to eligible participants. A phantom stock unit represents the right to receive a cash payment on the determination date established by the Committee equal to the value of a share of the Company’s stock on the determination date. A phantom stock appreciation unit represents the right to receive a cash payment on the determination date established by the Committee equal to the positive difference between the strike price on the grant date and the tangible book value of a share of the Company’s stock on the determination date.

The awards granted may be subject to either time-based vesting or pre-established performance goals. Unless the Committee determines otherwise, the required period of service for full vesting will generally be three years for all awards, subject to acceleration of vesting in the event of the participant’s death, disability, involuntary termination without cause within two years following the occurrence of a change in control, and retirement. In the event of separation of service (as defined in the Plan) for any reason other than disability, death or termination without cause within two years following the occurrence of a change in control, or retirement, unvested awards will be forfeited. In the event of termination for cause, the awards granted to a participant will expire and be forfeited. Upon separation of service due to disability or death, all awards granted to the participant will become fully vested and payment of the cash value of the awards will be made no later than 75 days after the participant’s separation of service. At the time of an involuntary termination without cause within two years following a change in control, the awards held by a participant will be deemed to have been fully earned and the cash value of outstanding awards will be paid no later than 75 days after the change in control. To the extent vesting of any performance awards is accelerated, vesting will be pro-rata, based target achievement (or actual achievement, if higher) of the performance goals and on the number of completed months in the performance period.

Amended and Restated Deferred Restricted Stock Unit Plan.

On October 2, 2024, the Company adopted the Amended and Restated Peapack-Gladstone Financial Corporation Restricted Stock Unit Deferred Compensation Plan, effective as of October 2, 2024 (the “RSU Deferral Plan”). The RSU Deferral Plan is provided to directors and a select group of management and highly compensated employees, including the named executive officers listed in the Corporation’s proxy statement. Pursuant to the amended and restated plan, prior to the applicable plan year, participants may elect to defer all or a portion of their grants of restricted stock units, phantom stock units, or similar awards to a deferral account maintained on behalf of the participant. Participants are at all times 100% vested in their deferral accounts. Subject to certain limitations designated by the Board of Directors of the Company, a participant may direct the investment of the participant’s deferral account in certain investment funds options or in shares of Company common stock. The deferral account will generally be paid on the earliest to occur of separation from employment, a scheduled distribution date (if elected by the participant), death, disability, or in the event of a change in control (if elected by the participant). The deferral account will be distributed either in a lump sum or in annual installments (of up to 15 years) in accordance with the participant’s pre-established election. If the distribution is due to a scheduled distribution date or retirement (separation from service after age 62); if the distribution is for any other reason, the distribution shall be made in a lump sum payment.

The foregoing descriptions of the Phantom Stock Plan and the RSU Deferral Plan do not purport to be complete and are qualified in their entirety by reference to the Phantom Stock Plan, form of time-based Phantom Stock Unit Award Agreement, form of performance-based Phantom Stock Unit Award Agreement, and the RSU Deferral Plan, copies of which are included as Exhibits 10.1, 10.2, 10.3 and 10.4, respectively, to this report on Form 10-Q and incorporated by reference into this Item 5.