PATRIOT NATIONAL BANCORP INC

The process of reviewing and making recommendations for nominations and appointments to the Board is the responsibility of the Compensation, Nominating and Governance Committee. Our directors have a critical role in guiding our strategic direction and in overseeing management. The Compensation, Nominating and Governance Committee will consider candidates for the Board based upon several criteria, including their broad-based business and professional skills and experiences, concern for the long-term interests of shareholders, personal integrity and judgment. Directors must have time available to devote to Board activities and to enhance their knowledge of the banking industry. Accordingly, the Board seeks to attract and retain highly qualified directors who have sufficient time to attend to their substantial duties and responsibilities for us, and who are expected to contribute to an effective Board.

The Compensation, Nominating and Governance Committee utilizes the following process for identifying and evaluating nominees to the Board. In the case of incumbent directors, each year the Board informally reviews each director’s overall service to us during the term, including the number of meetings attended, level of participation and performance. In the case of new director candidates, the Compensation, Nominating and Governance Committee may solicit from existing directors the names of potential candidates who meet the criteria above; the Compensation, Nominating and Governance Committee may discuss candidates suggested by our shareholders; and, if deemed appropriate by the Board, the Nominating and Governance Committee may engage a professional search firm. To date, the Compensation, Nominating and Governance Committee has not engaged a professional search firm to identify or evaluate potential nominees, but it retains the right to do so in the future, if necessary. The Compensation, Nominating and Governance Committee meets to discuss and consider these candidates’ qualifications and then chooses new candidates by majority vote.