Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.



On January 19, 2021, the Bank and Mr. Hoyle entered into an employment agreement
(the "Employment Agreement"), pursuant to which Mr. Hoyle will provide services
to the Company as its Executive Vice President and Chief Banking Officer
effective as of January 19, 2021. This agreement terminates the
Change-in-Control Agreement between the Parties, dated as of February 20, 2018.
The Employment Agreement has a two-year term and provides for an initial base
salary of $212,000 per year. Mr. Hoyle will have an opportunity to receive an
annual bonus based upon the achievement of performance goals established from
year to year by the Compensation Committee. Mr. Hoyle will also have an
opportunity to participate in the Bank's benefits plans available to other
similarly-situated Company employees, subject to the terms and conditions of
such plans, and she will be eligible for vacation, PTO and holidays consistent
with the Bank's policies.

Pursuant to the Employment Agreement, if a change in control of the Company
occurs during the term of the Employment Agreement and, within twelve months
following such change in control, the Company terminates Mr. Hoyle's employment
other than for "cause" or "disability" or Mr. Hoyle resigns for "good reason"
(as such terms are defined in the Employment Agreement), then the Bank will pay
to Mr. Hoyle an amount equal to one times Mr. Hoyle's then-current base salary,
payable in a single lump sum within 30 days following his termination, subject
to Mr. Hoyle's compliance with certain restrictive covenants and execution and
non-revocation of a general release of claims against the Company. The
Employment Agreement contains certain non-competition and employee and customer
non-solicitation covenants that apply during his employment with the Bank and
for 12 months following his termination of employment.

The foregoing summary of the Employment Agreement does not purport to be
complete and is qualified in its entirety by reference to the Employment
Agreement, a copy of which is filed as Exhibit 10.2 hereto and is incorporated
by reference herein.




Item 9.01.(d) Exhibit

Exhibit Number               Description

                               Employment Agreement, dated as of     January     19, 2021    , between
  10.1                       Colony Bankcorp, Inc. and     Max Edward Hoyle

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