<PAGE>
[LETTERHEAD]
September 18, 1996
Dear Stockholder:
On behalf of the Board of Directors and management of Quad City Holdings,
Inc., we cordially invite you to attend the Annual Meeting of Stockholders of
Quad City Holdings, Inc. to be held at 10:00 a.m. on October 23, 1996, at the
Jumer's Castle Lodge located at 900 Spruce Hills Drive, Bettendorf, Iowa. The
accompanying Notice of Annual Meeting of Stockholders and Proxy Statement
discuss the business to be conducted at the meeting. We have also enclosed a
copy of the Company's 1996 Annual Report to Stockholders for your review. At
the meeting we shall report on Company operations and the outlook for the year
ahead.
Your Board of Directors has nominated two persons to serve as Class III
directors, each of whom are incumbent directors. We recommend that you vote
your shares for the nominees.
We encourage you to attend the meeting in person. WHETHER OR NOT YOU PLAN
TO ATTEND, HOWEVER, PLEASE COMPLETE, DATE, SIGN AND RETURN THE ENCLOSED PROXY
CARD IN THE ENCLOSED ENVELOPE. This will assure that your shares are
represented at the meeting.
We look forward with pleasure to seeing and visiting with you at the
meeting.
Very truly yours,
/s/ Michael A. Bauer /s/ Douglas M. Hultquist
Michael A. Bauer Douglas M. Hultquist
Chairman of the Board President
[FOOTER]
<PAGE>
[LETTERHEAD]
NOTICE OF
ANNUAL MEETING OF STOCKHOLDERS
TO BE HELD OCTOBER 23, 1996
To the stockholders of
QUAD CITY HOLDINGS, INC.
The Annual Meeting of the Stockholders of Quad City Holdings, Inc., a
Delaware corporation (the "Company"), will be held at the Jumer's Castle Lodge,
900 Spruce Hills Drive, Bettendorf, Iowa on Wednesday, October 23, 1996, at
10:00 a.m., local time, for the following purposes:
1. to elect two (2) Class III directors for a term of three years.
2. to transact such other business as may properly be brought before the
meeting and any adjournments or postponements thereof.
The Board of Directors has fixed the close of business on September 4,
1996, as the record date for the determination of stockholders entitled to
notice of, and to vote at, the meeting.
By order of the Board of Directors
Richard R. Horst
Secretary
Bettendorf, Iowa
September 18, 1996
[FOOTER]
<PAGE>
PROXY STATEMENT
This Proxy Statement is furnished in connection with the solicitation by
the Board of Directors of Quad City Holdings, Inc. (the "Company") of proxies to
be voted at the Annual Meeting of Stockholders to be held at the Jumer's Castle
Lodge, 900 Spruce Hills Drive, Bettendorf, Iowa, 52722, on Wednesday, October
23, 1996, at 10:00 a.m., local time, and at any adjournments or postponements
thereof.
If you do not expect to be present at this meeting, please sign and date
the enclosed proxy and return it in the accompanying postage paid return
envelope as promptly as possible. You have the power to revoke your proxy at
any time before it is voted by giving written notice to the Secretary of the
Company, provided such written notice is received by the Secretary prior to the
annual meeting or any adjournment thereof, by submitting a later dated proxy or
by attending the annual meeting and choosing to vote in person. The giving of a
proxy will not affect your right to vote in person if you attend the meeting.
The Company's principal executive office is located at 2118 Middle Road,
Bettendorf, Iowa 52722. This Proxy Statement and the accompanying proxy card
are being mailed to stockholders on or about September 18, 1996. The Company's
1996 Annual Report to Stockholders is enclosed.
The Company, a Delaware corporation, is the holding company for Quad City
Bank and Trust Company, an Iowa banking association located in Bettendorf, Iowa
(the "Bank"), with banking locations in Davenport and Bettendorf, Iowa. The
Company organized Quad City Bancard, Inc. ("Bancard"), a wholly owned
subsidiary, during March of 1995 as a credit card center that provides merchant
acquiring services. The Bank and Bancard are collectively referred to as the
"Subsidiaries".
Only holders of the Company s Common Stock (the "Common Stock") of record
at the close of business on September 4, 1996, will be entitled to vote at the
annual meeting or any adjournments or postponements of such meeting. On
September 4, 1996, the Company had 1,437,824 shares of Common Stock, par value
$1.00 per share, issued and outstanding. For all matters to be voted upon at
the annual meeting, each issued and outstanding share is entitled to one vote.
All shares of Common Stock represented at the annual meeting by properly
executed proxies received prior to or at the annual meeting, and not revoked,
will be voted at the annual meeting in accordance with the instructions thereon.
If no instructions are indicated, properly executed proxies will be voted for
the nominees set forth in this proxy statement.
A majority of the shares of the Common Stock, present in person or
represented by proxy, shall constitute a quorum for purposes of the annual
meeting. Abstentions and broker non-votes will be counted for purposes of
determining a quorum. Directors shall be elected by a plurality of the votes
present in person or represented by proxy. In all matters other than the
election of directors, the affirmative vote of the majority of shares present in
person or represented by proxy at the annual meeting and entitled to vote on the
subject matter shall be required to constitute stockholder approval.
Abstentions will be treated as votes against a proposal and broker non-votes
will have no effect on the vote.
<PAGE>
ELECTION OF DIRECTORS
At the Annual Meeting of the Stockholders to be held on October 23, 1996,
the stockholders will be entitled to elect two (2) Class III directors for a
term expiring in 1999. The Board has nominated Richard R. Horst and Ronald G.
Peterson to continue to serve as Class III directors. The directors of the
Company are divided into three classes having staggered terms of three years.
The Company has no knowledge that the nominees will refuse or be unable to
serve, but if either becomes unavailable for election, the holders of the
proxies reserve the right to substitute another person of their choice as a
nominee when voting at the meeting. Set forth below is information concerning
the nominees for election and for each of the other persons whose terms of
office will continue after the meeting, including age, year first elected a
director and business experience during the previous five years. The nominees,
if elected at the Annual Meeting of Stockholders, will serve as Class III
directors for a three year term expiring in 1999.
NOMINEES
NAME DIRECTOR POSITIONS WITH THE COMPANY
(AGE) SINCE AND THE SUBSIDIARIES
- ----- ----- --------------------------------
CLASS III
(TERM EXPIRES 1999)
Richard R. Horst 1993 Director of the Company and the
(Age 46) Bank; Secretary of the Company
Ronald G. Peterson 1993 Director of the Company and the Bank
(Age 52)
CONTINUING DIRECTORS
CLASS I
(TERM EXPIRES 1997)
Michael A. Bauer 1993 Director of the Company, the Bank
(Age 47) and Bancard; Chairman of the Board of
the Company; President and Chief
Executive Officer of the Bank; Chairman
of the Board of Bancard
CLASS II
(TERM EXPIRES 1998)
Douglas M. Hultquist 1993 Director of the Company, the Bank
(Age 41) and Bancard; President, Chief Executive
and Financial Officer and Treasurer of
the Company; Chairman of the Board and
Chief Financial Officer of the Bank;
Secretary and Treasurer of Bancard
John W. Schricker 1993 Director of the Company and Bancard;
(Age 50) President of Bancard
2
<PAGE>
All of the Company s directors will hold office for the terms indicated, or
until their earlier death, resignation, removal or disqualification, and until
their respective successors are duly elected and qualified. All of the
Company's executive officers hold office for a term of one year. There are no
arrangements or understandings between any of the directors, executive officers
or any other person pursuant to which any of the Company s directors or
executive officers have been selected for their respective positions.
The business experience of each of the nominees and continuing directors
for the past five years is as follows:
MICHAEL A. BAUER was previously employed from 1971 to 1992 by the Davenport
Bank and Trust Company ("DB&T"), a bank located in Davenport, Iowa with assets
as of December 31, 1992 of approximately $1.4 billion. In January, 1992 he was
named DB&T's President and Chief Operating Officer, while from 1989 to 1992, he
served as Senior Vice President in charge of all lending. Mr. Bauer served as
Vice President in charge of Correspondent Banking for DB&T from 1981 to 1989.
Mr. Bauer has served as a director and past President of Junior Achievement of
the Quad Cities Area, director and past President of the Illowa Council for the
Boy Scouts of America, director and past President of the Friendly House in
Davenport, and past director and Vice Chairman of United Way. He is a director
of St. Ambrose University and a director and Vice President of Genesis Health
Services Foundation. Mr. Bauer is a member of Crow Valley Golf Club and the
Rotary Club of Davenport.
RICHARD R. HORST has been a portfolio manager with Thompson, Plumb &
Associates since March, 1994. He was the Executive Vice President of Electronic
Exchange and Transfer Corporation, an on-line transaction processing business
headquartered in Rock Island, Illinois, from November, 1992 to August, 1993.
From 1981 to 1992, Mr. Horst was the Senior Vice President and Cashier of DB&T,
having joined DB&T in 1980 as a correspondent banking officer. Prior to such
time he was with the Farmers Savings Bank of Princeton, Iowa. Mr. Horst is the
President of the Scott Community College Foundation.
DOUGLAS M. HULTQUIST is a certified public accountant and previously served
as a tax partner with two major accounting firms. He began his career with KPMG
Peat Marwick in 1977 and was named a partner in 1987. In 1991, the Quad Cities
office of KPMG Peat Marwick merged with McGladrey & Pullen. Mr. Hultquist
served as a tax partner in the Illinois Quad Cities office of McGladrey & Pullen
from 1991 until joining the Company in May, 1993. During his public accounting
career, Mr. Hultquist specialized in bank taxation and mergers and acquisitions.
Mr. Hultquist is a director of Short Hills Country Club, the PGA Quad City
Classic and Augustana College. He is a member of the Trinity Health System
Strategic Planning Committee and the Trinity Health System Planned Giving
Council. He is a past President of the Quad City Estate Planning Council. Mr.
Hultquist is a member of the Augustana College Planned Giving Council and a past
member of its Alumni Board of Directors. He is a member of the American
Institute of CPAs and the Iowa Society of CPAs. He recently served on the board
of directors of Junior Achievement of the Quad Cities Area.
RONALD G. PETERSON is the President and Chief Executive Officer of the
First State Bank of Western Illinois, located in La Harpe, Illinois, and has
served in that position since 1982. He is currently a member of the Illinois
Bankers Association State Legislative Committee. He has served as the President
of the Hancock County Bankers Association, President of the Western Illinois
Bank Management Association and President of the Western Illinois University
Foundation. Mr. Peterson is also a director
3
<PAGE>
of Lamoine Bancorp, Inc.
JOHN W. SCHRICKER has been the President of Bancard since March, 1995.
From April, 1994, until Bancard was organized in March, 1995, he was the manager
of the Bank's Credit Card Division. Prior to that, he was a Vice President with
Electronic Exchange and Transfer Corporation. Mr. Schricker was with DB&T from
1975 to 1992 as Vice President in charge of the Credit Card Division.
BOARD COMMITTEES AND MEETINGS
The committees of the Board of Directors of the Company are the Audit
Committee, the Compensation and Benefits Committee and the Stock Option Plan
Committee.
The Audit Committee consists of directors Horst and Peterson, and Joyce E.
Bawden, a director of the Bank. The Audit Committee is responsible for
overseeing the external audit functions. The committee reviews and approves the
scope of the annual external audit and consults with independent auditors
regarding the results of their auditing procedures. During the year ended June
30, 1996, the committee met twice.
The Compensation and Benefits Committee consists of directors Bauer and
Hultquist, and Joyce E. Bawden, Marc C. Slivken and Alan C. Renken, directors
of the Bank. The Compensation and Benefits Committee has authority to perform
policy reviews and to oversee and direct the compensation and personnel
functions. Messrs. Bauer and Hultquist do not participate in any decisions
involving their own compensation. During the year ended June 30, 1996, the
committee met once.
The Stock Option Plan Committee consists of Joyce E. Bawden, Marc C.
Slivken and Alan C. Renken, directors of the Bank. The Stock Option Plan
Committee administers the Company's Stock Option Plan and has the authority,
among other things, to select the employees to whom options will be granted, to
determine the terms of each option, to interpret the provisions of the Stock
Option Plan and to make all determinations that it may deem necessary or
advisable for the administration of the Stock Option Plan. During the year
ended June 30, 1996, the committee met once.
A total of ten regularly scheduled and special meetings were held by the
Board of Directors of the Company during the year ended June 30, 1996. During
that time, all directors attended at least 75 percent of the meetings of the
Board and the committees on which they serve.
Outside directors of the Company receive fees of $100 for attendance at
each meeting of the Board of Directors of the Company and $50 per committee
meeting attended. Outside directors of the Bank receive fees of $100 per
meeting for attendance at meetings of the Board of Directors of the Bank and $50
per month for attendance at meetings of committees. Employees of the Company,
the Bank or Bancard who are also directors of the Company or the Bank receive no
additional compensation for such service.
4
<PAGE>
EXECUTIVE COMPENSATION
The following table sets forth information concerning the compensation paid
or granted to the Company's Chief Executive Officer and the other executive
officer of the Company who had an aggregate salary and bonus which exceeded
$100,000 for the fiscal year ended June 30, 1996.
- --------------------------------------------------------------------------------
SUMMARY COMPENSATION TABLE
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
LONG TERM
COMPENSATION
ANNUAL COMPENSATION AWARDS
- ------------------------------------------------------------------------------------------
(a) (b) (c) (d) (g) (i)
FISCAL
YEAR SECURITIES ALL OTHER
NAME AND ENDED UNDERLYING COMPENSATION
PRINCIPAL POSITION JUNE 30TH SALARY($)(1) BONUS($) OPTIONS/SARS(#) ($)
- ------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C>
- ------------------------------------------------------------------------------------------
Douglas M. Hultquist 1994 $100,000 $15,000 5,000 $2,704
President and Chief 1995 $100,000 $15,000 --- $3,704(2)
Executive Officer of 1996 $104,000 $30,000 --- $7,796(3)
the Company and
Chairman of the Bank
- ------------------------------------------------------------------------------------------
Michael A. Bauer 1994 $100,000 $15,000 5,000 $2,704
Chairman of the 1995 $100,000 $15,000 --- $3,704(2)
Company, President 1996 $104,000 $30,000 --- $7,796(3)
and Chief Executive
Officer of the Bank
- ------------------------------------------------------------------------------------------
</TABLE>
(1) Includes amounts deferred under the Quad City Holdings, Inc. 401(k)/Profit
Sharing Plan (the "401(k) Plan").
(2) Messrs. Hultquist and Bauer each had contributions in the amount of $3,032
made to the 401(k) Plan for their benefit for the plan year ended June 30,
1995, and received term life insurance which had a per person premium cost
of $672.
(3) Messrs. Hultquist and Bauer each had contributions in the amount of $7,096
made to the 401(k) Plan for their benefit for the plan year ended June 30,
1996, and received term life insurance which had a per person premium cost
of $699.
5
<PAGE>
The following table sets forth certain information concerning the number of
stock options at June 30, 1996 held by the individuals named in the Summary
Compensation Table.
- --------------------------------------------------------------------------------
AGGREGATED OPTION EXERCISES IN LAST FISCAL YEAR AND FY-END
OPTION VALUES
- --------------------------------------------------------------------------------
<TABLE>
<CAPTION>
(a) (b) (c) (d)
NUMBER OF
SECURITIES
UNDERLYING
UNEXERCISED
OPTIONS AT
FY-END (#)
----------------------------
SHARES ACQUIRED
NAME ON EXERCISE (#) VALUE REALIZED ($) EXERCISABLE UNEXERCISABLE
- ----------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Michael A. Bauer --- $--- 17,000 13,000
- ----------------------------------------------------------------------------------------------
Douglas M. Hultquist --- $--- 17,000 13,000
- ----------------------------------------------------------------------------------------------
</TABLE>
EMPLOYMENT AGREEMENTS. The Company entered into employment agreements with
Messrs. Bauer and Hultquist dated July 1, 1993. These agreements each have a
three year term and in the absence of notice from either party to the contrary,
the employment term under each agreement extends for an additional one year on
the anniversary of each agreement. Under these agreements, Messrs. Bauer and
Hultquist will each receive annual salaries of $100,000. The agreements include
provisions for the increase of the officer's salary, performance bonuses,
membership in a Quad Cities country club, an automobile allowance and
participation in the Company's benefit plans.
Each of the agreements is terminable at any time by either the Company's
Board of Directors or the officer. The Company may terminate the agreements at
any time for cause without incurring any post-termination obligation to the
terminated officer. Each agreement provides severance benefits in the event the
officer is terminated without cause, including severance compensation equal to
one year of the officer's salary. The Company also must pay the officer all
accrued salary, vested deferred compensation and other benefits then due the
officer. If the officer is terminated upon a change in control, the officer is
to be paid severance compensation equal to three times his salary at the rate
then in effect at the time of termination. Each of Messrs. Hultquist and Bauer
is prohibited from competing with the Company or its subsidiaries within a 20-
mile radius of the Company's main office for a period of two years following the
termination of his employment agreement.
TRANSACTIONS WITH MANAGEMENT
Directors and officers of the Company and the Subsidiaries and their
associates were customers of and had transactions with the Company and the Bank
during the fiscal year ended June 30, 1996. Additional transactions are
expected to take place in the future. All outstanding loans, commitments to
loan, and certificates of deposit and depository relationships, in the opinion
of management, were made
6
<PAGE>
in the ordinary course of business, on substantially the same terms, including
interest rates and collateral, as those prevailing at the time for comparable
transactions with other persons and did not involve more than the normal risk of
collectibility or present other unfavorable features. From October 1, 1995
through June 30, 1996, Bancard paid approximately $585,000 to Nobel Electronic
Transfer, LLC ("Nobel"), for merchant credit card processing services. John W.
Schriker, a director of the Company and the President and a director of Bancard,
is a principal of Nobel. Management of the Company believes that the terms on
which Nobel provides such services to Bancard were no less favorable to the
Company than would have been obtained from unaffiliated third parties.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS
The following table sets forth certain information regarding the Company s
Common Stock beneficially owned on September 4, 1996, by each director and
nominee, by each executive officer named in the Summary Compensation Table and
by all directors and executive officers of the Company as a group. To the best
of the Company's knowledge, no person was the beneficial owner of more than five
percent of the Company s Common Stock as of September 4, 1996.
NAME OF INDIVIDUAL AND AMOUNT AND NATURE OF PERCENT
NUMBER OF PERSONS IN GROUP BENEFICIAL OWNERSHIP(1) OF CLASS
- -------------------------- ----------------------- --------
DIRECTORS AND NOMINEES
Michael A. Bauer 33,504(2) 2.3%
Douglas M. Hultquist 33,504(3) 2.3%
Richard R. Horst 12,140(4) .8%
Ronald G. Peterson 1,940(5) .1%
John W. Schricker 7,946(6) .6%
All directors and executive
officers as a group (6 persons) 90,067(7) 6.0%
- -------------------------
(1) Amounts reported include shares held directly, including certain
shares subject to warrants and options, as well as shares held in retirement
accounts, by certain members of the named individuals' families or held by
trusts of which the named individual is a trustee or substantial beneficiary.
Inclusion of shares shall not constitute an admission of beneficial ownership or
voting and sole investment power over included shares. The nature of beneficial
ownership for shares listed in this table is sole voting and investment power,
except as set forth in the following footnotes.
(2) Includes 22,300 shares subject to warrants or options which are
presently exercisable and over which Mr. Bauer has no voting and sole investment
power. Excludes 13,000 option shares which will vest over the next three years.
(3) Includes 22,300 shares subject to warrants or options which are
presently exercisable and over which Mr. Hultquist has no voting and sole
investment power. Excludes 13,000 option shares which will vest over the next
three years.
(4) Includes 5,440 shares subject to warrants which are presently
exercisable and over which Mr. Horst has no voting and sole investment power,
and 100 shares held in an IRA account, over which shares Mr. Horst has shared
voting and investment power. Excludes 760 option shares which will vest over
the next five years.
(5) Includes 140 shares subject to options which are presently exercisable
and over which Mr. Peterson has no voting and sole investment power. Also
includes 300 shares held in joint tenancy by Mr. Peterson and his spouse, over
which shares Mr. Peterson has shared voting and investment power. Excludes 760
option shares which vest over the next five years.
7
<PAGE>
(6) Includes 3,060 shares subject to warrants or options which are
presently exercisable and over which Mr. Schricker has no voting and sole
investment power. Excludes 690 option shares which will vest over the next four
years.
(7) Excludes 29,390 option shares not presently exercisable.
Section 16(a) of the Securities Exchange Act of 1934 requires that the
Company s executive officers and directors and persons who own more than 10% of
the Company s Common Stock file reports of ownership and changes in ownership
with the Securities and Exchange Commission and with the exchange on which the
Company s shares of Common Stock are traded. Such persons are also required to
furnish the Company with copies of all Section 16(a) forms they file. Based
solely on the Company s review of the copies of such forms, the Company is not
aware that any of its directors, executive officers or 10% stockholders failed
to comply with the filing requirements of Section 16(a) during the period
commencing July 1, 1995 through June 30, 1996.
STOCKHOLDER PROPOSALS FOR 1997 ANNUAL MEETING
Any proposals of stockholders intended to be presented at the 1997 Annual
Meeting of Stockholders must be received by the Secretary of the Company at its
principal executive offices at 2118 Middle Road, Bettendorf, Iowa 52722, on or
before May 21, 1997, to be considered for inclusion in the Company's Proxy
Statement and proxy relating to such meeting.
GENERAL
Your proxy is solicited by the Board of Directors and the cost of
solicitation will be paid by the Company. In addition to the solicitation of
proxies by use of the mails, officers, directors and regular employees of the
Company or the Subsidiaries, acting on the Company s behalf, may solicit proxies
by telephone, facsimile or personal interview. The Company will, at its
expense, upon the receipt of a request from brokers and other custodians,
nominees and fiduciaries, forward proxy soliciting materials to the beneficial
owners of shares held of record by such persons.
OTHER BUSINESS
It is not anticipated that any action will be asked of the stockholders on
any matters other than as set forth above, but if other matters properly are
brought before the meeting, the persons named in the proxy will vote in
accordance with their best judgment.
FAILURE TO INDICATE CHOICE
If any stockholder fails to indicate a choice in item (1) on the proxy
card, the shares of such stockholder shall be voted (FOR) each nominee.
8
<PAGE>
REPORT ON FORM 10-KSB
THE COMPANY'S REPORT ON FORM 10-KSB (WITHOUT EXHIBITS) WILL BE INCLUDED AS PART
OF THE COMPANY'S ANNUAL REPORT TO STOCKHOLDERS, WHICH WILL BE MAILED TO EACH
STOCKHOLDER OF RECORD AS OF THE RECORD DATE FOR THE ANNUAL MEETING. THE COMPANY
WILL FURNISH WITHOUT CHARGE TO EACH PERSON WHOSE PROXY IS SOLICITED, AND TO EACH
PERSON REPRESENTING THAT HE OR SHE WAS A BENEFICIAL OWNER OF THE COMPANY S
COMMON STOCK AS OF THE RECORD DATE FOR THE MEETING, UPON WRITTEN REQUEST, A COPY
OF THE COMPANY S ANNUAL REPORT ON FORM 10-KSB AS FILED WITH THE SECURITIES AND
EXCHANGE COMMISSION, TOGETHER WITH THE FINANCIAL STATEMENTS AND SCHEDULES
THERETO. SUCH WRITTEN REQUEST SHOULD BE SENT TO MR. DOUGLAS M. HULTQUIST, QUAD
CITY HOLDINGS, INC., 2118 MIDDLE ROAD, BETTENDORF, IOWA 52722.
By order of the Board of Directors
/s/ Michael A. Bauer /s/ Douglas M. Hultquist
Michael A. Bauer Douglas M. Hultquist
Chairman President
Bettendorf, Iowa
September 18, 1996
ALL STOCKHOLDERS ARE URGED TO SIGN
AND MAIL THEIR PROXIES PROMPTLY
9
<PAGE>
PROXY QUAD CITY HOLDINGS, INC. PROXY
PROXY IS SOLICITED BY THE BOARD OF DIRECTORS
FOR THE ANNUAL MEETING OF STOCKHOLDERS -- OCTOBER 23, 1996
The undersigned hereby appoints Michael A. Bauer, James J. Brownson and
Douglas M. Hultquist, or any of them acting in the absence of the others,
with power of substitution, attorneys and proxies, for and in the name and
place of the undersigned, to vote the number of shares of Common Stock that
the undersigned would be entitled to vote if then personally present at the
Annual Meeting of Stockholders of Quad City Holdings, Inc., to be held at the
Jumer's Castle Lodge, 900 Spruce Hills Drive, Bettendorf, Iowa 52722, on
Wednesday, October 23, 1996, at 10:00 a.m., local time, or any adjournments
thereof, upon the matters set forth in the Notice of Annual Meeting and Proxy
Statement (receipt of which is hereby acknowledged) as designated on the
reverse side, and in their discretion, the proxies are authorized to vote
upon such other business as may come before the meeting.
/ / Check here for address change. / / Check here if you plan to
attend the meeting.
New Address:
----------------------------------
- ---------------------------------------------
- ---------------------------------------------
(CONTINUED AND TO BE SIGNED ON REVERSE SIDE)
<PAGE>
QUAD CITY HOLDINGS, INC.
PLEASE MARK VOTE IN OVAL IN THE FOLLOWING MANNER USING DARK INK ONLY /X/
1. Nominees: Richard R. Horst
and Ronald G. Peterson
The Board of Directors recommends
approval of ALL nominees.
For All
For Withheld Except
/ / / / / / -----------------
Nominee Exception
This proxy when properly
executed will be voted in the
manner directed herein by the
undersigned stockholder. If
no direction is made, this
proxy will be voted FOR
Proposal 1.
Dated: , 1996
---------
Signature(s)
-----------------
-----------------
Please date proxy and sign it
exactly as name appears
hereon. Joint owners should
each sign personally.
Executors, trustees, etc.,
should indicate their titles
when signing.