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(X)
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ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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( )
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TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
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New Jersey
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22-3282551
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(State
or Other Jurisdiction of Incorporation or Organization)
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(I.R.S.
Employer Identification No.)
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64 Old Highway 22, Clinton,
NJ
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08809
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Page
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||
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Part
I
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Item
1.
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Business
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a) General
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1
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b) Statistical
Information
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7
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Item
1A.
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Risk
Factors
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8
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Item
1B.
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Unresolved
Staff Comments
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12
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Item
2.
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Properties
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12
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Item
3.
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Legal
Proceedings
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12
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Part
II
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||
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Item
4.
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Market
for Registrant’s Common Equity, Related Stockholder Matters
and
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13
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Issuer
Purchases of Equity Securities
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||
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Item
5.
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Selected
Financial Data
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13
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Item
6.
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Management's
Discussion and Analysis of Financial Condition and
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13
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Results
of Operations
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||
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Item
6A.
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Quantitative
and Qualitative Disclosures About Market Risk
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14
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Item
7.
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Financial
Statements and Supplementary Data
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14
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||
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Item
8.
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Changes
in and Disagreements with Accountants on Accounting and
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14
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Financial
Disclosure
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Item
8A(T).
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Controls
and Procedures
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14
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Item
8B.
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Other
Information – None
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14
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Part
III
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Item
9.
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Directors,
Executive Officers and Corporate Governance;
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Compliance
with Section 16(a) of the Exchange Act
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14
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Item
10.
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Executive
Compensation
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15
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Item
11.
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Security
Ownership of Certain Beneficial Owners and Management and
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Related
Stockholder Matters
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15
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Item
12.
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Certain
Relationships and Related Transactions and Director
Independence
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15
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Item
13.
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Principal
Accountant Fees and Services
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15
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Part
IV
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Item
14.
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Exhibits
and Financial Statement Schedules
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16
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Signatures
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18
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Name,
Age and Position
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Officer
Since
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Principal
Occupation During
Past
Five Years
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John
Kauchak, 56, Chief Operating Officer and Executive Vice President of the
Company and Bank
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2002
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Previously,
Mr. Kauchak was the head of Deposit Operations for Unity Bank from 1996 to
2002.
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Alan
J. Bedner, 39, Chief Financial Officer and Executive Vice President of the
Company and Bank
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2003
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Previously,
Mr. Bedner was Controller for Unity Bank from 2001 to
2003.
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Dave
Hensley, 63, Acting Chief Lending Officer and Senior Vice President of the
Company and Bank
|
2009
|
Previously,
Mr. Hensley was a Commercial Lender for Unity Bank from 2002 to
2009.
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·
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Audit
Committees;
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·
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certification
of financial statements by the Chief Executive Officer and the Chief
Financial Officer;
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·
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the
forfeiture of bonuses or other incentive-based compensation and profits
from the sale of an issuer’s securities by directors and senior officers
in the twelve-month period following initial publication of any financial
statements that later require
restatement;
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·
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a
prohibition on insider trading during pension plan black-out
periods;
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·
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disclosure
of off-balance sheet transactions;
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·
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a
prohibition on personal loans to officers and directors, unless subject to
Federal Reserve Regulation O;
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·
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expedited
filing requirements for Form 4 statements of changes of beneficial
ownership of securities required to be filed by officers, directors and
10% shareholders;
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·
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disclosure
of whether or not a company has adopted a code of
ethics;
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·
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“real
time” filing of periodic reports;
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·
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auditor
independence; and
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·
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various
increased criminal penalties for violations of securities
laws.
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|
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Annual
Report
|
|||
|
Description of Financial
Data
|
Pages
|
|||
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I.
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Distribution
of Assets, Liabilities, and Stockholders' Equity; Interest
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|||
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Rates
and Interest Differential
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||||
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A.
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Analysis
of Net Interest Earnings
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5
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||
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B.
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Average
Balance Sheets
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8
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||
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C.
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Rate/Volume
Analysis
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10
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||
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||||
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II.
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Investment
Portfolio
|
|||
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A.
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Book
value of investment securities
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37
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B.
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Investment
securities by range of maturity with corresponding average
yields
|
38
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C.
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Securities
of issuers exceeding ten percent of stockholders' equity
|
N/A
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||
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||||
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III.
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Loan
Portfolio
|
|||
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A.
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Types
of loans
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13
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B.
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Maturities
and sensitivities of loans to changes in interest rates
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14
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||
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C.
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Risk
elements
|
|||
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1)
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Nonaccrual,
past due and restructured loans
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15
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||
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2)
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Potential
problem loans
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15
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||
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3)
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Foreign
outstandings
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N/A
|
||
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4)
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Loan
concentrations
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14
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||
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D.
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Other
interest-bearing assets
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N/A
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||
|
|
||||
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IV.
|
Summary
of Loan Loss Experience
|
|||
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A.
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Analysis
of the allowance for loan losses
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17
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||
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B.
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Allocation
of the allowance for loan losses
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17
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||
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||||
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V.
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Deposits
|
|||
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A.
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Average
amount and average rate paid on major categories of
deposits
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8
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||
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B.
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Other
categories of deposits
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N/A
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||
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C.
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Deposits
by foreign depositors in domestic offices
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N/A
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||
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D.
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Time
deposits of $100,000 or more by remaining maturity
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43
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||
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E.
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Time
deposits of $100,000 or more by foreign offices
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N/A
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||
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||||
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VI.
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Return
on Equity and Assets
|
5
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||
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VII.
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Short-term
Borrowings
|
|||
|
A.
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Amounts
outstanding
|
43
|
||
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B.
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Maximum
amount of borrowings in each category outstanding at any
month-end
|
43
|
||
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C.
|
Average
amount outstanding
|
43
|
||
|
·
|
telecommunications;
|
|
·
|
data
processing;
|
|
·
|
automation;
|
|
·
|
Internet-based
banking;
|
|
·
|
Tele-banking;
and
|
|
·
|
debit
cards and so-called "smart cards."
|
|
Location
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Leased
or
Owned
|
Date
Leased or
Acquired
|
Lease
Expiration
|
2009
Annual
Rental Fee
|
||
|
Clinton,
NJ
|
Leased
|
1996
|
2013
|
$ | 400,000 | |
|
Colonia,
NJ
|
Leased
|
1998
|
2012
|
38,672 | ||
|
Flemington,
NJ
|
Owned
|
2005
|
----- | ----- | ||
|
Linden,
NJ
|
Owned
|
1997
|
----- | ----- | ||
|
Highland
Park, NJ
|
Leased
|
1999
|
2014 | 91,193 | ||
|
North
Plainfield, NJ
|
Owned
|
1991
|
----- | ----- | ||
|
Scotch
Plains, NJ
|
Owned
|
2004
|
----- | ----- | ||
|
Springfield,
NJ
|
Leased
|
1995
|
2011 | 32,935 | ||
|
South
Plainfield, NJ
|
Leased
|
1999
|
2014 | 110,459 | ||
|
Union,
NJ
|
Owned
|
2002
|
----- | ----- | ||
|
Edison,
NJ
|
Leased
|
1999
|
2014 | 128,143 | ||
|
Whitehouse,
NJ
|
Owned
|
1998
|
----- | ----- | ||
|
Phillipsburg,
NJ
|
Leased
|
2005
|
2015 | 82,588 | ||
|
Middlesex,
NJ
|
Owned
|
2007
|
----- | ----- | ||
|
Forks
Township, PA
|
Leased
|
2006
|
2010 | 56,938 | ||
|
William
Penn (Easton), PA
|
Leased
|
2007
|
2010 | 67,911 | ||
|
Great
Neck, NY
|
Leased
|
2006
|
2010 | 39,820 | ||
| Year Ended December 31, 2009: |
High
|
Low
|
||||||
|
4
th
Quarter
|
$ | 4.49 | $ | 3.95 | ||||
|
3
rd
Quarter
|
4.45 | 3.15 | ||||||
|
2
nd
Quarter
|
4.00 | 3.00 | ||||||
|
1
st
Quarter
|
3.90 | 2.75 | ||||||
| Year Ended December 31, 2008 | High | Low | ||||||
|
4
th
Quarter
|
$ | 4.85 | $ | 2.81 | ||||
|
3
rd
Quarter
|
6.95 | 4.00 | ||||||
|
2
nd
Quarter
|
8.00 | 6.48 | ||||||
|
1
st
Quarter
|
9.25 | 7.50 | ||||||
|
Item
9.
|
Directors, Executive
Officers
and Corporate Governance; Compliance with Section 16(a) of the Exchange
Act:
|
|
EQUITY
COMPENSATION PLAN INFORMATION
|
||||||||||||
|
Number
of securities to be issued upon exercise of outstanding options, warrants
and rights
(a)
|
Weighted-average
exercise price of outstanding options, warrants and rights
(b)
|
Number
of securities remaining available for issuance under equity compensation
plans (excluding securities reflected in column (a))
|
||||||||||
|
Equity
compensation stock option plans approved by security
holders
|
886,286 | $ | 5.73 | 58,711 | ||||||||
|
Equity
compensation plans approved by security holders (Restricted Stock
Plan)
|
54,581 | - | 24,853 | |||||||||
|
Equity
compensation plans not approved by security holders
|
- | - | - | |||||||||
|
Total
|
940,867 | $ | 5.40 | 83,564 | ||||||||
|
Exhibit
|
|
|
Number
|
Description of Exhibits
|
|
3(i)
|
Certificate
of Incorporation of the Company, as amended (2)
|
|
3(ii)
|
Bylaws
of the Company (7)
|
|
4(i)
|
Form
of Stock Certificate (7)
|
|
10(i)
|
1994
Stock Option Plan for Non-Employee Directors (1)
|
|
10(ii)
|
1997
Stock Option Plan (3)
|
|
10(iii)
|
1997
Stock Bonus Plan (3)
|
|
10(iv)
|
1998
Stock Option Plan (4)
|
|
10(v)
|
1999
Stock Option Plan (5)
|
|
10(vi)
|
Employment
Agreement dated March 23, 2004 with James A. Hughes (8)
|
|
10(vii)
|
Settlement
Agreement and General Release dated December 31, 2003 with Anthony J.
Feraro (8)
|
|
10(ix)
|
Retention
Agreement dated March 23, 2004 with Michael F. Downes
(8)
|
|
10(x)
|
Retention
Agreement dated March 23, 2004 with Alan J. Bedner (8)
|
|
10(xi)
|
Retention
Agreement dated March 23, 2004 with John Kauchak (8)
|
|
10(xiii)
|
2002
Stock Option Plan (6)
|
|
10(xiv)
|
Second
Amendment dated September 19, 2003 to Lease Agreement between Unity Bank
and Clinton Unity Group (8)
|
|
10(xv)
|
Real
Estate Purchase Agreement dated October 23, 2003 between Unity Bank and
Premiere Development II, LLC (8)
|
|
10(xvi)
|
2004
Stock Bonus Plan (9)
|
|
10(xvii)
|
2006
Stock Option Plan (10)
|
|
10(xviii)
|
Third
Amendment to Lease by and between Clinton Unity Group, LLC and Unity Bank
dated July 31, 2009 (11)
|
|
13
|
Portion
of Unity Bancorp. Inc. 2009 Annual Report to
Shareholders
|
|
21
|
Subsidiaries
of the Registrant
|
|
23.1
|
Consent
of McGladrey & Pullen, LLP
|
|
31.1
|
Certification
of President and Chief Executive Officer pursuant to Section 302 of the
Sarbanes-Oxley Act of 2002
|
|
31.2
|
Certification
of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002
|
|
32.1
|
Certification
of President, Chief Executive Officer, and Chief Financial Officer
pursuant to Section 906
|
|
(1)
|
Previously
filed with the Securities and Exchange Commission as an Exhibit to the
Registration Statement on Form S-4 (File No. 33-76392) and incorporated by
reference herein.
|
|
(2)
|
Previously
filed with the Securities and Exchange Commission as an Exhibit to the
Current Report on Form 8-K filed on July 22, 2002 and incorporated by
reference herein.
|
|
(3)
|
Previously
filed with the Securities and Exchange Commission as an Exhibit to the
Proxy Statement for the Annual Meeting of Shareholders filed on April 4,
1997.
|
|
(4)
|
Previously
filed with the Securities and Exchange Commission as an Exhibit to the
Proxy Statement for the Annual Meeting of Shareholders filed on March 30,
1998.
|
|
(5)
|
Previously
filed with the Securities and Exchange Commission as an Exhibit to the
Proxy Statement for the Annual Meeting of Shareholders filed on April 2,
1999.
|
|
(6)
|
Previously
filed with the Securities and Exchange Commission as an Exhibit to the
Proxy Statement for the Annual Meeting of Shareholders filed on April 10,
2002.
|
|
(7)
|
Previously
filed with the Securities and Exchange Commission as an Exhibit to the
Annual Report on Form 10-K filed March 26,
2003.
|
|
(8)
|
Previously
filed with the Securities and Exchange Commission as an Exhibit to the
Annual Report on Form 10-K filed March 26,
2004.
|
|
(9)
|
Previously
filed with the Securities and Exchange Commission as an Exhibit to the
Proxy Statement for the Annual Meeting of Shareholders filed on April 15,
2004.
|
|
(10)
|
Previously
filed with the Securities and Exchange Commission as an Exhibit to the
Current Report on Form 8-K filed on April 27, 2006 and incorporated by
reference herein.
|
|
(11)
|
Previously
filed with the Securities and Exchange Commission as an Exhibit to the
Current Report on Form 8-K filed on August 4, 2009 and incorporated by
reference herein.
|
|
By:
|
/s/
Alan J. Bedner ,
Jr.
|
|
Alan
J. Bedner, Jr.
|
|
|
Executive
Vice President
|
|
|
Chief
Financial Officer
|
|
|
Date:
|
March 18,
2010
|
|
NAME
|
TITLE
|
DATE
|
|
/s/
David D. Dallas
|
Chairman
of the Board and
|
March 18,
2010
|
|
David
D. Dallas
|
Director
|
|
|
/s/
James A. Hughes
|
President,
Chief Executive Officer
|
March 18,
2010
|
|
James
A. Hughes
|
And
Director
|
|
|
/s/
Alan J. Bedner, Jr.
|
Chief
Financial Officer (Principal
|
March 18,
2010
|
|
Alan
J. Bedner, Jr.
|
Financial
and Accounting Officer)
|
|
|
/s/
Raj Patel
|
Director
|
March 18,
2010
|
|
Raj
Patel
|
||
|
/s/
Dr. Mark S. Brody
|
Director
|
March 18,
2010
|
|
Dr.
Mark S. Brody
|
||
|
/s/
Robert H. Dallas, II
|
Director
|
March 18,
2010
|
|
Robert
H. Dallas, II
|
||
|
/s/
Peter E. Maricondo
|
Director
|
March 18,
2010
|
|
Peter
E. Maricondo
|
||
|
/s/
Wayne Courtright
|
Director
|
March 18,
2010
|
|
Wayne
Courtright
|
||
|
/s/
Charles S. Loring
|
Director
|
March 18,
2010
|
|
Charles
S. Loring
|
||
|
/s/
Allen Tucker
|
Director
|
March 18,
2010
|
|
Allen
Tucker
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|