<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
(Mark One)
{X} ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES AND EXCHANGE ACT
OF 1934
For the fiscal year ended December 31, 1995
OR
{ } TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES
AND EXCHANGE ACT OF 1934
For the transition period from ________________ to ________________________
Commission file number 0-16668
A. Full title of the plan and the address of the plan:
WSFS Financial Corporation
401(k) Savings and Retirement Plan
838 Market Street
Wilmington, DE 19899
B. Name of issuer of the securities held pursuant to the plan
and the address of its principal executive office:
WSFS Financial Corporation
838 Market Street
Wilmington, DE 19899
<PAGE>
EXHIBIT I
WSFS FINANCIAL CORPORATION
401(K) SAVINGS AND RETIREMENT PLAN
Financial Statements and Supplemental Information
<PAGE>
REQUIRED INFORMATION
The audited financial statements required are incorporated herein by reference
from the Financial Statements and Supplemental Information, December 31, 1995,
attached as Exhibit 1.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
trustees (or other persons who administer the employee benefit plan) have duly
caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
WSFS Financial Corporation
401(k) Savings and Retirement Plan
DATE: June 28, 1996 /s/ R. WILLIAM ABBOTT
------------------------------
R. William Abbott
Plan Administrator
<PAGE>
WSFS FINANCIAL CORPORATION
401(k) SAVINGS AND RETIREMENT PLAN
Financial Statements and Supplemental Information
<PAGE>
WSFS FINANCIAL CORPORATION
401(k) SAVINGS AND RETIREMENT PLAN
Financial Statements
and
Supplemental Information
Index
Page(s)
Report of Independent Auditors 1 - 2
Financial Statements:
Statements of Net Assets Available for Benefits 3 - 4
Statements of Changes in Net Assets Available for Benefits 5 - 7
Notes to Financial Statements 8 - 15
Supplemental Information:
Schedule I - Item 27a: Schedule of Assets held for Investment
Purposes 16 - 17
Schedule II - Item 27d: Schedule of Reportable Transactions 18
<PAGE>
LOGO of KPMG Peat Marwick, LLP
REPORT OF INDEPENDENT AUDITORS
To the Participants and
Administrator of the
WSFS Financial Corporation
401(k) Savings and Retirement Plan
We have audited the accompanying statements of net assets available for benefits
of the 401(k) Savings and Retirement Plan of WSFS Financial Corporation (the
Plan) for the years ended December 31, 1995 and 1994 and the related statements
of changes in net assets available for benefits for the years then ended. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatements. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as, evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the 1995 and 1994 financial statements referred to above present
fairly, in all material respects, the information regarding the Plan's net
assets available for benefits as of December 31, 1995 and 1994, and changes in
net assets therein for the years then ended in conformity with generally
accepted accounting principles.
Our audit was performed for the purpose of forming an opinion on the 1995 basic
financial statements taken as a whole. The supplemental information included in
the schedules of assets held for investment purposes and reportable transactions
is presented for purposed of additional analysis and is not a required part of
the basic financial statements, but is supplemental information required by the
Department of Labor's Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974 (ERISA). The fund
information in the statement of net assets available for benefits and the
statement of changes in net assets available for benefits is presented for
purposes of additional analysis rather than to present the net assets available
for benefits and changes in net assets available for benefits of each fund. The
1995 supplemental information and fund information have been subjected to the
auditing procedures applied in the audit of the 1995 basic financial statements
and, in our opinion, are fairly stated in all material respects in relation to
the 1995 basic financial statements taken as a whole.
/s/ KPMG Peat Marwick, LLP
June 25, 1996
Philadelphia, Pennsylvania
<PAGE>
REPORT OF INDEPENDENT ACCOUNTANTS
March 8, 1994
To the Participants and
Administrator of
WSFS Financial Corporation
401(K) Savings and Retirement Plan
In our opinion, the accompanying statement of changes in net assets available
for benefits presents fairly, in all material respects, the changes in the
financial status of WSFS Financial Corporation 401(k) Savings and Retirement
Plan (formerly Wilmington Savings Fund Society, FSB 401(k) Savings Plan) for the
year ended December 31, 1993, in conformity with generally accepted accounting
principles. This financial statement is the responsibility of the plan
administrator; our responsibility is to express an opinion on this financial
statement based on our audit. We conducted our audit of this financial statement
in accordance with generally accepted auditing standards which require that we
plan and perform the audit to obtain reasonable assurance about whether the
financial statement is free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures in
the financial statement, assessing the accounting principles used and
significant estimates made by the plan administrator, and evaluating the overall
financial statement presentation. We believe that our audit provides a
reasonable basis for our opinion expressed above. We have not audited the
financial statements of WSFS Financial Corporation 401(k) Savings and Retirement
Plan for any period subsequent to December 31, 1993.
/s/ Price Waterhouse LLP
Washington, DC
<PAGE>
WSFS FINANCIAL CORPORATION
401(k) SAVINGS AND RETIREMENT PLAN
Statement of Net Assets Available for Benefits
Year Ended December 31, 1995
<TABLE>
<CAPTION>
WSFS
Financial
Money Market Bond Large Cap Small Cap International Common
Fund Fund Stock Fund Stock Fund Fund Stock Fund Loan Fund Total
---- ---- ---------- ---------- ---- ---------- --------- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Assets:
Investments, at fair value..... $1,215,855 $980,294 $1,778,665 $ 806,286 $ 469,042 $4,979,678 $ $10,229,820
Receivables:
Accrued income............. (4,178) (5,375) 11,398 7,286 4,800 11,726 25,657
Receivable from employer .. 2,302 2,302
Loans to participants.......... 408,593 408,593
---------- --------- ---------------------- ------------------------- --------- -----------
Net assets available for
benefits..................... $1,213,979 $974,919 $1,790,063 $ 813,572 $ 473,842 $4,991,404 $408,593 $10,666,372
========== ======== ========== ========== ========== ========== ======== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
WSFS FINANCIAL CORPORATION
401(k) SAVINGS AND RETIREMENT PLAN
Statement of Net Assets Available for Benefits
Year Ended December 31, 1994
<TABLE>
<CAPTION>
WSFS
Financial
Money Market Bond Large Cap Small Cap International Common
Fund Fund Stock Fund Stock Fund Fund Stock Fund Loan Fund Total
---- ---- ---------- ---------- ---- ---------- --------- -----
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Assets:
Investments, at fair value..... $1,149,664 $793,117 $1,206,952 $575,681 $421,832 $1,407,349 $ 83,005 $5,637,600
Receivables:
Accrued income............. 5,616 8 41 41 21 382 6,109
Loans to participants...... 367,314 367,314
Interfund transfers........ 6,538 88,190 (16,580) (20,129) 24,986 (83,005)
Accounts receivable.......... 26,670 (7) 1,632 2,094 (965) 29,424
----------- --------- ---------- ----------- --------- ---------- --------- --------
Net assets available for
benefits.................... $1,181,950 $799,656 $1,295,142 $560,774 $403,838 $1,431,391 $367,696 $6,040,447
========== ========= ========== ========== ======== ========== ======== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements.
<PAGE>
WSFS FINANCIAL CORPORATION
401(k) SAVINGS AND RETIREMENT PLAN
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 1995
<TABLE>
<CAPTION>
Money Market Bond Large Cap Small Cap
Fund Fund Stock Fund Stock Fund
---- ---- ---------- ----------
<S> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment income:
Net realized and unrealized
appreciation (depreciation) in
fair value of investments....... $156,027 $451,398 $ 152,993
Interest and dividends............. $ 76,361 352 3,559 5,666
---------- ---------- ----------- -------------
76,361 156,379 454,957 158,659
---------- ---------- ---------- -------------
Contributions:
Employer.......................... 34,476 18,599 27,264 23,071
Employees......................... 73,379 60,810 124,988 106,213
----------- ---------- ---------- -----------
107,855 79,409 152,252 129,284
---------- ---------- ---------- -----------
Transfers from other qualified plans
on behalf of participants............ 714 1,260
---------- ----------- ---------- ------------
Total additions.................... 184,216 235,788 607,923 289,203
---------- ----------- ---------- ------------
Participant withdrawals from
net assets........................... (158,307) (65,851) (119,908) (18,804)
Supplemental interfund transfers and
employee contributions............... (12,234) 17,296 23,754 (7,960)
Net transfers to loan fund............. 18,354 (11,970) (16,848) (9,641)
--------- --------- --------- -----------
Net increase ........................ 32,029 175,263 494,921 252,798
Net assets available for benefits:
Beginning of year.................... 1,181,950 799,656 1,295,142 560,774
---------- ---------- ---------- ----------
End of year.......................... $1,213,979 $ 974,919 $1,790,063 $ 813,572
========== ========== ========== ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
WSFS
Financial
International Common
Fund Stock Fund Loan Fund Total
---- ---------- --------- -----
<S> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment income:
Net realized and unrealized
appreciation (depreciation) in
fair value of investments....... $ 38,996 $ 2,280,760 $ 3,080,174
Interest and dividends............. (56) 106,199 $ 37,681 229,762
----------- ---------- ---------- ----------
38,940 2,386,959 37,681 3,309,936
----------- ---------- ----------- ----------
Contributions:
Employer.......................... 17,583 1,210,122 1,331,115
Employees......................... 77,279 81,292 523,961
---------- ---------- ---------- ----------
94,862 1,291,414 1,855,076
---------- ---------- ---------- -----------
Transfers from other qualified plans
on behalf of participants............ 357 8,376 10,707
---------- ----------- ---------- -----------
Total additions.................... 134,159 3,686,749 37,681 5,175,719
----------- ----------- ---------- -----------
Participant withdrawals from
net assets........................... (11,859) (301,612) (14,189) 690,530
Supplemental interfund transfers and
employee contributions............... (61,137) 181,067 140,786
Net transfers to loan fund............. 8,891 (6,191) 17,405
---------- ------------ --------- -----------
Net increase ........................ 70,054 3,560,013 40,897 4,625,975
Net assets available for benefits:
Beginning of year.................... 403,838 1,431,391 367,696 6,040,447
---------- ------------ --------- -----------
End of year.......................... $ 473,892 $ 4,991,404 $ 408,593 $10,666,372
========== ============ ========== ===========
</TABLE>
The accompanying notes are an integral part of these financial statements
<PAGE>
WSFS FINANCIAL CORPORATION
401(k) SAVINGS AND RETIREMENT PLAN
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 1994
<TABLE>
<CAPTION>
Money Market Bond Large Cap Small Cap
Fund Fund Stock Fund Stock Fund
--------------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment income:
Net realized and unrealized
appreciation (depreciation) in
fair value of investments........ $ (29,086) (61,915) $ 10,762
Interest and dividends............ $ 49,865 75 157
--------- --------- --------- ---------
49,865 (29,011) (61,915) 10,919
--------- --------- --------- ---------
Contributions:
Employer.......................... 23,228 21,821 26,184 18,415
Employees......................... 53,727 65,261 102,190 70,568
--------- ---------- --------- ---------
76,955 87,082 128,374 88,983
--------- ---------- --------- ---------
Transfers from other qualified plans
on behalf of participants...........
--------- ---------- --------- ---------
Total additions................... 126,820 58,071 66,459 99,902
--------- ---------- ---------- ---------
Participant withdrawals from
net assets.......................... (108,045) (30,863) (68,069) (5,674)
Net transfers among funds............. (643,466) 147,190 (3,213) 447,085
--------- ---------- --------- ---------
Net increase (decrease)............. (624,691) 174,398 (4,823) 541,313
Supplemental interfund transfers
and employee contributions.......... 763,815 (124,318) 150,801 (435,079)
Net assets available for benefits:
Beginning of year.................... 1,042,826 749,576 1,149,164 454,540
---------- ---------- ---------- ----------
End of year.......................... $1,181,950 $ 799,656 $1,295,142 $ 560,774
========== ========== ========== ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
WSFS WSFS
Financial Financial
International Common Preferred
Fund Stock Fund Stock Fund Loan Fund Total
------------- ---------- ---------- --------- --------
<S> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment income:
Net realized and unrealized
appreciation (depreciation) in
fair value of investments........ $ (1,025) $ (186,306) $ 36,628 (230,942)
Interest and dividends............ 148 726 $ 32,174 83,145
---------- --------- -------- --------- ----------
(877) (185,580) 36,628 32,174 (147,797)
---------- --------- -------- --------- --------
Contributions:
Employer.......................... 11,633 303,118 860 405,259
Employees......................... 52,408 40,001 3,156 387,311
---------- --------- -------- --------- ---------
64,041 343,119 4,016 792,570
---------- --------- -------- --------- ---------
Transfers from other qualified plans
on behalf of participants........... 545 545
---------- --------- -------- --------- ---------
Total additions................... 63,709 157,539 40,644 32,174 645,318
---------- --------- -------- --------- ---------
Participant withdrawals from
net assets.......................... (5,497) (41,949) (78,515) (4,283) (342,895)
Net transfers among funds............. 325,671 557,143 (606,243) (224,167)
--------- --------- -------- --------- -------
Net increase (decrease)............. 383,883 672,733 (644,114) (196,276) 302,423
Supplemental interfund transfers
and employee contributions.......... (314,566) 177,182 92,462 (14,037) 296,260
Net assets available for benefits:
Beginning of year.................... 334,521 581,476 551,652 578,009 5,441,764
---------- ---------- ---------- -------- ----------
End of year.......................... $ 403,838 $1,431,391 $ $367,696 $6,040,447
========== ========== ========== ======== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements
<PAGE>
WSFS FINANCIAL CORPORATION
401(k) SAVINGS AND RETIREMENT PLAN
Statement of Changes in Net Assets Available for Benefits
Year Ended December 31, 1993
<TABLE>
<CAPTION>
Money Market Bond Large Cap Small Cap
Fund Fund Stock Fund Stock Fund
--------------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment income:
Net realized and unrealized
appreciation (depreciation) in
fair value of investments......... $ 36,431 $ 122,756 $ 479
Interest and dividends............. $ 59,557 1,596 2,525 11
---------- ---------- ---------- ---------
59,557 38,027 125,281 490
---------- ---------- --------- ---------
Contributions:
Employer.......................... 53,389 22,282 37,091 5,435
Employees......................... 82,005 43,367 113,587 17,664
---------- ---------- --------- ---------
135,394 65,649 150,678 23,099
---------- ---------- --------- ---------
Transfers from other qualified plans
on behalf of participants............ 1,413 2,825
---------- ---------- --------- ---------
Total additions.................... 196,364 106,501 275,959 23,589
---------- ----------- --------- ---------
Participant withdrawals from
net assets........................... (182,769) (68,992) (169,361) (1,021)
Net transfers among funds.............. (714,298) 157,843 (88,114) 431,972
Net transfers to loan fund............. (60,033) (19,685) (53,167)
---------- --------- -------- ---------
Net increase (decrease).............. (760,736) 175,667 (34,683) 454,540
Net assets available for benefits:
Beginning of year.................... 1,803,562 573,909 1,183,847
---------- ---------- ---------- ----------
End of year.......................... $1,042,826 $ 749,576 $1,149,164 $ 454,540
========== ========== ========== ==========
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
WSFS WSFS
Financial Financial
International Common Preferred
Fund Stock Fund Stock Fund Loan Fund Total
------------- ---------- ---------- --------- --------
<S> <C> <C> <C> <C> <C>
Additions to net assets attributed to:
Investment income:
Net realized and unrealized
appreciation (depreciation) in
fair value of investments......... $ 1,088 $ 125,604 $ 212,661 $ 499,019
Interest and dividends............. 9 887 136 $ 7,614 72,335
---------- ----------- ----------- ---------- ----------
1,097 126,491 212,797 7,614 571,354
---------- ----------- ----------- --------- ----------
Contributions:
Employer.......................... 4,761 278,294 2,066 403,318
Employees......................... 14,095 15,162 8,448 151,882 446,210
--------- --------- ---------- ------------ ----------
18,856 293,456 10,514 151,882 849,528
--------- --------- ---------- ------------ ----------
Transfers from other qualified plans
on behalf of participants............ 1,413 5,651
--------- -------- ---------- -------- ----------
Total additions.................... 19,953 421,360 223,311 159,496 1,426,533
--------- --------- ---------- ---------- ----------
Participant withdrawals from
net assets........................... (1,225) (42,491) (70,852) (224,941) 761,652
Net transfers among funds.............. 315,793 (74,757) (28,439)
Net transfers to loan fund............. 5,425 127,460
-------- ----------- ---------- ----------- ----------
Net increase (decrease).............. 334,521 309,537 124,020 62,015 664,881
Net assets available for benefits:
Beginning of year.................... 271,939 427,632 515,994 4,776,883
---------- ---------- ---------- ---------- ----------
End of year.......................... $ 334,521 $ 581,476 $ 551,652 $ 578,009 $5,441,764
========== ========== =========== ========== ==========
</TABLE>
The accompanying notes are an integral part of these financial statements
<PAGE>
WSFS FINANCIAL CORPORATION
401(k) SAVINGS AND RETIREMENT PLAN
Notes to Financial Statements
Note 1 - Description of Plan:
The purpose of the Plan is to encourage and assist employees in following a
systematic savings program suited to their individual long-term financial
objectives. The Plan is subject to the provisions of the Employees Retirement
Income Security Act of 1974 (ERISA). The following description of the WSFS
Financial Corporation 401(k) Savings and Retirement Plan (the "Plan"), provides
only general information. Participants should refer to the Plan Agreement or the
Summary Plan Description for a more complete description of the Plan's
provisions.
Plan Amendment:
Effective July 1, 1993, the Plan was amended with the most notable changes being
the addition of two new investment funds (Small Cap and International Stock
Funds), increased employer contributions and a new vesting schedule for employer
contributions. Each of these amendments is discussed further in the captions
that follow.
Eligibility:
All full- and part-time employees of WSFS Financial Corporation or its
subsidiaries ("the Employers") who were employed on or before June 30, 1993 were
eligible to participate on the first of the month following 90 days of service.
Employees hired after June 30, 1993 are eligible to participate following the
completion of one year of continuous employment, 1,000 hours of service and
attainment of age 21.
Contributions:
Participants may authorize the Employers to make payroll deductions under the
Plan from 1% to 15% of their base salary not to exceed $9,240 in 1995. The
percentage contribution may be increased, decreased, revoked or resumed at any
time during the year. Such changes are effective as of the next pay period.
Contributions made by participants are credited to their individual accounts and
are made on a pre-tax basis assuming applicable regulations set forth in the
Internal Revenue Code are satisfied.
All contributions made by the Employers on participants' behalf are also on a
pre-tax basis. The Employers' contributions to the Plan are made monthly and
comprise the following:
1. 1% Core Contribution - Prior to June 30, 1993, an amount equal to 1% of
participants' base salaries was contributed to participants accounts. This
contribution was discontinued when the Plan was amended.
2. Company Matching Contribution - An employer matching contribution program
was implemented effective July 1, 1993. The Company matches 25% of the
employee's contribution up to 6%. The matching contribution is in the form
of WSFS Financial common stock.
<PAGE>
3. Employer Discretionary Profit Sharing Contribution - Effective July 1,
1993, the Company implemented a profit sharing program. The allocation
formula was amended and effective October 1, 1995. The contribution for
each eligible participant is calculated on a pro-rata basis of the
Participant's compensation in relation to the total compensation of all
participants. The profit sharing contribution is in the form of WSFS
Financial common stock and consists of two parts:
o Base Contribution - Awarded quarterly as predetermined
targets are achieved.
o Supplemental Contribution - Awarded at year end or shortly
thereafter in the event the Company equalled or exceeded
budgeted targets for the entire year.
During the year ended December 31, 1995, the Board of Directors approved a
Supplemental Contribution of $734,000 to the 401(K) Plan. The contribution
was invested in WSFS Common Stock and distributed to the Plan as of
December 31, 1995. The distribution to Plan participants was calculated
according to the amended formula discussed above.
4. Excess Flexible Benefit Funds - Under the Employers' BeneFlex programs,
employees are provided a fixed amount of funds by the Employer which can be
used to purchase optional employee benefits. In lieu of purchasing such
benefits, employees may direct all or part of these funds to be contributed
to the Plan on their behalf.
Participants' accounts:
Participants' accounts are credited for their contributions and the Employers'
contribution made on their behalf. Participants' accounts are also credited with
an allocation of the earnings or losses of the Plan fund in which each
participant's account is invested based upon the change in unit share price of
all funds and for the money market fund upon the ratio of the account balance to
the total of all participants' account balances in that fund.
Vesting:
All employee contributions are 100% vested and are not subject to forfeiture for
any reason. Employees hired on or before June 30, 1993 are also 100% vested in
the Employer's contributions. Employer contributions which are forfeited by
participants reduce future Employer contributions. Employees hired after June
30, 1993 will become vested in the Employer's contribution as follows:
Year of Vested
Service Percentages
------- -----------
0-2 0%
3 20%
4 40%
5 60%
6 80%
7 100%
<PAGE>
Withdrawals:
Participants' accounts are segregated between pre-January 1, 1988 and
post-January 1, 1988 contributions. Employee contributions made subsequent to
January 1, 1988 are made on a pre-tax basis and withdrawals are subject to tax
and, in certain instances, penalty. Effective January 1, 1993, the Plan is
required to withhold federal income taxes at a flat rate of 20% on the taxable
portion of withdrawals that are not directly rolled over into an Individual
Retirement Account (IRA) or another qualified retirement plan. This withholding
tax does not apply to minimum distributions and annuity payments. Participant
interest payments on loans, which are recorded as earnings, are made on a
post-tax basis.
Under the Plan, participants may request hardship withdrawals of vested
contributions (but not income earned on contributions after December 31, 1988)
which must be approved by the Employee Benefits Committee and can only be made
for one of the following reasons:
1. Purchase of primary residence of the participant
2. Preservation of primary residence
3. Certain medical expenses of a participant or their dependents
4. Tuition for the next semester or quarter of post-secondary education
of the employee, spouse or dependents.
Hardship withdrawals are subject to applicable withholding taxes.
Loan provision:
Under the Plan, participants may obtain loans up to 50% of their vested account
balance with a minimum loan of $1,000 and a maximum loan of $50,000. The
interest rate on loans is 10%. Interest paid on the loan is added to the
participant's account balance. Loans are secured by the participant's interest
in the Plan.
Investment funds:
Seven investment funds have been established with Wilmington Trust Company
(Trustee) for the investment of participants and Employers contributions. The
Small Cap Stock and International Funds were new investment options in 1993.
All contributions are allocated to the investment fund in accordance with the
participant's individual investment election. Participants may elect to invest
in increments of not less than 5% in any of the seven different funds.
Participants may change their investment elections monthly. The Trustee is
authorized to invest and reinvest the contributions allocated to each of the
investment funds, including all sales proceeds, investment income and other
payments received at its discretion. A general description of the investments
maintained in each fund is described below.
Money Market Fund - This fund invests in fixed income securities, 80% of
which will mature within 90 days and 20% which will mature within one year.
The objective is to provide a high level of income consistant with the
perservation of capital and liquidity.
<PAGE>
Bond Fund - This fund invests in a diversified mix of investment-quality,
fixed income securities. The overall sensitivity of the portfolio's value
to changes in interest rates is similar to that of the bond market as a
whole. The fund's objective is to provide an above-average investment
return consistent with the protection of principal value. An individual
choosing this fund should be willing to accept some fluctuation in market
value for capital appreciation opportunities
Large Cap Stock Fund - This fund invests in well-established, high quality
companies with large capitalizations (generally greater than $500 million).
The stocks are chosen for their above average potential for capital
appreciation and dividend growth.
Small Cap Stock Fund - This fund specializes in smaller companies,
generally those with market capitalizations under $500 million. The
portfolio includes both emerging and well-established companies across a
wide variety of industries. The fund's objective is to own stock in
companies whose earnings in aggregate are projected to grow substantially
faster than the economy.
International Fund - This fund invests exclusively in non-U.S. markets
across a wide range of industries and companies. Fund investments include
companies in large, well-established countries as well as in some of the
world's emerging markets.
WSFS Financial Common Stock Fund - This fund invests solely in shares of
the common stock issued by WSFS Financial Corporation.
WSFS Financial Preferred Stock Fund - This fund was transferred to the WSFS
Financial Common Stock fund in 1994 when the Company's Preferred Stock was
converted into Common Stock at a ratio of 6.47 shares of Common Stock for
each share of Preferred Stock.
The Loan fund is used solely to hold principal and interest payments on
outstanding loans and is not an investment alternative for contributions.
However, amounts paid on outstanding loans are allocated to the seven investment
funds in a manner consistent with the participant's individual investment
elections.
Administrative expenses:
Expenses relating to the administration of the Plan are paid by WSFS Financial
Corporation. Costs incurred by the Plan relating to voluntary removal of funds
in the form of loan proceeds or withdrawals are borne by the Plan participants.
Note 2 - Summary of Significant Accounting Policies:
Basis of presentation:
The accompanying financial statements are prepared on the accrual basis of
accounting. Revenues and expenses are recognized when earned or incurred in
accordance with generally accepted accounting principles.
Investment in securities:
Investments in short-term securities are valued at cost which approximates
market. Investments in Wilmington Trust commingled funds are valued at market
based on the quoted year-end market value of securities held by the funds. WSFS
Financial Corporation common and preferred stock is valued at the year-end
market price.
<PAGE>
Revenue recognition and method of accounting:
The Plan records all transactions on an accrual basis. Investment income is
recorded as earned. The Plan calculates realized gains and losses and unrealized
appreciation as the difference between market value and cost; IRS Form 5500
calculates realized gains and losses and unrealized appreciation as the
difference between market value at time of sale and market value at the prior
period year end.
Fund accounting for income:
The Wilmington Trust commingled funds invest interest and dividend income within
the fund to purchase more fund assets rather than distribute the income among
investors in the fund.
Note 3 - Investments
The following table presents the fair values of investments. The investments in
the Bond, Large Cap Stock, Small Cap Stock and International Stock Funds
represent the Plan's undivided interest in the corresponding common or
commingled trust funds maintained by Wilmington Trust Company.
<TABLE>
<CAPTION>
December 31,
1995 1994
---- ----
<S> <C> <C>
Money Market Fund:
Wilmington Trust Company Money Market Fund................................... $1,216,551 $1,136,325
Cash and cash equivalents.................................................... (696) 13,339
----------- ----------
1,215,855 1,149,664
---------- ----------
Bond Fund:
Wilmington Trust Company Employee Benefit Strategic
Fixed Income Fund (1995 - 61,731 units, 1994 - 59,519
units)................................................................... 980,286 790,416
Wilmington Trust Company Money Market Fund.................................. 1,154
Cash and cash equivalents................................................... (1,146) 2,701
---------- ----------
980,294 793,117
---------- ----------
Large Cap Stock Fund:
Wilmington Trust Company Value Equity Collective Fund
(1995 - 31,815 units, 1994 - 31,161 units)................................. 931,534 673,380
Wilmington Trust Company Growth Equity Collective Fund
(1995 - 24,772 units, 1994 - 23,843 units)................................. 847,191 608,247
Wilmington Trust Company Money Market Fund .................................. 1,897
Cash and cash equivalents.................................................... (1,957) (74,675)
---------- -----------
1,778,665 1,206,952
---------- -----------
Small Cap Stock Fund:
Wilmington Trust Company Small Cap Portfolio Collective
Fund (1995 - 41,906 units, 1994 - 35,885 units)........................... 806,262 549,405
Wilmington Trust Company Money Market Fund.................................. 16,580
Cash and cash equivalents................................................... 24 9,696
---------- ----------
806,286 575,681
---------- -----------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C>
International Stock Fund:
Wilmington Trust Company International Equity Collective
Fund (1995 - 20,779, 1994 - 18,996 units)................................. 468,993 396,060
Wilmington Trust Company Money Market Fund.................................. 19,243
Cash and cash equivalents................................................... 49 6,529
------------ ----------
469,042 421,832
---------- -----------
WSFS Financial Common Stock Fund:
WSFS Financial Corporation common stock (1995 - 552,824
shares; 1994 - 392,002 shares)............................................ 4,975,416 1,421,007
Wilmington Trust Company Money Market Fund.................................. 164,274 1,056
Cash and cash equivalents................................................... (160,012) (14,714)
----------- ------------
4,979,678 1,407,349
----------- ------------
Loan Fund:
Wilmington Trust Company Money Market Fund.................................. 83,005
------------ ----------
83,005
------------ ----------
Total investments......................................................... $10,229,820 $5,637,600
=========== ==========
</TABLE>
<PAGE>
During the three year period ended December 31, 1995, the Plan's investments
(including investments bought, sold, as well as held during the year)
appreciated (depreciated) in value as follows:
<TABLE>
<CAPTION>
WSFS WSFS
Large Cap Small Cap Financial Financial
Bond Stock Stock International Common Preserved
Fund Fund Fund Stock Fund Stock Fund Stock Fund Total
--------- --------- --------- -------------- ---------- ---------- -----
<S> <C> <C> <C> <C> <C> <C> <C>
1995
Net realized gain on sales of investments.. $ 5,181 $ 37,823 $ 19,400 $ 3,304 $ 78,397 $ 144,106
Net change in unrealized appreciation
(depreciation) of investments........... 150,846 413,575 133,593 35,692 2,202,363 2,963,069
--------- ---------- -------- ------- ---------- -------- ----------
$ 156,027 $ 451,398 $152,993 $38,996 $2,280,760 $3,080,174
========== ========== ======== ======= ========== ======== ==========
1994
Net realized gain (loss) on sales of
investments............................... $ (1,873 $ 1,411 $ (852) (642) $ (44,665) $ 36,628 $ (9,993)
Net change in unrealized appreciation
(depreciation) of investments........... (27,213) (63,326) 11,614 (383) $(141,642) (220,950)
---------- ---------- -------- -------- --------- --------- ---------
$ (29,086) $ (61,915) $ 10,762 (1,025) $(186,307) $ 36,628 $(230,943)
=========== ========== ======== ======= ========= ========= =========
1993
Net realized gain on sales of investments.. $ 222,115 $ 453,623 $ 675,738
Net change in unrealized appreciation
(depreciation) of investments........... (185,684) (330,867 $ 479 $ 1,088 $ 125,604 $ 212,661 (176,719)
----------- ---------- ------- -------- ---------- --------- ---------
$ 36,431 $ 122,756 $ 479 $ 1,088 $ 125,604 $ 212,661 $ 499,019
=========== ========== ======= ======== ========== ========= =========
</TABLE>
<PAGE>
Note 4 - Income Tax Status:
The Plan administrator has obtained a tax determination letter requesting
exemption from income tax under section 401(k) of the Internal Revenue Code.
Accordingly, no provision for income tax is included in the accompanying
financial statements.
Note 5 - Description of Priorities Upon Plan Termination:
Although WSFS Financial Corporation has not expressed any intention to terminate
the Plan, it may do so at any time. In the event of a termination, each
participant will receive a total distribution equal to their vested share of
each of the funds. All unvested Employer contributions revert to the Employer in
the event of a plan termination.
<PAGE>
WSFS FINANCIAL CORPORATION
401(k) SAVINGS AND RETIREMENT PLAN
Supplemental Information
<PAGE>
Schedule I
WSFS FINANCIAL CORPORATION
401(k) SAVINGS AND RETIREMENT PLAN
Item 27a: Schedule of Assets Held for Investment Purposes
at December 31, 1995
(Supplemental Information)
<TABLE>
<CAPTION>
Shares or Current
Face Amount Description of investment Cost Value
---- -----
<S> <C> <C>
Money Market Fund:
1,216,551 Wilmington Trust Co. Money Market Fund........................ $1,216,551 $1,216,551
Uninvested cash............................................... (696) (696)
------------ ----------
1,215,855 1,215,855
------------ ----------
Bond Fund:
61,731 Wilmington Trust Co. Employee Strategic Benefit
Fixed Income Fund........................................... 861,372 980,286
1,154 Wilmington Trust Co. Money Market Fund........................ 1,154 1,154
Uninvested cash............................................... (1,146) (1,146)
------------- ----------
861,380 980,294
---------- ----------
Large Cap Stock Fund:
31,815 Wilmington Trust Co. Value Equity Collective Fund............. 678,651 931,534
24,772 Wilmington Trust Co. Growth Equity Collective Fund............ 704,131 847,191
1,897 Wilmington Trust Co. Money Market Fund........................ 1,897 1,897
Uninvested cash............................................... (1,957) (1,957)
---------- ----------
1,382,722 1,778,665
---------- ----------
Small Cap Stock Fund:
41,906 Wilmington Trust Co. Small Cap Portfolio Collective
Fund......................................................... 669,787 806,262
Uninvested cash............................................... 24 24
----------- ------------
669,811 806,286
----------- -----------
International Stock Fund:
20,779 Wilmington Trust Co. International Equity Collective
Fund......................................................... 439,575 468,993
Uninvested cash............................................... 49 49
----------- ------------
439,624 469,042
----------- ------------
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C>
WSFS Financial Common Stock Fund:
552,824 WSFS Financial Common Stock............................................ 2,690,625 4,975,416
164,274 Wilmington Trust Co. Money Market Fund................................. 164,274 164,274
Uninvested cash........................................................ (160,012) (160,012)
------------ ----------
2,694,887 4,979,678
---------- ----------
Total............................................................... $7,264,279 $10,229,820
========== ===========
</TABLE>
<PAGE>
Schedule II
WSFS FINANCIAL CORPORATION
401(k) SAVINGS AND RETIREMENT PLAN
Item 27d: Schedule of Reportable Transactions
(Supplemental Information)
(single transaction or series of transactions in
one issue aggregating 5% or more of the market
value of plan assets at January 1, 1995)
For the Year Ended December 31, 1995
<TABLE>
<CAPTION>
Sales Number Number
Name of party and ----------------------- of of
description of assets Purchases Cost Proceeds Gain (Loss) Purchases Sales
- --------------------- --------- -------- ---------- ----------- --------- -------
<S> <C> <C> <C> <C> <C> <C>
Wilmington Trust Co.
Employee Benefits
Money Market Fund $2,088,844 $1,878,169 $1,878,169 197 151
Employee Benefit Strategic
Fixed Income Fund $ 325,724 $ 278,570 $ 290,743 $12,174 67 63
WSFS Financial Corp.
Common $2,910,413 $1,268,490 $1,368,213 $99,723 92 67
Small Cap Portfolio
Collective Fund $ 405,772 $ 299,573 $ 318,502 $18,929 63 61
</TABLE>
