SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No.1)
PULSE BANCORP, INC.
-------------------
(Name of issuer)
Common Stock $1.00 Par Value Per Share
----------------------------------------------------------
(Title of class of securities)
745860106
--------------------------------------
(CUSIP Number)
Richard Fisch, Esq.
Malizia, Spidi, Sloane & Fisch, P.C.
1301 K Street, N.W., Suite 700 East
Washington, D.C. 20005
(202) 434-4660
- --------------------------------------------------------------------------------
(Name, address and telephone number of person
authorized to receive notices and communications)
October 5, 1997
---------------------------------------
(Date of event which requires filing of
this statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box
|_|.
Check the following box if a fee is being paid with this Statement |_|.
(A fee is not required only if the filing person: (1) has a previous statement
on file reporting beneficial ownership of more than five percent of the class of
securities described in Item 1; and (2) has filed no amendment subsequent
thereto reporting beneficial ownership of five percent or less of such class.)
(See Rule 13d-7.)
Note. Six copies of this statement, including all exhibits,
should be filed with the Commission. See Rule 13d-1(a) for other
parties to whom copies are to be sent.
(Continued on following pages.)
(Page 1 of 7)
<PAGE>
<TABLE>
<CAPTION>
<S> <C> <C>
- ----------------------------------------------------- --------------------------------------------------
CUSIP No. 745860106 13D Page 2 of 7 Pages
- ----------------------------------------------------- --------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
<S> <C> <C>
- -----------------------------------------------------------------------------------------------------------------------------------
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
George T. Hornyak, Jr.
- -----------------------------------------------------------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) |_|
(b) |_|
- -----------------------------------------------------------------------------------------------------------------------------------
3 SEC USE ONLY
- -----------------------------------------------------------------------------------------------------------------------------------
4 SOURCE OF FUNDS
PF
- -----------------------------------------------------------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEM 2(d) or 2(e) |_|
- -----------------------------------------------------------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
- -----------------------------------------------------------------------------------------------------------------------------------
7 SOLE VOTING POWER
NUMBER OF
SHARES 92,248
BENEFICIALLY
OWNED BY
EACH
REPORTING
PERSON WITH
------------------------------------------------------------------------------------------------------------
8 SHARED VOTING POWER
109,800
------------------------------------------------------------------------------------------------------------
9 SOLE DISPOSITIVE POWER
92,248
------------------------------------------------------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
109,800
- -----------------------------------------------------------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
202,048
- -----------------------------------------------------------------------------------------------------------------------------------
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES |_|
- -----------------------------------------------------------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.4%
- -----------------------------------------------------------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON
IN
- -----------------------------------------------------------------------------------------------------------------------------------
</TABLE>
<PAGE>
Item 1. Security and Issuer
- ----------------------------
The class of equity securities to which this Statement relates is the
common stock, $1.00 par value per share (the "Common Stock"), of Pulse Bancorp,
Inc. (the "Issuer"), the executive office of which is located at 6 Jackson
Street, South River, New Jersey 08882.
Item 2. Identity and Background
- --------------------------------
The name and business address of the person filing this Statement is
George T. Hornyak, Jr., 6 Jackson Street, South River, New Jersey 08882. Mr.
Hornyak is the President, Chief Executive Officer and a Director of the Issuer.
During the last five years, Mr. Hornyak has not been convicted in a criminal
proceeding (excluding traffic violations or similar misdemeanors), and has not
been a party to a civil proceeding of a judicial or administrative body of
competent jurisdiction which resulted in his being subject to a judgment, decree
or final order enjoining future violations of, or prohibiting or mandating
activities subject to, federal or state securities laws or finding any violation
with respect to such laws.
Mr. Hornyak is a citizen of the United States of America.
Item 3. Source and Amount of Funds or Other Consideration
- ----------------------------------------------------------
Mr. Hornyak may be deemed to beneficially own the following shares of
common stock: (1) 25,000 shares of common stock (as adjusted for a 2 for 1 stock
split in December 1987 and another 2 for 1 stock split in December 1993)
directly owned by him for a total purchase price of approximately $100,000, all
of which shares were acquired with personal funds. Such shares were acquired on
September 18, 1986, the date of completion of the conversion of Pulse Savings
Bank, the Issuer's wholly owned savings bank subsidiary (the "Bank"), to the
stock form of organization ("Conversion"); (2) 10,000 shares of common stock
held in the Pulse Savings Bank
-3-
<PAGE>
Defined Contribution Pension Plan (the "Pension Plan"), over which Mr. Hornyak,
as a Trustee, shares voting and dispositive power with two other trustees; (3)
86,448 shares of common stock that may be acquired by the exercise of options
granted to Mr. Hornyak under the Issuer's 1986 Stock Option and Incentive Plan
and the 1993 Stock Option and Incentive Plan (the "Plans), including the grant
of additional options as of November 26, 1996, and 7,324 options that are now
first exercisable; and (4) 80,600 shares of common stock that Mr. Hornyak
purchased in the market or through the exercise of stock options during
approximately the past 10 years at prices ranging from $4.00 per share to $8.625
per share (adjusted for stock splits). These 80,600 shares were purchased with
personal funds or are owned through brokerage margin accounts with Smith Barney
and Brown & Company.
Item 4. Purpose of Transaction
- ------------------------------
No change from report previously filed. All of the shares reported on
this Schedule 13D as beneficially owned by Mr. Hornyak were acquired for
investment. Mr. Hornyak may, from time to time, depending upon market conditions
and other investment considerations, purchase additional securities of the
Issuer for investment or dispose of securities of the Issuer. As a director and
an executive officer of the Issuer, Mr. Hornyak, from time to time, explores and
is presented with potential actions and transactions which may be advantageous
to the Issuer and its stockholders, including possible mergers, acquisitions and
other business combinations.
Other than in the performance of his duties as a Director and an
executive officer of the Issuer, Mr. Hornyak has no current plans or proposals
which relate to or would result in:
(a) the acquisition by any person of additional securities of the
Issuer, or the disposition of securities of the Issuer;
-4-
<PAGE>
(b) an extraordinary corporate transaction, such as a merger,
reorganization or liquidation, involving the Issuer or any of its
subsidiaries;
(c) a sale or transfer of a material amount of assets of the Issuer
or any of its subsidiaries;
(d) any change in the present board of directors or management of the
Issuer, including any plans or proposals to change the number or
term of directors or to fill any existing vacancies on the board;
(e) any material change in the present capitalization or dividend
policy of the Issuer;
(f) any other material change in the Issuer's business or corporate
structure;
(g) changes in the Issuer's articles of incorporation, bylaws or
instruments corresponding thereto or other actions which may
impede the acquisition of control of the Issuer by any persons;
(h) causing a class of securities of the Issuer to be delisted from a
national securities exchange or to cease to be authorized to be
quoted in an inter-dealer quotation system of a registered
national securities association;
(i) a class of equity securities of the Issuer becoming eligible for
termination of registration pursuant to Section 12(g)(4) of the
Securities Exchange Act of 1934, as amended; or
(j) any action similar to any of those enumerated above.
Item 5. Interest in Securities of the Issuer
- ---------------------------------------------
Mr. Hornyak may be deemed to own beneficially an aggregate of 202,048
shares of common stock, constituting 6.4% of the number of shares of common
stock outstanding on the
-5-
<PAGE>
date hereof (adjusted for the issuance of shares to cover the exercise of stock
options that may be deemed to be beneficially owned by Mr. Hornyak). Such amount
includes 5,800 shares Mr. Hornyak owns directly, with sole voting and investment
power, and 97,200 shares owned jointly with Mr. Hornyak's wife, with whom he may
be deemed to have shared voting and investment power. Such amount also includes
2,600 shares owned by Mr. Hornyak's wife, which is invested in an IRA account.
Such amount also includes 10,000 shares owned by the Pension Plan for which Mr.
Hornyak, as a trustee, shares voting and dispositive power with two other
trustees, Mr. Benjamin S. Konopacki and Mr. Edwin A. Roginski. This amount also
includes options granted to Mr. Hornyak under the Plans to purchase 86,448
shares of common stock which are presently exercisable.
Item 6. Contracts, Arrangements, Understanding or Relationships
With Respect to Securities of the Issuer
- ----------------------------------------------------------------
Not Applicable.
Item 7. Material to be Filed as Exhibits
- -----------------------------------------
None.
-6-
<PAGE>
SIGNATURE
---------
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Date: October 6, 1997 /s/ George T.Hornyak, Jr.
--------------- -------------------------------
George T. Hornyak, Jr.
