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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-QSB
(Mark One)
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED JUNE 30, 1998.
OR
|_| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM _________ TO _______.
Commission file number: 1-12431
UNITY BANCORP, INC.
(Exact name of registrant as specified in its charter)
New Jersey 22-3282551
(State or other jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification)
64 Old Highway 22, Clinton, New Jersey 08809
(Address of principal executive offices) (zip code)
(908)730-7630
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year, if
changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required
to b 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12
months (or period that the registrant was required to file such reports), and
(2) has been subje requirements for the past 90 days. YES |X| NO |_|
The number of shares outstanding of each of the registrant's classes of common
equity stock, as of August 13, 1998:
Common Stock, No Par Value: 3,080,052 shares outstanding.
Transitional Small Business Disclosure Format (check one): YES |_| NO |X|
1
<PAGE>
PART 1 - FINANCIAL INFORMATION
Item 1. Financial Statements
UNITY BANCORP, INC. AND SUBSIDIARY
Consolidated Statements of Operations (Unaudited)
<TABLE>
<CAPTION>
June 30 December 31,
1998 1997
------------- -------------
<S> <C> <C>
ASSETS
Cash and due from banks ......................................................... $ 16,723,892 $ 19,567,200
Federal funds sold .............................................................. 12,550,000 13,050,000
------------- -------------
Total cash and cash equivalents ................................... 29,273,892 32,617,200
------------- -------------
Securities
Available for sale, at fair value ....................................... 36,732,435 17,409,103
Held to maturity, at amortized cost
(aggregate fair value of $18,261,561 and $23,499,307) .............. 18,541,604 23,899,060
------------- -------------
55,274,039 41,308,163
------------- -------------
Loans (including loans held for sale of $1,951,682 and $2,786,480) .............. 139,535,195 134,196,719
Less: Unearned income .................................................. 13,745 20,734
Allowance for loan losses .................................... 1,405,297 1,321,735
------------- -------------
Net loans .................................................... 138,116,153 132,854,250
------------- -------------
Premises and equipment, net ..................................................... 4,445,323 4,268,906
Accrued interest receivable ..................................................... 1,720,653 1,347,860
Other assets .................................................................... 1,376,094 1,385,587
------------- -------------
Total assets ...................................................... $ 230,206,154 $ 213,781,966
============= =============
LIABILITIES AND SHAREHOLDERS' EQUITY
Deposits
Demand
Noninterest Bearing ............................................... $ 42,966,925 $ 41,093,550
Interest bearing .................................................. 35,439,703 29,897,843
Savings ................................................................. 32,295,139 31,199,141
Time (includes deposits $100,000 and over of $24,079,521 and $20,927,000) 97,050,140 90,223,951
------------- -------------
Total deposits .................................................... 207,751,907 192,414,485
------------- -------------
Obligation under capital lease .................................................. 319,571 334,634
Accrued interest payable ........................................................ 486,297 492,627
Accrued expenses and other liabilities .......................................... 904,389 549,979
------------- -------------
Total liabilities ................................................. 209,462,163 193,791,725
------------- -------------
Commitments and contingencies Shareholders' Equity
Common stock, no par value, 7,500,000 shares authorized;
3,073,280 and 2,979,228 issued and outstanding .................... 18,088,880 17,127,308
Treasury Stock, at cost; 59,674 shares in 1998 .......................... (919,249) --
Retained earnings ....................................................... 3,660,818 2,901,175
Accumulated other comprehensive loss .................................... (86,458) (38,242)
------------- -------------
Total Shareholders' Equity ........................................ 20,743,991 19,990,241
------------- -------------
Total liabilities and Shareholders' Equity ........................ $ 230,206,154 $ 213,781,966
------------- -------------
The accompanying notes to consolidated financial statements are an integral part of these statements.
</TABLE>
<PAGE>
UNITY BANCORP, INC. AND SUBSIDIARY
Consolidated Statements of Operations (Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
----------------------- -----------------------
1998 1997 1998 1997
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Interest Income
Interest on loans .................................. $3,203,534 $2,704,250 $6,242,554 $5,052,960
Interest on Securities ............................. 1,000,878 807,768 1,807,887 1,504,410
Interest on Federal Funds Sold ..................... 94,051 181,148 339,882 408,293
---------- ---------- ---------- ----------
Total interest income .............................. 4,298,463 3,693,166 8,390,323 6,965,663
---------- ---------- ---------- ----------
Interest expense ........................................... 1,789,274 1,541,772 3,535,822 2,968,230
---------- ---------- ---------- ----------
Net interest income ........................................ 2,509,189 2,151,394 4,854,501 3,997,433
---------- ---------- ---------- ----------
Provision for loan losses .................................. 73,000 176,871 276,944 235,187
---------- ---------- ---------- ----------
Net interest income after provision for possible loan losses 2,436,189 1,974,523 4,577,557 3,762,246
---------- ---------- ---------- ----------
Other income
Service charges on deposits ........................ 230,959 172,039 432,123 335,009
Gain on sale of loans .............................. 695,459 506,418 1,065,440 776,479
Gain on sale of securities ......................... 69,612 -- 142,395 --
Other income ....................................... 209,994 133,414 387,024 264,811
---------- ---------- ---------- ----------
Total other income ................................. 1,206,024 811,871 2,026,982 1,376,299
---------- ---------- ---------- ----------
Other expenses
Salaries and employee benefits ..................... 1,231,789 976,371 2,433,555 2,024,302
Occupancy expense .................................. 277,597 268,369 536,870 525,939
Other operating expenses ........................... 1,109,462 783,494 2,060,161 1,509,139
---------- ---------- ---------- ----------
Total other expenses ............................... 2,618,848 2,028,234 5,030,586 4,059,380
---------- ---------- ---------- ----------
Income before taxes ........................................ 1,023,365 758,160 1,573,953 1,079,165
Provision for income taxes ................................. 405,079 295,932 615,205 420,485
---------- ---------- ---------- ----------
Net income ................................................. $ 618,286 $ 462,228 $ 958,748 $ 658,680
========== ========== ========== ==========
Basic earnings per share ................................... $ 0.21 $ 0.16 $ 0.32 $ 0.22
Diluted earnings per share ................................. $ 0.19 $ 0.15 $ 0.30 $ 0.22
Weighted average shares outstanding ........................ 2,999,680 2,961,945 2,995,068 2,960,471
The accompanying notes to consolidated financial statements are an integral part of these statements.
</TABLE>
<PAGE>
UNITY BANCORP, INC. AND SUBSIDIARY
Consolidated Statements of Comprehensive Income (Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 30, June 30,
---------------------- ----------------------
1998 1997 1998 1997
--------- --------- --------- ---------
<S> <C> <C> <C> <C>
Net income ...................................... $ 618,286 $ 462,228 $ 958,748 $ 658,680
========= ========= ========= =========
Other comprehensive income
Unrealized loss on securities ........... 83,193 50,575 (75,417) 13,795
Tax Benefit ............................. (33,259) (20,230) 27,201 (5,518)
Net unrealized losses on securities, --------- --------- --------- ---------
net of reclassification adjustment ..... 49,934 30,345 (48,216) 8,277
(see disclosure) --------- --------- --------- ---------
--------- --------- --------- ---------
Other comprehensive income, net of tax ...... 49,934 30,345 (48,216) 8,277
--------- --------- --------- ---------
Comprehensive income ................. $ 668,220 $ 492,573 $ 910,532 $ 666,957
========= ========= ========= =========
<CAPTION>
Disclosure:
reclassification amount, net of tax Three Months Ended Six Months Ended
June 30, June 30,
------------------- --------------------
1998 1997 1998 1997
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Unrealized holding losses arising
during period ............ $ 58,419 $ 30,345 $ 5,394 $ 8,277
less: reclassification adjustment for gains
in net income ............ 8,485 -- 53,610 --
-------- -------- -------- --------
$ 49,934 $ 30,345 $(48,216) $ 8,277
======== ======== ======== ========
The accompanying notes to consolidated financial statements are an integral part of these statements.
</TABLE>
<PAGE>
UNITY BANCORP, INC. AND SUBSIDIARY
Consolidated Condensed Statements of Cash Flow (Unaudited)
<TABLE>
<CAPTION>
For the quarter ended June 30, 1998 1997
------------ ------------
<S> <C> <C>
Operating activities:
Net income .......................................................... $ 958,748 $ 658,680
Adjustments to reconcile net income to net cash provided by (used in)
(used in) operating activities
Provision for possible loan losses .......................... 276,944 235,187
Depreciation and amortization ............................... 268,770 274,333
Net gain on sale of securities .............................. (142,395) --
Gain on sale of loans ....................................... (1,065,440) (776,479)
Amortization of securities premiums, net .................... 7,895 1,412
Decrease (increase) in accrued interest receivable .......... (372,793) (209,839)
Increase in other assets .................................... 36,695 (194,915)
Increase in accrued interest payable ........................ (6,331) 38,848
Increase in accrued expenses and other liabilities .......... 339,347 185,481
------------ ------------
Net cash provided by (used in) operating activities .... 301,440 212,708
------------ ------------
Investing activities:
Proceeds from sale of securities .................................... 4,809,762 --
Net increase in securities .......................................... (18,716,555) (9,967,181)
Proceeds from sale of loans ......................................... 8,240,337 6,297,726
Net increase in loans ............................................... (12,713,744) (23,745,810)
Capital expenditures ................................................ (455,187) --
Proceeds from sale of Assets ........................................ 10,000 (749,196)
------------ ------------
Net cash used in investing activities ....................... (18,825,387) (28,164,461)
------------ ------------
Financing activities:
Increase in deposits ................................................ 15,337,422 21,452,606
Proceeds from issuance of common stock, net ......................... 961,572 165,381
Treasury stock purchases ............................................ (919,249) --
Cash Dividends ...................................................... (199,106) (197,547)
------------ ------------
Net cash provided by financing activities ................... 15,180,639 21,420,440
------------ ------------
(Decrease) Increase in cash and cash equivalents .......................... (3,343,308) (6,531,313)
Cash and cash equivalents at beginning of year ............................ 32,617,200 33,448,021
------------ ------------
Cash and cash equivalents at end of period ................................ $ 29,273,892 $ 26,916,708
------------ ------------
Supplemental disclosures:
Interest paid ....................................................... $ 3,151,535 $ 2,929,382
Income taxes paid ................................................... 630,225 257,675
The accompanying notes to consolidated financial statements are an integral part of these statements.
</TABLE>
<PAGE>
UNITY BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements
The accompanying consolidated financial statements include the accounts
of Unity Bancorp, Inc. (the "Parent Company") and its wholly-owned
subsidiary, First Community Bank (the "Bank", or when consolidated with
the Parent Company, the "Company"), and reflect all adjustments and
disclosures which are, in the opinion of management, necessary for a
fair presentation of interim results. All significant intercompany
balances and transactions have been eliminated in consolidation. The
financial information has been prepared in accordance with the Company's
customary accounting practices and has not been audited.
Certain information and footnote disclosures required under generally
accepted accounting principles have been condensed or omitted pursuant
to the SEC rules and regulations. These interim financial statements
should be read in conjunction with the Company's consolidated financial
statements and notes thereto for the year ended December 31, 1997.
The results of operations for the periods presented are not necessarily
indicative of the results to be expected for the year.
1. Shareholders' Equity:
The Board of Directors on April 24, 1998 approved a three for two stock
split payable June 1, 1998 to shareholders of record as of May 15, 1998.
All share and per share information for all periods presented in these
financial statements has been adjusted to give effect for the stock
split.
The Board of Directors declared a cash dividend on January 6, 1998 and
April 15, 1998. Shareholders of record on January 19, 1998 and April 30,
1998, received a $.03 per share cash dividend paid on February 9, 1998
and May 15, 1998.
The Company initiated a dividend reinvestment program pursuant to which
shareholders of the Company will be permitted to purchase additional
shares of the Company's common stock with their quarterly dividends and
additional cash contributions up to $2,500. The dividend reinvestment
program became effective on May 15, 1998 and pursuant to the Plan, the
Company has issued 2,859 shares.
The Board of Directors approved a stock repurchase program pursuant to
which the Company may repurchase from time to time up to 150,000 shares
of its outstanding stock. Shares purchased by the Company through the
repurchase program will be used to fund the dividend reinvestment
program, the Company's stock option plans and for other corporate
purposes. As of June 30, 1998, the Company has repurchased 59,674 shares
under the Plan.
2. Disclosure of accumulated other comprehensive income balances:
<TABLE>
<CAPTION>
Unrealized Unrealized
Loss on Loss on
Securities Securities
Six month ended June 30, 1998 1997
------------------------------------------------------------------------------------------
<S> <C> <C>
Beginning accumulated other comprehensive balances ($38,242) ($60,476)
Current-period change (48,216) 8,277
==========================================================================================
Ending accumulated other comprehensive balances ($86,458) ($52,199)
==========================================================================================
</TABLE>
<PAGE>
UNITY BANCORP, INC. AND SUBSIDIARY
Notes to Consolidated Financial Statements (Continued)
3. Recently issued accounting pronouncements:
The Company Adopted Statement of Financial Accounting Standards No. 130
"Reporting Comprehensive Income" ("Statement 130") effective January 1,
1998. Statement 130 establishes standards for reporting and display of
comprehensive income and its components in a full set of general purpose
financial statements. Under Statement 130, comprehensive income is
divided into net income and other comprehensive income. Other
comprehensive income includes items previously recorded directly in
equity, such as unrealized gains or losses on securities
available-for-sale. Comparative financial statements provided for
earlier periods are reclassified to reflect application of the
provisions of the statement.
Statement of Financial Accounting Standards No. 131, "Disclosures about
Segments of an Enterprise and Related Information" ("Statement 131") was
issued June, 1997. Statement 131 establishes standards for the way
public business enterprises are to report information about operating
segments in annual financial statements and requires those enterprises
to report selected financial information about operating segments in
interim financial reports to shareholders. Statement 131 is effective
for financial statements for periods beginning after December 15, 1997.
The Company has no separate reportable segments.
Statement of Financial Accounting Standards No. 132, "Employers'
Disclosures about Pensions and Other Post retirement Benefits"
("Statement 132") was issued February, 1998. Statement 132 revises
employers' disclosures about pension and other post retirement benefit
plans. The Statement becomes effective for fiscal years beginning after
December 15, 1997. Earlier application is permitted. The Company has
elected not to adopt this statement prior to its effective date and has
not determined the effect, if any, on its current disclosures.
<PAGE>
Item 2. Management's Discussion and Analysis
UNITY BANCORP, INC. AND SUBSIDIARY
Management's Discussion and Analysis of Financial Condition
and Results of Operations
This financial review presents management's discussion and analysis of
the Company's financial condition and results of operations. It should
be read in conjunction with the consolidated condensed financial
statements and the accompanying notes.
FINANCIAL CONDITION
The Company's total assets increased to $230.2 million at June 30, 1998,
$16.4 million, or 7.7%, above year end 1997 total assets of $213.8. Net
loans totaled $138.1, a $5.3 million increase, or 4.0%, compared to
$132.9 at December 31, 1997. The Company's securities portfolio,
including securities held to maturity and available for sale, grew to
$55.3 million at June 30, 1998, compared to $41.3 million at December
31, 1997. As of June 30, 1998 Shareholders' Equity totaled $20.7 million
compared to $20.0 million at December 31, 1997. The growth in the
Company's total assets, securities and deposits was a result of the
Company's branch expansion, continued penetration of its existing
markets, emphasis on customer service, competitive rate structures,
selective marketing and growing product line. The Company's
Shareholders' Equity increases were attributable to retention of
earnings, issuance of stock award and exercised of stock options and
warrants, but was subsequently offset by treasury stock purchases
totaling $.9 million as of June 30, 1998.
These increases in total assets were funded by increases in the
Company's total deposits which increased to $207.8 million at June 30,
1998, an increase of $15.3 million, or 8.0%, over total deposits of
$192.4 million at December 31, 1997. Time deposits increased by $6.8
million, or 7.6%, and interest bearing demand deposits increased by $5.5
million, or 18.5%, and noninterest bearing demand increased by 1.9
million, or 4.6%. Promotional activities contributed to the increase in
time deposits as well as the Company's continued penetration of existing
markets. Deposits are obtained primarily from the market areas which the
Company serves. As of June 30, 1998 the Company did not have any
brokered deposits and neither solicited nor offered premiums for such
deposits.
The Company's nonaccrual loans increased by $1.2 million from year end
1997 to $2.2 million at June 30, 1998. This net increase was
attributable to $1.6 million of additional nonaccrual loans partially
offset by $82 thousand in payments received and charge-offs totaling
$219 thousand. The increase in nonaccrual loans is substantially the
result of Management's decision to place two real estate secured loans
on nonaccrual status due to delinquent payments. At At June 30, 1998,
$2.3 million in loans were contractually past due greater than 90 days
but still accruing interest, compared to $552 thousand for the year
ending December 31, 1997. In Management's best judgment all non
performing assets are either fully collateralized or reserved based on
circumstances known at this time.
The Corporation achieved a 9.0% Tier I Leverage Ratio at June 30, 1998
compared to the federally-mandated minimum Tier I Capital Ratio of 4.0%.
RESULTS OF OPERATIONS
Net Income
For the six months ended June 30, 1998, the Company earned net income of
$959 thousand, or $.32 basic earnings per share, compared to net income
of $659 thousand, or $.22 basic earnings per share, earned for the
comparable period of 1997. Basic earnings per share were calculated on
2,995,068 weighted average shares outstanding at June 30, 1998 compared
to 2,960,471 weighted average shares outstanding a year earlier,
adjusted for the 3 for 2 stock split declared April 24, 1998. The
changes in the components of net income included a $815 thousand, or
21.7%, increase in net interest income after provision for loan losses,
and a $651 thousand, or 47.3% increase in noninterest income. These
items were partially offset by an increase in noninterest expenses of
$971 thousand, or 23.9%, as the Company continued its branch expansion
and increased staff required to support and deliver its new products
introduced in 1997.
For the three months ended June 30, 1998, net income grew 33.8%,
totaling $618 thousand, or $.21 per share, compared to $462 thousand, or
$.16 per share for the same period in 1997. Earnings per share were
calculated on 2,999,680 weighted average shares outstanding for the
quarter ended June 30, 1998, compared to 2,960,471 shares outstanding a
year earlier, a 22% increase totaling 39,209 shares.
Net Interest Income
The Company's interest income increased by $1,425 thousand, or 20.5%, to
$8.4 million for the six months ended June 30, 1998 from $7.0 million
for the comparable period of 1997. The increase was attributed to an
additional $39 million in average earning assets, a 22% increase over
prior year. Interest expense increased by $568 thousand, or 19.1%, to
$3.5 million for the six months ended June 30, 1998 from $3.0 million
for the comparable period of 1997. This increase in interest expense was
primarily attributable to the $26.0 million, or 18.7%, increase in the
Company's interest bearing deposits from $138.8 million as of June 30,
1997 to $164.8 million as of June 30, 1998. The net interest margin
remained relitively unchanged at 4.55% for the six months ended June 30,
1998 compared to 4.57% for the same period ended June 30, 1997.
<PAGE>
Provision for Loan Losses
The Company's provision for loan losses totaled $277 thousand for the
six months ended June 30, 1998, compared to $235 thousand for the same
period ended 1997. The increase in the provision is primarily the result
of the Company's maintanance of it loan loss reserve as a percent of
total loans less loans held for sale. As of June 30, 1998 the reserve
increased to 1.02% compared to .93% as of June 30, 1997. The allowance
is a result of Management's analysis of the estimated inherent losses in
the Bank's loan portfolio. Management determines provisions as necessary
to maintain the allowance for loan losses at targeted levels as measured
against total loans and/or past due accounts and Management's analysis
of current economic conditions.
For the second quarter of 1998, the provision for loan losses decreased
by $104 thousand, or 58.7%, over the comparable period of 1997.
Management determines provisions as necessary to maintain the allowance
for loan losses at targeted levels as measured against total loans
and/or past due accounts.
Noninterest Income
Service charges on deposits increased $97 thousand to $432 thousand for
the six months ended June 30, 1998, a 29.0% increase over $335 thousand
reported June 30, 1997. The majority of the increase is due to the
growth in the demand accounts which includes higher volumes of
transactions processed, improvement in return check fee collection
ratios, repricing transaction fees in March 1998 and additional fee
income generated by ATM services charges.
The Company's gain on sale of loans increased by $289 thousand to $1,065
thousand for the six months ended June 30, 1998 from $776 thousand for
the comparable period of 1997. This increase in the gain on sale of
loans reflects the Company's increased participation in the Small
Business Administration's ("SBA") guaranteed loan program as the Company
has been designated a "preferred lender" for the states of New Jersey,
Delaware, New York and Pennsylvania. Under the SBA program, the SBA
guarantees up to 90% of the principal of a qualifying loan. The Company
then sells the guaranteed portion of the loan into the secondary market.
The Company sold $4.8 million in SBA loans as of June 30, 1998 compared
to $3.4 million sold in the same period in 1997.
Proceeds from sales of securities amounted to $4.8 million at June 30,
1998. Gross gains and (losses) on sales of securities were $159 thousand
and ($17) thousand for the six months ended June 30, 1998. There were no
sales in 1997.
Other income which primarily consists of SBA servicing fee income,
increased 46.2%, to $387 thousand for the six month period ended June
30, 1998 due to a larger portfolio of loans serviced.
For the quarter ended June 30, 1998 service charges on deposits
increased $59 thousand to $231 thousand, a 34.3% increase over $172
thousand reported June 30, 1997. As stated above, growth in demand
accounts and repricing transactions fees contributed to the increase in
charges.
Gain on sale of loans increased 37.3% or $189 thousand from $506
thousand in 1997 to $695 thousand for the three month period ended June
30, 1998. The increase was attributable to the same factors as discussed
in the six month comparisons.
Proceeds from sales of securities amounted to $1.0 million at June 30,
1998. Gross gains on sales of securities amounted to $69 thousand for
the three month period ended June 30, 1998. There were no sales in 1997.
Other income increased $77 thousand, or 57.4%, for the three month
period ending June 30, 1997 due to a larger portfolio of loan serviced
and increased efficiencies associated with loan products introduced in
1997.
Noninterest Expense
The Company's total other expenses increased by $971 thousand, or 23.9%,
to $5.0 million for the six month period ended June 30, 1998 from $4.1
million for the comparable period of 1997. Salaries and employee
benefits increased $409 thousand due to additional staffing required to
support the increased level of activity on new products developed in
1997, staffing required for the opening of the Linden branch in April
1997, along with increases in commissions paid associated with the
increased volume in loan sales. Other operating expenses which includes
items such as deposits and loan expenses, advertising, professional
services, office expenses and other miscellaneous expenses increased
$551 thousand, largely due to the increasing customer base, branch
expansion, product development and marketing.
For the second quarter of 1998 total other expenses increased by $590
thousand, or 29.1%, to $2.6 million for the three month period ended
June 30, 1998 from $2.0 million for the comparable period of 1997.
Increases are comprised of $255 thousand in salaries and employee
benefits, $9 thousand in occupancy expenses and $326 thousand in other
operating expenses. The increases were primarily attributable to
expansion as discussed previously.
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
There are various claims and lawsuits in which the Company is
periodically involved incidental to the Bank's business. In the opinion
of management, no material loss is expected from any such pending claims
or lawsuits.
Item 2. Change in Securities
Not applicable.
Item 3. Defaults Upon Senior Securities
Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders
On or about March 30, 1998, the Registrant mailed to its shareholders a
proxy statement ("Proxy Statement") for the purpose of soliciting
proxies for use at its Annual Meeting of Shareholders. The proxies were
solicited pursuant to regulation 14A under the Securities Exchange Act
of 1934 and there were no solicitations in opposition thereto.
At the close of business on March 16, 1998, the record date for the
determination of stockholders entitled to vote at the meeting, there
were outstanding 2,011,853 shares of common stock, constituting all of
the outstanding voting securities of UBI, and each such share was
entitled to one vote at such meeting.
At such meeting 1,502,404 shares were represented either in person by
ballot or by proxy, constituting a quorum for the conduct of business.
At the Annual Meeting, held on April 24, 1998, the shareholders approved
the following proposals set forth in the Proxy statement by the votes
indicated:
1.The election of the nominees named in the Proxy Statement to serve
as directors of the Company for the terms of office specified and
until their successors are duly elected and qualified. The
following tabulation with respect to each nominee for director is
as follows:
Term of Affirmative Withheld
Director Expiration Votes Votes
John Tremblay 2001 1,490,555 11,849
The following directors terms of
office continued after the meeting:
Robert J. Van Volkenburgh 2000
David D. Dallas 1999
Peter P. DeTommaso 1999
Charles S. Loring 2000
2.Approval of the Unity Bancorp, Inc. 1998 Stock Option Plan.
For - 1,035,539; Against - 132,929; Withheld Authority - 10,779.
Note: All shares outstanding, represented and votes cast were prior to
the Company's 3 for 2 Stock split declared on April 24, 1998.
Item 5. Other Information
Not applicable.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibit
Number (27) - Financial Data Schedule
(b) Reports on Form 8-K
April 16, 1998 - Announcing First Quarter 1998 Results
July 13, 1998 - Announcing Second Quarter 1998 Results and
declaration of cash dividend (dated July 15, 1998).
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
UNITY BANCORP, INC.
Date: August 14, 1998 By: /s/ JOHN F. TREMBLAY
----------------------------
John F. Tremblay, President
<TABLE> <S> <C>
<ARTICLE> 9
<LEGEND>
This schedule contains summary financial information extracted from the
registrants Unaudited March 31, 1998 interim financial statements and is
qualified in its entireity by reference to such financial statements.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 3,607,056
<INT-BEARING-DEPOSITS> 13,116,836
<FED-FUNDS-SOLD> 12,550,000
<TRADING-ASSETS> 0
<INVESTMENTS-HELD-FOR-SALE> 36,732,435
<INVESTMENTS-CARRYING> 18,541,604
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0
0
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</TABLE>
