0000930413-14-002641.txt : 20140527 0000930413-14-002641.hdr.sgml : 20140526 20140527171913 ACCESSION NUMBER: 0000930413-14-002641 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140520 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140527 DATE AS OF CHANGE: 20140527 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTER BANCORP INC CENTRAL INDEX KEY: 0000712771 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 521273725 STATE OF INCORPORATION: NJ FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-11486 FILM NUMBER: 14870676 BUSINESS ADDRESS: STREET 1: 2455 MORRIS AVE CITY: UNION STATE: NJ ZIP: 07083 BUSINESS PHONE: 9086889500 MAIL ADDRESS: STREET 1: 2455 MORRIS AVE CITY: UNION STATE: NJ ZIP: 07083 8-K 1 c77695_8k.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of report (Date of earliest event reported): May 20, 2014

 

CENTER BANCORP, INC.

 

(Exact Name of Registrant as Specified in its Charter)

 

New Jersey 000-11486 52-1273725
(State or Other Jurisdiction
of Incorporation)
(Commission File Number) (IRS Employer
Identification No.)

 

2455 Morris Avenue, Union, New Jersey                             07083

(Address of principal executive offices)                           (Zip Code)

 

Registrant's telephone number, including area code (800) 862-3683

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

[   ]    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

[   ]    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

[   ]    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[   ]    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 
 

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensation Arrangements of Certain Officers.

 

(e) As reported in the Registrant’s Current Report on Form 8-K filed with the SEC on April 15, 2013 (the “Prior 8-K”), James W. Sorge (the “Executive”) entered into an Employment Agreement with Union Center National Bank (the “Bank”), dated as of April 12, 2013 (the “Employment Agreement”). The Employment Agreement was filed as an exhibit to the Prior 8-K.

 

On May 20, 2014, the Executive entered into an Amendment to his Employment Agreement (the “Amendment”). The Amendment provides that notwithstanding anything in paragraphs 8 or 9 of the Employment Agreement to the contrary, with respect to any payments due to the Executive under those paragraphs which relate to “two (2) times the annual salary” paid to the Executive, such payment shall be calculated on the annual base salary in effect on December 31, 2013. The Amendment also provides that for purposes of clarification, the Executive may receive a salary increase effective in calendar year 2014, but such increase will not be included for purposes of calculating payments due the Executive under the Employment Agreement. The Amendment also confirms that in all other respects, the Employment Agreement is ratified and affirmed.

 

A copy of the Amendment described above is filed as an Exhibit to this 8-K and incorporated by reference into this Item 5.02.

 

 

Item 9.01 Financial Statements and Exhibits.

 

The following Exhibit is filed with this Current Report on Form 8-K:

 

Exhibit 10.1

 

Amendment to Employment Agreement, dated May 20, 2014, between Union Center National Bank and James W. Sorge.

 

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SIGNATURE

 

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 hereunto duly authorized.

 

 

 

CENTER BANCORP, INC.

     
     
     
  By: By: /s/ Anthony C. Weagley
  Name: Anthony C. Weagley
  Title: President and Chief Executive Officer

 

 

 

Dated: May 27, 2014

 

 

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EXHIBIT INDEX

 

 

Exhibit 10.1

 

Amendment to Employment Agreement, dated May 20, 2014, between Union Center National Bank and James W. Sorge.

 

 

 

-4-

 


 

 

EX-10.1 2 c77695_ex10-1.htm

 

AMENDMENT TO EMPLOYMENT AGREEMENT

This Amendment to Employment Agreement dated this 20th day of May 2014 by and between Union Center National Bank (“Bank”) and Mr. James W. Sorge (“Executive”).

WHEREAS, Bank and Executive entered into an agreement dated April 12, 2013 with respect to Executive’s employment with Bank (the “Agreement”); and

WHEREAS, Bank and Executive are desirous of entering into an Amendment to the Agreement to clarify the payments, if any, to be made to Executive under certain circumstances.

NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows:

1) Notwithstanding anything in Paragraphs 8 or 9 of the Agreement to the contrary, with respect to any payments due Executive under Paragraph 8 or 9, which relate to “two (2) times the annual salary” paid to Executive, such payment shall be calculated on the annual base salary in effect on December 31, 2013. For purposes of clarification, an Executive may receive a salary increase effective in calendar year 2014, but such increase shall not be included for purposes of calculating payments due Executive under the Agreement.

2) In all other respects the Agreement is hereby ratified and affirmed.

IN WITNESS WHEREOF, the Parties have set their hands and seals on the date and year first above written.

 

UNION CENTER NATIONAL BANK   EXECUTIVE
     
     
By: /s/Anthony C. Weagley   /s/James W. Sorge
Anthony C. Weagley   Name: James W.  Sorge
Its:  President and CEO   46 McCurdy Lane
    Jackson, NJ 08527