-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, C3jUk2T7Lw9JGN+m+bXLJjJo54VTO+efm9tbCzX/E2mhOR/KKf+nwHsQwPFzm65W 5CfsXDaITV2avtkT5KshKw== 0001144204-07-015625.txt : 20070330 0001144204-07-015625.hdr.sgml : 20070330 20070330152952 ACCESSION NUMBER: 0001144204-07-015625 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070320 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070330 DATE AS OF CHANGE: 20070330 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: 07732449 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 v070104_8k.htm Unassociated Document
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): March 30, 2007

CENTER BANCORP, INC.


(Exact Name of Registrant as Specified in its Charter)

 
 
New Jersey 
  2-81353
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):

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

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

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

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






Item 7.01  Regulation FD Disclosure.

On March 30, 2007, the Registrant sent a letter to Mr. Larry Seidman. A copy of that letter is included as an exhibit to this Current Report on Form 8-K.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1- Registrant's letter to Mr. Larry Seidman, dated March 30, 2007.
 

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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:   /s/ John J. Davis
 
Name: John J. Davis
  Title: President and Chief Executive Officer
   
 Dated: March 30, 2007  


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EXHIBIT INDEX

Exhibit 99.1 - Registrant's letter to Mr. Larry Seidman, dated March 30, 2007.



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EX-99.1 2 ex-99_1.htm Unassociated Document
[Center Bancorp, Inc. Letterhead]

March 30, 2007

Dear Mr. Seidman:


I am writing in response to your recent inquiry regarding senior management compensation.

Strict cost control is an important priority for Center Bancorp's Board of Directors and management to help improve the Company's earnings and continue to generate value for shareholders. Accordingly, our Board implemented changes in late 2006 that affect the compensation paid to our senior management team in 2007. As a result of these changes, no member of senior management will receive any base salary increase, cost of living increase, merit increase or bonus in 2007. These decisions affect all members of our senior management team and will potentially lower total compensation paid to senior managers in 2007 by an average of over 20% and, in my case, by over 30%.

It is important to note that these reductions are in addition to the initiatives Center Bancorp announced on March 7 to reduce salary and benefits expense by $1.1 million annually, or approximately 9%. They also come on top of the recent agreement between the Board and myself to revise my employment contract and significantly reduce the severance and benefits compensation that would be received in the event of a Change of Control event as provided therein.

In addition to focusing on our expenses, as you know we also recently announced an agreement to acquire Beacon Trust Company. Once completed, we believe that the acquisition of Beacon Trust will increase our fee-based income, diversify our earnings stream and add to our earnings per share in the first 12 months following closing.

Over the years, we believe that we have demonstrated a successful and consistent record of delivering attractive long-term value for our shareholders. We believe that our initiatives to increase revenue and to reduce expenses place us on track to deliver improved earnings performance for 2007.

Sincerely,


/s/John J. Davis
President and Chief Executive Officer
Center Bancorp, Inc.




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