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
December 20, 2005
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Date of Report (Date of earliest event reported)
Parke Bancorp, Inc.
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(Exact name of Registrant as specified in its Charter)
New Jersey 333-122406 65-1241959
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(State or other jurisdiction (Commission File No.) (IRS Employer
of incorporation) Identification Number)
601 Delsea Drive, Washington Township, New Jersey 08080
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (856) 256-2500
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Not Applicable
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(Former name or former address, if changed since last Report)
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:
[ ] Written communications pursuant to Rule 425 under the Securities Act
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act
[ ] Pre-commencement to communications pursuant to Rule 13e-4(c) under
the Exchange Act
PARKE BANCORP, INC.
INFORMATION TO BE INCLUDED IN REPORT
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Section 1 - Registrant's Business and Operations
Item 1.01. Entry into a Material Definitive Agreement
On December 20, 2005, at a special meeting of shareholders of Parke
Bancorp, Inc. (the "Company"), the Company's shareholders approved the adoption
of the 2005 Stock Option Plan (the "Plan"), which authorizes the issuance of up
to 230,000 share of common stock through stock option awards. Total Awards to
outside directors will not exceed 120,000 shares in the aggregate, and no
individual officer or employee shall receive options to purchase more than
55,000 shares.
The Plan was adopted by the Company's Board of Directors on November
10, 2005 and approved by the Company's shareholders on December 20, 2005. The
purpose of the Plan is to provide incentives and rewards to officers, employees
and directors that contribute to the success and growth of the Company and its
subsidiaries, including Parke Bank (the "Bank"), and to assist all these
entities in attracting and retaining directors, executives and other key
employees with experience and ability.
The Board of Directors of the Company or an administrative committee
comprised of not less than two non-employee directors will administer the Plan.
Members of the Committee shall be "Non-Employee Directors" within the meaning of
Rule 16b-3 under to the 1934 Act. A majority of the members of the Committee
shall constitute a quorum, and the action of a majority of the members present
at any meeting at which a quorum is present shall be deemed the action of the
*Committee.
The Committee has broad authority under the Plan with respect to Awards
granted thereunder, including, without limitation, the authority to:
o select the individuals to receive Awards under the Plan;
o determine the type, number, vesting requirements and other features
and conditions of individual Awards;
o interpret the Plan and Award Agreements issued with respect to
individual Awards; and
o make all other decisions related to the operation of the Plan.
Each Award granted under the Plan will be evidenced by a written award
agreement that sets forth the terms and conditions of each Award and may include
additional provisions and restrictions as determined by the Committee.
Subject to the terms of the Plan, officers, employees and outside
directors of the Company or the Bank, as the Committee shall determine from time
to time, shall be eligible to receive Awards in accordance with the Plan.
To the extent that an Award is settled in cash or a form other than
shares of Common Stock, the shares that would have been delivered had there been
no such cash or other settlement shall be counted against the shares available
for issuance under the Plan. Shares that are subject to or underlie Awards which
expire or for any reason are canceled or terminated, are forfeited, fail to
vest, or for any other reason are not paid or delivered under the Plan shall
again be available for subsequent Awards under the Plan.
The Plan authorizes grants of Stock Option Awards. Such Awards may be
made by the Committee or in accordance with the specific terms of the Plan.
Payouts related to Awards may be made in the form of cash, Common Stock
or combinations of cash and stock, as determined by the Committee.
The foregoing summary of the material features of the Plan is qualified
in its entirety by reference to the complete provisions of the Plan, which is
attached hereto as Exhibit 10.1.
Section 9 - Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits:
Exhibit 10.1 - 2005 Stock Option Plan
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Exhibit 10.2 - Form of Stock Option Agreement (non-employee directors)
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Exhibit 10.3 - Form of Stock Option Agreement (officers and employees)
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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.
PARKE BANCORP, INC.
Date: December 21, 2005 By: /s/Ernest D. Huggard
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Ernest D. Huggard
Senior Vice President/Chief Financial
Officer
(Duly Authorized Representative)