UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 5.02. | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On November 19, 2025, the Board of Directors of The Bank of Princeton (the “Bank”), the wholly owned subsidiary of Princeton Bancorp, Inc. (the “Company”), approved an amendment and restatement of The Bank of Princeton Deferred Compensation Plan (formerly known as the Non-Employee Directors Deferred Compensation Plan) effective January 1, 2026 (as amended and restated, the “Deferred Compensation Plan”). Under the Deferred Compensation Plan, the Chief Executive Officer and Chief Operating Officer of the Bank may elect to defer receipt of a portion of their annual cash compensation and invest the deferrals in phantom investments, which include Company common stock, through a stock fund. The Deferred Compensation Plan continues to permit non-employee directors to defer a portion of their cash compensation into the plan. In addition to providing the Chief Executive Officer and Chief Operating Officer with an opportunity to defer cash compensation, these executives are also eligible for “Discretionary Employer Restoration Contributions” (discretionary employer contributions that restore benefits or contributions that are cutback due to compensation limits imposed by the Internal Revenue Code) and “Other Discretionary Employer Contributions” (employer contributions that may include vesting or other conditions), subject to the approval of the Compensation/HR Committee of the Boards of Directors of the Bank and the Company. Participants are always 100% vested in their deferrals under the Deferred Compensation Plan. The Committee may attach vesting and/or performance conditions to any discretionary employer contributions.
Participation in the Plan is voluntary, and deferral elections do not carry over from one year to the next; rather, participants must make deferral elections annually in the year prior to the year in which the cash compensation is earned. Participants may choose to have their deferred compensation paid in a lump sum or in annual installments (over two to five years). Payment of such deferred compensation shall be made or begin in the calendar year designated by the participant; however, it must be at least two years from the date of deferral.
A copy of the Deferred Compensation Plan is attached as Exhibit 10.1 hereto and is incorporated herein by reference. The preceding discussion of the Deferred Compensation Plan is qualified by reference to such Exhibit.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit 10.1 | The Bank of Princeton Deferred Compensation Plan, as amended and restated |
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 hereunto duly authorized.
| PRINCETON BANCORP. INC. | ||||||
| Dated: November 25, 2025 | ||||||
| By: | /s/ George S. Rapp | |||||
| George S. Rapp | ||||||
| Executive Vice President and Chief Financial Officer | ||||||