UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
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(X) |
ANNUAL REPORT UNDER SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended: December 31, 2025
OR
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( ) |
TRANSITIONAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For transaction period from: ______ to ______.
Commission File Number: 1-12431
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A. |
Full title plan and the address of the plan, if different from that of the issuer named below: |
UNITY BANK EMPLOYEES’ SAVINGS
AND PROFIT SHARING PLAN AND TRUST
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B. |
Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: |
UNITY BANCORP, INC.
64 OLD HIGHWAY 22, CLINTON, NJ 08809
Report of Independent Registered Public Accounting Firm
To the Audit Committee, 401(k) Plan Committee, the Plan Administrator and Plan participants of the Unity Bank Employees’ Savings and Profit Sharing Plan and Trust:
Opinion on the Financial Statements
We have audited the accompanying statements of net assets available for benefits of the Unity Bank Employees’ Savings and Profit Sharing Plan and Trust (the Plan) as of December 31, 2025 and 2024, and the related statement of changes in net assets available for benefits for the year ended December 31, 2025, and the related notes (collectively referred to as the financial statements). In our opinion, the financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2025 and 2024 and the changes in net assets available for benefits for the year ended December 31, 2025, in conformity with accounting principles generally accepted in the United States of America.
Basis for Opinion
These financial statements are the responsibility of the Plan’s management. Our responsibility is to express an opinion on the Plan’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Plan in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Supplemental Information
The supplemental Schedule H, Line 4(a) – Schedule of Delinquent Participant Contributions for the year ended December 31, 2025 and supplemental Schedule H, Line 4(i) – Schedule of Assets (Held at End of Year) as of December 31, 2025, have been subjected to audit procedures performed in conjunction with the audit of the Plan’s financial statements. The supplemental information is the responsibility of the Plan’s management. Our audit procedures included determining whether the supplemental information reconciles to the financial statements or the underlying accounting and other records, as applicable, and performing procedures to test the completeness and accuracy of the information presented in the supplemental information. In forming our opinion on the supplemental information, we evaluated whether the supplemental information, including its form and content, is presented in conformity with the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. In our opinion, the supplemental information is fairly stated, in all material respects, in relation to the financial statements as a whole.
/s/ Caron & Bletzer, PLLC
We have served as the Plan’s auditor since 2022
Kingston, NH
June 15, 2026
UNITY BANK
Employees’ Savings and Profit Sharing Plan and Trust
Statements of Net Assets Available for Benefits
December 31, 2025 and 2024
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2025 |
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2024 |
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Assets: |
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Investments, at fair value: (See note 7) |
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Unity Bancorp, Inc. common stock |
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$ |
1,915,875 |
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1,672,817 |
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Mutual funds |
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7,583,459 |
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6,023,064 |
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Common collective trusts |
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4,697,346 |
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3,841,627 |
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Pooled separate accounts |
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7,223,272 |
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6,419,058 |
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Investments, at contract value: (See note 8) |
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Guaranteed investment contract |
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3,276,078 |
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3,321,501 |
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Total investments |
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24,696,030 |
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21,278,067 |
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Contributions receivable |
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26,182 |
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14,193 |
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Notes receivable from participants |
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280,983 |
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264,907 |
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Net assets available for benefits |
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$ |
25,003,195 |
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$ |
21,557,167 |
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See accompanying notes to financial statements.
UNITY BANK
Employees’ Savings and Profit Sharing Plan and Trust
Statement of Changes in Net Assets Available for Benefits
December 31, 2025
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2025 |
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Additions: |
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Additions of net assets attributed to: |
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Contributions: |
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Employee contributions |
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$ |
1,654,252 |
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Employee rollovers |
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557,267 |
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Employer contributions |
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1,038,570 |
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Total contributions |
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3,250,089 |
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Investment income: |
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Net appreciation in fair value of investments |
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3,252,477 |
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Interest and dividends |
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280,412 |
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Net investment income |
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3,532,889 |
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Interest income on notes receivable from participants |
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22,744 |
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Total additions |
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6,805,722 |
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Deductions: |
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Deductions from net assets attributed to: |
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Benefits paid to participants |
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(3,306,122 |
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Administrative expenses |
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(53,572 |
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Total deductions |
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(3,359,694 |
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Net increase |
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3,446,028 |
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Net assets available for benefits: |
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Balance, beginning of year |
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21,557,167 |
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Balance, end of year |
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$ |
25,003,195 |
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See accompanying notes to financial statements.
UNITY BANK
Employees’ Savings and Profit Sharing Plan and Trust
Notes to Financial Statements
December 31, 2025 and 2024
The following description of the Plan provides only general information. Participants should refer to the plan agreement for a more complete description of the Plan's provisions.
General
The Unity Bank Employees’ Savings and Profit Sharing Plan and Trust (the “Plan”) is a participant-directed, Federal income tax deferred defined contribution plan that was initiated in October of 1995 and is administered by Unity Bank (the “Bank”, the “Company” or the “Employer”). The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”), as amended.
Investment Options
The participant contributions and employer safe harbor basic matching contributions may be allocated to various investment funds, and/or Unity Bancorp, Inc Common Stock at the discretion of the participant, provided that all directed allocations be in whole percentages.
Benefits and Contributions
Eligible participants, as defined, include employees of the Bank who have attained the age of 18. Eligible participants can begin making contributions on the first of the month following employment commencement. Eligible participants are automatically enrolled at 3% in the Plan unless an op out election is made. The participant’s pre-tax elective deferrals will increase 1% per year up to a maximum of 6% of Plan compensation unless the participant has made a qualifying deferral election. Participants have the ability to elect Roth and/or after-tax contributions. Participants who have attained age 50 before the end of the Plan year are eligible to make catch-up contributions. Benefits are determined based on accumulated participants' and employer's contributions and related investment earnings or losses on those contributions. The participant can contribute up to 75% of base compensation, as defined, subject to legal limitations. The employer’s safe harbor basic matching contributions are equal to 100% of the participants' contributions, up to 4% of eligible compensation and 50% of the participant’s contributions for the next 2% of eligible compensation, as defined. Participants may also contribute amounts representing distributions from other qualified benefit or contribution plans (known as rollover contributions). The Bank made no discretionary employer contributions during the year ending December 31, 2025.
Forfeitures
Any forfeited amounts may reduce the employer's contributions to the Plan or be utilized to pay Plan expenses. At December 31, 2025 and 2024, the plan expense account was not material.
Vesting
All participants are fully vested in their voluntary contributions and related investment earnings or losses. Beginning on January 1, 2006, Unity Bank’s 401(k) plan became a “Safe Harbor Plan” which means employer safe harbor matching contributions made from that date forward are automatically vested.
Participant Accounts
Each participant’s account is credited with the participant’s contribution and an allocation of (a) the Company’s contribution and (b) Plan earnings, and charged with an allocation of administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.
Funding
Employee contributions are funded through biweekly payroll deductions, and employer matching is funded each pay period. After the end of each Plan year, a match true-up contribution will be made to each participant which represents the excess, if
SIGNATURE OF PLAN ADMINISTRATOR
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
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UNITY BANK |
Date: June 15, 2026 |
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By: |
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/s/ James Davies |
James Davies |
First Senior Vice President and Chief Financial Officer |