Princeton Bancorp Announces Director and Officer Changes

TL;DR

Princeton Bancorp shakes up its board and exec team, filing new appointments and departures.

AI Summary

Princeton Bancorp, Inc. announced on January 22, 2025, changes in its board and officer appointments. Specifically, the company reported the departure of a director and the election of a new director, along with the appointment of a new officer and updates to compensatory arrangements for certain officers.

Why It Matters

Changes in board composition and executive appointments can signal shifts in company strategy, governance, or operational focus.

Risk Assessment

Risk Level: low — The filing details routine corporate governance changes and does not indicate any immediate financial distress or significant strategic shifts.

Key Players & Entities

• Princeton Bancorp, Inc. (company) — Registrant
• January 22, 2025 (date) — Date of earliest event reported
• Pennsylvania (jurisdiction) — State of incorporation

FAQ

Filing Documents

• d928582d8k.htm (8-K) — 24KB
• 0001193125-25-019385.txt ( ) — 139KB
• bprn-20250122.xsd (EX-101.SCH) — 3KB
• bprn-20250122_lab.xml (EX-101.LAB) — 17KB
• bprn-20250122_pre.xml (EX-101.PRE) — 11KB
• d928582d8k_htm.xml (XML) — 3KB

From the Filing

8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): January 22, 2025 PRINCETON BANCORP, INC. (Exact Name of Registrant as Specified in Its Charter) Pennsylvania 001-41589 88-4268702 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 183 Bayard Lane , Princeton , New Jersey 08540 (Address of principal executive offices) (Zip Code) (609) 921-1700 (Registrant's telephone number, including area code) Not Applicable (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 (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)) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, no par value BPRN The Nasdaq Global Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Item5.02(e) Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers . On January 22, 2025, Princeton Bancorp, Inc. (the "Company") and The Bank of Princeton (the "Bank") entered amendments to the employment agreements with the Company's named executive officers: Edward J. Dietzler, President and Chief Executive Officer , Daniel J. O'Donnell, Executive Vice President, General Counsel and Chief Operating Officer and Stephanie Adkins, Executive Vice President and Chief Lending Officer , as well as George S. Rapp, Executive Vice President and Chief Financial Officer (collectively the "executives"). The amendments to the executives' employments agreements clarify the medical severance benefits provided in connection with the executives' involuntary termination of employment without Cause or voluntary termination for Good Reason following a Change in Control. The amendments to the employment agreements with Mr. Dietzler and Mr. O'Donnell also correct a scrivener's error that was made in connection with the 2023 amendment and restatement of their employment agreements. The amendments restore the Change in Control severance multiplier that was inadvertently deleted in the restatement. The amendments now provide that in the event of a Change in Control, followed by the executive's involuntary termination of employment without Cause or voluntary termination for Good Reason, the multiplier for the severance benefit is three (3) times instead of two (2) times. The foregoing description of the amendments to the employment agreements with the executives does not purport to be complete and is qualified in its entirety by reference to the full text of the amendments which will be filed as exhibits to the Company's Annual Report on Form 10-K for the year ended December 31, 2024. The employment agreements filed as Exhibits 10.5, 10.6, 10.7 and 10.8 in the Company's Form 10-K for the year ended December 31, 2023 include a glossary with definitions of the terms "Change in Control" and "Good Reason". 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 thereunto duly authorized. PRINCETON BANCORP, INC. Date: February 3, 2025 By: /s/ Daniel J. O'Donnell Daniel J. O'Donnell Executive Vice President and Chief Operating Officer

View Full Filing

View this 8-K filing on SEC EDGAR