8-K

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SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

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FORM 8-K

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CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

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September 9, 2021

Date of Report (Date of earliest event reported)

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UNITY BANCORP, INC.

(Exact Name of Registrant as Specified in its Charter)

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New Jersey

(State or Other Jurisdiction of Incorporation)

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1-12431	22-3282551
(Commission File Number)	(IRS Employer Identification No.)

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64 Old Highway 22

Clinton , NJ **** 08809

(Address of Principal Executive Office)

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( 908 ) 730-7630

(Registrant’s Telephone Number, Including Area Code)

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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:

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☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a12 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))

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Securities registered pursuant to Section 12(b) of the Act:

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Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock	UNTY	NASDAQ

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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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Emerging growth company ☐

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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. ☐

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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

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On September 9, 2021, the Registrant entered into an amendment to its Supplemental Executive Retirement Plan (“SERP”) with Mr. James Hughes, the Company’s President and CEO, effective August 26, 2021. The amendment changes the crediting rate under the SERP from a fixed two (2.0) percent to a crediting rate equal to the Consumer Price Index, as reported by the U.S. Bureau of Labor Statistics for All Urban Consumers (CPI-U) as of December 31 of the prior year.

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Item 9.01             Financial Statements and Exhibits

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(d) Exhibits

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Exhibit 10.1	Amendment No. 3 to Unity Bancorp, Inc. Supplemental Executive Retirement Plan

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SIGNATURES

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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.

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​	UNITY BANCORP, INC.
​	(Registrant)
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Date: September 9, 2021	​
​	By:	/s/ George Boyan
​	​	George Boyan
​	​	Executive Vice President and Chief Financial Officer

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EXHIBIT INDEX

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EXHIBIT #		DESCRIPTION
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10.1	​	Amendment No. 3 to Unity Bancorp, Inc. Supplemental Executive Retirement Plan

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AMENDMENT TO SUPPLEMENTAL RETIREMENT PLAN

FOR JAMES A. HUGHES

BY UNITY BANCORP, INC.

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This Amendment (the “Amendment”) to the Supplemental Retirement Plan for James A. Hughes effective January 1, 2014, as subsequently amended effective October 25, 2018 (as so amended, the Plan”) between James A. Hughes (“Hughes”) and Unity Bancorp, Inc. (“Unity”) is entered into as of this 9th day of September, 2021.

WHEREAS, Hughes and Unity are parties to the Plan;

WHEREAS, Hughes and Unity wish to amend the Plan as set forth herein;

NOW, THEREFORE for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged by the parties hereto, the parties hereto hereby agree as follows:

1)	Amendment to Article III of the Plan. Article III of the plan is hereby deleted and replaced in its entirety with the following:

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“Executive shall be entitled to a retirement benefit, commencing on or after his attainment of age 66, in an amount equal to sixty (60%) percent of the average of his base salary for the thirty-six (36) months immediately preceding his Separation from Service for reasons other than Cause, (the “Retirement Benefit”), subject to the terms and conditions set forth in Article 4 and other parts of the Plan. The Retirement Benefit shall be adjusted annually thereafter by a percentage equal to the Consumer Price Index, as reported by the U.S. Bureau of Labor Statistics for All Urban Consumers (CPI-U) as of December 31 of the prior year. The maximum number of annual payments to Executive shall be fifteen (15).”

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2)	Effective Date of Amendment.  Notwithstanding any other provision hereof, this Amendment will be effective as of August 26, 2021.

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3)	Plan Still in Full Force and Effect.  Except as amended by this Amendment, the Plan will remain in full force and effect in accordance with its terms.

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(signatures on next page)

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In witness whereof, the parties have signed, or caused their duly authorized agents to sign, this Amendment as of the date first above written.

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UNITY BANCORP, INC.

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By: /s/ George Boyan

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Name: George Boyan

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Title: EVP/CFO

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JAMES A. HUGHES

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/s/ James A. Hughes