DEF 14A of Parke Bancorp, Inc.
Filed Mar 21, 2025 · FY20240001315399-25-000031
THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE ELECTION OF THE ABOVE NOMINEES
THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE ELECTION OF THE ABOVE NOMINEES Continuing Directors: Daniel J. Dalton. Mr. Dalton is currently Chairman of the Board of Directors of the Company and the Bank. Mr. Dalton retired as a salesperson for Brown & Brown, of New Jersey, a full-service insurance agency with offices throughout the state of New Jersey. He was President of Dalton Insurance Agency, LLC from 1997 to 2007. Mr. Dalton has served as an Adjunct Professor in the Department of Political Science and Economics at Rowan University. Mr. Dalton served as the New Jersey Secretary of State from 1992 through 1994 and served in both the New Jersey State Senate and Legislative Assembly. He was a founding Director and past President of the Boys and Girls Club of Gloucester County. He is a member of the Board of Trustees of Jefferson Health System of New Jersey. He also has served as a Board member of the New Jersey Casino Reinvestment Development Authority. The political and business experience that Mr. Dalton possesses enhances the depth of the Board. Arret F. Dobson. Mr. Dobson is currently Vice Chairman of the Board of Directors of the Company and the Bank. From 1989 to the present, Mr. Dobson has been a builder and land developer, developing numerous residential and commercial projects. Mr. Dobson is the co-owner of Dobson Turf Management, a company specializing in athletic field construction and maintenance. The company services numerous recreation complexes, universities, school districts, and golf courses. The company also has a retail division, selling powersports and specialty equipment to the tri-state area. The diversified professional background of Mr. Dobson supports the Company’s understanding of business trends. Vito S. Pantilione. Mr. Pantilione has served as the Company’s President and Chief Executive Officer and a director since its formation in 2005. From the time of the Bank’s formation in 1998, Mr. Pantilione has served as the President and Chief Executive Officer and a director of the Bank. Mr. Pantilione previously was the President and owner of Eagle Valley, a diversified mortgage company located in Philadelphia, Pennsylvania. From 1991 to 1994, he was employed as President of First Commercial Bank of Philadelphia. In addition, he previously was the President and owner of Interstate Mortgage Management, a mortgage brokerage company located in Southern New Jersey, and was the Executive Vice President of First Federal Savings of Hammonton. Mr. Pantilione was a past member of the Federal Reserve Bank of Philadelphia’s Community Depository Institution Advisory Council. Mr. Pantilione received an Honorary Doctorate from Philadelphia University in recognition of his many accomplishments in the areas of Finance and Banking. Mr. Pantilione’s financial industries experience and expertise has been invaluable to the Company. Dr. Edward Infantolino. Dr. Infantolino began his practice of medicine in New Jersey in 1977. He served as President of Ocean Internal Medicine Associates, P.A. and he is now retired from the practice of medicine in Atlantic City and Somers Point, New Jersey. Dr. Infantolino is President of the Atlantic Investment Club which invests in stocks and bonds for its participants. Dr. Infantolino is the owner and Principal Broker of Key Land Development Company LLC in Celebration, Florida. He is a member of the National Association of Realtors and a member of the Orlando Regional Realtors Association. Dr. Infantolino has a license to sell real estate in New Jersey and he is a member of the Atlantic City and County Board of Realtors and the New Jersey Association of Realtors. His first banking experience was as a Founder and Director of Premium Federal Savings Bank in New Jersey until it was sold. Dr. Infantolino is a Founder of Parke Bank and has been a Director since its conception. Dr. Infantolino’s business, banking, and real estate background is an asset to the Board of Directors. Elizabeth A. Milavsky. On January 21, 2020, Ms. Milavsky, who joined the Bank in 2004, retired from her position as Executive Vice President and Chief Operating Officer responsible for administration of all areas of Bank operations, human resources, information technology, and compliance. Ms. Milavsky’s banking career started in 1969 at Aetna Federal S&L at an entry level position. She worked in various departments and rose to the level of Vice President until the bank merged in 1982 with Roxborough Manayunk Bank in Philadelphia, Pennsylvania. She continued her career at Roxborough where she was appointed as Senior Vice President of Operations. Her responsibilities included Electronic Banking, Information Technology, Retirement and Check Processing Departments, as well as the operations of the retail branch network. Her detailed knowledge of the Company and the Bank and her many years of experience in the banking industry makes her a significant asset to the Board of Directors. Directors Emeritus: Celestino R. (“Chuck”) Pennoni. Mr. Pennoni is currently Chairman Emeritus and Director Emeritus of the Company. From 2005 to January 2023, Mr. Pennoni was Chairman of the Board of the Company and the Bank. Executive and Other Senior Officers Who Are Not Directors: Ralph “Guy” Gallo. Mr. Gallo is Executive Vice President and Chief Operating Officer and he joined the Bank in 2010. He is responsible for Branch operations, IT, HR, Loan Workout and Internal Audit. He has over forty years of banking experience primarily in banking operations and customer relationship management. As a Vice President at Mellon Bank, he managed Lockbox, Research & Adjustments and International Operations supporting commercial banking customers. As a Vice President at Image Remit, he managed a private label multi-state lockbox operation supporting regional banks in the Northeast US. Jonathan D. Hill. Mr. Hill joined the Company in December 2023, and serves as Senior Vice President and Chief Financial Officer. Mr. Hill is a seasoned financial professional with more than twenty years of Finance and Accounting experience. Prior to joining the Company, Mr. Hill served at Republic Bank from December 2021 to December 2023, where he held numerous roles including Senior Vice President, Managing Director of Finance, Interim Chief Financial Officer, and Controller. Prior to his service at Republic Bank, Mr. Hill served as Senior Vice President, Senior Finance Manager- Mergers and Acquisitions for M&T Bank from August 2017 to December 2021. He also worked for Glenmede serving in various other roles in Finance and Accounting, from September 2002 to August 2017. Mr. Hill is a graduate of Drexel University, where he received his MBA with a concentration in Financial Management and received a BS in Accounting from Salisbury University. Ralph A. Bonadies. Mr. Bonadies joined the Company in January 2023 and serves as Senior Vice President and Chief Risk Officer. Mr. Bonadies has more than 20 years in Risk Management and Compliance experience. Prior to being hired by the Company, Mr. Bonadies served as Chief Risk Officer of Amboy Bank from 2021 through 2022. In addition, he worked as BSA Officer and Compliance Officer at Crown Bank from 2017 through 2021. Mr. Bonadies also worked as Compliance Manager at Provident Bank from 2014 through 2017, Regulatory Compliance Supervisor at RSM McGladrey from 2011 through 2014 and BSA Officer and Compliance Officer at Freedom Credit Union from 2003 through 2011.
THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE ELECTION OF THE ABOVE NOMINEES
Nicholas J. Pantilione. Mr. Pantilione is Senior Vice President and Chief Lending Officer. He joined the Company in 2005 through an internship while attending Rowan University and started full-time with the Bank in 2009. Mr. Pantilione has twelve years of lending experience and currently manages a lending staff of 7 people, which includes 4 loan officers and 3 underwriters. Additionally, he manages the Bank’s Business Development and Marketing Department, which includes 3 Business Development Officers and 1 Marketing Director. Prior to the Bank, Mr. Pantilione attended Stockton University where he earned a Bachelor’s Degree in Finance and played on the Varsity Baseball Team. Mr. Pantilione is the son of Vito S. Pantilione, President and Chief Executive Officer.
THE BOARD OF DIRECTORS UNANIMOUSLY RECOMMENDS A VOTE “FOR” THE ELECTION OF THE ABOVE NOMINEES
| CORPORATE GOVERNANCE |
Practices Related to the Grant of Equity Awards
Practices Related to the Grant of Equity Awards Under the Company's practices, long-term equity incentive compensation for any of the Company's equity awards, is typically reviewed and approved by the Board of Directors at their first regularly scheduled meeting prior to the planned issuance of any awards. Neither the Board of Directors nor the Compensation Committee take into account material non-public information when determining the timing or terms of equity awards, nor does the Company time disclosure of material non-public information for the purpose of affecting the value of executive compensation.
Practices Related to the Grant of Equity Awards
| EXECUTIVE COMPENSATION |
Practices Related to the Grant of Equity Awards
Summary Compensation Table. The following table sets forth the cash and non-cash compensation awarded to or earned during the last two fiscal years by our principal executive officer and the two other highest paid executive officers whose total compensation (excluding compensation attributable to changes in pension value and non-qualified deferred compensation earnings) during the fiscal year ended December 31, 2024, exceeded $100,000 for services rendered in all capacities to the Company and the Bank. There was no non-equity incentive compensation received by the named executive officers (“NEOs”) during any of the periods presented.
Practices Related to the Grant of Equity Awards
| Year | PEO | Summary Compensation Table Total for PEO | Compensation Actually Paid to PEO | Average Summary Compensation Table Total for Non-PEO NEOs | Average Compensation Actually Paid to Non-PEO NEOs | Value of Initial Fixed $100 Investment Based on: | (h) | | | | | | | | Total Shareholder Return(5) | Net Income | | 2024 | Vito S. Pantilione | $1,707,784 | $1,712,644 | $389,323 | $369,514 | $109 | $27,492,000 | | 2023 | Vito S. Pantilione | $1,580,346 | $1,564,345 | $346,245 | $347,507 | $102 | $28,436,000 | | 2022 | Vito S. Pantilione | $1,958,251 | $1,994,850 | $456,230 | $474,453 | $103 | $41,796,000 |
Practices Related to the Grant of Equity Awards
| DIRECTOR COMPENSATION |
Practices Related to the Grant of Equity Awards
| | Fees Earned or | | | Name | Paid in Cash ($) | Total ($) | | Fred G. Choate | 145,950 | 145,950 | | Daniel J. Dalton | 299,750 | 299,750 | | Arret F. Dobson | 163,100 | 163,100 | | Edward Infantolino | 105,110 | 105,110 | | Jeffrey H. Kripitz | 131,750 | 131,750 | | Elizabeth Milavsky | 118,750 | 118,750 | | Jack C. Sheppard, Jr. | 135,139 | 135,139 |