UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DO 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
FEBRUARY 8, 2005
(Date of Report (Date of Earliest Event Reported))
UNITED BANCORP, INC.
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(Exact name of registrant as specified in its charter)
MICHIGAN 0-16640 38-2606280
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(State or other jurisdiction Commission (I.R.S. Employer
of incorporation or organization) File Number Identification No.)
205 E. CHICAGO BOULEVARD, TECUMSEH, MI 49286
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(Address of principal executive offices)
(517) 423-8373
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(Registrant's telephone number including area code)
NOT APPLICABLE
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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 obligations 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))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
On February 8, 2005, the Board of Directors of United Bancorp, Inc. approved
employment contracts for 2005 and bonuses for 2004 for its executive officers.
The employment contracts include the following provisions:
1. Term of contracts is twelve months (with the exception of Ms.
Laurent Smith, whose contract term was fourteen months)
2. Termination for cause results in compensation paid to the date of
termination.
3. Unless terminated for cause by mutual agreement, any other
termination provides for continuation of salary for six months,
which shall cease, however, if the employee secures employment
sooner.
4. In the event of change in control, if the employee is terminated or
leaves on his own accord within twelve months of the date of change
in control, the employee will receive continuation of salary for
twelve months.
5. Confidential information is the property of the Company.
6. The terminated employee is prohibited from soliciting employees or
clients of the Company or subsidiary banks for one year following
termination.
7. Provides a non-compete clause within the subsidiary bank CRA areas
for a term of one year.
8. Disputes will be resolved by arbitration.
These terms are unchanged from prior years. 2005 salary and 2004 bonus amounts
are set forth in the table below.
2004 2005
NAME AND POSITION BONUS SALARY
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David S. Hickman, Chairman & Chief Executive Officer $ 92,377 $ 250,000
Robert K. Chapman, President 82,441 250,000
Randal J. Rabe, Executive Vice President 52,521 190,000
Dale L. Chadderdon, Executive Vice President & Chief Financial Officer 37,013 138,600
Thomas C. Gannon, Senior Vice President - Human Resources & Communication 26,684 105,500
John A. Odenweller, Senior Vice President - Operations & Technology 27,480 94,185
Lori Laurent Smith, Senior Vice President and Chief Marketing Officer -- 90,000
Discretionary bonuses are based on individual contributions to performance as
measured by subjective and quantitative evaluations. The calculation of share of
profits to be distributed to the plan participants is constructed to provide
awards consistent with the increase in profits as measured by return on equity,
and is subject to change with the approval of the Board of Directors.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(C) EXHIBITS
10.1. Employment Agreement effective January 1, 2005, between United Bancorp,
Inc. and David S. Hickman
10.2. Employment Agreement effective January 1, 2005, between United Bancorp,
Inc. and Robert K. Chapman
10.3. Employment Agreement effective January 1, 2005, between United Bancorp,
Inc. and Randal J. Rabe
10.4. Employment Agreement effective January 1, 2005, between United Bancorp,
Inc. and Dale L. Chadderdon
10.5. Employment Agreement effective January 1, 2005, between United Bancorp,
Inc. and Thomas C. Gannon
10.6. Employment Agreement effective January 1, 2005, between United Bancorp,
Inc. and John A. Odenweller
10.7. Employment Agreement effective January 1, 2005, between United Bancorp,
Inc. and Lori Laurent Smith
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 thereunto duly authorized.
UNITED BANCORP, INC.
(Registrant)
Date: February 28, 2005 By: /s/ Dale L. Chadderdon
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(Principal Financial Officer)
Executive Vice President & Chief Financial Officer
EXHIBIT INDEX
Exhibit No.: Description:
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10.1 Employment Agreement effective January 1, 2005, between United
Bancorp, Inc. and David S. Hickman
10.2 Employment Agreement effective January 1, 2005, between United
Bancorp, Inc. and Robert K. Chapman
10.3 Employment Agreement effective January 1, 2005, between United
Bancorp, Inc. and Randal J. Rabe
10.4 Employment Agreement effective January 1, 2005, between United
Bancorp, Inc. and Dale L. Chadderdon
10.5 Employment Agreement effective January 1, 2005, between United
Bancorp, Inc. and Thomas C. Gannon
10.6 Employment Agreement effective January 1, 2005, between United
Bancorp, Inc. and John A. Odenweller
10.7 Employment Agreement effective January 1, 2005, between United
Bancorp, Inc. and Lori Laurent Smith