Stewardship
Financial Corporation
|
(Exact
name of registrant as specified in its
charter)
|
New
Jersey
|
22-3351447
|
(State
of other jurisdiction
|
(I.R.S.
Employer
|
of
incorporation or organization)
|
Identification
No.)
|
630
Godwin Avenue, Midland Park, NJ
|
07432
|
(Address
of principal executive offices)
|
(Zip
Code)
|
Common
Stock, no par value
|
(Title
of class)
|
Large
accelerated filer ( )
|
Accelerated
filer ( )
|
Non-accelerated
filer ( X )
|
Item
6
|
Selected
Financial Data
|
Registrant’s
Annual Report to Shareholders
|
under
the caption “Consolidated Financial
|
||
Summary
of Selected Financial Data.”
|
||
Item
7
|
Management’s
Discussion
|
Registrant’s
Annual Report to Shareholders
|
and
Analysis of Financial
|
under
the caption “Management’s Discussion
|
|
Condition
and Results
|
and
Analysis of Financial Condition and
|
|
of
Operations
|
Results
of Operations.”
|
|
Item
7A
|
Quantitative
and Qualitative
|
Registrant’s
Annual Report to Shareholders
|
Disclosures
About Market
|
under
the caption “Management’s Discussion
|
|
Risk
|
and
Analysis of Financial Condition and
|
|
Results
of Operations – Market Risk”.
|
||
Item
8
|
Financial
Statements and
|
Registrant’s
Annual Report to Shareholders
|
Supplementary
Data
|
under
the caption “Consolidated Statements of
|
|
Financial Condition.”
|
||
Item
10
|
Directors
and Executive
|
Proxy
Statement for 2007 Annual Meeting
|
Officers
of the Company;
|
of
Shareholders under the caption,
|
|
Compliance
with Section
|
“Proposal
I – Election of Directors”, “Senior Executive
|
|
16(a)
of the Exchange Act
|
Officers”
and “Compliance with Section 16(a) of the
|
|
Securities
Exchange Act of 1934, to be filed no later
|
||
than
April 30, 2007.
|
||
Item
11
|
Executive
Compensation
|
Proxy
Statement for 2007 Annual Meeting
|
of Shareholders
under the captions,
|
||
“Compensation
Discussion and Analysis”
|
||
and
“Executive Compensation,” to be filed
|
||
no
later than April 30, 2007.
|
||
Item
12
|
Security
Ownership of
|
Proxy
Statement for 2007 Annual Meeting
|
Certain
Beneficial Owners
|
of
Shareholders under the caption, “Stock
|
|
and
Management
|
Ownership
of Management and Principal
|
|
Shareholders,”
to be filed no later than
|
||
April
30, 2007.
|
||
Item
13
|
Certain
Relationships and
|
Proxy
Statement for 2007 Annual Meeting
|
Related
Transactions
|
of
Shareholders under the caption, “Certain
|
|
Relationships
and Related Transactions,” to be
|
||
filed
no later than April 30, 2007.
|
||
Item
14
|
Principal
Accountant
|
Proxy
Statement for 2007 Annual Meeting
|
Fees
and Services
|
of
Shareholders under the Captions,
|
|
“Independent Auditors” and “Fees | ||
Billed
by Accounting Firms
|
||
During
Fiscal 2006 and Fiscal
|
||
2005,”
to be filed no later than
|
||
April
30, 2007.
|
|
·
|
actual
or anticipated fluctuation in operating
results;
|
|
·
|
changes
in interest rates;
|
|
·
|
changes
in legal or regulatory environment;
|
|
·
|
press
releases, publicity, or
announcements;
|
|
·
|
changes
in expectation of our future financial
performance;
|
|
·
|
future
sales of our common stock;
|
|
·
|
changes
in economic conditions; and
|
|
·
|
other
developments affecting our corporation or our
competitors
|
Leased
|
Date
of Lease
|
|
Location
|
or
Owned
|
Expiration
|
612
Godwin Avenue
|
Owned
|
---
|
Midland
Park, NJ
|
||
630
Godwin Avenue
|
Owned
|
---
|
Midland
Park, NJ
|
||
386
Lafayette Avenue
|
Owned
|
---
|
Hawthorne,
NJ
|
||
1111
Goffle Road
|
Leased
|
05/31/11
|
Hawthorne,
NJ
|
||
2
Changebridge Road
|
Leased
|
03/31/15
|
Montville,
NJ
|
||
249
Newark Pompton Turnpike
|
Owned
|
---
|
Pequannock,
NJ
|
||
190
Franklin Avenue
|
Leased
|
09/30/07
|
Ridgewood,
NJ
|
||
30
Franklin Turnpike
|
Leased
|
02/28/07
|
Waldwick,
NJ
|
||
64
Franklin Turnpike
|
Owned
|
---
|
Waldwick,
NJ
|
||
87
Berdan Avenue
|
Leased
|
06/30/09
|
Wayne,
NJ
|
||
311
Valley Road
|
Leased
|
11/30/08
|
Wayne,
NJ
|
||
400
Hamburg Turnpike
|
Leased
|
04/30/14
|
Wayne,
New Jersey
|
||
378
Madison Avenue
|
Leased
|
04/25/25
|
Wyckoff,
New Jersey
|
Bid
|
Cash
|
|||||||||||
High
|
Low
|
Dividend
|
||||||||||
Year
Ended December 31, 2006
|
||||||||||||
Fourth
quarter
|
$ |
14.50
|
$ |
12.65
|
$ |
0.08
|
||||||
Third
quarter
|
13.81
|
12.38
|
0.08
|
|||||||||
Second
quarter
|
14.29
|
12.38
|
0.07
|
|||||||||
First
quarter
|
15.24
|
13.44
|
0.07
|
Fourth
quarter
|
$ |
14.76
|
$ |
13.09
|
$ |
0.07
|
||||||
Third
quarter
|
16.33
|
14.29
|
0.06
|
|||||||||
Second
quarter
|
16.26
|
12.99
|
0.06
|
|||||||||
First
quarter
|
14.29
|
12.65
|
0.06
|
Equity
Compensation Plan Information
|
||||||||||||
Number
of securities
to
be issued upon
exercise
of
outstanding
options,
warrants
and rights (a)
|
Weighted-average
exercise
price
of outstanding options,
warrants
and rights
|
Number
of
securities
remaining
available
for
future
issuance
under
equity
compensation
plans
(excluding
securities
reflected
in
column (a))
|
||||||||||
Equity
compensation plans approved by security
holders
|
133,283
|
9.01
|
302,303
|
|||||||||
Equity
compensation plans not approved by security
holders
|
0
|
0.00
|
579,587
|
|||||||||
Total
|
133,283
|
9.01
|
925,470
|
Exhibit
Number
|
Description
of Exhibits
|
3(i)
|
Certificate
of Incorporation of the Corporation (1)
|
3(ii)
|
Bylaws
of the Corporation (1)
|
10(i)
|
1995
Incentive Stock Option Plan (1)
|
10(ii)
|
1995
Stock Option Plan for Non-Employee Directors (1)
|
10(iii)
|
1995
Employee Stock Purchase Plan (2)
|
10
(iv)
|
Stock
Bonus Plan (2)
|
10
(v)
|
Stewardship
Financial Corporation Dividend Reinvestment Plan (3)
|
10
(vi)
|
Stewardship
Financial Corporation Director Stock Plan (4)
|
10(vii)
|
Amended
and Restated 1995 Stock Option Plan (5)
|
10(viii)
|
Amended
and Restated Director Stock Plan (5)
|
10(ix)
|
Dividend
Reinvestment Plan (6)
|
10(x) | 2001 Stock Option Plan For Non-Employee Directors (7) |
10(xi) | Dividend Reinvestment Plan (8) |
10(xii) | 2006 Stock Option Plan for Non-Employee Directors (9) |
13
|
Annual
Report to Shareholders for the year ended December 31,
2006
|
14
|
Code
of Ethics
|
21
|
Subsidiaries
of the Registrant
|
23.1
|
Consent
of Crowe Chizek and Company LLC
|
23.2
|
Consent
of KPMG LLP
|
31.1
|
Certification
of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002.
|
31.2
|
Certification
of Senior Vice President, Accounting pursuant to Section 302
of the
Sarbanes-Oxley Act of 2002.
|
32.1
|
Certification
of Chief Executive Officer and Vice President, Accounting pursuant
to
Section 906 of the Sarbanes-Oxley Act of
2002.
|
(1)
|
Incorporated
by reference from Exhibits 5(B)(3)(i), 5(B)(3)(ii), 5(B)(3)(iii),
5(B)(10)(a), 5(B)(10)(b), 5(B)(21) from the Corporation’s Registration
Statement on Form 8-B, Registration No. 0-21855, filed December
10, 1996.
|
(2)
|
Incorporated
by reference from Exhibits 4(c) to 23(d) from the Corporation’s
Registration Statement on Form S-8, Registration No. 333-20793,
filed
January 31, 1997.
|
(3)
|
Incorporated
by reference from Exhibit 4(a) from the Corporation’s Registration
Statement on Form S-3, Registration No. 333-20699, filed January
30,
1997.
|
(4)
|
Incorporated
by reference from Exhibit 4(a) from the Corporation’s Registration
Statement on Form S-8, Registration No. 333-31245, filed
July 11, 1997.
|
(7)
|
Incorporated
by reference from Exhibit 4(b) from the Coporation’s Registration
Statement on Form S-8, Registration No. 333-87842, filed May
8,
2002.
|
(8)
|
Incorporated
by reference from Exhibit 4(a) from the Corporation’s Registration
Statement on Form S-3, Registration No. 333-133632, filed April
28,
2006.
|
(9)
|
Incorporated
by reference from Exhibit 5(a) from the Corporation’s Registration
Statement on Form S-8, Registration No. 333-135462, filed June
29,
2006.
|
STEWARDSHIP
FINANCIAL CORPORATION
|
|||
By
:
|
/s/ Paul
Van Ostenbridge
|
||
Paul
Van Ostenbridge
|
|||
Chief
Executive Officer
|
|||
Dated: March
30, 2007
|
Name
|
Title
|
Date
|
||
/s/ Paul
Van Ostenbridge
|
Chief
Executive Officer
|
March
30, 2007
|
||
Paul
Van Ostenbridge
|
(Principal
Executive Officer)
|
|||
/s/ Julie
E. Holland
|
Senior
Vice President, Accounting
|
March
30, 2007
|
||
Julie
E. Holland
|
(Principal
Financial
|
|||
Officer
and Principal
|
||||
Accounting
Officer)
|
||||
/s/ Harold
Dyer
|
Director
|
March
30, 2007
|
||
Harold
Dyer
|
||||
/s/ William
Hanse
|
Chairman
of the Board
|
March
30, 2007
|
||
William
Hanse
|
||||
/s/ Margo
Lane
|
Director
|
March
30, 2007
|
||
Margo
Lane
|
||||
/s/ Arie
Leegwater
|
Director
|
March
30, 2007
|
||
Arie
Leegwater
|
||||
/s/ John
L. Steen
|
Director
|
March
30, 2007
|
||
John
L. Steen
|
||||
/s/ Robert
Turner
|
Secretary
and Director
|
March
30, 2007
|
||
Robert
Turner
|
||||
/s/ William
J. VanderEems
|
Director
|
March
30, 2007
|
||
William
J. VanderEems
|
||||
/s/ Abe
Van Wingerden
|
Vice
Chairman of the Board
|
March
30, 2007
|
||
Abe
Van Wingerden
|
||||
/s/ Michael
Westra
|
Director
|
March
30, 2007
|
||
Michael
Westra
|
||||
/s/ Howard
Yeaton
|
Director
|
March
30, 2007
|
||
Howard
Yeaton
|
||||