Form 11-K
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 |
For the fiscal year ended December 31, 2009
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 |
For the Transition Period from to
Commission File Number 0-7617
UNIVEST CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
(Title of Plan)
UNIVEST CORPORATION OF PENNSYLVANIA
(Name of Issuer of securities held pursuant to the Plan)
14 North Main Street, Souderton, PA 18964
(Address of Plan and of principal executive office of Issuer)
Item 4. FINANCIAL STATEMENTS AND EXHIBITS
a) The following Plan financial statements, schedules and reports are attached hereto:
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Report of Independent Registered Public Accounting Firm |
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Statements of Net Assets Available for Benefits as of December 31, 2009 and 2008 |
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Statements of Changes in Net Assets Available for Benefits for the Years Ended |
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December 31, 2009 and 2008 |
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Notes to Financial Statements |
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Supplemental Schedule |
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Schedule H, Line 4i — Schedule of Assets (Held at End of Year) as of December 31, 2009 |
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b) Exhibit 23.1 Consent of Independent Registered Public Accounting Firm
Univest Corporation of Pennsylvania
Deferred Salary Savings Plan
Table of Contents
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All other schedules required by the Department of Labor’s Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security Act of 1974, as amended,
have been omitted because there is no information to report. |
Report of Independent Registered Public Accounting Firm
The Deferred Salary Savings Plan Committee
The Board of Directors
Univest Corporation of Pennsylvania:
We have audited the accompanying statements of net assets available for benefits of the Univest
Corporation of Pennsylvania Deferred Salary Savings Plan (the Plan) as of December 31, 2009 and
2008, and the related statements of changes in net assets available for benefits for the years then
ended. These financial statements are the responsibility of the Plan’s management. Our
responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (United States). Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material misstatement. An
audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material
respects, the net assets available for benefits of the Plan as of December 31, 2009 and 2008, and
the changes in net assets available for benefits for the years then ended in conformity with U.S.
generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic financial statements
taken as a whole. The accompanying Schedule H, Line 4i — Schedule of Assets (Held at End of Year)
as of December 31, 2009, is presented for purposes of additional analysis and is not a required
part of the basic financial statements but is supplementary information required by the Department
of Labor’s Rules and Regulations for Reporting and Disclosure Under the Employee Retirement Income
Security Act of 1974. This supplemental schedule is the responsibility of the Plan’s management.
The supplemental schedule has been subjected to the auditing procedures applied in our audits of
the basic financial statements and, in our opinion, is fairly stated in all material respects in
relation to the basic financial statements taken as a whole.
/s/ KPMG LLP
Philadelphia, Pennsylvania
June 25, 2010
1
UNIVEST CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Statements of Net Assets Available for Benefits
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At December 31, |
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2009 |
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2008 |
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Assets: |
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Investments, at fair value |
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$ |
21,887,765 |
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$ |
18,611,343 |
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Contributions receivable |
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37,308 |
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42,584 |
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Interest and dividends receivable |
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40,150 |
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40,347 |
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Excess contribution receivable |
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747 |
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— |
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Total assets |
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21,965,970 |
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18,694,274 |
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Liabilities: |
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Excess contribution payable |
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319 |
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— |
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Net assets available for benefits |
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$ |
21,965,651 |
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$ |
18,694,274 |
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See accompanying notes to financial statements.
2
UNIVEST CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Statements of Changes in Net Assets Available for Benefits
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For the Years Ended December 31, |
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2009 |
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2008 |
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Additions (reductions): |
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Investment income (loss): |
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Interest and other |
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$ |
243 |
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$ |
824 |
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Dividends |
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192,242 |
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207,503 |
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Net appreciation (depreciation) in fair value of
investments |
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1,241,028 |
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(3,529,106 |
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Total investment income (loss) |
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1,433,513 |
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(3,320,779 |
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Contributions: |
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Employer |
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534,767 |
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495,906 |
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Participants |
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1,467,125 |
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1,386,904 |
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Rollovers |
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547,734 |
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210,976 |
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Total contributions |
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2,549,626 |
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2,093,786 |
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Total additions (reductions) |
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3,983,139 |
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(1,226,993 |
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Deductions: |
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Benefits paid directly to participants |
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711,762 |
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1,704,574 |
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Total deductions |
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711,762 |
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1,704,574 |
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Net increase (decrease) in net assets
available
for benefits |
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3,271,377 |
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(2,931,567 |
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Net assets available for benefits: |
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Beginning of year |
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18,694,274 |
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21,625,841 |
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End of year |
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$ |
21,965,651 |
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$ |
18,694,274 |
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See accompanying notes to financial statements.
3
UNIVEST
CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Notes to Financial Statements
December 31, 2009 and 2008
The following brief description of the Univest Corporation of Pennsylvania Deferred Salary
Savings Plan (the Plan) provides only general information. Participants should refer to the
summary plan description for a more complete description of the Plan’s provisions.
The Plan is a deferred salary savings plan established June 23, 1982 and restated
effective January 1, 2008, covering all employees of Univest Corporation of Pennsylvania
and its wholly owned subsidiaries (the Corporation or the Employer) who have attained
the age of 18. Employees can enter the Plan on the first day of the month following the
fulfillment of the eligibility requirements. However, with respect to matching
contributions, qualified non-elective contributions and discretionary profit-sharing
contributions, employees are eligible to receive these contributions in the Plan after
they have completed at least six months of service. The Plan is subject to the
provisions of the Employment Retirement Income Security Act of 1974 (ERISA), as amended.
The Plan is administered by the Deferred Salary Savings Plan Committee appointed by the
board of directors of the Corporation. The trustees have appointed Univest National Bank
and Trust Company (the Bank), a wholly owned subsidiary of the Corporation, as
investment manager of the Plan.
Participants may contribute a percentage of eligible compensation up to the Internal
Revenue Code (IRC) maximum allowable limit for 2009 of $16,500 if under age 50 and
$22,000 if over age 50. Participant contributions may be subject to additional
limitations imposed by the IRC as detailed in the Plan.
The Employer makes a matching contribution of up to 50% of the participants’
contributions under the plan provisions. Matching contributions are limited to the
initial 6% of compensation a participant contributes. Additional amounts may be
contributed at the election of the Corporation’s board of directors. Participants may
also contribute amounts representing distributions from other qualified plans
(rollovers).
Participants direct the investment of their contributions, matching contributions,
qualified non-elective contributions and discretionary contributions into various
investment options offered by the Plan. The Plan currently offers investments in the
Corporation’s common stock, registered investment companies and guaranteed interest
accounts.
Each participant’s account is credited with the participant’s contribution and an
allocation of (a) the Employer’s contribution, (b) Plan earnings (losses), and (c) an
allocation of forfeitures of terminated participants’ nonvested accounts attributable to
the Employer’s matching and
discretionary contributions. Allocations are based on participant contributions or
account balances, as defined in the Plan document.
4
UNIVEST
CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Notes to Financial Statements
December 31, 2009 and 2008
Participants are considered fully vested at all times in their voluntary contributions,
plus actual earnings (losses) thereon.
Vesting in the remainder of participant accounts is based upon the number of years of
continuous service. A participant is 50% vested at the end of two years of service, 75%
vested at the end of three years of service, and fully vested at the end of four years
of service. Participants attaining their normal retirement age, participants who become
disabled and beneficiaries of participants who die are entitled to 100% of participant’s
accrued benefits, regardless of credited service period.
The benefit to which a participant is entitled is that which can be provided from the
participant’s account. Benefits shall be paid in either a lump-sum payment or calculated
periodic payments when payable, based upon the election of the participant and as
specified in the Plan agreement. Generally, benefit payments must commence not later
than the year in which a participant attains age 701/2.
Loans to participants from the Plan are not permitted.
Although it has not expressed any intent to do so, the Corporation has the right under
the Plan to discontinue its contributions at any time and to terminate the Plan subject
to the provisions of ERISA. In the event of plan termination, participants will become
fully vested in their accounts.
At December 31, 2009 and 2008, forfeited nonvested accounts that were unallocated to
participants totaled $2,315 and $7,048, respectively. These amounts will be used to
reduce future employer contributions. During 2009 and 2008, the Corporation used
forfeited amounts to reduce employer contributions by $13,028 and $10,477, respectively.
5
UNIVEST
CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Notes to Financial Statements
December 31, 2009 and 2008
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Summary of Accounting Policies |
The accompanying financial statements of the Plan are prepared on the accrual method of
accounting in accordance with U.S. generally accepted accounting principles.
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(b) |
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Investment Valuation and Income Recognition |
Investments are stated at fair value. The underlying securities in each registered
investment company are listed on national securities exchanges and valued on the basis
of year-end closing prices; securities traded in the over-the-counter market are valued
at the closing price on the last business day of the year; and guaranteed interest
accounts are valued at cost plus accrued interest which approximates fair value. Gain or
loss on securities sold is based on average cost. Purchases and sales of securities are
recorded on a trade-date basis. Interest income is recorded on the accrual basis.
Dividends are recorded on the ex-dividend date.
The preparation of the financial statements in conformity with U.S. generally accepted
accounting principles requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and changes therein, and disclosure of
contingent assets and liabilities. Actual results could differ from those estimates.
The Corporation pays the costs of trust and other administrative services.
Benefit payments to participants are recorded when paid.
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(f) |
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Recent Accounting Pronouncements |
In January 2010, the Financial Accounting Standards Board (FASB) issued an Accounting
Standard Codification Update for improving disclosures about fair value measurements.
This update requires companies to disclose, and provide the reasons for, all transfers
of assets and liabilities between the Level 1 and 2 fair value categories. It also
clarifies that companies should provide fair value measurement disclosures for classes
of assets and liabilities which are subsets of line items within the statement of
financial position, if necessary. In addition, the update clarifies that companies are
required to provide disclosures about the fair value techniques and inputs for assets
and liabilities classified within Level 2 or 3 categories. The disclosure requirements
prescribed by this update are effective for fiscal years beginning after December 31,
2009 or the year ending December 31, 2010 for the Plan. This update also requires
companies to reconcile changes in Level 3 assets and liabilities by separately providing
information about Level 3 purchases, sales, issuances and settlements on a gross basis.
This provision of this update is effective for fiscal years beginning after December 15,
2010 or the year ending December 31, 2011 for the Plan. The adoption of this update is
not expected to materially impact the Plan’s fair value measurement disclosures.
6
UNIVEST CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Notes to Financial Statements
December 31, 2009 and 2008
In September 2009, the FASB issued an Accounting Standard Codification Update for fair
value measurements and disclosures related to investments in certain entities that
calculate net asset value per share or its equivalent. The update permits, as a
practical expedient, a reporting entity to measure the fair value of an investment that
is within the scope of the amendments in this update on the basis of the net asset value
per share of the investment (or its equivalent) if the net asset value of the investment
(or its equivalent) is calculated in a
manner consistent with the measurement principles of this update as of the reporting
entity’s measurement date. The update also requires disclosures by major category of
investment about the attributes of investments within the scope of the update. The
update is effective for annual periods ending after December 15, 2009. The adoption of
this update did not have a material impact on the Plan’s financial statements as of
December 31, 2009.
In June 2009, the FASB issued the Accounting Standards Codification (the ASC or the
Codification) establishing the Codification as the single source of authoritative
nongovernmental U.S. generally accepted accounting principles (GAAP). The Codification
did not change current GAAP, but was intended to simplify user access to all
authoritative GAAP by providing all the authoritative literature related to a particular
topic in one place. Rules and interpretive releases of the Securities and Exchange
Commission (SEC) under authority of federal securities laws are also sources of
authoritative GAAP for SEC registrants. On the effective date of the Codification, all
existing accounting standard documents were superseded and all other accounting
literature not included in the Codification was considered nonauthoritative, other than
guidance issued by the SEC. The Codification was effective for annual reporting periods
ending after September 15, 2009. The adoption of the Codification did not have a
material impact on the Plan’s financial statements as of December 31, 2009.
In April 2009, the FASB issued standards for determining fair value when the volume and
level of activity for the asset or liability have significantly decreased and for
identifying transactions that are not orderly. The standards were effective
prospectively for annual reporting periods ending after June 15, 2009. The application
of the provisions of these standards did not have a material impact on the Plan’s financial statements as of December 31, 2009.
Investments that represent 5% or more of the fair value of the Plan’s net assets as of
December 31, 2009 and 2008 are indicated below. The December 31, 2009 balances reported for
the Federated Total Return Bond Fund and John Hancock Money Market Fund did not represent 5%
or more of the fair value of the Plan’s net assets as of December 31, 2009 but were shown for
comparative purposes.
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At December 31, |
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2009 |
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2008 |
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Univest Corporation of Pennsylvania common stock |
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$ |
3,151,894 |
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$ |
5,682,352 |
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Federated Total Return Bond Fund |
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1,097,643 |
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1,101,829 |
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John Hancock Money Market Fund |
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913,883 |
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1,228,163 |
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John Hancock Lifestyle Balanced Fund |
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3,067,598 |
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2,148,231 |
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John Hancock Lifestyle Growth Fund |
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2,903,642 |
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2,078,060 |
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7
UNIVEST CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Notes to Financial Statements
December 31, 2009 and 2008
For the years ended December 31, 2009 and 2008, the Plan’s investments, including investments
purchased and sold, as well as held during the year appreciated (depreciated) in fair value as
follows:
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For the Years Ended December 31, |
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2009 |
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2008 |
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Univest Corporation of Pennsylvania common
stock |
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$ |
(2,577,445 |
) |
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$ |
1,950,104 |
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Shares of registered investment companies |
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3,816,314 |
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(5,479,460 |
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John Hancock guaranteed interest accounts |
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2,159 |
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250 |
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$ |
1,241,028 |
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$ |
(3,529,106 |
) |
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| (4) |
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Fair Value Disclosure |
Fair value is the price that would be received to sell an asset or paid to transfer a
liability (an exit price) in an orderly transaction between market participants on the
measurement date. The Plan determines the fair value of its financial instruments based on the
fair value hierarchy. The Plan maximizes the use of observable inputs and minimizes the use of
unobservable inputs when measuring fair value. Observable inputs are inputs that market
participants would use in pricing the asset or liability developed based on market data
obtained from sources independent of the Plan. Unobservable inputs are inputs that reflect the
Plan’s assumptions that the market participants would use in pricing the asset or liability
based on the best information available in the circumstances. Three levels of inputs are used
to measure fair value. A financial instrument’s level within the fair value hierarchy is based
on the lowest level of input significant to the fair value measurement.
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Level 1—Valuations are based on quoted prices in active markets for identical
assets or liabilities that the Plan has the ability to access. Since valuations are
based on quoted prices that are readily and regularly available in an active market,
valuation of these products does not entail a significant degree of judgment. |
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Level 2—Valuations are based on quoted prices in markets that are not active or
for which all significant inputs are observable, either directly or indirectly. |
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Level 3—Valuations are based on inputs that are unobservable and significant to
the overall fair value measurement. Assets and liabilities utilizing Level 3 inputs
include: financial instruments whose value is determined using pricing models,
discounted cash-flow methodologies, or similar techniques, as well as instruments for
which the fair value calculation requires significant management judgment or
estimation. |
Where quoted prices are available in an active market for identical instruments, investments
are classified within Level 1 of the valuation hierarchy. If quoted market prices are not
available, then fair values are estimated by using pricing models, quoted prices of
investments with similar characteristics or discounted cash flows. In cases where there is
limited activity or less transparency around inputs to the valuation, investments are
classified within Level 3 of the valuation hierarchy.
8
UNIVEST CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Notes to Financial Statements
December 31, 2009 and 2008
Following is a description of the valuation methodologies used for instruments measured at
fair value, as well as the general classification of such instruments pursuant to the
valuation hierarchy.
Common stock is valued at the closing price reported on the active market on which the
individual securities are traded.
The Federated Total Return Bond Fund is a registered investment company which is valued at
the net asset value (NAV) of shares on a market exchange as of the close of business at year
end. The Plan had $17,419,128 and $11,801,668 of investments in shares of registered
investment companies held through sub-accounts of a separate account of an insurance company
at December 31, 2009 and 2008, respectively. The Plan has concluded that the NAV as adjusted
(for mutual fund dividends, mutual fund splits and administrative maintenance charges and
other items) and reported by the insurance company approximates fair value of the
investments. The investments are redeemable at the adjusted NAV under agreements with the
insurance company. However, it is possible that the redemptions rights may be restricted or
eliminated in the future. Due to the nature of the investments, changes in the market
conditions, liquidity requirements, and the economic environment may significantly affect
the NAV of the registered investment companies and, consequently, the fair value of the
Plan’s investments. The following are the major categories that comprise the investments in
shares of the registered investment companies and the fair values as of December 31, 2009:
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Conservative (a) |
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$ |
913,883 |
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Income (b) |
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2,459,588 |
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Growth and income (c) |
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4,512,294 |
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Growth (d) |
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6,248,233 |
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Aggressive growth (e) |
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2,753,924 |
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Lifecycle (f) |
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531,207 |
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Total John Hancock registered investment companies |
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$ |
17,419,129 |
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| a) |
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Conservative — the safety of principal is the primary objective and may
have a secondary objective of income from exposure to short-term securities or
certain types of fixed contracts and money markets. |
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| b) |
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Income — a high level of current income is sought by broadly investing in
fixed income securities through various sectors of the bond market and gaining
exposure to various types of credit and interest rate risk. |
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Growth and Income — seeks a balance between a high level of income and the
growth of capital, with a higher degree of emphasis on growth from exposure to
various equity allocations. |
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Growth — pursues capital appreciation foremost by investing in equity
securities across domestic and international markets, and across certain market
capitalizations; may be exposed to all market risks. |
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| e) |
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Aggressive Growth — rapid growth and appreciation are the key objectives by
utilizing domestic, international or emerging country equity markets and market
capitalizations, including heavier concentrations or through riskier techniques than
core growth strategies. |
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| f) |
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Lifecycle — model portfolios designed to provide a balance of growth,
income and capital conservation through a mix of equity and fixed income exposures
based on a participant’s age and projected retirement date, adjusting asset
allocations and associated risk levels with the objective of becoming more
conservative as the target date approaches. |
Guaranteed interest accounts are valued at cost plus accrued interest. Interest rates range
from 0.15% to 1.40% at December 31, 2009 and from 2.40% to 3.45% at December 31, 2008.
9
UNIVEST CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Notes to Financial Statements
December 31, 2009 and 2008
The methods described previously may produce a fair value calculation that may not be
indicative of net realizable value or reflective of future fair values. Furthermore, while the
Plan believes its valuation methods are appropriate and consistent with other market
participants, the use of different methodologies or assumptions to determine the fair value of
certain financial instruments could result in a different fair value measurement at the end of
the reporting date.
The following table presents the fair value of the Plan’s investments as of December 31, 2009
and 2008, classified using the fair value hierarchy:
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Fair Value Measurements at December 31, 2009 |
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Level 1 |
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Level 2 |
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Level 3 |
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Total |
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Investments: |
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Cash — money market account |
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$ |
170,081 |
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$ |
— |
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$ |
— |
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$ |
170,081 |
|
Univest Corporation of Pennsylvania
common stock |
|
|
3,151,894 |
|
|
|
— |
|
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— |
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3,151,894 |
|
Federated Total Return Bond Fund |
|
|
1,097,643 |
|
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|
— |
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— |
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|
|
1,097,643 |
|
Shares of registered investment companies |
|
|
— |
|
|
|
17,419,129 |
|
|
|
— |
|
|
|
17,419,129 |
|
John Hancock guaranteed interest accounts |
|
|
— |
|
|
|
— |
|
|
|
49,018 |
|
|
|
49,018 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investments |
|
$ |
4,419,618 |
|
|
$ |
17,419,129 |
|
|
$ |
49,018 |
|
|
$ |
21,887,765 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Fair Value Measurements at December 31, 2008 |
|
| |
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash — money market account |
|
$ |
8,223 |
|
|
$ |
— |
|
|
$ |
— |
|
|
$ |
8,223 |
|
Univest Corporation of Pennsylvania
common stock |
|
|
5,682,352 |
|
|
|
— |
|
|
|
— |
|
|
|
5,682,352 |
|
Federated Total Return Bond Fund |
|
|
1,101,829 |
|
|
|
— |
|
|
|
— |
|
|
|
1,101,829 |
|
Shares of registered investment companies |
|
|
— |
|
|
|
11,801,668 |
|
|
|
— |
|
|
|
11,801,668 |
|
John Hancock guaranteed interest accounts |
|
|
— |
|
|
|
— |
|
|
|
17,271 |
|
|
|
17,271 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investments |
|
$ |
6,792,404 |
|
|
$ |
11,801,668 |
|
|
$ |
17,271 |
|
|
$ |
18,611,343 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
10
UNIVEST CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Notes to Financial Statements
December 31, 2009 and 2008
The following tables provide a reconciliation of the beginning and ending balances for
measurements in hierarchy Level 3 at December 31, 2009 and 2008:
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Unrealized |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Gains relating |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Balance at |
|
|
Total |
|
|
to Instruments |
|
|
|
|
|
|
|
|
|
|
Balance at |
|
| |
|
December 31, |
|
|
Realized |
|
|
still held at the |
|
|
|
|
|
|
|
|
|
|
December 31, |
|
| |
|
2008 |
|
|
Gains |
|
|
Reporting Date |
|
|
Purchases |
|
|
Sales |
|
|
2009 |
|
John Hancock guaranteed
interest accounts |
|
$ |
17,271 |
|
|
$ |
676 |
|
|
$ |
1,483 |
|
|
$ |
41,295 |
|
|
$ |
(11,707 |
) |
|
$ |
49,018 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Level 3 assets |
|
$ |
17,271 |
|
|
$ |
676 |
|
|
$ |
1,483 |
|
|
$ |
41,295 |
|
|
$ |
(11,707 |
) |
|
$ |
49,018 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Unrealized |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
Gains relating |
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
Balance at |
|
|
Total |
|
|
to Instruments |
|
|
|
|
|
|
|
|
|
|
Balance at |
|
| |
|
December 31, |
|
|
Realized |
|
|
still held at the |
|
|
|
|
|
|
|
|
|
|
December 31, |
|
| |
|
2007 |
|
|
Gains |
|
|
Reporting Date |
|
|
Purchases |
|
|
Sales |
|
|
2008 |
|
John Hancock guaranteed
interest accounts |
|
$ |
462 |
|
|
$ |
112 |
|
|
$ |
138 |
|
|
$ |
16,559 |
|
|
$ |
— |
|
|
$ |
17,271 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Level 3 assets |
|
$ |
462 |
|
|
$ |
112 |
|
|
$ |
138 |
|
|
$ |
16,559 |
|
|
$ |
— |
|
|
$ |
17,271 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| (5) |
|
Parties-in-Interest Transactions |
At December 31, 2009 and 2008, the Plan had interest-bearing deposits with the Bank of
$170,081 and $8,223 respectively. In addition, the Plan holds common stock of the Corporation.
At December 31, 2009 and 2008, the Plan held 179,800 and 176,800 shares, respectively of the
Corporation’s common stock and the fair value of this common stock was $3,151,894 and
$5,682,352, respectively.
The Bank, a subsidiary of the Corporation, is the custodian of the Plan’s investments in the
common stock of the Corporation and the Federated Total Return Bond Fund.
The Plan has received a favorable determination letter from the Internal Revenue Service
(“IRS”) dated October 15, 2009, stating that the Plan and related trust is qualified under
Section 401(a) of the Internal Revenue Code (IRC); therefore, the related trust is exempt from
taxation. Although the Plan has been amended since receiving the determination letter, the
Plan administrator believes that the Plan is currently designed and being operated in
compliance with the applicable requirements of the IRC. Therefore, the Plan administrator
believes that the Plan is qualified and the related trust is tax-exempt. Accordingly, no
provision for income taxes was included in the accompanying financial statements.
| (7) |
|
Risks and Uncertainties |
The Plan has holdings in various investments including common stock of the Corporation,
registered investment companies, and guaranteed accounts sponsored by an insurance company.
These investments are exposed to various risks such as interest rate risk, market, and credit
risk. Due to the level of risk associated with these investments, it is at least reasonably
possible that changes in the values of investments will occur in the near term and that such
changes could materially affect participant account balances and the amounts recorded in the
statement of net assets available for benefits.
11
Supplemental
Schedule
UNIVEST CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Schedule H, Line 4i — Schedule of Assets (Held at End of Year)
December 31, 2009
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Identity of issue, borrower, |
|
Description of investment, including maturity date, |
|
|
|
Current |
|
| lessor or similar party |
|
rate of interest, collateral, par, or maturity value |
|
Cost |
|
Value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* Univest Corporation of Pennsylvania: |
|
|
|
|
|
|
|
|
|
|
|
|
*Univest
National Bank and Trust
Company Cash — Money Market
Account
|
|
|
|
|
|
|
|
**
|
|
$ |
170,081 |
|
*Univest Corporation of Pennsylvania
Common Stock
|
|
|
179,800 |
|
|
shares of common stock
|
|
**
|
|
|
3,151,894 |
|
*Federated Total Return Bond Fund
|
|
|
100,979 |
|
|
units of registered investment companies
|
|
**
|
|
|
1,097,643 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
John Hancock Registered Investment Companies: |
|
|
|
|
|
|
|
|
|
|
|
|
John Hancock Trust Money Market Fund
|
|
|
69,910 |
|
|
units of registered investment companies
|
|
**
|
|
|
913,883 |
|
John Hancock Lifecycle 2010
|
|
|
112 |
|
|
units of registered investment companies
|
|
**
|
|
|
1,136 |
|
John Hancock Lifecycle 2015
|
|
|
474 |
|
|
units of registered investment companies
|
|
**
|
|
|
4,688 |
|
John Hancock Lifecycle 2020
|
|
|
18,362 |
|
|
units of registered investment companies
|
|
**
|
|
|
178,386 |
|
John Hancock Lifecycle 2025
|
|
|
10,947 |
|
|
units of registered investment companies
|
|
**
|
|
|
103,341 |
|
John Hancock Lifecycle 2030
|
|
|
9,387 |
|
|
units of registered investment companies
|
|
**
|
|
|
87,215 |
|
John Hancock Lifecycle 2035
|
|
|
8,732 |
|
|
units of registered investment companies
|
|
**
|
|
|
81,577 |
|
John Hancock Lifecycle 2040
|
|
|
4,839 |
|
|
units of registered investment companies
|
|
**
|
|
|
45,169 |
|
John Hancock Lifecycle 2045
|
|
|
3,184 |
|
|
units of registered investment companies
|
|
**
|
|
|
29,694 |
|
John Hancock Lifestyle Conservative
|
|
|
1,557 |
|
|
units of registered investment companies
|
|
**
|
|
|
281,975 |
|
John Hancock Lifestyle Moderate
|
|
|
5,877 |
|
|
units of registered investment companies
|
|
**
|
|
|
944,335 |
|
John Hancock Lifestyle Balanced
|
|
|
15,175 |
|
|
units of registered investment companies
|
|
**
|
|
|
3,067,598 |
|
John Hancock Lifestyle Growth
|
|
|
10,352 |
|
|
units of registered investment companies
|
|
**
|
|
|
2,903,642 |
|
John Hancock Lifestyle Aggressive
|
|
|
1,725 |
|
|
units of registered investment companies
|
|
**
|
|
|
494,013 |
|
John Hancock Strategic Income
|
|
|
12,406 |
|
|
units of registered investment companies
|
|
**
|
|
|
119,662 |
|
John Hancock T. Rowe Price Spectrum Income
|
|
|
4,641 |
|
|
units of registered investment companies
|
|
**
|
|
|
135,780 |
|
John Hancock LM Partners Global High Yield
|
|
|
1,640 |
|
|
units of registered investment companies
|
|
**
|
|
|
46,460 |
|
John Hancock PIMCO Real Return
|
|
|
4,649 |
|
|
units of registered investment companies
|
|
**
|
|
|
75,369 |
|
John Hancock PIMCO Global Bond
|
|
|
5,973 |
|
|
units of registered investment companies
|
|
**
|
|
|
89,542 |
|
John Hancock PIMCO Total Return
|
|
|
28,260 |
|
|
units of registered investment companies
|
|
**
|
|
|
569,843 |
|
John Hancock Short-Term Federal
|
|
|
3,748 |
|
|
units of registered investment companies
|
|
**
|
|
|
74,542 |
|
John Hancock PIMCO All Asset
|
|
|
2,332 |
|
|
units of registered investment companies
|
|
**
|
|
|
38,991 |
|
John Hancock American Balanced Fund
|
|
|
6,421 |
|
|
units of registered investment companies
|
|
**
|
|
|
133,248 |
|
John Hancock Investment Company of America
|
|
|
919 |
|
|
units of registered investment companies
|
|
**
|
|
|
31,635 |
|
John Hancock BlackRock Global Allocation
|
|
|
2,049 |
|
|
units of registered investment companies
|
|
**
|
|
|
39,106 |
|
John Hancock Washington Mutual Investors
|
|
|
2,974 |
|
|
units of registered investment companies
|
|
**
|
|
|
94,966 |
|
John Hancock Mutual Beacon
|
|
|
3,015 |
|
|
units of registered investment companies
|
|
**
|
|
|
296,500 |
|
John Hancock Value Index Fund
|
|
|
2,375 |
|
|
units of registered investment companies
|
|
**
|
|
|
47,488 |
|
John Hancock T. Rowe Price Equity Income
|
|
|
8,458 |
|
|
units of registered investment companies
|
|
**
|
|
|
280,763 |
|
John Hancock Davis New York Venture
|
|
|
8,137 |
|
|
units of registered investment companies
|
|
**
|
|
|
210,275 |
|
John Hancock Mutual Global Discovery
|
|
|
9,465 |
|
|
units of registered investment companies
|
|
**
|
|
|
591,408 |
|
John Hancock The Growth Fund of America
|
|
|
31,456 |
|
|
units of registered investment companies
|
|
**
|
|
|
972,521 |
|
John Hancock Jennison Growth
|
|
|
186 |
|
|
units of registered investment companies
|
|
**
|
|
|
3,354 |
|
John Hancock Templeton World
|
|
|
208 |
|
|
units of registered investment companies
|
|
**
|
|
|
6,979 |
|
John Hancock BlackRock Large Value
|
|
|
3,869 |
|
|
units of registered investment companies
|
|
**
|
|
|
63,552 |
|
John Hancock MFS Utilities
|
|
|
15,185 |
|
|
units of registered investment companies
|
|
**
|
|
|
288,703 |
|
John Hancock Oppenheimer Global
|
|
|
234 |
|
|
units of registered investment companies
|
|
**
|
|
|
8,556 |
|
John Hancock RiverSource Mid Cap Value
|
|
|
7,977 |
|
|
units of registered investment companies
|
|
**
|
|
|
67,447 |
|
John Hancock Columbia Value & Restructuring
|
|
|
7,959 |
|
|
units of registered investment companies
|
|
**
|
|
|
376,368 |
|
John Hancock Mid-Cap Value Index Fund
|
|
|
86 |
|
|
units of registered investment companies
|
|
**
|
|
|
1,574 |
|
John Hancock EuroPacific Growth Fund
|
|
|
5,013 |
|
|
units of registered investment companies
|
|
**
|
|
|
258,805 |
|
John Hancock T. Rowe Price Health Sciences
|
|
|
1,983 |
|
|
units of registered investment companies
|
|
**
|
|
|
62,494 |
|
John Hancock Legg Partners Aggressive Growth
|
|
|
251 |
|
|
units of registered investment companies
|
|
**
|
|
|
10,056 |
|
John Hancock Franklin Small-Mid Growth
|
|
|
14 |
|
|
units of registered investment companies
|
|
**
|
|
|
534 |
|
13
Supplemental
Schedule
UNIVEST CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Schedule H, Line 4i — Schedule of Assets (Held at End of Year)
December 31, 2009
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Identity of issue, borrower, |
|
Description of investment, including maturity date, |
|
|
|
Current |
|
| lessor or similar party |
|
rate of interest, collateral, par, or maturity value |
|
Cost |
|
Value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
John Hancock AIM Small Cap Growth
|
|
|
5,683 |
|
|
units of registered investment companies
|
|
**
|
|
|
112,354 |
|
John Hancock Bridgeway Ultra-Small Company
|
|
|
488 |
|
|
units of registered investment companies
|
|
**
|
|
|
6,965 |
|
John Hancock American Century Vista
|
|
|
8,262 |
|
|
units of registered investment companies
|
|
**
|
|
|
254,322 |
|
John Hancock Davis Financial
|
|
|
329 |
|
|
units of registered investment companies
|
|
**
|
|
|
12,983 |
|
John Hancock Small Cap Growth Index
|
|
|
2,414 |
|
|
units of registered investment companies
|
|
**
|
|
|
40,782 |
|
John Hancock DFA U.S. Small Cap Fund
|
|
|
22,151 |
|
|
units of registered investment companies
|
|
**
|
|
|
417,387 |
|
John Hancock Small Cap Value Index
|
|
|
78 |
|
|
units of registered investment companies
|
|
**
|
|
|
1,095 |
|
John Hancock DFA International Value
|
|
|
2,597 |
|
|
units of registered investment companies
|
|
**
|
|
|
49,769 |
|
John Hancock T. Rowe Price Science &
Technology
|
|
|
1,160 |
|
|
units of registered investment companies
|
|
**
|
|
|
44,413 |
|
John Hancock Oppenheimer Developing Markets
|
|
|
2,815 |
|
|
units of registered investment companies
|
|
**
|
|
|
150,877 |
|
John Hancock Energy
|
|
|
4,637 |
|
|
units of registered investment companies
|
|
**
|
|
|
380,659 |
|
John Hancock Royce Opportunity
|
|
|
3,576 |
|
|
units of registered investment companies
|
|
**
|
|
|
53,281 |
|
John Hancock International Growth
|
|
|
478 |
|
|
units of registered investment companies
|
|
**
|
|
|
9,983 |
|
John Hancock DFA Emerging Markets Value
|
|
|
4,514 |
|
|
units of registered investment companies
|
|
**
|
|
|
185,413 |
|
John Hancock Mid-Cap Growth Index Fund
|
|
|
115 |
|
|
units of registered investment companies
|
|
**
|
|
|
2,178 |
|
John Hancock Investment Qual Bond Fund
|
|
|
5,534 |
|
|
units of registered investment companies
|
|
**
|
|
|
116,334 |
|
John Hancock Total Bond Market Fund
|
|
|
377 |
|
|
units of registered investment companies
|
|
**
|
|
|
5,747 |
|
John Hancock 500 Index Fund
|
|
|
390 |
|
|
units of registered investment companies
|
|
**
|
|
|
245,043 |
|
John Hancock Optimized Value Fund
|
|
|
46 |
|
|
units of registered investment companies
|
|
**
|
|
|
3,649 |
|
John Hancock Large Cap Fund
|
|
|
1,798 |
|
|
units of registered investment companies
|
|
**
|
|
|
23,033 |
|
John Hancock All Cap Value Fund
|
|
|
1,100 |
|
|
units of registered investment companies
|
|
**
|
|
|
18,521 |
|
John Hancock Capital Appreciation Fund
|
|
|
555 |
|
|
units of registered investment companies
|
|
**
|
|
|
5,663 |
|
John Hancock Total Stock Market Index Fund
|
|
|
9,997 |
|
|
units of registered investment companies
|
|
**
|
|
|
118,593 |
|
John Hancock Blue Chip Growth Fund
|
|
|
5,575 |
|
|
units of registered investment companies
|
|
**
|
|
|
121,271 |
|
John Hancock Mid Cap Index Fund
|
|
|
13,440 |
|
|
units of registered investment companies
|
|
**
|
|
|
268,720 |
|
John Hancock Mid Value Fund
|
|
|
10,264 |
|
|
units of registered investment companies
|
|
**
|
|
|
148,634 |
|
John Hancock Optimized All Cap Fund
|
|
|
2,326 |
|
|
units of registered investment companies
|
|
**
|
|
|
39,389 |
|
John Hancock Small Cap Opportunities Fund
|
|
|
15 |
|
|
units of registered investment companies
|
|
**
|
|
|
271 |
|
John Hancock Small Cap Value Fund
|
|
|
1,248 |
|
|
units of registered investment companies
|
|
**
|
|
|
28,983 |
|
John Hancock Real Estate Securities Fund
|
|
|
5,552 |
|
|
units of registered investment companies
|
|
**
|
|
|
214,084 |
|
John Hancock All Cap Growth Fund
|
|
|
120 |
|
|
units of registered investment companies
|
|
**
|
|
|
1,907 |
|
John Hancock Small Cap Growth Fund
|
|
|
110 |
|
|
units of registered investment companies
|
|
**
|
|
|
1,205 |
|
John Hancock International Equity Index Fund
|
|
|
6,424 |
|
|
units of registered investment companies
|
|
**
|
|
|
95,716 |
|
John Hancock Mid Cap Stock Fund
|
|
|
216 |
|
|
units of registered investment companies
|
|
**
|
|
|
3,571 |
|
John Hancock International Value Fund
|
|
|
2,784 |
|
|
units of registered investment companies
|
|
**
|
|
|
54,457 |
|
John Hancock Small Cap Index Fund
|
|
|
1,123 |
|
|
units of registered investment companies
|
|
**
|
|
|
17,990 |
|
John Hancock Science & Technology Fund
|
|
|
321 |
|
|
units of registered investment companies
|
|
**
|
|
|
5,219 |
|
John Hancock International Opportunities Fund
|
|
|
1,503 |
|
|
units of registered investment companies
|
|
**
|
|
|
23,630 |
|
John Hancock International Small Cap Fund
|
|
|
71 |
|
|
units of registered investment companies
|
|
**
|
|
|
1,865 |
|
Total John Hancock Registered Investments
Companies
|
|
|
|
|
|
|
|
**
|
|
|
17,419,129 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
John Hancock Guaranteed Interest Account — 3 Year
|
|
|
|
|
|
3 year term maturing on 12/31/2009 with
a stated rate of 0.15%
|
|
**
|
|
|
491 |
|
John Hancock Guaranteed Interest Account — 3 Year
|
|
|
|
|
|
3 year term maturing on 12/31/2010 with
a stated rate of 0.15%
|
|
**
|
|
|
280 |
|
John Hancock Guaranteed Interest Account — 3 Year
|
|
|
|
|
|
3 year term maturing on 12/31/2011 with
a stated rate of 0.15%
|
|
**
|
|
|
42,290 |
|
John Hancock Guaranteed Interest Account — 5 Year
|
|
|
|
|
|
5 year term maturing on 12/31/2012 with
a stated rate of 0.80%
|
|
**
|
|
|
1 |
|
14
Supplemental
Schedule
UNIVEST CORPORATION OF PENNSYLVANIA
DEFERRED SALARY SAVINGS PLAN
Schedule H, Line 4i — Schedule of Assets (Held at End of Year)
December 31, 2009
| |
|
|
|
|
|
|
|
|
|
|
|
|
| Identity of issue, borrower, |
|
Description of investment, including maturity date, |
|
|
|
Current |
|
| lessor or similar party |
|
rate of interest, collateral, par, or maturity value |
|
Cost |
|
Value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
John Hancock Guaranteed Interest Account — 10 Year
|
|
|
|
|
|
10 year term maturing on 12/31/2017
with a stated rate of 1.40%
|
|
**
|
|
|
5,954 |
|
John Hancock Guaranteed Interest Account — 10 Year
|
|
|
|
|
|
10 year term maturing on 12/31/2018
with a stated rate of 1.40%
|
|
**
|
|
|
2 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total John Hancock Guaranteed Interest Accounts
|
|
|
|
|
|
|
|
**
|
|
|
49,018 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Total John Hancock Investments
|
|
|
|
|
|
|
|
**
|
|
|
17,468,146 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total Investments
|
|
|
|
|
|
|
|
**
|
|
$ |
21,887,765 |
|
|
|
|
|
|
|
|
|
|
|
|
|
| |
|
|
| * |
|
Indicates party in interest to the Plan |
| |
| ** |
|
Cost is not required for participant-directed investments |
See accompanying Report of Independent Registered Public Accounting Firm.
15
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees have duly caused
this Form 11-K Annual Report to be signed on its behalf by the undersigned, thereunto duly
authorized.
| |
|
|
|
|
| |
Univest Corporation of Pennsylvania Deferred Salary Savings Plan
(Name of Plan)
DEFERRED SALARY SAVINGS PLAN COMMITTEE
|
|
| |
By: |
/s/ William S. Aichele
|
|
| |
|
William S. Aichele, Trustee |
|
| |
|
|
|
| |
June 25, 2010
16
EXHIBIT INDEX
| |
|
|
|
|
| Exhibit No. |
|
Description of Document |
| |
|
|
|
|
| |
23.1 |
|
|
Consent of Independent Registered Public Accounting Firm |
17