NOTE 8 – EMPLOYEE BENEFIT PLANS

The Company has a defined contributory profit-sharing plan which includes provisions of a 401(k) plan. The plan

permits employees to make pre-tax contributions up to 15% of the employee’s compensation, not to exceed the limits set by the Internal Revenue Service. The amount of contributions to the plan, including matching contributions, is at the discretion of the Board of Directors. All employees over the age of 21 are eligible to participate in the plan and receive Company contributions after one year of employment. Eligible employees are able to contribute to the Plan at the beginning of the first quarterly period after their date of employment. Employee contributions vest immediately, and any Company contributions are fully vested after five years. The Company’s contributions are expensed as the cost is incurred, funded currently, and amounted to $738,000 and $605,000 for the years ended December 31, 2018 and 2017, respectively.

The Company has several non-qualified supplemental executive retirement plans for the benefit of certain executive officers and former officers. At December 31, 2018 and 2017, other liabilities include $3,362,000 and $3,360,000 accrued under the Plan. Compensation expense includes approximately $434,000 and $301,000 relating to the supplemental executive retirement plan for 2018 and 2017, respectively. To fund the benefits under this plan, the Company is the owner of single premium life insurance policies on participants in the non-qualified retirement plan. At December 31, 2018 and 2017, the cash value of these policies was $37,932,000 and $37,060,000, respectively.

The Company provides postretirement benefits in the form of split-dollar life arrangements to employees who meet the eligibility requirements. The net periodic postretirement benefit expense included in salaries and employee benefits was $149,000 and $168,000 for the years ended December 31, 2018 and 2017, respectively.

FASB authoritative guidance on accounting for deferred compensation and postretirement benefit aspects of endorsement split-dollar life insurance arrangements requires the recognition of a liability and related compensation expense for endorsement split-dollar life insurance that provides a benefit to an employee that extends to postretirement periods. The life insurance policies purchased for the purpose of providing such benefits do not effectively settle an entity’s obligation to the employee. Accordingly, the entity must recognize a liability and related compensation expense during the employee’s active service period based on the future cost of insurance to be incurred during the employee’s retirement. This expense is included in the SERP plan expense for 2018 discussed above. If the entity has agreed to provide the employee with a death benefit, then the liability for the future death benefit should be recognized by following the FASB authoritative guidance on employer’s accounting for postretirement benefits other than pensions. The accumulated postretirement benefit obligation was $1,291,000 and $1,142,000 at December 31, 2018 and 2017, respectively.

Through its acquisition of Delaware, the Company also has certain director fee deferral and continuation plans. These plans allowed directors to defer director fees and provide a benefit payment for a period of five to fifteen years. The Company expensed $6,000 and $9,000 under these plans in 2018 and 2017, respectively. At December 31, 2018 and 2017, the liability under these plans was $249,000 and $331,000, respectively.

Certain key executives have change in control agreements with the Company. These agreements provide certain potential benefits in the event of termination of employment following a change in control.

The Company participates in the Pentegra Mulitemployer Defined Benefit Pension Plan (EIN 13-5645888 and Plan # 333) as a result of its acquisition of North Penn. As of December 31, 2018 and 2017, the Company’s Plan was 91.4% and 89.0% funded, respectively, and total contributions made are not more than 5% of the total contributions to the Plan. The Company’s expense related to the Plan was $46,000 in 2018 and 2017. During the plan years ending December 31, 2018 and 2017, the Company made a contribution of $46,000 for each year.

As a result of its acquisition of Delaware, the Company is a member of the New York State Bankers Retirement System. Substantially all full-time employees who were former employees of Delaware are covered under this defined benefit pension plan (the “Delaware Plan”). The Company’s funding policy is to contribute at least the minimum required contribution annually. Pension cost is computed using the projected unit credit actuarial cost method. Effective December 31, 2012, the Delaware Plan was closed to new participants and accrued benefits were frozen.

The following table sets forth the projected benefit obligation and change in plan assets for the Delaware Plan at December 31:



(in Thousands of Dollars)		2018		2017

Change in projected benefit obligation:

Projected benefit obligation at beginning of year	$	(8,465)	$	(8,084)
Service cost		(64)		(68)
Interest cost		(279)		(303)
Actuarial gain (loss)		1,040		(587)
Benefits paid		582		577
Benefit obligation at end of year	$	(7,186)	$	(8,465)

Change in plan assets:

Fair value of plan assets at beginning of year	$	7,110	$	6,702
Actual return on plan assets		(401)		981
Benefits paid		(573)		(573)
Fair value of assets at end of year		6,136		7,110
Funded status at end of year	$	(1,050)	$	(1,355)

The Delaware Plan paid $582,000 and $577,000 in benefit payments in 2018 and 2017, respectively. Estimated benefit payments under the Delaware Plan are expected to be approximately $510,000, $498,000, $486,000, $487,000 and $472,000 for the next five years. Payments are expected to be approximately $2,233,000 in total for the five-year period ending December 31, 2028. The Company was not required to make any contributions to the Delaware Plan in 2018 or 2017. The increase in the projected discount rate contributed approximately $900,000 to the overall increase in the projected benefit obligation for the year ended December 31, 2018.

The accumulated benefit obligation for the Delaware Plan was $7,186,000 and $8,465,000 at December 31, 2018 and 2017, respectively.

The following table sets forth the amounts recognized in accumulated other comprehensive income for the years ended December 31 (in thousands):


		2018		2017
Transition asset	$	-	$	-
Prior service credit		-		-
Gain		207		473
Total	$	207	$	473

Net pension cost (income) included the following components (in thousands):



		2018		2017

Service cost benefits earned during the period	$	64	$	68
Interest cost on projected benefit obligation		279		303
Actual return on assets		(441)		(416)
Net amortization and deferral		-		-

NET PERIODIC PENSION COST	$	(98)	$	(45)

The weighted average assumptions used to determine the benefit obligation at December 31 are as follows:



	2018		2017

Discount rate	4.54	%	3.43	%

The weighted average assumptions used to determine the net periodic pension cost at December 31 are as follows:



	2018		2017

Discount rate	3.43	%	3.90	%
Expected long-term return on plan assets	6.50	%	6.50	%
Rate of compensation increase	0.00	%	0.00	%

The expected long-term return on plan assets was determined based upon expected returns on individual asset types included in the asset portfolio.

The Delaware Plan’s weighted-average asset allocations at December 31, by asset category, are as follows:



	2018		2017

Cash equivalents	4.2	%	6.4	%
Equity securities	46.1	%	50.2	%
Fixed income securities	45.8	%	40.2	%
Other	3.9	%	3.2	%
	100.0	%	100.0	%

The Delaware Plan’s overall investment strategy is to achieve a mix of approximately 97 percent of investments for long-term growth and 3 percent for near-term benefit payments with a wide diversification of asset types, fund strategies, and fund managers. The target allocation for the Delaware Plan assets is 0 to 20 percent cash equivalents, 40 to 60 percent equity securities, 40 to 60 percent fixed income securities, and 0 to 5 percent other. Cash equivalents consist primarily of government issues and short-term investment funds. Equity securities primarily include investments in common stock, depository receipts, preferred stock, and real estate investment trusts. Fixed income securities include corporate bonds, government issues, mortgage-backed securities, municipals, and other asset backed securities.

The fair value of the Delaware Plan’s assets, by asset category, is as follows:



		December 31, 2018
				Quoted Market		Other
				Price in		Observable		Unobservable
				Active Markets		Inputs		Inputs
		Total		(Level 1)		(Level 2)		(Level 3)
	(in thousands of dollars)

Cash equivalents:
Cash (including foreign currencies)		$	6	$	6	$	-	$	-
Equity securities:
Common stock			2,475		2,475		-		-
Depository receipts			42		42		-		-
Preferred stock			20		20		-		-
Fixed income securities:
Corporate bonds			608		-		608		-
Government issue			2,228		-		2,228		-
Collateralized mortgage obligations			156		-		156		-
Other			601		-		-		601
Total		$	6,136	$	2,543	$	2,992	$	601




		December 31, 2017
				Quoted Market		Other
				Price in		Observable		Unobservable
				Active Markets		Inputs		Inputs
		Total		(Level 1)		(Level 2)		(Level 3)
	(in thousands of dollars)

Cash equivalents:
Cash (including foreign currencies)		$	70	$	70	$	-	$	-
Short-term investment funds			19		-		19		-
Equity securities:
Common stock			1,401		1,401		-		-
Depository receipts			35		35		-		-
Commingled Pension Trust Fund			2,203		-		2,203		-
Preferred stock			31		31		-		-
Fixed income securities:
Corporate bonds			296		-		296		-
Government issue			992		-		992		-
Mortgage-backed securities			6		-		6		-
Collateralized mortgage obligations			56		-		56		-
Commingled Pension Trust Fund			1,746		-		1,746		-
Other			255		-		-		255
Total		$	7,110	$	1,537	$	5,318	$	255

The following table sets forth a summary of the changes in the Level 3 assets for the year ended December 31, 2018 and 2017 (in thousands of dollars):



		2018		2017

Balance, January 1	$	255	$	283
Purchase		-		-
Unrealized gain (loss)		346		(28)
Balance, December 31	$	601	$	255