2019-08-01T16:51:26-05:00 2018-12-31 382492570 DOEREN MAYHEW 12060 S W 129TH COURT STE 201 MIAMI FL 331864582 990 2018-01-01 231278971 UTILITIES EMPLOYEES CREDIT UNION UTIL 6109274000 PO BOX 14864 READING PA 19612 PHILLIP GEIGER CPA VICE PRESIDENT/CFO 6109274000 2019-08-01 1 DOUGLAS J ORTH P01076394 3052328272 104.11.88.150 2019-08-01 10:54:17 ED P DA39A3EE5E6B4B0D3255BFEF95601890AFD80709 A7DB26C3BB201601930FCFA0C4651552B54C26A2 2018 2019-02-21 02:37:17Z BRET KREVOLIN PO BOX 14864 READING PA 19612 56847950 0 X WWW.UECU.ORG X 1934 PA UECU IS A NOT-FOR-PROFIT COOPERATIVE FINANCIAL INSTITUTION, OWNED BY ITS MEMBERS, OPERATED FOR PURPOSE OF PROMOTING THRIFT, PROVIDING CREDIT AT REASONABLE RATES AND PROVIDING OTHER FINANCIAL SERVICES TO OUR MEMBERS. 8 7 99 10 0 0 0 0 16633220 19249042 15707795 17760723 0 0 32341015 37009765 0 0 0 0 8901782 8582315 0 0 0 16175774 18270927 25077556 26853242 7263459 10156523 1179762569 1168856224 1020035301 1006907471 159727268 161948753 UECU IS A NOT-FOR-PROFIT COOPERATIVE FINANCIAL INSTITUTION, OWNED BY ITS MEMBERS, OPERATED FOR THE PURPOSE OF PROMOTING THRIFT, PROVIDING CREDIT AT REASONABLE RATES AND PROVIDING OTHER FINANCIAL SERVICES TO OUR MEMBERS. 0 0 CREDIT UNIONS ARE COOPERATIVE SAVINGS AND CREDIT ASSOCIATIONS INCORPORATED FOR THE PURPOSE OF PROMOTING THRIFT AMONG ITS MEMBERS, CREATING A SOURCE OF CREDIT FOR SUCH MEMBERS AT REASONABLE RATES OF INTEREST AND PROVIDING AN OPPORTUNITY FOR ITS MEMBERS TO USE AND CONTROL THEIR OWN MONEY ON A DEMOCRATIC BASIS IN ORDER TO IMPROVE THEIR ECONOMIC AND SOCIAL CONDITIONS. 0 0 0 0 0 0 0 0 0 1 0 0 0 1 1 0 1 0 0 0 0 0 0 0 0 0 0 0 1 0 0 0 0 0 0 0 0 0 0 1 0 0 0 1 23911 0 1 99 1 0 0 0 0 0 0 0 0 X 8 7 0 0 0 0 1 1 1 1 1 0 0 1 1 1 1 1 1 1 1 0 X PHILLIP GEIGER VPCFO 6109274060 11 MERIDIAN BOULEVARD WYOMISSING PA 19610 RICHARD R BENSON DIRECTOR 1.00 X 0 0 0 JOE DEANE DIRECTOR 1.00 X 0 0 0 AMY J FLEISCHMAN DIRECTOR 1.00 X 0 0 0 DANIEL M FURLONG CHAIRPERSON 1.00 X 0 0 0 ANDREW KOEHLER DIRECTOR 1.00 X 0 0 0 ALAN R METZLER V. CHAIRPERSON 1.00 X 0 0 0 BRET H KREVOLIN PRESIDENT/CEO 50.00 X X 447400 0 48002 THOMAS O'BRIEN DIRECTOR 1.00 X 0 0 0 PHILLIP GEIGER VP/CFO 50.00 X 166177 0 21830 ROBERT HALL INVESTMENT OFFICER 50.00 X 190822 0 -12386 JOHN ACANFORA VP OF IT AND OPERATIONS 50.00 X 186987 0 16654 MICHAEL MALONE VP OF LENDING 50.00 X 201372 0 11426 TERRANCE LARKIN VP OF MEMBER EXPERIENCE 50.00 X 169675 0 15493 KENNETH HEYDT FINANCE MANAGER/CONTROLLER 50.00 X 142916 0 15385 RICKY MINJOCK LENDING MANAGER 50.00 X 129213 0 19407 KENNETH STAVARSKI COMPLIANCE OFFICER 50.00 X 126620 0 8404 MARY ELLEN CLARK DEPOSIT/CARD SERVICE/PROJE 50.00 X 137872 0 8378 ANDREW SINGERLING IT MANAGER 50.00 X 123270 0 -4647 PATRICIA A ZYMA FORMER PRESIDENT/CEO 50.00 X 779974 0 102343 2802298 0 250289 15 1 1 0 GIFTCERTIFICATESCOM 11510 BLONDO STREET OMAHA NE 68164 VANTAGE POINTS REWARDS PROGRAM 415921 JACK HENRY AND ASSOCIATES PO BOX 609 MONETT MO 65708 CORE SYSTEM 348249 IDSCOM 747 E WHITCOMB AVENUE MADISON HEIGHTS WI 48071 STATEMENT PROCESSING 314628 PENNSYLVANIA DEPARTMENT OF BANKING AND S 17 N SECOND ST HARRISBURG PA 17101 REGULATORY OVERSIGHT 243503 WILSON SCHOOL DISTRICT 2601 GRANDVIEW BLVD WEST LAWN PA 19609 REAL ESTATE TAXES 146774 8 INCOME ON LOANS 522100 14383808 14383808 FEES/CHARGES/OTHER 522100 4865234 4865234 19249042 17189010 17189010 20409898 19838185 571713 571713 571713 37009765 37009765 0 0 X 1463452 5598971 142681 840733 536478 78933 41733 49199 644 247981 1257200 507743 630214 311472 7007 5494 11552517 551197 81846 DEBIT/CC EXPENSES 893013 PROVISION FOR LOAN LOSS 710000 LOAN SERVICING 510238 BANK DEPT. FEES 243503 590993 26853242 36712 70643 24014985 25737386 559888 849090 307432561 334451279 716658 691668 15698761 5379883 10539336 10318878 815753130 776163667 929870 939794 500999 450899 19278430 19182920 1179762569 1168856224 6297999 5770868 1013737302 1001136603 1020035301 1006907471 X 0 0 0 0 159727268 161948753 159727268 161948753 1179762569 1168856224 X 10156523 -6758970 -1176068 X X 0 1 X 1 0 0 3161950 3161950 9317879 2656008 6661871 3218932 2723875 495057 10318878 SHARE DRAFT 53144736 MONEY MARKET SAVINGS 610037974 REGULAR SHARES 174056239 IRA SHARES 56059884 CERTIFICATES OF DEPOSIT 107837770 1001136603 X 37009765 0 37009765 0 37009765 26853242 0 26853242 0 26853242 PART X, LINE 2: THE CREDIT UNION IS EXEMPT FROM MOST FEDERAL, STATE, AND LOCAL TAXES UNDER THE PROVISIONS OF THE INTERNAL REVENUE CODE AND STATE TAX LAWS. THE INCOME TAXES TOPIC OF THE FASB ASC CLARIFIES ACCOUNTING FOR UNCERTAINTY IN INCOME TAXES REPORTED IN THE CONSOLIDATED FINANCIAL STATEMENTS. THE INTERPRETATION PROVIDES CRITERIA FOR ASSESSMENT OF INDIVIDUAL TAX POSITIONS AND A PROCESS FOR RECOGNITION AND MEASUREMENT OF UNCERTAIN TAX POSITIONS. TAX POSITIONS ARE EVALUATED ON WHETHER THEY MEET THE "MORE LIKELY THAN NOT" STANDARD FOR SUSTAINABILITY ON EXAMINATION BY TAX AUTHORITIES. THE CREDIT UNION IS A STATE-CHARTERED CREDIT UNION AS DEFINED IN INTERNAL REVENUE CODE (IRC) SECTION 501(C)(14). AS SUCH, THE CREDIT UNION IS EXEMPT FROM FEDERAL TAXATION OF INCOME DERIVED FROM THE PERFORMANCE OF ACTIVITIES DIRECTLY RELATED TO ITS EXEMPT PURPOSES. HOWEVER, IRC SECTION 511 IMPOSES A TAX ON THE UNRELATED BUSINESS INCOME (UBI) DERIVED BY STATE-CHARTERED CREDIT UNIONS. BEGINNING IN MARCH 2008, THE INTERNAL REVENUE SERVICE (IRS) RELEASED TECHNICAL ADVICE MEMORANDUMS (TAMS) TO SPECIFIC STATE-CHARTERED CREDIT UNIONS SPECIFYING THE REVENUE SOURCES SUBJECT TO UNRELATED BUSINESS INCOME TAX (UBIT). UBI MAY ALSO BE SUBJECT TO TAX IN CERTAIN STATES. MANAGEMENT HAS ASSESSED THE CREDIT UNION'S ACTIVITIES AND ANY POTENTIAL FEDERAL OR STATE INCOME TAX LIABILITY AND DETERMINED THAT THE CREDIT UNION HAS NO UNCERTAIN TAX POSITIONS THAT QUALIFY FOR EITHER RECOGNITION OF DISCLOSURE IN THE CONSOLIDATED FINANCIAL STATEMENTS. ADDITIONALLY, NO INTEREST AND PENALTIES HAVE BEEN RECORDED IN THE ACCOMPANYING CONSOLIDATED FINANCIAL STATEMENTS RELATED TO UNCERTAIN TAX POSITIONS. CURRENTLY, THE 2017, 2016, AND 2015 FEDERAL INCOME TAX RETURNS ARE OPEN FOR EXAMINATION BY THE IRS. THE FILING YEARS OPEN FOR EXAMINATION BY THE STATE, IF APPLICABLE, MAY BE EQUAL TO, GREATER THAN OR LESS THAN THE YEARS OPEN FOR EXAMINATION BY THE IRS. THE CREDIT UNION'S WHOLLY-OWNED SUBSIDIARY IS ORGANIZED AS A LIMITED LIABILITY COMPANY. AS SUCH, THE SUBSIDIARY'S TAXABLE INCOME OR LOSS IS PASSED THROUGH TO THE CREDIT UNION. DURING THE YEARS ENDED DECEMBER 31, 2018 AND 2017, THE CREDIT UNION DID NOT RECOGNIZE ANY UNRELATED BUSINESS INCOME TAX LIABILITIES OR BENEFITS. X X X 0 1 0 BRET H KREVOLIN PRESIDENT/CEO 335656 0 111744 0 0 0 22000 0 26002 0 495402 0 0 0 PHILLIP GEIGER VP/CFO 151177 0 15000 0 0 0 12762 0 9068 0 188007 0 0 0 ROBERT HALL INVESTMENT OFFICER 165838 0 19701 0 5283 0 -22278 0 9892 0 178436 0 0 0 JOHN ACANFORA VP OF IT AND OPERATIONS 107349 0 63788 0 15850 0 6904 0 9750 0 203641 0 0 0 MICHAEL MALONE VP OF LENDING 159454 0 41918 0 0 0 1898 0 9528 0 212798 0 0 0 TERRANCE LARKIN VP OF MEMBER EXPERIENCE 148480 0 17301 0 3894 0 8254 0 7239 0 185168 0 0 0 KENNETH HEYDT FINANCE MANAGER/CONTROLLER 122627 0 14838 0 5451 0 -291 0 15676 0 158301 0 0 0 PATRICIA A ZYMA FORMER PRESIDENT/CEO 8869 0 247845 0 523260 0 94443 0 7900 0 882317 0 0 0 PART I LINE 4B THE CREDIT UNION AND ITS FORMER PRESIDENT/CEO, PATRICIA A ZYMA, WERE PARTIES TO AN EMPLOYMENT AGREEMENT DATED OCTOBER 1, 2014, WHICH PROVIDED FOR A PAYMENT UNDER A PERFORMANCE-BASED RETENTION PLAN UPON COMPLETION OF THE REQUIRED EMPLOYMENT AND ACHIEVEMENT OF SPECIFIED CRITERIA. THIS BENEFIT WHICH EQUATED $500,000 WAS PAID OUT IN EARLY 2018. PART II, COLUMN C RETIREMENT AND OTHER DEFERRED COMPENSATION INCLUDED THE CHANGE IN THE ACTUARIAL PRESENT VALUE OF PENSION BENEFITS FOR THOSE PARTICIPATING IN THE CREDIT UNION'S NONCONTRIBUTORY DEFINED BENEFIT PENSION PLAN ("THE PLAN"). THE PLAN COVERS SUBSTANTIALLY ALL EMPLOYEES WHO WERE HIRED BEFORE DECEMBER 31, 2009. MR. ACANFORA, MR. KREVOLIN, AND MR. GEIGER WERE HIRED AFTER THAT DATE AND, THEREFORE, ARE NOT COVERED UNDER THE PLAN. ACTUAL BENEFITS PAYABLE UNDER THIS PLAN WERE FROZEN JANUARY 1, 2013 AND NO FUTURE SERVICE AND SALARY INCREASE BENEFITS CAN BE EARNED BY PARTICIPANTS AFTER THAT DATE. FORM 990, PART VI, SECTION A, LINE 6 UECU IS A NOT-FOR-PROFIT COOPERATIVE FINANCIAL INSTITUTION, OWNED BY ITS MEMBERS, OPERATED FOR THE PURPOSE OF PROMOTING THRIFT, PROVIDING CREDIT AT REASONABLE RATES, AND PROVIDING OTHER FINANCIAL SERVICES TO ITS MEMBERS. FORM 990, PART VI, SECTION A, LINE 7A THE MEMBERS OWN THE ORGANIZATION AND ELECT ALL MEMBERS OF THE GOVERNING BODY. FORM 990, PART VI, SECTION A, LINE 7B THERE IS NO SPECIFIC CLASS FOR ANY MEMBER. EACH MEMBER HAS EQUAL VOTING RIGHTS WHEN MAKING DECISIONS. DECISIONS THAT REQUIRE APPROVAL INCLUDE AMENDMENT OF BYLAWS AND ELECTION OF OFFICIALS (BOARD OF DIRECTORS). FORM 990, PART VI, SECTION B, LINE 11B FORM 990 IS PREPARED BY AN INDEPENDENT PUBLIC ACCOUNTANT. THE FORM 990 WAS REVIEWED BY THE CONTROLLER, CFO, AND CEO. IN ADDITION, THE ADMINISTRATIVE COMMITTEE OF THE BOARD OF DIRECTORS REVIEWS THE FORM PRIOR TO FILING. FORM 990, PART VI, SECTION B, LINE 12C BUSINESS ETHICS POLICY PROVIDED AND REVIEWED WITH NEW EMPLOYEES AND VOLUNTEERS (BOARD OF DIRECTORS AND SUPERVISORY COMMITTEE). ON AN ANNUAL BASIS, EACH EMPLOYEE AND VOLUNTEER MUST FILE A STATEMENT ACKNOWLEDGING RECEIPT OF THE MOST RECENT POLICY AND COMPLIANCE WITH THE POLICY. THE AFFIRMATION IS MAINTAINED BY THE CREDIT UNION'S IN-HOUSE LEGAL COUNSEL. THE PRESIDENT/CEO HAS AUTHORITY TO RESOLVE QUESTIONS DEALING WITH CONFLICTS OF INTEREST. SUSPECTED CONFLICTS MAY ALSO BE REPORTED TO THE CREDIT UNION'S SUPERVISORY COMMITTEE. FORM 990, PART VI, SECTION B, LINE 15 THE ADMINISTRATIVE COMMITTEE OF THE BOARD OF DIRECTORS ANNUALLY REVIEWS AND APPROVES THE CEO'S SALARY AND INCENTIVE COMPENSATION PROGRAM/PAYMENT. THE COMMITTEE ALSO ASSISTS THE CEO IN EVALUATING THE MARKET AND ESTABLISHING COMPENSATION PACKAGES FOR THE EXECUTIVE MANAGEMENT TEAM. THE COMMITTEE EMPLOYS THE SERVICES OF AN INDEPENDENT COMPENSATION CONSULTANT IN FULFILLING ITS RESPONSIBILITIES. THE CONSULTANT PROVIDES AN ANNUAL EXECUTIVE COMPENSATION UPDATE THAT ALLOWS THE COMMITTEE TO MONITOR TRENDS IN THE CREDIT UNION INDUSTRY TO ENSURE THE CEO AND EXECUTIVE TEAM COMPENSATION REMAIN IN AN APPROPRIATE RELATIONSHIP TO THE MARKET, IN ACCORDANCE WITH THE CREDIT UNION'S COMPENSATION PHILOSOPHY. FORM 990, PART VI, SECTION C, LINE 19 THE CREDIT UNION'S ANNUAL REPORT IS PUBLISHED ON THE ORGANIZATION'S WEBSITE. COPIES ARE ALSO MADE AVAILABLE TO MEMBERS, UPON REQUEST. ADDITIONALLY, THE QUARTERLY CALL REPORT IS AVAILABLE FOR PUBLIC VIEWING ON NCUA.GOV. THE CREDIT UNION'S GOVERNING DOCUMENTS AND CONFLICT OF INTEREST POLICY ARE AVAILABLE UPON REQUEST. FORM 990, PART IX, LINE 24E ATM EXPENSES 227,930. MAINTENANCE/REPAIRS 201,959. MISCELLANEOUS EXP 161,104. FORM 990, PART XI, LINE 9: NET CHANGE IN DEFINED BENEFIT PENSION PLAN -639,614. NET CHANGE IN POST-RETIREMENT HEALTHCARE PLAN 35,259. RECLASSFICATION ADJUSTMENT FOR NET INVESTMENT GAINS INCLUDED IN NET INCOME -571,713. FORM 990, PART XII, LINE 2C: THERE WERE NO CHANGES IN THE PROCESS OF THE COMMITTEE THAT ASSUMES RESPONSIBILITY OF THE OVERSIGHT OF THE AUDIT AND SELECTION OF THE INDEPENDENT AUDITOR. ADVANTAGE FINANCIAL SERVICES LLC 11 MERIDIAN BLVD WYOMISSING PA 19610 271678918 CLERICAL, PROFESSIONAL & MANAGEMENT SERVICES PA 1 306 UTILITIES EMPLOYEES CU