RUMSON-FAIR HAVEN BANK & TRUST COMPANY ... - Liberty Online

RUMSON-FAIR HAVEN BANK & TRUST COMPANY
20 Bingham Avenue
Rumson, New Jersey 07760
PROXY STATEMENT
Dated March 18, 2011
GENERAL PROXY STATEMENT INFORMATION
This proxy statement and the accompanying form of proxy are being furnished in
connection with the solicitation by the Board of Directors (the “Board” or “Board of Directors”)
of Rumson-Fair Haven Bank & Trust Company (the “Bank”) of proxies for use at the Annual
Meeting of Stockholders of the Bank (the “Annual Meeting”), to be held at the Salt Creek Grille,
located at 4 Bingham Avenue, Rumson, New Jersey, on Wednesday, April 27, 2011 at 6:00 p.m.
The business expected to be voted upon at the Annual Meeting is the election of the eleven (11)
nominees named in this proxy statement to serve as directors for the term specified herein, the
proposal to approve the adoption of the Rumson-Fair Haven Bank & Trust Company 2011
Employee Stock Option and Equity Incentive Plan and the Rumson-Fair Haven Bank & Trust
Company 2011 Non-Employee Director Stock Option and Equity Incentive Plan, and such other
business as shall properly come before the Annual Meeting or any postponement or adjournment
thereof.
Outstanding Securities and Voting Rights
The record date for determining stockholders entitled to notice of and to vote at the
Annual Meeting is March 11, 2011 (the “Record Date”). Only stockholders of record as of the
Record Date will be entitled to receive notice of, and to vote at, the Annual Meeting. On the
Record Date, 2,907,647 shares of the Bank’s common stock, par value $2.00 per share
(“Common Stock”), were outstanding and are eligible to be voted at the Annual Meeting. Each
share is entitled to one vote. The presence at the Annual Meeting in person or by proxy of the
holders of shares entitled to cast a majority of the votes of all shares of Common Stock issued
and outstanding as of the Record Date will constitute a quorum; provided, however, that the
approval of the proposals to adopt the two stock option and equity incentive plans being
considered at the Annual Meeting require the affirmative vote of at least two-thirds of the issued
and outstanding Common Stock entitled to be voted at the Annual Meeting.
All shares represented by a valid proxy received pursuant to this solicitation will be voted
(i) “FOR” the eleven (11) nominees for director named in this proxy statement, (ii) “FOR” the
approval of the adoption of the Rumson-Fair Haven Bank & Trust Company 2011 Employee
Stock Option and Equity Incentive Plan and (iii) “FOR” the approval of the adoption of the
Rumson-Fair Haven Bank & Trust Company 2011 Non-Employee Director Stock Option and
Equity Incentive Plan, unless the stockholder specifies a different choice by means of his, her or
its proxy or revokes the proxy prior to the time of the vote. Should any other matters properly
come before the Annual Meeting or any postponement or adjournment thereof, the persons
named as proxies will vote upon such matters according to their discretion unless a stockholder
otherwise specifies in his, her or its proxy.
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