What changed in this filing

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Item 9A. Controls and Procedures

2026-03-11 compared with 2025-03-12 · 58 added, 48 removed, 117 unchanged (48% of the section changed)

Controls and Procedures.

Disclosure Controls and Procedures

(a) Disclosure Controls and Procedures

As of the end of the period covered by this Annual Report on Form 10-K, an evaluation was carried out by our management, with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934).

1 unchanged sentence

No changes were made to our internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934) during the last fiscal quarter that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Management’s Report on Internal Control Over Financial Reporting

(b) Internal Control over Financial Reporting

Evaluation of Disclosure Controls and Procedures

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures as of December 31, 2025.

Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of such date.

Changes in Internal Control Over Financial Reporting

During the last quarter of the year under report, there was no change in the Company’s internal control over financial reporting that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

Report On Management’s Assessment Of Internal Control Over Financial Reporting

To The Shareholders Of Parke Bancorp, Inc.

The management of Parke Bancorp, Inc.

is responsible for establishing and maintaining adequate internal control over financial reporting.

Our internal control over financial reporting is a process designed under the supervision of our Chief Executive Officer and Chief Financial Officer to provide reasonable assurance regarding the reliability of financial reporting and the preparation of our financial statements for external purposes in accordance with generally accepted accounting principles.

As of December 31, 2024, management assessed the effectiveness of our internal control over financial reporting based on the criteria for effective internal control over financial reporting established in “Internal Control - Integrated Framework,” issued by the Committee of Sponsoring Organizations (“COSO”) of the Treadway Commission (“2013 framework”).

Based on the assessment, management determined that we maintained effective internal control over financial reporting as of December 31, 2024, based on those criteria.

Snodgrass, P.C.

Cranberry Township, Pennsylvania, (U.S.

PCAOB Auditor Firm I.D.:

74), the independent registered public accounting firm that audited our consolidated financial statements included in this Annual Report on Form 10-K, has issued an attestation report on the effectiveness of our internal control over financial reporting as of December 31, 2024.

The report, which expresses an unqualified opinion on the effectiveness of our internal control over financial reporting as of December 31, 2024, is included in this Item under the heading “Attestation Report of Independent Registered Public Accounting Firm.”

Management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a- 15(f).

The Company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the Company;

(ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the Company are being made only in accordance with authorization of management and directors of the Company;

and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements.

Internal control over financial reporting is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements prepared for external purposes in accordance with generally accepted accounting principles.

Because of inherent limitations, internal control over financial reporting may not prevent or detect misstatements.

Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies and procedures may deteriorate.

Under supervision and with the participation of management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control - Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 2013.

Based on our evaluation under the framework in Internal Control - Integrated Framework, management concluded that our internal control over financial reporting was effective as of December 31, 2025.

Snodgrass, P.C., an independent registered public accounting firm, has audited the Corporation’s Consolidated Financial Statements as of and for the year ended December 31, 2025 and the effectiveness of the Corporation’s internal control over financial reporting as of December 31, 2025, as stated in their reports, which are included herein.

March 11, 2026

Pantilione /s/ Jonathan D.

Pantilione Jonathan D.

President and Chief Executive Officer Senior Vice President and Chief Financial Officer

/s/ Jonathan D.

President and Chief Executive Officer

Senior Vice President and Chief Financial Officer

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

19 unchanged sentences

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and

dispositions of the assets of the company;

(2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company;

11 unchanged sentences

Directors, Executive Officers and Corporate Governance.

The information contained under the headings “Proposal I - Election of Directors,” and “Corporate Governance” in the Company’s Proxy Statement for its 2025 Annual Meeting of Stockholders (the “Proxy Statement”) is incorporated herein by reference.

The information contained under the headings “Proposal I - Election of Directors,” “Corporate Governance” and "Delinquent Section 16 (a) Reports" in the Company’s Proxy Statement for its 2026 Annual Meeting of Stockholders (the “Proxy Statement”) is incorporated herein by reference.

The Company has adopted a Code of Ethics that applies to its principal executive officer, principal financial officer, principal accounting officer or controller or persons performing similar functions.

4 unchanged sentences

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.

(a) Security Ownership of Certain Beneficial Owners

Security Ownership of Certain Beneficial Owners

The information contained in the section captioned “Principal Holders of our Common Stock” in the Proxy Statement is incorporated herein by reference.

(b) Security Ownership of Management

Security Ownership of Management

The information contained in the sections captioned “Principal Holders of our Common Stock” and “Proposal I – Election of Directors” in the Proxy Statement is incorporated herein by reference.

(c) Management of the Registrant knows of no arrangements, including any pledge by any person of securities of the Registrant, the operation of which may at a subsequent date result in a change in control of the Registrant.

(d) Securities Authorized for Issuance Under Equity Compensation Plans

Management of the Registrant knows of no arrangements, including any pledge by any person of securities of the Registrant, the operation of which may at a subsequent date result in a change in control of the Registrant.

Securities Authorized for Issuance Under Equity Compensation Plans

Set forth below is information as of December 31, 2025, with respect to compensation plans under which equity securities of the Registrant are authorized for issuance.

Equity compensation plans approved by security holders

Number of Securities to be

issued upon exercise of

outstanding options

Weighted-average

exercise price of

outstanding options

Number of securities

1 unchanged sentence

issuance under equity

Number of Securities to be

Weighted-average

compensation plans

issued upon exercise of

exercise price of

(excluding securities reflected

Equity compensation plans approved by security holders

outstanding options (1)

outstanding options

in column (a) (2)

1 unchanged sentence

2015 Equity incentive plan

202,630 $15.98 —

Equity compensation plans not approved by security holders

613,826 $16.33 575,598

(1) The number of securities includes 421,059 vested options as of December 31, 2025.

In addition to these options, 1,305 restricted stock units were vested, and 48,938 restricted stock units were non-vested as of December 31 2025.

The restricted stock units are earned at a rate of 20% annually.

(2) As of December 31, 2025, there were 426,500 options, and 207 restricted stock units remaining available for award under the approved equity compensation plans.

Certain Relationships and Related Transactions, and Director Independence.

1 unchanged sentence

Principal Accountant Fees and Services.

The information contained in the section captioned “Independent Auditors” in the Proxy Statement is incorporated herein by reference.

Our independent registered public accounting firm is S.R.

Snodgrass, P.C., Cranberry Township, Pennsylvania (Auditor Firm ID:74)

The information contained in the section captioned “Proposal II-Ratification of Appointment of Auditors" in the Proxy Statement is incorporated herein by reference.

Exhibits and Financial Statement Schedules

(a) Listed below are all financial statements, schedules and exhibits filed as part of this Form 10-K:

Listed below are all financial statements, schedules and exhibits filed as part of this Form 10-K:

The consolidated balance sheets of Parke Bancorp, Inc.

and subsidiary as of December 31, 2025 and 2024, and the related consolidated statements of income, comprehensive income, stockholders’ equity and cash flows for each of the years in the two-year period ended December 31, 2025, together with the related notes and the independent registered public accounting firm reports of S.R.

Snodgrass, P.C., independent registered public accounting firm (PCAOB ID:

Snodgrass, P.C., independent registered public accounting firm (Auditor Firm ID:

Schedules omitted as they are not applicable.

9 unchanged sentences

2015 Equity Incentive Plan (4)

10.9 Management Change in Control Severance Agreement with Nicholas J.

Management Change in Control Severance Agreement dated March 19, 2024 by and between Parke Bancorp, Inc.

and Jonathan D.

10.13 Management Change in Control Severance Agreement with Ralph Gallo (3)

2020 Equity Incentive Plan (6)

10.15 Management Change in Control Severance Agreement by and between Parke Bancorp, Inc.

and Nicholas J.

10.16 Management Change in Control Severance Agreement by and between Parke Bancorp, Inc.

and Ralph Gallo

19 Stock Trading Policy (11)

5 unchanged sentences

Certification of CEO and CFO pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

97 Incentive Based Compensation Recovery Policy

97 Incentive Based Recovery Policy (10)

Consent Order with the Federal Deposit Insurance Corporation dated October 8, 2020 (6)

3 unchanged sentences

(iii) the Consolidated Statements of Comprehensive Income, (iv) the Consolidated Statements of Changes in Stockholder’s Equity, (v) the Consolidated Statements of Cash Flows and (vi) the Notes to Consolidated Financial Statements.

101.INS Inline XBRL Instance Document (The instance document does not appear in the Interactive Data File because its XBRL tags are embedded with the Inline XBRL document)

101.SCH Inline XBRL Taxonomy Extension Schema Document

101.CAL Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB Inline XBRL Taxonomy Extension Labels Linkbase Document

101.PRE Inline XBRL Taxonomy Extension Presentation Linkbase Document

Inline XBRL Instance Document (The instance document does not appear in the Interactive Data File because its XBRL tags are embedded with the Inline XBRL document)

Inline XBRL Taxonomy Extension Schema Document

Inline XBRL Taxonomy Extension Calculation Linkbase Document

Inline XBRL Taxonomy Extension Definition Linkbase Document

Inline XBRL Taxonomy Extension Labels Linkbase Document

Inline XBRL Taxonomy Extension Presentation Linkbase Document

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

7 unchanged sentences

(8) Incorporated by Reference to Company's Current Report on Form 8-K filed with the SEC on March 22, 2024 (File No.

(10) Incorporated herein by reference from the identically numbered exhibit to the Company’s Form 10-K filed with the Commission on March 13, 2024 (File No.

(11) Incorporated herein by reference from the identically numbered exhibit to the Company’s Form 10-K/A filed with the Commission on March 27, 2025 (File No.

Form 10-K Summary

6 unchanged sentences

/s/ Daniel J.

Dalton /s/ Vito S.

Dalton Vito S.

Chairman of the Board and Director

President, Chief Executive Officer and Director

Dobson /s/ Fred G.

Sheppard, Jr.

3 unchanged sentences

/s/ Jeffrey H.

Kripitz /s/ Elizabeth Milavsky

Kripitz Elizabeth Milavsky

/s/ Elizabeth Milavsky

Elizabeth Milavsky

/s/ Jonathan D.

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures