OSHC Ocean Shore Holding Co.

NOTES TO FINANCIAL STATEMENTS

The following description of the Ocean City Home Bank Savings and Investment Plan (the “Plan”) is provided for general information purposes only. Participants should refer to the Plan document for more complete information.

General

The Plan is a defined contribution plan covering all eligible non-union and resident full- time salaried and hourly employees of Ocean City Home Bank, Inc. (the “Employer”). Newport Retirement Services (“Newport”) serves as the non-discretionary trustee of the Plan. The Plan is subject to the provisions of the Employee Retirement Income Security Act of 1974 (“ERISA”).

Contributions

Participants can elect to invest their account balances and future contributions in any or all of the investment programs administered by Newport. Eligible employees are automatically enrolled in the Plan thirty days after the quarter following their employment. On January 1, 2013, the Plan was amended, and as of January 1, 2013, a participant who makes an affirmative election to defer, or who was automatically enrolled into the Plan, shall have his or her elective deferral amount increased by 1% of compensation each year as of January 1, 2013, and each January 1st thereafter, unless the participant specifically elects otherwise. The increase will continue each year until the participant has reached a maximum deferral rate of 6%. All eligible employees who have attained age 18 may elect, by means of a pretax salary deferral, to contribute up to the maximum amount allowable, not to exceed the Internal Revenue Code (“IRC”) prescribed maximum. Employer matching contributions are made by the Employer equal to 50% of a participant’s deferral contributions, and are limited to deferral contributions that do not exceed certain percentage of a participant’s eligible compensation. On January 1, 2013, the Plan was amended to change employer matching contributions limitation from 4% to 3% of a participant’s eligible compensation. The Company may also elect to make an employer discretionary contribution which is annually determined by the Employer. There were no employer discretionary contributions for the year ended December 31, 2015.

The Plan allows for rollover contributions by eligible participants. The Plan also permits eligible employees who are age fifty or older by the end of the calendar year to make catch-up contributions. Matching contributions do not apply to catch-up contributions.

OCEAN CITY HOME BANK SAVINGS AND INVESTMENT PLAN

NOTES TO FINANCIAL STATEMENTS

Participant Accounts

Individual accounts are maintained for each Plan participant. Each participant’s account is credited with the participant’s contribution, the Employer’s matching contribution, and Plan earnings. Each participant’s account is charged with withdrawals and Plan losses and an allocation of administrative expenses. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

Investments

Participants direct the investment of contributions into various investment options offered by the Plan. The Plan currently offers a common collective trust, Employer securities and mutual funds as investment options for participants.

The Pension Protection Act created the Qualified Default Investment Alternative (QDIA) which provides employers a safe harbor from fiduciary risk when selecting an investment for a participant or beneficiary who fails to elect his or her own investment and who is automatically enrolled. The Plan has not designated any investment as its QDIA. The Plan has designated the Stable Value Fund as the default investment.

Participant Loans

Participants may borrow from their employee elective deferral accounts up to a maximum of $50,000 or 50 percent of their account balance, whichever is less. The loans are secured by the balance in the participant’s account and bear interest at rates commensurate with prevailing rates as determined quarterly by the plan administrator. Loan terms range from 1-5 years or up to a reasonable amount of time for the purchase of a primary residence. Principal and interest are paid ratably through payroll deductions. Loans to participants are reported at their unpaid principal and interest balances plus accrued interest, which approximates fair value.

Hardship Withdrawals

The Plan provides for hardship withdrawals, not to exceed an amount required to meet the immediate need created by the hardship, and then only to the extent such immediate need cannot be satisfied by other sources readily available to the participant. Permissible circumstances for hardship withdrawals include education expenses, costs directly related to the purchase of a principal residence, and costs necessary to prevent eviction from the participant’s personal residence and such other circumstances as the Plan Administrator may determine, based on rules set forth in the Internal Revenue Service regulations. Salary deferral contributions are suspended for six months after withdrawal.

OCEAN CITY HOME BANK SAVINGS AND INVESTMENT PLAN

NOTES TO FINANCIAL STATEMENTS

Payment of Benefits

On termination of service due to death, disability, retirement or other reasons, a participant or beneficiary may elect to receive his or her vested value in the form of either a lump-sum or annual installments for a period not to exceed the life expectancy of the participant and designated beneficiary. There is a mandatory lump-sum distribution if the total value of the account is less than $1,000. Valuation of accounts is made as of the last day of the month in which the participant’s employment is terminated. Benefit claims are recorded as expenses when they have been approved for payment and paid by the Plan.

Vesting

Participants are immediately vested in their contributions plus actual earnings thereon. Vesting in the Employer’s contribution portion of their accounts is based on years of continuous service. A participant vests 20 percent per year and is 100 percent vested after five years of credited service.

Forfeited Accounts

Forfeitures used to reduce matching employer contributions totaled $13,814 for the year ended December 31, 2015. Forfeiture balances at December 31, 2015 and 2014 were $94 and $2,173, respectively.

Basis of Accounting

The Plan prepares its financial statements on the accrual basis of accounting consistent with accounting principles generally accepted in the United States of America (“GAAP”).

Use of Estimates

Management uses estimates and assumptions in preparing financial statements. Those estimates and assumptions affect the reported amounts of net assets available for benefits and changes in net assets available for benefits, and the disclosure of contingent assets and liabilities. Actual results could differ from those estimates.

Investment Valuation

Investments are reported at fair value which is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The Plan's Investment Committee determines the Plan's valuation policies utilizing information provided by the investment advisers, custodians and insurance company.

OCEAN CITY HOME BANK SAVINGS AND INVESTMENT PLAN

NOTES TO FINANCIAL STATEMENTS

Notes Receivable from Participants

Notes receivable from participants represent participant loans that are recorded at their unpaid principal balance plus any accrued but unpaid interest.  Interest income on notes receivable from participants is recorded when earned.  Related fees are recorded as administration expense and expensed when incurred.  If a participant ceases to make a loan repayment and the plan administrator deems the loan to be a distribution, the principal loan balance is reduced and a deemed distribution is recorded.

Fully Benefit-Responsive Investment Contracts

Common collective trusts relating to fully benefit-responsive investment contracts held by a defined contribution plan are to be reported at fair value. However, contract value is the relevant measurement criteria for that portion of the net assets available for benefits of a defined contribution plan attributable to fully benefit-responsive investment contracts because contract value is the amount participants would receive if they were to initiate permitted transactions under the terms of the Plan. The statements of net assets available for benefits represent the fair value of the common collective trust and an adjustment from fair value to contract value. The Plan invests in investment contracts through a common collective trust, the Stable Value Fund offered by Newport. Fair value of the Plan’s interest in the Stable Value Fund is based upon information reported by the issuer of the common collective trust at year-end. Contract value of the Stable Value Fund represents contributions plus earnings, less participant withdrawals, the net effect of transfers in and out of funds and administrative expenses.

Income Recognition

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. Capital gain distributions are included in dividend income. Net appreciation (depreciation) in the fair value of investments includes both gains and losses in investments sold during the year as well as appreciation (depreciation) of investments held at the end of the year. 

Administrative Expenses and Management Fees

Certain costs and expenses of administering the Plan, such as trustee fees, are paid by the Employer.

Management fees and operating expenses charged to the Plan for investments in the mutual funds and the Stable Value Fund are deducted from income earned on a daily basis and are reflected in net appreciation (depreciation) in fair value of such investments. 

Subsequent Events

The financial statements were approved by management and available for issuance on June 16, 2016. Management has evaluated subsequent events through this date.

OCEAN CITY HOME BANK SAVINGS AND INVESTMENT PLAN

NOTES TO FINANCIAL STATEMENTS

The framework for measuring fair value provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (level 1) and the lowest priority to unobservable inputs (level 3). The three levels of the fair value hierarchy under FASB ASC 820 are described as follows:

Level 1 - Inputs to the valuation methodology are unadjusted quoted prices for identical assets or liabilities in active markets that the Plan has the ability to access.

Level 2 - Inputs to the valuation methodology include

• quoted prices for similar assets or liabilities in active markets;

• quoted prices for identical or similar assets or liabilities in inactive markets;

• inputs other than quoted prices that are observable for the asset or liability;

• inputs that are derived principally from or corroborated by observable market data by correlation or other means.

If the asset or liability has a specified (contractual) term, the level 2 input must be observable for substantially the full term of the asset or liability.

Level 3 - Inputs to the valuation methodology are unobservable and significant to the fair value measurement.

The asset or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement.  Valuation techniques maximize the use of relevant observable inputs and minimize the use of unobservable inputs.

The following is a description of the valuation methodologies used for the investments measured at fair value, including the general classification of such instruments pursuant to the valuation hierarchy.

Mutual Funds

Shares of mutual funds are valued at quoted market prices, which represent the net asset value (“NAV”) of shares held by the Plan at year end. Investments in mutual funds are classified as Level 1.

Employer Securities

Shares of Employer securities are valued at quoted market prices, which represent the value of shares of common stock held by the Plan at year-end. Investments in Employer securities are classified as Level 1.

OCEAN CITY HOME BANK SAVINGS AND INVESTMENT PLAN

NOTES TO FINANCIAL STATEMENTS

Stable Value Fund

The Stable Value Fund is not traded on an exchange.  Fair value of the Stable Value Fund is determined by the issuer of the common collective trust.  The estimated fair value of unit interests in the common collective trust is NAV, exclusive of the adjustment to contract value and is considered Level 2.  Use of NAV as fair value is deemed appropriate as the common collective trust does not have a finite life, unfunded commitments relating to these types of investments or significant restrictions on redemptions.

The following tables summarize investment assets measured at fair value:

OCEAN CITY HOME BANK SAVINGS AND INVESTMENT PLAN

NOTES TO FINANCIAL STATEMENTS

The Stable Value Fund is 100% invested in the Wells Fargo Stable Value Fund C (“Fund C”), a collective trust fund, reported as a fully benefit-responsive contract. Fund C invests primarily in investment contracts, including traditional guaranteed investments contracts (“GICs”) and security-backed contracts issued by insurance companies and other financial institutions.  Wells Fargo Bank, N.A. (the “Bank”) serves as the trustee and custodian for Fund C.  Galliard Capital Management, Inc., a Bank subsidiary, serves as investment advisor for Fund C.

GICs are backed by the general account of the contract issuer.  Fund C deposits a lump sum with the issuer and receives a guaranteed interest rate for a specified period of time.  Interest is accrued on either a simple or fully compounded basis and is paid either periodically or at the end of the contract term.  The issuer guarantees that all qualified participant withdrawals will be at contract value (principal plus accrued interest).  Most GICs provide a fixed rate of interest over the term to maturity of the contract and, therefore, do not experience fluctuating crediting rates.

A security-backed contract is an investment contract issued by an insurance company or other financial institution, backed by a portfolio of bonds.  The bond portfolio is either owned directly by Fund C or owned by the contract issuer and segregated in a separate account for the benefit of Fund C. The portfolio underlying the contract is maintained separately from the contract issuer’s general assets, usually by a third party custodian.  The interest crediting rate of a security-backed contract is based on contract value, and the fair value, duration, and yield to maturity of the underlying portfolio.  These contracts typically allow for realized and unrealized gains and losses on the underlying assets to be amortized, usually over the duration of the underlying investments, through adjustments to the future interest crediting rate, rather than reflected immediately in the net assets of Fund C.  The issuer guarantees that all qualified participant withdrawals will be at contract value.  The security-backed contracts are designed to reset their respective crediting rates on a quarterly basis and cannot credit an interest rate that is less than zero percent.

The yield earned by Fund C with an adjustment to reflect the actual interest rate credited to participants in Fund C at December 31, 2015 and 2014 was 1.79% and 1.64%, respectively.  This represents the annualized earnings credited to participants in Fund C divided by the fair value of all investments in Fund C at December 31, 2015.

The yield earned by Fund C at December 31, 2015 and 2014 was 1.83% and 1.40%, respectively. This represents the annualized earnings of all investments in the Fund.

Participants may not transfer monies out of the Stable Value Fund to a competing fund directly or indirectly within 90 days after being withdrawn from the Stable Value Fund.

The Plan’s investments (including gains and losses on investments bought and sold, as well as held during the year) appreciated in value by $165,153 during the year ended December 31, 2015, as summarized below:

OCEAN CITY HOME BANK SAVINGS AND INVESTMENT PLAN

NOTES TO FINANCIAL STATEMENTS

Newport is the nondiscretionary trustee as defined by the Plan and, therefore, investments in Newport and its related entities qualify as non-discriminatory party-in-interest transactions. The balance of investments sponsored by Newport was $7,936,825 and $7,706,522 as of December 31, 2015 and 2014, respectively.

Certain officers and employees of the Employer (who may also be participants in the Plan) perform administrative services related to the operation, record keeping and financial reporting of the Plan.

The Employer pays for a majority of the Plan’s administrative expenses, including the annual audit and third party administrative fees. For the year ended December 31, 2015, the Employer incurred audit and third party administrative fees of $17,510.

The Plan invests in shares of common stock of the Employer’s parent company, Ocean Shore Holding Co. At December 31, 2015 and 2014, the Plan held common stock valued at $2,585,851 and $2,049,124, respectively.

Although it has not expressed any intention to do so, the Employer has the right under the Plan to discontinue its contributions at any time and to terminate the Plan subject to the provisions set forth in ERISA. In the event that the Plan is terminated, participants would become 100 percent vested in their accounts.

The Plan invests in various investment securities. Investment securities are exposed to various risks such as interest rate, market and credit risks. Due to the level of risk associated with certain investment securities, it is at least reasonably possible that changes in the values of investment securities will occur in the near term and that such changes could materially affect the amounts reported in the statement of net assets available for benefits.

The Plan may invest in securities with contractual cash flows, such as asset-backed securities, collateralized mortgage obligations and commercial mortgage-backed securities, including securities backed by subprime mortgage loans. The value, liquidity and related income of these securities are sensitive to changes in economic conditions, including real estate value, delinquencies or defaults, or both, and may be adversely affected by shifts in the market’s perception of the issuers and changes in interest rates.

At December 31, 2015 and 2014, approximately 21% and 17%, respectively, of the Plan’s net assets available for benefits were invested in the common stock of the Employer.  The underlying values of the Employer common stock are entirely dependent upon the performance of the Employer and the market’s evaluation of such performance. 

OCEAN CITY HOME BANK SAVINGS AND INVESTMENT PLAN

NOTES TO FINANCIAL STATEMENTS

The Company adopted a pre-approved prototype plan. The Internal Revenue Service determined that the prototype plan, by a letter dated March 31, 2008, is designed in accordance with applicable sections of the Internal Revenue Code. Although the Plan has been amended since receiving the opinion letter, the plan administrator believes that the Plan is designed and is currently being operated in compliance with the applicable requirements of the IRC.

GAAP requires Plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the Internal Revenue Service and U.S. Department of Labor. The plan administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2015, there are no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements. The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits for any tax periods in progress. The plan administrator believes it is no longer subject to income tax examinations for years prior to 2013.

The following is a reconciliation of the increase in net assets per the financial statements to Form 5500 for the year ended December 31, 2015:

SUPPLEMENTAL INFORMATION