On April 7, 2017, 1st Constitution Bancorp (the Company) and
Robert F. Mangano entered into a Third Amendment (the Third
Amendment) to the Amended and Restated Employment Agreement,
dated as of July 1, 2010 (the Employment Agreement), by and
between the Company and Mr. Mangano, President and Chief
Executive Officer of both the Company and 1st Constitution Bank,
a wholly-owned subsidiary of the Company (the Bank). The
Employment Agreement was previously amended by an Amendment,
effective as of April 4, 2014, to the Employment Agreement, and a
Second Amendment, effective as of April 12, 2016, to the
Employment Agreement, as amended.

The Third Amendment (i) eliminates the provision that requires
the term of the Employment Agreement, as amended, to end on Mr.
Manganos seventy third birthday; (ii) clarifies that notice by
the Company to Mr. Mangano of its intention to not extend the
term of the Employment Agreement must be given no less than
ninety (90) days prior to July 1st, in which case the term of the
Employment Agreement will then expire on the day prior to the
second anniversary of that July 1st and Mr. Mangano will not be
entitled to any severance or other payments after the expiration
and termination of the Employment Agreement; (iii) provides that
upon Mr. Manganos retirement, the Company will offer Mr. Mangano
the opportunity to enter into a consulting agreement with the
Company, to which he will provide consulting services to the
Company for no more than fifteen (15) hours per calendar month
and be paid no salary other than reimbursement of expenses, for
at least as long as is necessary for his unvested restricted
stock and restricted stock units to vest; (iv) provides that upon
Mr. Manganos retirement, options to purchase stock granted to Mr.
Mangano to a stock equity plan of the Company will vest as
provided in the stock equity plan or a grant agreement, but
restricted stock and restricted stock unit awards granted to Mr.
Mangano to a stock equity plan of the Company will not vest upon
retirement, but in the event that Mr. Mangano enters into a
consulting agreement with the Company immediately following his
retirement under which he provides consulting services to the
Company, then his restricted stock and restricted stock unit
awards will not be forfeited upon his retirement, and the
consultancy period will be treated as continued employment for
purposes of vesting of his restricted stock and restricted stock
units; (v) clarifies that in the event of a conflict between the
terms of the Employment Agreement, as amended, and the terms of
any of the Companys stock equity plans, or any grant agreement,
relating to Mr. Manganos retirement, the terms of the Employment
Agreement, as amended, will control; and (vi) removes provisions
in the Employment Agreement, as amended, relating to the Troubled
Asset Relief Programs Capital Purchase Program (the CPP), and
references to the CPP, because the Company is no longer subject
to the compensation provisions of the CPP.

The foregoing summary description of the Third Amendment does not
purport to be complete and is qualified in its entirety by
reference to the full text of the Third Amendment, a copy of
which is filed as Exhibit 10.1 to this Current Report, which is
incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.