DOLL AMY 4

Accession 0000826154-24-000159

CIK 0000826154other

Filed

Jul 2, 8:00 PM ET

Accepted

Jul 3, 4:11 PM ET

Size

19.9 KB

Accession

0000826154-24-000159

Form 4

Period: 2024-07-01

EVP, Chief Admin. Officer

Transactions

Award
Orrstown Financial Services, Inc, Common Stock
2024-07-01+13,358→ 13,358 total
Award
Orrstown Financial Services, Inc. Common, Restricted Stock
2024-07-01+6,667→ 6,667 total
Award
Stock Option (right to buy)
2024-07-01+1,173→ 1,173 total
Exercise: $17.59From: 2024-07-01Exp: 2024-08-12→ Orrstown Financial Services, Inc, Common Stock (1,173 underlying)
Award
Stock Option (right to buy)
2024-07-01+805→ 805 total
Exercise: $17.64From: 2024-07-01Exp: 2024-12-16→ Orrstown Financial Services, Inc, Common Stock (805 underlying)
Award
Stock Option (right to buy)
2024-07-01+5,596→ 5,596 total
Exercise: $19.64From: 2024-07-01Exp: 2025-11-17→ Orrstown Financial Services, Inc, Common Stock (5,596 underlying)
Award
Stock Option (right to buy)
2024-07-01+3,134→ 3,134 total
Exercise: $21.23From: 2024-07-01Exp: 2026-11-15→ Orrstown Financial Services, Inc, Common Stock (3,134 underlying)
Award
Stock Option (right to buy)
2024-07-01+1,998→ 1,998 total
Exercise: $29.92From: 2024-07-01Exp: 2027-12-13→ Orrstown Financial Services, Inc, Common Stock (1,998 underlying)
Award
Stock Option (right to buy)
2024-07-01+2,309→ 2,309 total
Exercise: $25.99From: 2024-07-01Exp: 2028-12-11→ Orrstown Financial Services, Inc, Common Stock (2,309 underlying)

Footnotes (3)

[F1]On July 1, 2024, Codorus Valley Bancorp, Inc. (CVLY) merged with and into Orrstown Financial Services, Inc. (ORRF). Pursuant to the merger, each share of CVLY common stock held by the reporting person was converted into the right to receive 0.875 shares of ORRF common stock (the Exchange Ratio), with an amount in cash, without interest, to be paid in lieu of fractional shares at $25.40 per share. The closing price of ORRF common stock on June 28, 2024 was $27.36 per share.
[F2]Represents an award of shares of restricted stock of ORRF vesting on July 28, 2025 upon achievement of targeted expense savings based on ORRFs going forward annual expense run rate at June 30, 2025 compared to the combined reported expenses of ORRF and CVLY (excluding merger-related and other extraordinary expenses in both cases) for the year ended December 31, 2023.
[F3]At the effective time of the merger, each option to purchase CVLY common stock held by the reporting person was automatically converted into an option to purchase a number of shares of ORRF common stock equal to the product of the number of shares of CVLY common stock subject to such stock option and the Exchange Ratio, at an exercise price per share (rounded up to the nearest whole cent) equal to (a) the exercise price per share of CVLY common stock of such stock option divided by (b) the Exchange Ratio.

Documents

1 file

ORRSTOWN FINANCIAL SERVICES INC

CIK 0000826154

Entity typeother