CALI BRIAN J 4

What Happened

• Brian J. Cali, Chairman of the Board and director of Fidelity D & D Bancorp (FDBC), was granted an award of 2,500 shares on Feb 18, 2026. The grant is recorded at $45.11 per share for a total value of $112,775. This transaction is an award/acquisition (code A) — a compensation grant rather than an open-market purchase or sale.

Key Details

• Transaction date and price: 2026-02-18 at $45.11 per share.
• Total value: $112,775.
• Transaction type: Award/Grant (code A); not a sale or market purchase.
• Vesting: Award vests over three years — one-third each year (footnote F1).
• Shares owned after the transaction: Not specified in the filing.
• Filing date and timeliness: Report filed 2026-02-19 (timely; Form 4 due within two business days).
• No 10b5-1 plan, tax-withholding or cashless-exercise notes were reported in this filing.

Context

• This grant is a form of executive compensation subject to time-based vesting and does not represent an immediate market purchase or sale. Vesting ties the award to continued service, so it aligns the insider with longer-term company performance but should not be interpreted as an immediate bullish market signal on its own.