DEFRANCESCO SALVATORE R JR 4

What Happened

• Salvatore R. DeFrancesco Jr., Treasurer & Chief Financial Officer of Fidelity D & D Bancorp (FDBC), was granted 1,590 shares as an award on February 18, 2026. The award was reported at $45.11 per share, a total reported value of $71,725. This was an award/acquisition (Form 4 code A), not an open-market purchase or sale.

Key Details

• Transaction date: February 18, 2026; price reported: $45.11 per share; total value: $71,725.
• Transaction type: Award/Grant (code A) — an acquisition of shares via company award.
• Vesting: 3-year cliff vesting (0%, 0%, 100%); the award will be fully vested on February 18, 2029. (Footnote F1)
• Shares owned after transaction: Not specified in the provided filing summary.
• Related footnotes: prior grants referenced (2017 = $26.17, 2018 = $49.50, 2019 = $59.70) (F2); all stock appreciation rights (SARs) have vested (F3); SAR expiry dates listed for prior grants: 2/6/2027, 2/5/2028, and 2/4/2029 (F4).
• Filing timeliness: Report filed Feb 20, 2026 for a Feb 18, 2026 transaction — appears timely (Form 4 is generally due within two business days).

Context

• This is a restricted/company award rather than a market purchase — awards signal compensation/retention rather than an immediate personal investment decision. The award will not be usable by the insider until it vests on Feb 18, 2029 under the stated cliff schedule. The filing also references prior grants and vested SARs, which are separate from this grant.