DEFRANCESCO SALVATORE R JR 4

What Happened Salvatore R. DeFrancesco Jr., Treasurer & Chief Financial Officer of Fidelity D & D Bancorp (FDBC), surrendered 593 shares to satisfy payroll tax withholding on vested restricted stock. The shares were valued at $45.45 each, totaling $26,952. This was a tax-withholding/share-surrender transaction (routine disposition), not an open-market sale or purchase.

Key Details

• Transaction date: 2026-02-20; filing date: 2026-02-23 (timely).
• Transaction type/code: F — shares surrendered to cover tax liability (payroll taxes) on vested restricted stock.
• Shares surrendered: 593 at $45.45 each; total value ≈ $26,952.
• Shares owned after the transaction: not specified in the provided excerpt of the filing.
• Relevant footnotes from the filing:
  • F1: Surrender to cover payroll taxes on vested restricted stock.
  • F2: Historical grant exercise/pricing info: 2017 Grant = $26.17; 2018 Grant = $49.50; 2019 Grant = $59.70.
  • F3: All stock appreciation rights (SARs) have vested.
  • F4: SAR expirations: 2/6/2027 (2017 grant), 2/5/2028 (2018), 2/4/2029 (2019).

Context This was a cashless/withholding-type disposition to meet tax obligations tied to restricted stock vesting and is generally considered routine administrative activity rather than a directional bet on the stock. The filing shows no open-market sale or new purchase associated with this transaction.