FIDELITY D & D BANCORP INC 8-K

What Happened

• Fidelity D & D Bancorp Inc. (FDBC) filed an 8-K reporting the results of its annual meeting held May 5, 2026. Shareholders holding 4,689,629 shares (80% of outstanding) were represented electronically, in person, or by proxy.
• The company announced the election of three Class B directors for three-year terms (expiring 2029): William J. Joyce, Sr.; Rocco A. DelVecchio; and Alan Silverman. Vote tallies were reported for each candidate (see Key Details).
• Shareholders also ratified Wolf & Company, P.C. as the company’s independent registered public accounting firm for the year ending December 31, 2026. The company delivered a presentation at the meeting; that presentation is attached as Exhibit 99.1 to the filing.

Key Details

• Quorum: 4,689,629 shares represented, equal to 80% of outstanding shares.
• Director election votes:
  • William J. Joyce, Sr.: 2,911,982 for, 480,470 withheld; 1,297,177 broker non-votes.
  • Rocco A. DelVecchio: 3,351,894 for, 40,558 withheld; 1,297,177 broker non-votes.
  • Alan Silverman: 3,325,500 for, 66,952 withheld; 1,297,177 broker non-votes.
• Auditor ratification: Wolf & Company, P.C. — 4,662,225 votes for; 11,893 against; 15,511 abstain; no broker non-votes.
• Board composition after the meeting: Class A directors (terms expire 2027) — John T. Cognetti, Michael J. McDonald, HelenBeth G. Vilcek; Class C directors (terms expire 2028) — Brian J. Cali, James Clemente, Daniel J. Santaniello, Paul C. Woelkers.

Why It Matters

• Director elections and auditor ratification are key governance events that affect oversight of the company and its financial reporting. The reported vote totals show shareholder support for the named directors and for retaining Wolf & Company as auditor.
• For investors, these outcomes indicate board continuity and an established auditor for the 2026 reporting year; no executive changes or financial results were disclosed in this filing.