Messick John Rodney 4

What Happened

• John Rodney (John R.) Messick, a director of Orrstown Financial Services, Inc. (ORRF), received a grant of 1,000 restricted common shares on January 29, 2026. The shares were reported with an acquisition price of $0 (award/compensation), not an open-market purchase or sale.
• This is a compensation award (code A), not a buy or sell. Restricted shares typically cannot be sold until they vest, so this is primarily a retention/compensation action rather than an immediate investment signal.

Key Details

• Transaction date: 2026-01-29; filing/accession date: 2026-02-02 (filed within the normal Form 4 reporting window).
• Price reported: $0.00 per share (award/grant).
• Shares reported in the transaction: 1,000 restricted shares.
• Shares owned after transaction: not specified in the provided excerpt of the filing.
• Footnotes: F1 — restricted stock with vesting date of May 3, 2027; F2 — restricted stock with various vesting dates over the next ~18 months.
• Transaction code: A (award/grant). No 10b5-1 plan, tax withholding, or sale indicated in the provided details.

Context

• Restricted stock awards are common executive/director compensation and are intended to align management with shareholder interests and encourage retention; they do not represent an immediate cash investment by the insider.
• Because the shares vest over time, the director cannot freely sell them until vesting dates are reached; this is different from an outright purchase (which can signal immediate insider confidence).