KALANI NEELESH 4

What Happened

Kalani Neelesh, Chief Financial Officer of Orrstown Financial Services, received awards totaling 5,807 shares on 2026-02-17 (2,439 shares + 3,368 shares). To satisfy tax withholding obligations related to those awards, 2,542 shares were transferred/disposed (467 shares + 2,075 shares) at $37.64 per share, generating proceeds/value of $17,578 and $78,103 respectively (total $95,681). The awards were reported as acquisitions (code A) and the share transfers for tax withholding were reported as dispositions (code F).

Key Details

• Transaction date (period of report): 2026-02-17; Form filed: 2026-02-19.
• Grants (A): 2,439 shares and 3,368 shares (total 5,807 shares) reported as acquired at $0 (restricted stock / RSUs).
• Tax withholding (F): 467 shares and 2,075 shares withheld/disposed at $37.64 each (total value $95,681).
• Shares owned after the transactions: not disclosed in the supplied filing excerpt.
• Footnotes:
  • F1 — Time-vested restricted stock with various vesting dates over the next three years.
  • F2 — Restricted stock units vesting three years after award, subject to pre-established company performance criteria.
• Filing timeliness: filed two days after the transaction date; no late-filing flag indicated in the provided data.

Context

These entries reflect equity awards (restricted stock and RSUs) granted to the CFO and the routine practice of withholding shares to cover required taxes at vesting/award. Awards are acquisitions (potentially a bullish signal over time as they align executives with shareholder value), while the withheld shares are a standard administrative disposition and do not necessarily indicate a sale for investment reasons.