Hayes Kevin J 4

4 · ACNB CORP · Filed Mar 17, 2026

AI-generated summary of this filing

Updated Mar 17, 2026

ACNB SVP Kevin Hayes Receives 1,694-Share Award

What Happened

Kevin J. Hayes, Senior Vice President, Secretary and General Counsel of ACNB Corp (ACNB), was granted a Variable Equity Award of 1,694.313 restricted shares on March 13, 2026 (award code A) valued at $46.42/share (total ≈ $78,650). To cover tax withholding (code F), 192.248 shares were withheld by the issuer (value ≈ $8,924). The executive did not sell the withheld shares; they were retained by the company to satisfy the tax obligation.

Key Details

Transaction date(s) and price(s): Grant on 2026-03-13 at $46.42/share (gross award 1,694.313 shares); tax withholding 192.248 shares at $46.42/share.
Net shares received by the insider (gross minus withheld): 1,502.065 shares (approximate).
Shares owned after transaction: Not disclosed in this filing.
Footnotes of note:
- F2: This is a Variable Equity Award granted as restricted stock under the ACNB Bank Variable Compensation Plan and the ACNB Corporation 2018 Omnibus Stock Incentive Plan. One‑third vested immediately (3/13/2026); the next one‑third vests 1/1/2027; final one‑third vests 1/1/2028.
- F3: The 192.248 shares were withheld by the issuer to pay the tax liability on the vested portion; no shares were sold on the open market.
- F1: Execution date determined under SEC Rule 16a‑3(g)(2) and (g)(4).
Filing timeliness: Report filed 2026-03-17 reporting a 2026-03-13 transaction; no late filing is indicated in the document.

Context

This was a restricted stock award (compensation), not an open‑market purchase or sale — such grants are routine parts of executive pay and do not necessarily indicate the insider is buying or selling stock on personal conviction.
The withholding was a tax‑covering action (not a sale) common when awards vest. The award vests in three equal tranches (one vested immediately; two future dates), so additional shares may vest on the listed future dates.

Form 4

Period: 2026-03-13

SVP/Secretary & Gen. Counsel

Transactions

Award
ACNB Corporation Common
[F1][F2]
2026-03-13$46.42/sh+1,694.313$78,650→ 4,326.271 total
Tax Payment
ACNB Corporation Common
[F1][F3]
2026-03-13$46.42/sh−192.248$8,924→ 4,134.023 total

Footnotes (3)

[F1]The date of execution was determined in accordance with SEC Rule 16a-3(g)(2) and (g)(4).
[F2]One-third (1/3) of this Variable Equity Award, granted in the form of restricted stock under the ACNB Bank Variable Compensation Plan and pursuant to the ACNB Corporation 2018 Omnibus Stock Incentive Plan, is 100% vested as of the Grant Date of March 13, 2026, with the next one-third (1/3) 100% vested as of January 1, 2027, and the final one-third (1/3) 100% vested as of January 1, 2028
[F3]The shares disposed were withheld by the Issuer and/or its subsidiary ACNB Bank for payment of the tax liability by withholding of securities, on the first one-third (1/3) vested as of the Grant Date of March 13, 2026, in accordance with SEC Rule 16b-1. For clarification, the executive did not sell the shares.

Signature

/s/ Kevin J. Hayes|2026-03-17

1 file