ACNB Form 4: Vice Chairman Gains 250.948 Shares as Director Compensation

Rhea-AI Filing Summary

Todd L. Herring, Vice Chairman and director of ACNB Corporation, reported a non-derivative acquisition of company common stock. The Form 4 shows a transaction dated 09/15/2025 (deemed execution 09/16/2025) in which Mr. Herring received 250.948 shares at a price of $44.83. The filing states these shares were issued as director compensation under the companys director compensation plan. After the transaction, Mr. Herring beneficially owns 10,010.6403 shares directly, plus 1,152.2529 shares indirectly via a trust and 1,052 shares indirectly via spouse. The form notes additional shares were purchased through the companys dividend reinvestment plan and was signed by a POA on 09/17/2025.

Positive

• Director received equity compensation amounting to 250.948 shares, aligning management incentives with shareholders
• Clear ownership disclosure: direct ownership of 10,010.6403 shares plus indirect holdings via trust (1,152.2529) and spouse (1,052)

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director received equity compensation, modestly increasing his direct ownership; routine governance disclosure with no new governance action.

The Form 4 documents a standard director compensation issuance of 250.948 shares at $44.83, recorded as an acquisition. This is a routine disclosure under Section 16 and reflects compensation rather than an open-market purchase. The filing also clarifies indirect holdings via a trust and spouse, which is important for ownership aggregation and potential recusal considerations. No departures, policy changes, or material governance events are reported.

Securities Analyst

TL;DR: Small, non-market acquisition through compensation; ownership totals are disclosed but not materially transformative for investors.

The reported 250.948-share issuance at $44.83 increases the reporting persons direct stake to 10,010.6403 shares. The disclosure that some shares were acquired via the dividend reinvestment plan is consistent with automatic, exempt purchases rather than active trading. There are no derivative transactions or large disposals noted. This is a routine insider reporting event and does not convey new operating or financial information about ACNB Corporation.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Herring Todd L

(Last) (First) (Middle)

16 LINCOLN SQUARE

(Street)

GETTYSBURG PA 17325

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ACNB CORP [ ACNB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)	X	Other (specify below)
			Vice Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
ACNB Corporation Common	09/15/2025	09/16/2025(1)	A		250.948(2)	A	$44.83	10,010.6403(3)	D
ACNB Corporation Common								1,152.2529(3)	I	Trust
ACNB Corporation Common								1,052	I	Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The date of execution was determined in accordance with SEC Rule 16a-3(g)(2) and (g)(4).

2. The shares represent stock received as compensation for service as a director pursuant to a director compensation plan.

3. This amount includes shares of common stock purchased for the same transaction date through the automatic reinvestment of dividends under the ACNB Corporation Dividend Reinvestment and Stock Purchase Plan, which are exempt from the reporting requirements of Section 16 of the Securities Exchange Act of 1934.

Remarks:

	/s/ Kevin J. Hayes as POA for Todd L. Herring	09/17/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did ACNB director Todd L. Herring report on Form 4?

The Form 4 reports Mr. Herring received 250.948 shares of ACNB common stock as director compensation, at a price of $44.83.

When was the transaction executed according to the filing?

The transaction date is 09/15/2025 with a deemed execution date of 09/16/2025 determined under SEC Rule 16a-3.

How many ACNB shares does Todd L. Herring beneficially own after the transaction?

After the reported transaction, Mr. Herring beneficially owns 10,010.6403 shares directly, plus 1,152.2529 shares indirectly via a trust and 1,052 shares indirectly via spouse.

Were the shares purchased or issued, and under what plan?

The filing states the 250.948 shares were received as compensation for service as a director under the companys director compensation plan; additional shares were acquired via the dividend reinvestment plan.

Who signed the Form 4 filing and when?

The Form 4 was signed by Kevin J. Hayes as POA for Todd L. Herring on 09/17/2025.