ACNB Insider Filing: Director Receives Stock, Uses DRIP at $44.83

Rhea-AI Filing Summary

ACNB Corporation insider activity: The Form 4 shows that director Frank Elsner III acquired a total of 181.4296 shares of ACNB common stock (reported as 175.6636 and 5.766 shares) at a reported price of $44.83 per share, increasing his beneficial ownership to approximately 27,947.77 shares. The filing states the larger allotment represents stock received as director compensation under a director compensation plan, and that the total includes shares purchased via automatic dividend reinvestment under ACNB’s Dividend Reinvestment and Stock Purchase Plan, which are exempt from Section 16 reporting requirements.

Positive

• Director compensation was paid in stock, aligning executive incentives with shareholder outcomes
• Automatic dividend reinvestment was used, demonstrating insider participation in the company’s DRIP

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine director compensation and dividend reinvestment increased insider shareholdings modestly, with no trading signal of material change.

The reported acquisition appears administrative in nature: the majority of shares were issued as director compensation and a small portion reflects dividend reinvestment purchases. The total incremental position is small relative to typical outstanding share counts for public companies, suggesting limited market-impacting intent. Price reported is $44.83 per share.

Corporate Governance Expert

TL;DR: This Form 4 documents standard director compensation and participation in the company DRIP, consistent with common governance practices.

The filing explicitly notes stock received as compensation for service and inclusion of dividend reinvestment shares exempt from Section 16 reporting. These are routine mechanisms to compensate and retain directors and do not by themselves indicate governance concerns or material change in control.

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

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

ELSNER FRANK III

(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)		Other (specify below)

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		175.6636(2)	A	$44.83	27,925.1577(3)	D
ACNB Corporation Common	09/15/2025	09/16/2025(1)	P		5.766	A	$44.83	27,947.7714(3)	D

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 Frank Elsner, III	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 transactions did ACNB director Frank Elsner III report on Form 4?

He reported acquiring 175.6636 shares (as director compensation) and 5.766 shares (dividend reinvestment), totaling 181.4296 shares at $44.83 per share.

Does the filing indicate the shares were purchased or issued as compensation?

The filing states the larger allocation was stock received as compensation for service as a director; some shares were acquired through dividend reinvestment.

Did the Form 4 report any derivative transactions for ACNB?

No derivative securities are reported in Table II; only non-derivative common stock transactions are disclosed.

Are dividend reinvestment shares subject to Section 16 reporting?

The filing notes that shares purchased through the ACNB Dividend Reinvestment and Stock Purchase Plan are exempt from Section 16 reporting requirements.

What is the resulting beneficial ownership after the transactions?

The reporting line shows beneficial ownership of approximately 27,947.7714 shares following the reported transactions.