Arrow Financial (AROW) director exercises options and withholds shares for taxes

Rhea-AI Filing Summary

ARROW FINANCIAL CORP director Raymond F. O'Conor exercised stock options and had shares withheld for taxes. On June 24, 2026, he exercised options covering 1,126 shares of common stock at $31.34 per share. To cover tax obligations, 874 shares of common stock were disposed of at $40.36 per share through a tax-withholding transaction, which is not an open-market sale. After these transactions, O'Conor directly held 31,776 shares of Arrow Financial common stock. The exercised options, which vested 25% per year over four years, now show zero remaining derivative position for this option grant.

Insider Trade Summary

1,126 shares exercised/converted

Mixed 3 txns

Insider O'Conor Raymond F

Role null

Type	Security	Shares	Price	Value
Exercise	Director Stock Option (Right to Buy)	1,126	$0.00	--
Exercise	Common Stock	1,126	$31.34	$35K
Tax Withholding	Common Stock	874	$40.36	$35K

Holdings After Transaction: Director Stock Option (Right to Buy) — 0 shares (Direct, null); Common Stock — 31,776 shares (Direct, null)

Footnotes (1)

1. [object Object]

Key Figures

Option shares exercised: 1,126 shares Option exercise price: $31.34 per share Tax-withheld shares: 874 shares +3 more

6 metrics

Option shares exercised 1,126 shares Director stock option exercise on June 24, 2026

Option exercise price $31.34 per share Strike price for exercised Director Stock Option

Tax-withheld shares 874 shares Shares disposed to cover tax liability at $40.36

Tax-withholding price $40.36 per share Value used for tax-withholding disposition

Shares held after transaction 31,776 shares Direct Arrow Financial common stock ownership post‑transaction

Option expiration date January 29, 2030 Original expiration for exercised Director Stock Option grant

Key Terms

Director Stock Option (Right to Buy), tax-withholding disposition, Exercise or conversion of derivative security, Common Stock

4 terms

Director Stock Option (Right to Buy) financial

"security_title: "Director Stock Option (Right to Buy)""

tax-withholding disposition financial

"transaction_action: "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Exercise or conversion of derivative security financial

"transaction_code_description: "Exercise or conversion of derivative security""

Common Stock financial

"security_title: "Common Stock""

Common stock represents ownership shares in a company, giving investors a stake in its success and a say in important decisions through voting rights. It is the most common type of stock traded on markets and can provide income through dividends, as well as potential for value growth. For investors, holding common stock means sharing in the company’s profits and risks.

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Form 4 Insider Transactions: What Each Field Means →

Available on EDGAR 06/26/2026 - 04:52 PM Accepted by SEC EDGAR 06/26/2026 - 04:51 PM Learn about SEC filing dates

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

O'Conor Raymond F

(Last) (First) (Middle)

7 ROLLING GREEN DRIVE

(Street)

WILTON NEW YORK 12831

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ARROW FINANCIAL CORP [ AROW ]

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

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2026

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

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

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

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
Common Stock	06/24/2026		M		1,126	A	$31.34	31,776	D
Common Stock	06/24/2026		F		874	D	$40.36	30,902	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
Director Stock Option (Right to Buy)	$31.34	06/24/2026		M			1,126	01/29/2024(1)	01/29/2030	Common Stock	0	$0	0	D

Explanation of Responses:

1. The options vested 25% per year over four years.

Remarks:

	Penko Ivanov, Attorney in Fact	06/26/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Arrow Financial (AROW) director Raymond F. O'Conor report in this Form 4?

Raymond F. O'Conor reported an option exercise and related tax withholding. He exercised options for 1,126 Arrow Financial common shares and had 874 shares withheld to cover taxes, reflecting routine equity compensation activity rather than an open‑market purchase or sale.

How many Arrow Financial (AROW) shares did O'Conor acquire through option exercise?

O'Conor exercised options for 1,126 Arrow Financial common shares at a strike price of $31.34 per share. This transaction converts previously granted stock options into owned shares, increasing his direct equity stake before accounting for tax-withholding dispositions in the same filing.

What does the tax-withholding transaction mean in the Arrow Financial (AROW) Form 4?

The Form 4 shows 874 Arrow Financial common shares disposed of at $40.36 via tax withholding. This means shares were surrendered to satisfy tax obligations on the option exercise, and it is not an open-market stock sale by the director to outside investors.

How many Arrow Financial (AROW) shares does O'Conor hold after these transactions?

Following the reported option exercise and tax withholding, O'Conor directly holds 31,776 Arrow Financial common shares. This figure reflects his updated ownership after converting options into stock and surrendering a portion of shares to meet related tax liabilities.

What were the key terms of the exercised Arrow Financial (AROW) stock options?

The exercised Director Stock Option covered 1,126 Arrow Financial common shares at a $31.34 exercise price. The options vested 25% per year over four years and had an expiration date of January 29, 2030, with this filing showing that grant fully exercised.