Arrow Financial (AROW) director retainer: 309 shares issued at $27.31

Rhea-AI Filing Summary

David G. Kruczlnicki, a director of Arrow Financial Corp (AROW), reported a non-derivative purchase of 309 shares of common stock on 10/08/2025 at a price of $27.31 per share. Following the transaction he beneficially owns 59,148 shares. The filing lists the purchase as a Quarterly Director's Retainer Payment, indicating the shares were issued as compensation for board service rather than an open-market trade. The Form 4 was signed by an attorney-in-fact on 10/10/2025. This change is routine for directors receiving equity-based retainers and represents a minor increase in insider ownership relative to the reported total holdings.

Positive

• Director equity alignment: receipt of 309 shares ties director pay to shareholder value
• Transparent reporting: transaction documented on Form 4 with specific price $27.31 and date 10/08/2025

Negative

• Dilution potential: issuance as a retainer could modestly increase outstanding shares if shares were newly issued
• Limited materiality: the 309-share size is immaterial and offers no near-term insight into strategic changes

Insights

Corporate Governance Analyst

Director received equity retainer, modestly increasing insider stake.

The reported $27.31 purchase of 309 shares on 10/08/2025 is described as a Quarterly Director's Retainer Payment, showing the company compensates board members with stock. Such grants align director incentives with shareholder value by increasing insider ownership.

Key dependencies include the company's equity compensation policy and future retention of directors; the transaction itself is routine and carries limited near-term market impact. Monitor periodic filings for any material change in insider holdings or a shift from cash to equity compensation over the next 12 months.

Equity Markets Specialist

Small issuance unlikely to move market; signals normal corporate governance practice.

Issuance of 309 shares at $27.31 increases reported insider holdings to 59,148 shares. The size of the transaction is immaterial relative to public float, so price impact is negligible.

Potential risks are administrative: confirm whether these shares are newly issued or purchased in the open market in subsequent filings. Investors may watch future Form 4s for patterns in director compensation frequency or larger, discretionary grants within the next year.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider KRUCZLNICKI DAVID G

Role Director

Type	Security	Shares	Price	Value
Other	Common Stock	309	$27.31	$8K

Holdings After Transaction: Common Stock — 59,148 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

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^*

KRUCZLNICKI DAVID G

(Last) (First) (Middle)

6 SIENNA DRIVE

(Street)

BALLSTON LAKE NY 12019

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
10/08/2025

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
Common Stock	10/08/2025		J(1)		309	A	$27.31	59,148	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. Quarterly Director's Retainer Payment

Remarks:

	Penko Ivanov, Attorney in Fact	10/10/2025
	** 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 Arrow Financial Corp (AROW) director David Kruczlnicki report on Form 4?

He reported acquisition of 309 shares of common stock on 10/08/2025 at $27.31, increasing his holdings to 59,148 shares.

Was the reported transaction a market purchase or compensation?

The filing states it was a Quarterly Director's Retainer Payment, indicating the shares were issued as compensation.

Does this Form 4 indicate a significant insider buy or sell?

No; 309 shares is a small, routine retainer grant and is not material relative to typical public-company floats.

When was the Form 4 signed and by whom?

The Form 4 was signed by an attorney-in-fact, Penko Ivanov, on 10/10/2025.

How should investors interpret director retainer stock grants?

Such grants are commonly used to align directors with shareholder interests; their investor impact depends on frequency and aggregate size over time.