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Arrow Financial Corporation has agreed to acquire Adirondack Bancorp, Inc. through a series of mergers under an Agreement and Plan of Merger dated February 25, 2026.
Under the merger terms, each outstanding share of Adirondack common stock will be converted into 1.8610 shares of Arrow common stock plus $18.72 in cash. Based on Arrow’s closing price of $34.43 on February 25, 2026, the merger consideration represented approximately $82.79 per Adirondack share and an aggregate implied value of approximately $89.1 million. Completion requires Adirondack shareholder approval, regulatory approvals, effectiveness of this Form S-4 registration statement and other customary conditions.
Arrow Financial Corp director Philip C. Morris reported a small optional cash purchase of common stock under the company’s dividend reinvestment plan (DRIP). The transaction on April 13, 2026 covered 28 shares at $36.33 each, bringing his directly held position to 7,535 shares.
Arrow Financial Corporation filed an Amendment No. 1 to its annual report for the year ended December 31, 2025. The sole purpose is to add Exhibit 97.1, the Arrow Financial Corporation Clawback Policy adopted as of December 1, 2023, which was inadvertently omitted previously.
The company states there were no changes to the clawback policy during 2025 and no other changes to the original annual report. As of the last business day of its most recently completed second fiscal quarter, non‑affiliate common equity market value was $426,347,636, and 16,511,643 common shares were outstanding as of February 27, 2026.
Arrow Financial Corp: The Vanguard Group filed an Amendment No. 1 to its Schedule 13G/A reporting that, following an internal realignment, it beneficially owns 0 shares (0%) of Arrow Financial Corp common stock. The filing states Vanguard disaggregated certain subsidiaries or business divisions per SEC Release No. 34-39538 after the January 12, 2026 realignment; the amendment is signed on 03/26/2026.
Arrow Financial Corp director Tenee R. Casaccio reported an "other" stock transaction involving 354 shares of common stock at $31.76 per share, tied to a quarterly director's retainer payment. Following this event, Casaccio directly holds 28,162 shares of Arrow Financial common stock.
A footnote explains that this total includes 217 shares acquired under the company’s dividend reinvestment plan since January 28, 2026, which were not previously required to be reported. The filing mainly updates the director’s overall share holdings rather than recording a typical open-market purchase or sale.
Arrow Financial Corp director Gregory J. Champion reported an "other" stock transaction tied to his quarterly director retainer. He received 492 shares of common stock at $31.76 per share as compensation, bringing his directly held stake to 11,515 shares. This total includes 80 shares acquired through the company’s dividend reinvestment plan since January 28, 2026, which were not previously reportable on Form 4. The filing reflects routine, compensation-related share issuance rather than an open-market buy or sell.
Arrow Financial Corp director James M. Dawsey reported an "other" stock transaction tied to board compensation. On this Form 4, he recorded 453 shares of common stock at $31.76 per share as a quarterly director retainer payment. After this and prior dividend reinvestment plan activity, his directly held stake stands at 20,072 shares.
Arrow Financial Corp director Darrin Jahnel reported a routine equity compensation transaction. On March 18, 2026, he had an "other" transaction involving 462 shares of Common Stock at $31.76 per share, labeled as a quarterly director's retainer payment, bringing his direct holdings to 531 shares.
ARROW FINANCIAL CORP director David G. Kruczlnicki reported a small stock-based retainer. On the reported date, he had an “other” transaction in 266 shares of Common Stock at $31.76 per share, described in the footnote as a quarterly director’s retainer payment. Following this compensation-related issuance, he directly holds 60,400 shares.
Arrow Financial Corp director Kristine D. Duffy reported routine equity compensation and updated her share holdings. On the Form 4, a code J transaction shows 236 shares of Common Stock on March 18, 2026 at $31.76 per share, described in the footnotes as a quarterly director’s retainer payment.
Following this transaction, she directly holds 6,202 Common shares. The filing also notes 10 and 9 additional shares acquired through the company’s dividend reinvestment plan since January 28, 2026, included to show current totals. Another 1,030 shares are held indirectly by her spouse, and she expressly disclaims beneficial ownership of those securities.