Auburn National (AUBN) SVP gets RSU shares, 122 withheld for tax

Rhea-AI Filing Summary

AUBURN NATIONAL BANCORPORATION, INC. senior vice president and chief lending officer Robert Lawrence Smith reported routine equity compensation activity involving restricted stock units and related tax withholding. On March 10, 2026, he acquired 8 shares of common stock as dividend equivalents upon the vesting of 421 restricted stock units, as noted in the footnotes.

On the same date, 122 shares of common stock were withheld by the company at $23.85 per share to satisfy tax withholding obligations, resulting in the issuance of 299 net shares and a total of 307 shares issued in connection with that RSU vesting. Following these transactions, Smith directly held 714 shares of Auburn National common stock. These events reflect compensation-related share issuance and tax settlement rather than open-market purchases or sales.

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).

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^*

Smith Robert Lawrence

(Last) (First) (Middle)

P. O. BOX 3110

(Street)

AUBURN ALABAMA 36831-3110

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
AUBURN NATIONAL BANCORPORATION, INC [ AUBN ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

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, par value $0.01	03/10/2026		A		8(1)	A	$0.00	836(2)	D
common stock, par value $0.01	03/10/2026		F		122(3)	D	$23.85	714(4)	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. Represents 8 shares received on March 10, 2026 (the "Settlement Date") as dividend equivalents upon the vesting of 421 restricted stock units.

2. Includes drip shares

3. 122 shares were withheld by the Issuer from the on the Settlement Date to satisfy tax withholding obligations based on the $23.85 per share closing price on the Nasdaq Global Market on the Settlement Date resulting in the issuance of 299 net shares.

4. The reporting person previously reported the grant of 421 restricted stock units as an acquisition of common stock in Table I on July 24, 2025. On the Settlement Date, a total of 307 shares were issued to the Reporting Person.

Remarks:

This Form 4 is filed late.

	/s/ Robert Lawerence Smith	03/26/2026
	** 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 insider transaction did AUBURN NATIONAL (AUBN) report for Robert Lawrence Smith?

AUBURN NATIONAL reported that SVP/CLO Robert Lawrence Smith had restricted stock units vest, receiving shares as dividend equivalents and settling related taxes in stock. These equity compensation events were reported as non-open-market transactions on March 10, 2026.

How many Auburn National (AUBN) shares did Robert Smith acquire in this Form 4?

Robert Smith acquired 8 shares of Auburn National common stock as dividend equivalents tied to the vesting of 421 restricted stock units. Footnotes explain that this was part of a broader RSU settlement, not an open-market stock purchase transaction.

Why were 122 Auburn National (AUBN) shares withheld from Robert Smith?

122 shares of Auburn National common stock were withheld to cover tax withholding obligations on the RSU vesting. The withholding was based on a $23.85 per share closing price, and is classified as a tax-withholding disposition rather than a discretionary share sale.

How many net Auburn National (AUBN) shares were issued from Robert Smith’s RSU vesting?

From the RSU vesting, 299 net shares of Auburn National common stock were issued after 122 shares were withheld for taxes. In total, 307 shares were issued in connection with the vesting of 421 restricted stock units granted earlier.

What are Robert Smith’s Auburn National (AUBN) holdings after this Form 4?

After these compensation-related transactions, Robert Smith directly held 714 shares of Auburn National common stock. The filing shows this post-transaction balance, reflecting his remaining direct equity position following RSU vesting and tax-withholding share dispositions.

Was the Auburn National (AUBN) Form 4 an open-market buy or sell by Robert Smith?

No, the reported activity reflects RSU vesting, dividend-equivalent share issuance, and tax withholding, not open-market buying or selling. The Form 4 codes indicate a grant or award acquisition and a tax-withholding disposition, both tied to equity compensation rather than market trades.