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Princeton Bancorp (NASDAQ: BPRN) director reports phantom stock awards

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Princeton Bancorp, Inc. director Robert N. Ridolfi reported three discretionary transactions in phantom stock tied to the company’s common stock. On June 12, 15, and 16, he entered transactions covering 355, 46, and 663 phantom stock units at reference values around the mid‑$37 range.

According to the company’s Non-Employee Directors Deferred Compensation Plan, each phantom stock unit is economically equivalent to one share of BPRN common stock and becomes payable, in cash or common stock at his election, when his board service ends. Following the latest transaction, he holds 10,211 phantom stock units directly. These are compensation-related, derivative entries rather than open-market share purchases or sales.

Positive

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Insider Ridolfi Robert N.
Role null
Type Security Shares Price Value
I Phantom stock 663 $37.70 $25K
I Phantom stock 46 $37.65 $2K
I Phantom stock 355 $37.29 $13K
Holdings After Transaction: Phantom stock — 10,211 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Phantom stock units (Jun 16) 663 units at $37.70 Discretionary transaction under Rule 16b-3(f)
Phantom stock units (Jun 15) 46 units at $37.65 Discretionary transaction under Rule 16b-3(f)
Phantom stock units (Jun 12) 355 units at $37.29 Discretionary transaction under Rule 16b-3(f)
Total phantom stock holdings 10,211 units Holdings following Jun 16, 2026 transaction
Phantom stock financial
"Each share of phantom stock is the economic equivalent of one share of BPRN common stock."
A phantom stock is a form of compensation that gives employees or executives the benefits of stock ownership, such as the increase in stock value, without actually giving them real shares. It acts like a promise to pay the employee the equivalent value of company stock later, often as a bonus or incentive. This allows companies to motivate and reward staff without diluting ownership or transferring actual shares.
Non-Employee Directors Deferred Compensation Plan financial
"Acquired under the issuer's Non-Employee Directors Deferred Compensation Plan."
Rule 16b-3(f) regulatory
"transaction_code_description: Discretionary transaction under Rule 16b-3(f)"
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Ridolfi Robert N.
(Last)(First)(Middle)
183 BAYARD LANE
(Street)
PRINCETON NEW JERSEY 08540
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
Princeton Bancorp, Inc. [ BPRN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/12/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom stock$006/12/2026I355 (1) (1)Common Stock355$37.299,502D
Phantom stock$006/15/2026I46 (1) (1)Common Stock46$37.659,548D
Phantom stock$006/16/2026I663 (1) (1)Common Stock663$37.710,211D
Explanation of Responses:
1. Acquired under the issuer's Non-Employee Directors Deferred Compensation Plan. Each share of phantom stock is the economic equivalent of one share of BPRN common stock. The shares of phantom stock become payable, in cash or common stock, at the election of the reporting person, upon the reporting person's termination of service as a director.
Robert N. Ridolfi, by Edward Hogan as attorney-in-fact06/24/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did BPRN director Robert N. Ridolfi report?

Robert N. Ridolfi reported three discretionary transactions in phantom stock units linked to Princeton Bancorp common stock. These occurred on June 12, 15, and 16, 2026, and are classified as derivative, compensation-related entries rather than open-market share purchases or sales.

How many phantom stock units does Robert N. Ridolfi hold in BPRN?

After the reported transactions, Robert N. Ridolfi holds 10,211 phantom stock units tied to Princeton Bancorp common stock. Each unit is economically equivalent to one share and will be settled in cash or stock when his service as a director ends.

What is phantom stock in the Princeton Bancorp (BPRN) deferred plan?

Phantom stock in Princeton Bancorp’s Non-Employee Directors Deferred Compensation Plan represents units economically equivalent to BPRN common shares. The units track the stock’s value and are paid out in cash or common stock, at the director’s election, after the director’s service terminates.

What does a discretionary transaction under Rule 16b-3(f) mean for BPRN?

A discretionary transaction under Rule 16b-3(f) is an insider transaction in issuer securities exempt from certain short-swing profit rules. For BPRN, Ridolfi’s phantom stock entries are coded as such, reflecting compensation-related adjustments rather than ordinary market buying or selling of common stock.

On what dates were the recent BPRN phantom stock transactions recorded?

The recent phantom stock transactions for Princeton Bancorp director Robert N. Ridolfi were recorded on June 12, 2026, June 15, 2026, and June 16, 2026. Each date involved a separate discretionary transaction in phantom stock units under the company’s deferred compensation plan.