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Princeton Bancorp (BPRN) CEO records deferred phantom stock awards

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

Rhea-AI Filing Summary

Princeton Bancorp, Inc. Chief Executive Officer Edward J. Dietzler reported several discretionary transactions in phantom stock tied to the company’s common shares. He recorded 2 phantom stock units at $36.25 on May 28, 2026, after earlier entries of 189 units at $34.14 and 143 units at $34.05 on March 30, 2026. These phantom stock units were acquired under the company’s Deferred Compensation Plan and are economically equivalent to common stock, becoming payable in cash or stock upon his termination of employment.

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Insights

Routine deferred compensation phantom stock entries with limited signaling value.

Edward J. Dietzler, CEO of Princeton Bancorp, reported three discretionary transactions in phantom stock under a Deferred Compensation Plan. These instruments mirror the value of common stock but are bookkeeping entries rather than immediate share purchases or sales.

The transactions cover 2, 189, and 143 phantom stock units at per-unit references of $36.25, $34.14, and $34.05. They are classified as discretionary transactions under Rule 16b-3(f), which typically governs insider compensation arrangements rather than open-market trading.

Benefits are settled in cash or common stock when employment ends, so the economic effect is deferred. Since no open-market buying or selling occurred and the total reported positions remain modest, these entries look like routine compensation administration rather than a directional view on the stock. Future company filings may further detail overall compensation structure.

Insider Dietzler Edward J
Role Chief Executive Officer
Type Security Shares Price Value
I Phantom stock 2 $36.25 $72.50
I Phantom stock 143 $34.05 $5K
I Phantom stock 189 $34.14 $6K
Holdings After Transaction: Phantom stock — 334 shares (Direct, null)
Footnotes (1)
  1. [object Object]
Phantom stock units (May 28, 2026) 2 units at $36.25 Discretionary phantom stock transaction under Rule 16b-3(f)
Phantom stock units (March 30, 2026) 189 units at $34.14 Discretionary phantom stock transaction under Rule 16b-3(f)
Additional phantom stock units (March 30, 2026) 143 units at $34.05 Discretionary phantom stock transaction under Rule 16b-3(f)
Phantom stock held after latest transaction 334 units Total phantom stock units following May 28, 2026 transaction
Phantom stock financial
"Each share of phantom stock is the economic equivalent of one share of Princeton Bancorp, Inc. 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.
Deferred Compensation Plan financial
"Acquired under the Princeton Bancorp, Inc. Deferred Compensation Plan."
A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.
Rule 16b-3(f) regulatory
"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*
Dietzler Edward J
(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
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026		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$003/30/2026I143 (1) (1)Common Stock143$34.05143D
Phantom stock$003/30/2026I189 (1) (1)Common Stock189$34.14332D
Phantom stock$005/28/2026I2 (1) (1)Common Stock2$36.25334D
Explanation of Responses:
1. Acquired under the Princeton Bancorp, Inc. Deferred Compensation Plan. Each share of phantom stock is the economic equivalent of one share of Princeton Bancorp, Inc. 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 employment.
Edward J. Dietzler, by Edward Hogan as attorney-in-fact06/30/2026
** 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 activity did Princeton Bancorp (BPRN) report for its CEO?

Princeton Bancorp CEO Edward J. Dietzler reported three discretionary phantom stock transactions. These involved 2, 189, and 143 units under a Deferred Compensation Plan, reflecting compensation accounting entries rather than open-market stock purchases or sales.

What is the size of Edward Dietzler’s latest phantom stock transaction at BPRN?

The most recent transaction shows 2 phantom stock units at a reference price of $36.25 per unit. This follows earlier entries of 189 units at $34.14 and 143 units at $34.05, all recorded as discretionary compensation-related transactions.

How does Princeton Bancorp’s phantom stock relate to its common stock?

Each phantom stock unit is the economic equivalent of one Princeton Bancorp common share. The units track the common stock’s value, with benefits ultimately paid in cash or common stock, providing deferred compensation rather than immediate share ownership.

When will the Princeton Bancorp phantom stock reported by the CEO be paid out?

The phantom stock becomes payable upon Edward Dietzler’s termination of employment. At that time, the value is settled in either cash or Princeton Bancorp common stock, according to his election under the Deferred Compensation Plan terms.

Are the BPRN CEO’s phantom stock transactions open-market buys or sells?

The reported phantom stock entries are not open-market buys or sells. They are discretionary transactions under Rule 16b-3(f) within a Deferred Compensation Plan, representing compensation-related accounting rather than trading activity in the public market.