Princeton Bancorp (BPRN) COO uses share withholding to cover RSU taxes

Rhea-AI Filing Summary

Princeton Bancorp, Inc. Chief Operating Officer Daniel J. O'Donnell reported share withholding transactions tied to restricted stock unit vesting. On February 9, 2026, he had 705, 762, and 1,009 shares of common stock withheld at about $37.08–$37.09 per share to cover tax liabilities on RSUs that vested on January 22, 24, and 25, 2026. After these transactions, he directly owned 18,969 shares of Princeton Bancorp common stock.

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

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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^*

O'Donnell Daniel J.

(Last) (First) (Middle)

183 BAYARD LANE

(Street)

PRINCETON NJ 08540

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Princeton Bancorp, Inc. [ BPRN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2026

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	02/09/2026		F		705(1)	D	$37.08	20,740	D
Common Stock	02/09/2026		F		762(2)	D	$37.08	19,978	D
Common Stock	02/09/2026		F		1,009(3)	D	$37.09	18,969	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 the payment of the reporting person's tax liability by withholding shares incident to the vesting of the restricted stock units that vested on January 25, 2026.

2. Represents the payment of the reporting person's tax liability by withholding shares incident to the vesting of the restricted stock units that vested on January 24, 2026.

3. Represents the payment of the reporting person's tax liability by withholding shares incident to the vesting of the restricted stock units that vested on January 22, 2026.

	Daniel O'Donnell, by Edward Hogan, attorney-in-fact	02/10/2026
	** 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).
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FAQ

What insider transaction did Princeton Bancorp (BPRN) report for its COO?

Princeton Bancorp reported that Chief Operating Officer Daniel J. O'Donnell had company shares withheld to cover taxes. On February 9, 2026, three withholding transactions reduced his holdings, all related to recently vested restricted stock units.

Were Daniel O'Donnell's Princeton Bancorp (BPRN) transactions open-market sales?

No. The filing states the transactions represent payment of tax liabilities by withholding shares. These withholdings occurred incident to the vesting of restricted stock units on January 22, 24, and 25, 2026, rather than discretionary market sales.

How many Princeton Bancorp (BPRN) shares were withheld to cover Daniel O'Donnell's taxes?

The Form 4 shows three withholding entries: 705 shares at $37.08, 762 shares at $37.08, and 1,009 shares at $37.09. Each relates to tax payments on specific restricted stock unit vesting dates in January 2026.

How many Princeton Bancorp (BPRN) shares does COO Daniel O'Donnell hold after the transactions?

Following the reported withholding transactions, Daniel J. O'Donnell directly owned 18,969 shares of Princeton Bancorp common stock. This post-transaction balance is disclosed in the Form 4 as the amount beneficially owned after the final reported withholding event.

What does transaction code "F" mean in the Princeton Bancorp (BPRN) Form 4?

In this Form 4, transaction code "F" identifies share withholdings used to pay taxes upon restricted stock unit vesting. The footnotes explain that each "F" transaction satisfied the reporting person's tax liability tied to specific January 2026 vesting dates.

Which RSU vesting dates triggered the Princeton Bancorp (BPRN) share withholdings?

The filing notes that RSUs vested on January 22, 2026, January 24, 2026, and January 25, 2026. For each vesting event, shares of Princeton Bancorp common stock were withheld to pay Daniel O'Donnell's tax obligations arising from the vesting.