Princeton Bancorp director reports phantom stock awards

Princeton Bancorp, Inc. director Judith A. Giacin reported three discretionary transactions in phantom stock tied to the company’s common stock.

Rhea-AI Filing Summary

Princeton Bancorp, Inc. director Judith A. Giacin reported three discretionary transactions in phantom stock tied to the company’s common stock. These derivative awards were made under the Non-Employee Directors Deferred Compensation Plan and are economic equivalents of common shares, not open-market stock trades.

The reported discretionary transactions cover 331 units at $37.70, 23 units at $37.65, and 177 units at $37.29, each corresponding to the same number of underlying common shares. Following these transactions, Giacin holds 5,686 phantom stock units, which will be settled in cash or stock at her election upon termination of board service.

Insider Trade Summary

Discretionary: 531 shares

Discretionary 3 txns

Insider Giacin Judith A.

Role Director

Type	Security	Shares	Price	Value
Discretionary	Phantom stock	331	$37.70	$12K
Discretionary	Phantom stock	23	$37.65	$865.95
Discretionary	Phantom stock	177	$37.29	$7K

Holdings After Transaction: Phantom stock — 5,686 contracts (Direct)

Footnotes (1)

1. F1. 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.

Key Figures

Phantom stock transaction 1: 331 units at $37.70 Phantom stock transaction 2: 23 units at $37.65 Phantom stock transaction 3: 177 units at $37.29 +2 more

5 metrics

Phantom stock transaction 1 331 units at $37.70 Discretionary transaction on 2026-06-16

Phantom stock transaction 2 23 units at $37.65 Discretionary transaction on 2026-06-15

Phantom stock transaction 3 177 units at $37.29 Discretionary transaction on 2026-06-12

Post-transaction phantom units 5,686 units Total phantom stock following latest transaction

Underlying common stock equivalence 1:1 ratio Each phantom unit equals one BPRN common share economically

Key Terms

Phantom stock, Non-Employee Directors Deferred Compensation Plan, Rule 16b-3(f), derivative

4 terms

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

"Discretionary transaction under Rule 16b-3(f)"

derivative financial

"transaction_type": "derivative""

A derivative is a financial contract whose value depends on the price or performance of another asset or measure — for example a stock, index, interest rate, commodity, or currency. Investors use derivatives like insurance or leveraged bets to hedge risk, speculate, or gain exposure without owning the underlying asset; they can protect portfolios but also amplify losses and introduce counterparty and market risk.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Princeton Bancorp (BPRN) director Judith Giacin report on this Form 4?

Judith A. Giacin reported three discretionary phantom stock transactions under a deferred compensation plan. These awards are tied to Princeton Bancorp common stock value and are not open-market purchases or sales, but part of her non-employee director compensation structure.

How many phantom stock units does Judith Giacin hold after these BPRN transactions?

After the reported activity, Judith A. Giacin holds 5,686 phantom stock units. Each unit is economically equivalent to one share of Princeton Bancorp common stock and will be paid in cash or stock when her board service ends, at her election.

What phantom stock transactions did Judith Giacin make in Princeton Bancorp (BPRN)?

Giacin reported discretionary phantom stock transactions of 331 units at $37.70, 23 units at $37.65, and 177 units at $37.29. Each phantom unit tracks one common share’s value under the Non-Employee Directors Deferred Compensation Plan.

Is Judith Giacin buying or selling Princeton Bancorp stock in this Form 4?

The filing shows discretionary transactions in phantom stock, not open-market buys or sells of actual shares. These phantom units are deferred compensation instruments whose value mirrors Princeton Bancorp common stock rather than direct trading activity.

When will Judith Giacin receive value from these Princeton Bancorp phantom stock units?

According to the disclosure, the phantom stock becomes payable upon Giacin’s termination as a director. At that time, she may elect to receive the value in cash, common stock, or a combination, subject to the plan’s terms.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/24/2026 - 06:42 PM EDT Learn about SEC filing dates

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

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^*

Giacin Judith A.

(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)

X	Director		10% 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)

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

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
Phantom stock	$0	06/12/2026		I		177		(1)	(1)	Common Stock	177	$37.29	5,332	D
Phantom stock	$0	06/15/2026		I		23		(1)	(1)	Common Stock	23	$37.65	5,355	D
Phantom stock	$0	06/16/2026		I		331		(1)	(1)	Common Stock	331	$37.7	5,686	D

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.

	Judith Giacin, by Edward Hogan as attorney-in-fact	06/24/2026
	** 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)