[Form 4] ESSA Bancorp, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Director Thomas B. Hagen filed a Form 4 on 07/24/2025 covering activity dated 07/22/2025. The only reportable event was the automatic crediting of 53.2 share credits (code J – dividend reinvestment) under the Outside Directors’ Deferred Compensation Plan at an imputed price of $364.10 per share, lifting his deferred-comp balance to 14,085.962 share credits.

No open-market purchases or sales of ERIE stock were disclosed. After the filing, Hagen reports 5,100 Class A shares held directly and 16.76 million Class A shares held indirectly through family trusts, estate and a family limited partnership. He also lists derivative holdings in Class B stock convertible into 453,600 Class A shares. The transactions are routine, do not alter his economic exposure and carry no immediate valuation impact for outside shareholders.

Insights

Securities Analyst

TL;DR: Routine dividend-reinvestment credit; no buying or selling signal.

The filing is administrative. Code J indicates an automatic share-credit accrual under a director compensation plan rather than a discretionary transaction. Hagen’s massive indirect stake—about 16.8 million Class A shares—remains unchanged, preserving his significant influence. Absence of open-market activity suggests no directional view on ERIE’s valuation. For liquidity or control considerations, nothing in this Form 4 alters the investment thesis.

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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X

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Gordon Christine Davis

(Last) (First) (Middle)

200 PALMER STREET

(Street)

STROUDSBURG PA 18360

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
07/23/2025

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	07/23/2025		D		10,105	D	(1)	0	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. Pursuant to the Agreement and Plan of Merger, dated as of January 9, 2025, between the Issuer and CNB Financial Corporation, each issued and outstanding share of Issuer common stock was converted into the right to receive 0.8547 shares of CNB Financial Corporation common stock (subject to the payment of cash in lieu of fractional shares).

	/s/ Marc Levy, pursuant to power of attorney	07/24/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did ERIE director Thomas B. Hagen report in the latest Form 4?

He received 53.2 share credits via dividend reinvestment under the Outside Directors’ Deferred Compensation Plan; no shares were bought or sold.

How many ERIE Class A shares does Hagen now own or control?

The filing lists 5,100 shares directly and 16.76 million shares indirectly through trusts and a family limited partnership.

Were any ERIE shares sold in this Form 4?

No. The only entry was a credit of share units; there were no dispositions of Class A or Class B shares.

Does the Form 4 indicate a change in Hagen’s voting power at ERIE?

No. Holdings and associated voting rights remain effectively the same; the filing is procedural.

What is the significance of the Class B shares mentioned?

Class B shares are convertible 1:2,400 into Class A shares. Hagen’s derivative holdings equal 453,600 potential Class A shares but were unchanged.