Fidelity D & D Bancorp (FDBC) Chairman Purchases Shares

Rhea-AI Filing Summary

Fidelity D & D Bancorp, Inc. (FDBC) Form 4 shows Chairman Brian J. Cali purchased 276 shares of the company's common stock on 09/10/2025 at a price of $42.25 per share. After the transaction he beneficially owns 412,562.2831 shares directly and an additional 1,802.0027 shares indirectly through his children.

Positive

• Chairman purchased 276 shares on 09/10/2025 at $42.25, showing direct insider buying
• Direct beneficial ownership increased to 412,562.2831 shares after the transaction

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Chairman made a small open-market purchase, modestly increasing direct stake; not materially transformative.

The reported purchase of 276 shares at $42.25 is an insider open-market acquisition by the chairman, which signals a personal investment but is immaterial relative to the total reported direct ownership of 412,562.2831 shares. The filing also discloses indirect ownership of 1,802.0027 shares held by children, indicating family-level exposure. There are no derivative transactions or dispositions reported. For governance, this is a routine disclosure consistent with Section 16 reporting.

Securities Analyst

TL;DR: Small purchase; likely limited market or valuation signal but insufficient to change investment thesis.

The acquisition of 276 shares at $42.25 is explicit and recent, but represents a very small incremental change against the chairman's larger direct stake of 412,562.2831 shares. No options, grants, sales, or plan-based trades are reported. The trade type code is 'P' (purchase) and there is no indication of a Rule 10b5-1 plan. This Form 4 is informational for monitoring insider activity but not material by itself.

Insider Trade Summary

Net Buyer: 276 shares ($11,661)

Net Buy 2 txns

Insider CALI BRIAN J

Role Chairman of the Board

Bought 276 shs ($12K)

Type	Security	Shares	Price	Value
Purchase	Common Stock	276	$42.25	$12K
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 412,562.283 shares (Direct); Common Stock — 1,802.003 shares (Indirect, Children)

Footnotes (1)

Form 4 Insider Transactions: What Each Field Means →

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^*

CALI BRIAN J

(Last) (First) (Middle)

1241 DECEMBER DRIVE

(Street)

DUNMORE PA 18521

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIDELITY D & D BANCORP INC [ FDBC ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chairman of the Board

3. Date of Earliest Transaction (Month/Day/Year)
09/10/2025

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	09/10/2025		P		276	A	$42.25	412,562.2831	D
Common Stock								1,802.0027	I	Children

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:

	/s/ Felicity Chee	09/10/2025
	** 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.

FAQ

What did the insider file on Form 4 for FDBC?

The Form 4 reports that Chairman Brian J. Cali purchased 276 shares of FDBC common stock on 09/10/2025 at $42.25 per share.

How many FDBC shares does the reporting person own after the transaction?

After the reported purchase the filing shows 412,562.2831 shares beneficially owned directly and 1,802.0027 shares indirectly (via children).

Was the Form 4 trade a purchase, sale, or derivative transaction for FDBC?

The transaction code is P, indicating an open-market purchase; there are no derivative transactions reported.

Does the filing indicate the trade was made under a Rule 10b5-1 plan?

The Form 4 does not indicate that the transaction was made pursuant to a Rule 10b5-1 plan; no plan box is checked in the provided content.