Form 4: FDBC CEO reports insider purchase; SARs disclosed

Rhea-AI Filing Summary

Fidelity D & D Bancorp (FDBC) insider filing: the President & CEO, a director and officer, purchased 1,000 shares of common stock at $44.50 on 11/10/2025. Following the trade, direct beneficial ownership stands at 60,410.8589 shares.

The insider also holds 13,626 stock appreciation rights, all vested, from grants with exercise prices of $21.60, $26.17, $49.50, and $59.70, expiring on 2/1/2026, 2/6/2027, 2/5/2028, and 2/4/2029.

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^*

SANTANIELLO DANIEL J

(Last) (First) (Middle)

307 RELDA ROAD

(Street)

ROARING BROOK TWP. PA 18444

(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)
	President & CEO

3. Date of Earliest Transaction (Month/Day/Year)
11/10/2025

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	11/10/2025		P		1,000	A	$44.5	60,410.8589	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
stock Appreciation Rights	(1)							(2)	(3)	Common Stock	13,626		13,626	D

Explanation of Responses:

1. 2016 Grant = $21.60, 2017 Grant = $26.17, 2018 Grant = $49.50 and 2019 Grant = $59.70.

2. All stock appreciation rights have vested.

3. The stock appreciation rights expire as follows: 2/1/2026 for the 2016 grant, 2/6/2027 for the 2017 grant, 2/5/2028 for the 2018 grant and 2/4/2029 for the 2019 grant.

	/s/ John Pash	11/10/2025
	** 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 FDBC’s insider report on Form 4?

The President & CEO purchased 1,000 FDBC common shares at $44.50 on 11/10/2025.

How many FDBC shares does the insider own after the trade?

Direct beneficial ownership is 60,410.8589 shares after the reported transaction.

What derivative securities does the FDBC insider hold?

The insider holds 13,626 vested stock appreciation rights tied to common stock.

What are the exercise prices of the SAR grants?

The grants are priced at $21.60, $26.17, $49.50, and $59.70.

When do the SARs expire?

They expire on 2/1/2026, 2/6/2027, 2/5/2028, and 2/4/2029.

What is the insider’s role at FDBC?

The reporting person is a Director and the company’s President & CEO.