Director at FIDELITY D & D BANCORP (FDBC) awarded 500 restricted shares

Rhea-AI Filing Summary

Clemente James reported acquisition or exercise transactions in this Form 4 filing.

Fidelity D & D Bancorp director James Clemente received a grant of 500 shares of restricted common stock at $45.11 per share. This award increased his directly owned holdings to 2,650 shares. The restricted stock vests over three years, with one-third vesting each year.

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^*

Clemente James

(Last) (First) (Middle)

8 WINDING WAY

(Street)

DALLAS PA 18612

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/18/2026

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, Restricted(1)	02/18/2026		A		500	A	$45.11	2,650	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. The award shall be fully vested at the end of a three year vesting schedule subject to one third each year or a thirty three and one third percent vesting per year.

	/s/ John Pash	02/19/2026
	** 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 FIDELITY D & D BANCORP (FDBC) report for James Clemente?

FIDELITY D & D Bancorp reported that director James Clemente acquired 500 shares of restricted common stock. The award was recorded at $45.11 per share, increasing his directly owned holdings to 2,650 shares after the transaction.

Was the FDBC insider transaction a market purchase or an equity award?

The FDBC insider transaction was an equity award, not a market purchase. Director James Clemente received a grant of 500 restricted shares classified as a grant, award, or other acquisition under Form 4 transaction code A.

What is the vesting schedule for James Clemente’s restricted stock award at FDBC?

The restricted stock award to James Clemente vests over three years. The footnote states it will vest one third each year, or approximately 33⅓% per year, until fully vested at the end of the three-year schedule.

How many FDBC shares does James Clemente own after this Form 4 transaction?

After the restricted stock grant, James Clemente directly owns 2,650 shares of FIDELITY D & D Bancorp common stock. This total reflects his holdings immediately following the 500-share restricted stock award reported in the Form 4 filing.

What Form 4 transaction code was used in the FDBC insider filing for James Clemente?

The FDBC insider filing for James Clemente used transaction code A. This code indicates a grant, award, or other acquisition of securities, here representing the 500-share restricted stock award rather than an open-market buy or sell transaction.