Director at Fidelity D & D (NASDAQ: FDBC) receives 2,500-share restricted stock grant

Rhea-AI Filing Summary

FIDELITY D & D BANCORP INC director William J. Joyce Sr. reported receiving a grant of 2,500 shares of restricted common stock on February 18, 2026 at $45.11 per share. After this award, his directly held shares increased to 20,936.071.

According to the disclosure, the restricted stock award vests over a three-year schedule, with one third, or thirty three and one third percent, vesting each year. This is characterized as a grant, award, or other acquisition rather than an open-market purchase.

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^*

Joyce William J. Sr.

(Last) (First) (Middle)

414 SOUTH STREET

(Street)

AVOCA PA 18641

(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
Restricted Common Stock(1)	02/18/2026		A		2,500	A	$45.11	20,936.071	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/ Felicity Chee	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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did FDBC director William J. Joyce Sr. report?

Director William J. Joyce Sr. reported acquiring 2,500 shares of restricted common stock through a grant on February 18, 2026. The shares were reported at $45.11 each, classified as a grant, award, or other acquisition rather than an open-market purchase.

How many FDBC shares does William J. Joyce Sr. hold after this Form 4 transaction?

After the reported grant, William J. Joyce Sr. holds 20,936.071 shares of Fidelity D & D Bancorp common stock directly. This figure reflects his total direct ownership following the 2,500-share restricted stock award disclosed in the Form 4 filing.

What type of security was granted in the latest FDBC Form 4 filing?

The filing reports a grant of restricted common stock of Fidelity D & D Bancorp. The award covers 2,500 restricted shares, which are subject to a three-year vesting schedule with one third, or thirty three and one third percent, vesting each year.

How does the restricted stock award for FDBC vest over time?

The restricted stock award vests over three years, with one third vesting each year. The footnote explains this as a thirty three and one third percent vesting per year, meaning the full 2,500 shares vest gradually across the three-year period.

Was the FDBC insider transaction a market purchase or a stock grant?

The transaction was a stock grant, not a market purchase. The Form 4 classifies it as a grant, award, or other acquisition of 2,500 restricted common shares, reported at $45.11 per share, with a three-year vesting schedule attached to the award.

What transaction code is used for the FDBC restricted stock award?

The filing uses transaction code “A” for the award, indicating a grant, award, or other acquisition. This code confirms the 2,500 restricted common shares were received as compensation rather than bought or sold in an open-market transaction.