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Franklin Financial (FRAF) Director Receives 100 Shares as Fees

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Martin R. Brown, a director of Franklin Financial Services Corp (FRAF), reported an acquisition of common stock on 09/22/2025. He received 100 shares at a price of $48.92 per share, issued in lieu of cash for a portion of his director fees. After the transaction he beneficially owned 9,201 shares, which includes previously reported unvested restricted stock units and 12 shares acquired under the issuer's 2010 Dividend Reinvestment and Stock Purchase Plan. The Form 4 was signed by power of attorney on 09/24/2025.

Positive

  • None.

Negative

  • None.

Insights

TL;DR Director received equity in lieu of cash, a routine insider acquisition that modestly increases insider ownership.

The reported 100-share acquisition at $48.92 reflects compensation conversion rather than an open-market investment. The post-transaction beneficial ownership of 9,201 shares includes unvested restricted stock units and 12 DRIP shares, indicating ongoing equity-based compensation and modest alignment with shareholders. The size of the transaction appears immaterial to company capitalization and likely has limited market impact.

TL;DR Equity received for director fees is a standard governance practice that aligns interests without signaling a material shift.

Receiving shares in lieu of cash is a common technique to tie director compensation to shareholder outcomes. The filing discloses the nature of ownership (direct) and components of the total holding, including unvested RSUs and DRIP participation, supporting transparency in insider holdings. There is no information in the filing suggesting unusual governance concerns.

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).
1. Name and Address of Reporting Person*
Brown Martin R

(Last) (First) (Middle)
1500 NITTERHOUSE DRIVE

(Street)
CHAMBERSBURG PA 17201

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
FRANKLIN FINANCIAL SERVICES CORP /PA/ [ FRAF ]
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)
09/22/2025
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 09/22/2025 A 100(1) A $48.92 9,201(2)(3) 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. These shares were received in lieu of cash for a portion of the reporting person's director's fees.
2. Includes previously reported unvested restricted stock units.
3. Total shares includes 12 shares acquired pursuant to the issuer's 2010 Dividend Reinvestment and Stock Purchase Plan.
/s/Amanda M. Ducey by Power of Attorney for Martin R. Brown 09/24/2025
** 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 transaction did Martin R. Brown report on Form 4 for FRAF?

He acquired 100 shares of Franklin Financial Services Corp common stock on 09/22/2025, received in lieu of cash for director fees.

At what price were the shares acquired in the Form 4 filing for FRAF?

$48.92 per share was the reported price for the 100 shares acquired on 09/22/2025.

How many shares does Martin R. Brown beneficially own after the reported transaction?

9,201 shares beneficially owned following the reported transaction, including unvested RSUs and 12 DRIP shares.

Why were the 100 shares issued to Martin R. Brown according to the filing?

The shares were issued in lieu of cash for a portion of the reporting person's director's fees, as stated in the filing.

When was the Form 4 signed and who signed it?

Signed by Amanda M. Ducey by Power of Attorney for Martin R. Brown on 09/24/2025, per the filing signature block.
Franklin Finl Svcs Corp

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