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Franklin Financial (FRAF) Insider Boosts Stake with 227-Share Grant

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

Rhea-AI Filing Summary

Franklin Financial Services Corp. (FRAF) – Form 4 insider activity

Director Stanley J. Kerlin reported acquiring 227 common shares of Franklin Financial Services on 23-Jun-2025 at an implied price of $34.60 per share, a transaction valued at roughly $7.8 thousand. The shares were issued in lieu of cash for a portion of Kerlin’s board fees, reflecting a routine equity-based compensation arrangement rather than an open-market purchase. Following the transaction, Kerlin’s direct holdings increased to 26,020 shares, a figure that includes previously reported unvested restricted stock units and 87 DRIP shares. No derivative securities were involved, and there were no dispositions. While the volume is modest relative to FRAF’s public float, the filing marginally reinforces insider alignment with shareholder interests.

Positive

  • 227 shares (≈$7.8k) added to director’s holdings, modestly increasing insider ownership and incentive alignment.

Negative

  • None.

Insights

TL;DR: Small director stock receipt; neutral-to-slightly positive signal, immaterial to valuation.

The acquisition of 227 shares for board compensation adds less than 1% to Kerlin’s existing stake and is immaterial to Franklin Financial’s market cap. Because the shares were issued as compensation, rather than bought on the open market, it offers limited incremental insight into the director’s view of valuation. Nevertheless, accepting equity instead of cash marginally aligns his incentives with shareholders. No red flags or significant liquidity implications arise.

TL;DR: Routine equity compensation; governance-neutral, slightly enhances alignment.

Paying part of directors’ fees in stock is standard practice that encourages long-term orientation. The Form 4 discloses compliance with Section 16 reporting, includes power-of-attorney signature, and contains no indication of 10b5-1 usage. There are also no derivative grants, minimizing complexity. Overall, the event is governance-neutral but incrementally positive in demonstrating transparency and incentive alignment.

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*
Kerlin Stanley J

(Last) (First) (Middle)
1500 NITTERHOUSE DRIVE
PO BOX 6010

(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)
06/23/2025
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 06/23/2025 A 227(1) A $34.6 26,020(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 87 shares acquired pursuant to the issuer's 2010 Dividend Reinvestment and Stock Purchase Plan.
/s/Amanda M. Ducey by Power of Attorney for Stanley J. Kerlin 06/23/2025
** 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

How many FRAF shares did Stanley J. Kerlin acquire on 23-Jun-2025?

He acquired 227 common shares.

What was the acquisition price for the Franklin Financial (FRAF) shares?

The shares were valued at $34.60 each, issued as compensation rather than purchased in the market.

How many total FRAF shares does Kerlin now own after the transaction?

Kerlin’s direct beneficial ownership increased to 26,020 shares including unvested RSUs and DRIP shares.

Was this FRAF insider transaction part of a Rule 10b5-1 plan?

The filing does not indicate that the transaction was executed under a Rule 10b5-1(c) plan.

Did the director dispose of any Franklin Financial shares in this Form 4?

No. The filing reports only an acquisition; there were no dispositions.
Franklin Finl Svcs Corp

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234.86M
4.18M
6.44%
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1.89%
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