Franklin Financial EVP Boosts Stake via Cashless Option Exercise

Rhea-AI Filing Summary

On 28 Jul 2025, Franklin Financial Services Corp. (FRAF) EVP & Chief Risk Officer Lorie M. Heckman exercised 2,700 incentive stock options at a $30 strike price (Code M). To fund the cashless exercise and taxes, the issuer withheld 1,903 shares at the market price of $42.58 (Code F), leaving Heckman with a net increase of 797 common shares.

Following the transactions, her direct ownership stands at 6,587 shares; the 2017 option grant is now fully settled, while 2,700 options with a $34.10 strike expiring 22 Feb 2028 remain outstanding. The activity represents routine compensation management, involves less than 0.02 % of FRAF’s 4.4 m shares outstanding, and is unlikely to affect liquidity or signal a directional view on valuation.

Positive

• Net share increase: Insider retains 797 additional shares, suggesting continued equity alignment.

Negative

• Limited ownership size: Post-exercise stake still represents <0.02 % of shares outstanding, offering minimal insider signal strength.

Insights

Securities Analyst

TL;DR Minor cashless option exercise; insider adds 797 shares, impact negligible given company’s float.

The $30 exercise versus $42.58 market price implies an intrinsic value capture of roughly $34k, modest for a firm of Franklin Financial’s size. No open-market selling occurred, mitigating dilution concerns. Remaining unexercised options at $34.10 offer upside alignment if the stock advances. Overall, the filing is administratively routine and should not alter investment theses.

Corporate Governance Expert

TL;DR Routine incentive plan use; insider retains modest equity stake, governance posture unchanged.

The cashless exercise structure is standard under the 2013 Incentive Stock Option Plan and signals neither aggressive disposal nor accumulation. Heckman’s post-transaction stake remains small but aligned with peer executive ownership norms for community banks. No red flags arise regarding disclosure timing or execution method.

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^*

Heckman Lorie M.

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Chief Risk Officer

3. Date of Earliest Transaction (Month/Day/Year)
07/28/2025

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	07/28/2025		M		2,700(1)	A	$30	8,490(2)	D
Common Stock	07/28/2025		F		1,903(1)	D	$42.58	6,587(2)	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
Incentive Stock Option (Right to Buy)	$30	07/28/2025		M			2,700	08/23/2017	02/23/2027	Common Stock	2,700	$0	0	D
Incentive Stock Option (Right to Buy)	$34.1							08/22/2018	02/22/2028	Common Stock	2,700		2,700	D

Explanation of Responses:

1. Reflects shares withheld by issuer at the market price of $42.58 per share less an exercise price of $30.00 per share to fund the cashless exercise of 2,700 options owned by the reporting person pursuant to the issuer's 2013 Incentive Stock Option Plan.

2. Includes previously reported unvested restricted stock units.

	/s/Amanda M. Ducey by Power of Attorney for Lorie M. Heckman	07/28/2025
	** 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 Franklin Financial (FRAF) shares did EVP Lorie Heckman acquire on 28 Jul 2025?

She exercised 2,700 options and, after tax withholding, added 797 net shares to her holdings.

What were the exercise and market prices in the Form 4 filing?

The options were exercised at $30 while the issuer withheld shares at the $42.58 market price.

What is Heckman’s current FRAF share ownership after the transaction?

Her direct ownership is now 6,587 common shares.

Did the insider sell any shares on the open market?

No open-market sales occurred; shares were withheld by the issuer for a cashless exercise.

How many options does Heckman still hold?

She retains 2,700 incentive stock options with a $34.10 strike expiring 22 Feb 2028.