STOCK TITAN

FRP Holdings (FRPH) director adds shares via 10b5-1 trust plan

(Moderate)
(Positive)
Form Type
4

Rhea-AI Filing Summary

FRP HOLDINGS, INC. (FRPH) director and ten percent owner John D. Baker II reported indirect open-market purchases totaling 9,146 shares of common stock on August 17–18, 2026, under a Rule 10b5-1 trading plan, at weighted average prices of $21.9687–$21.97 per share.

The August 17 purchase of 957 shares carried a weighted average price with actual trades between $21.85 and $22.00, and the August 18 purchase of 8,189 shares had actual prices between $21.88 and $22.00. The acquired shares are held indirectly in a trust for Baker’s benefit, where he is co-trustee and sole income beneficiary, and he disclaims beneficial ownership beyond his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider BAKER JOHN D II
Role Director, 10% Owner
Bought 9,146 shs ($201K)
Type Security Shares Price Value
Purchase Common Stock F3, F2 8,189 $21.97 $180K
Purchase Common Stock F1, F2 957 $21.9687 $21K
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 3,059,389 shares (Indirect, See footnote); Common Stock — 278,040 shares (Indirect, Held in Living Trust); Common Stock — 7,578 shares (Indirect, Held in Wife's Living Trust)
Footnotes (3)
  1. F1. The price reported in Column 4 is a weighted average price. The actual purchase prices for these transactions ranged from $21.85 to $22.00. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
  2. F2. Shares are held by the Trust FBO John D. Baker II U/A Cynthia L. Baker Trust dated 4/30/1965, for which the Reporting Person serves as co-trustee, and of which the Reporting Person is the sole income beneficiary. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
  3. F3. The price reported in Column 4 is a weighted average price. The actual purchase prices for these transactions ranged from $21.88 to $22.00. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
Total shares purchased 9,146 shares Indirect open-market purchases on August 17–18, 2026
Shares purchased on 2026-08-17 957 shares Indirect purchase at weighted average price of $21.9687 per share
Shares purchased on 2026-08-18 8,189 shares Indirect purchase at weighted average price of $21.97 per share
Price range 2026-08-17 $21.85 to $22.00 Actual trade prices underlying the weighted average for August 17 purchase
Price range 2026-08-18 $21.88 to $22.00 Actual trade prices underlying the weighted average for August 18 purchase
Living trust indirect holding 278,040 shares Common stock held in a living trust as of August 17, 2026
Wife's living trust holding 7,578 shares Common stock held in wife’s living trust as of August 17, 2026
Rule 10b5-1 trading plan regulatory
"transactions were effected under a Rule 10b5-1 trading plan"
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
weighted average price financial
"The price reported in Column 4 is a weighted average price"
Weighted average price is the average price of a security where each trade or component is counted according to its size, so bigger trades pull the average more than smaller ones. Think of it like calculating the average cost of a grocery haul where items you bought more of have greater influence on the final per-item cost. Investors use it to understand the true average price paid or received, judge execution quality, and compare trading performance against market movement.
pecuniary interest financial
"disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest"
sole income beneficiary financial
"for which the Reporting Person serves as co-trustee, and of which the Reporting Person is the sole income beneficiary"
indirect ownership financial
"Shares are held by the Trust FBO John D. Baker II ... reported as indirect ownership"

FAQ

What insider transactions did FRPH director John D. Baker II report on this Form 4?

John D. Baker II reported two indirect open-market purchases of FRP HOLDINGS, INC. common stock totaling 9,146 shares on August 17–18, 2026, executed at weighted average prices near $21.97 per share, according to the Form 4 filing.

How many FRPH shares did John D. Baker II indirectly acquire in this Form 4 period?

The filing reports that entities associated with John D. Baker II indirectly acquired 9,146 shares of FRP HOLDINGS, INC. common stock. This consists of 957 shares purchased on August 17, 2026, and 8,189 shares purchased on August 18, 2026.

Were the reported FRPH insider transactions made under a Rule 10b5-1 trading plan?

Yes. The Form 4 indicates the transactions were effected under a Rule 10b5-1 trading plan. Such plans pre-establish trading parameters, which can reduce the interpretive significance of the timing of these FRP HOLDINGS, INC. share purchases.

How are the newly acquired FRPH shares held for John D. Baker II?

The acquired FRPH shares are held indirectly by a trust for the benefit of John D. Baker II. He serves as co-trustee and is the sole income beneficiary, and he disclaims beneficial ownership except to the extent of his pecuniary interest.

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SEC Form 4
FORM 4UNITED 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).
X
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*
BAKER JOHN D II

(Last)(First)(Middle)
FRP HOLDINGS, INC
200 WEST FORSYTH STREET, 7TH FLOOR

(Street)
JACKSONVILLE FLORIDA 32202

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
FRP HOLDINGS, INC. [ FRPH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/17/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock08/17/2026P957A$21.9687(1)3,051,200ISee footnote(2)
Common Stock08/18/2026P8,189A$21.97(3)3,059,389ISee footnote(2)
Common Stock278,040IHeld in Living Trust
Common Stock7,578IHeld in Wife's Living Trust
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. The actual purchase prices for these transactions ranged from $21.85 to $22.00. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
2. Shares are held by the Trust FBO John D. Baker II U/A Cynthia L. Baker Trust dated 4/30/1965, for which the Reporting Person serves as co-trustee, and of which the Reporting Person is the sole income beneficiary. The Reporting Person disclaims beneficial ownership of such shares, except to the extent of his pecuniary interest therein.
3. The price reported in Column 4 is a weighted average price. The actual purchase prices for these transactions ranged from $21.88 to $22.00. The reporting person will provide the issuer, any security holder of the issuer, or the SEC staff, upon request, full information regarding the number of shares purchased at each separate price within the range.
/s/ John D. Baker II08/18/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)