FRP Holdings insider forfeits restricted shares

Accepted by SEC EDGAR 03/12/2026 - 03:31 PM EDT

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Form Type

Rhea-AI Filing Summary

FRP Holdings, Inc. Controller and Chief Accounting Officer John D. Klopfenstein reported a disposition of 276 shares of common stock back to the company. According to the filing, this reflects the forfeiture of restricted stock originally granted on January 1, 2024 because target performance criteria were not achieved.

After the forfeiture, he directly holds 31,680 shares of common stock and indirectly holds 4,018.381 shares in a 401(k) plan.

Insider Trade Summary

Disposition: 276 shares

Disposition 1 txn

Insider Klopfenstein John D

Role Controller & CAO

Type	Security	Shares	Price	Value
Disposition	Common Stock	276	$0.00	$0.00
Holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 31,680 shares (Direct); Common Stock — 4,018.381 shares (Indirect, Held in 401k)

Footnotes (1)

F1. Represents the forfeiture of restricted stock originally granted to the Reporting Person on January 1, 2024 due to the Issuer not achieving the target performance criteria.

FAQ

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What insider transaction did FRP Holdings (FRPH) report for John D. Klopfenstein?

FRP Holdings reported that Controller and CAO John D. Klopfenstein forfeited 276 shares of common stock back to the company. The shares were restricted stock that did not vest because target performance criteria tied to the January 1, 2024 grant were not achieved.

Was the FRP Holdings (FRPH) insider transaction an open-market sale?

No, the transaction was a disposition to the issuer, not an open-market sale. The 276 shares represent forfeited restricted stock that failed to meet performance targets, rather than shares sold for cash on the open market by the executive.

How many FRP Holdings (FRPH) shares does John D. Klopfenstein hold after the transaction?

After the reported transaction, John D. Klopfenstein directly holds 31,680 shares of FRP Holdings common stock. He also indirectly holds 4,018.381 additional shares through a 401(k) plan, according to the ownership details disclosed in the Form 4 filing.

Why were 276 FRP Holdings (FRPH) restricted shares forfeited by the executive?

The 276 restricted shares were forfeited because FRP Holdings did not achieve the target performance criteria linked to that award. The filing states these shares came from a restricted stock grant made on January 1, 2024 that ultimately failed to meet its specified performance conditions.

What role does John D. Klopfenstein hold at FRP Holdings (FRPH)?

John D. Klopfenstein serves as Controller and Chief Accounting Officer at FRP Holdings. His Form 4 filing relates to equity compensation, specifically restricted stock that was previously granted and later forfeited when the company did not satisfy defined performance targets for that award.

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Form 4 Insider Transactions: What Each Field Means →

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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^*

Klopfenstein John D

(Last)

(First)

(Middle)

200 W. FORSYTH STREET

7TH FLOOR

(Street)

JACKSONVILLE

32202

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
FRP HOLDINGS, INC. [ FRPH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Controller & CAO

3. Date of Earliest Transaction (Month/Day/Year)
03/10/2026

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								4,018.381	I	Held in 401k
Common Stock	03/10/2026		D⁽¹⁾		276	D	$0	31,680	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents the forfeiture of restricted stock originally granted to the Reporting Person on January 1, 2024 due to the Issuer not achieving the target performance criteria.

	Kelly D. Waters, as Attorney-in-Fact for John D. Klopfenstein	03/12/2026
	** 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.
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.

Source: View Original Filing on SEC EDGAR