FRP Holdings (FRPH) CFO forfeits 418 shares after targets missed

Rhea-AI Filing Summary

FRP Holdings, Inc. CFO Matthew C. McNulty reported a forfeiture of 418 shares of restricted common stock on March 10, 2026. According to the filing, these shares were originally granted on January 1, 2024 and were forfeited because the issuer did not achieve the target performance criteria. Following this disposition back to the company, McNulty holds 37,632 shares of common stock directly and 1,471.5 shares indirectly through a 401(k) plan.

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

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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^*

McNulty Matthew C.

(Last) (First) (Middle)

200 WEST FORSYTH STREET

7TH FLOOR

(Street)

JACKSONVILLE FL 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)
	CFO

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock								1,471.5	I	Held in 401k
Common Stock	03/10/2026		D(1)		418	D	$0	37,632	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. 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 Matthew C. McNulty	03/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What did FRP Holdings (FRPH) CFO report in this Form 4 filing?

The CFO reported a forfeiture of 418 restricted common shares on March 10, 2026. These shares reverted to FRP Holdings because related performance targets for the original January 1, 2024 grant were not achieved.

Why were 418 restricted FRP Holdings (FRPH) shares forfeited by the CFO?

The 418 restricted shares were forfeited because FRP Holdings did not achieve the target performance criteria tied to a January 1, 2024 grant. As a result, the shares were disposed of back to the issuer rather than sold on the open market.

How many FRP Holdings (FRPH) shares does CFO Matthew C. McNulty hold after this Form 4?

After the forfeiture, the CFO holds 37,632 FRP Holdings common shares directly. He also has an additional 1,471.5 shares held indirectly in a 401(k) plan, according to the reported post-transaction ownership balances.

Was the FRP Holdings (FRPH) CFO’s 418-share transaction an open-market sale?

No, the 418 shares were a disposition to the issuer at a reported price of $0.00 per share. The filing describes it as a forfeiture of restricted stock due to unmet performance criteria, not a sale on the open market.