Orrstown (ORRF) director awarded 1,500 shares of restricted stock

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Keller Mark K reported acquisition or exercise transactions in this Form 4 filing.

Orrstown Financial Services director Mark K. Keller received a grant of 1,500 shares of restricted common stock at no cost. The restricted stock carries various vesting dates over the next 18 months, reflecting a compensation-related equity award rather than an open-market purchase.

Following this award, Keller directly holds 2,500 shares of restricted stock and 25,617 shares of Orrstown common stock. This common stock total includes 18,029 shares owned jointly with his spouse, indicating a combined personal and family equity stake in the company.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Keller Mark K

Role null

Type	Security	Shares	Price	Value
Grant/Award	Orrstown Financial Services, Inc. Common, Restricted Stock	1,500	$0.00	--
holding	Orrstown Financial Services, Inc, Common Stock	--	--	--

Holdings After Transaction: Orrstown Financial Services, Inc. Common, Restricted Stock — 2,500 shares (Direct, null); Orrstown Financial Services, Inc, Common Stock — 25,617 shares (Direct, null)

Footnotes (1)

Restricted stock with various vesting dates over the next 18 months. Includes 18,029 shares owned jointly with the reporting persons spouse

Key Figures

Restricted stock grant: 1,500 shares Grant price: $0.00 per share Restricted shares after grant: 2,500 shares +3 more

6 metrics

Restricted stock grant 1,500 shares Grant of restricted common stock on May 5, 2026

Grant price $0.00 per share Price per share for the 1,500 restricted shares

Restricted shares after grant 2,500 shares Total restricted stock held following the award

Common shares after transactions 25,617 shares Total Orrstown common stock directly owned after filing

Jointly owned common shares 18,029 shares Portion of common stock owned jointly with spouse

Vesting period 18 months Various vesting dates for the new restricted stock

Key Terms

Restricted stock, vesting dates, jointly, Grant, award, or other acquisition, +1 more

5 terms

Restricted stock financial

"Restricted stock with various vesting dates over the next 18 months."

Shares granted to an individual that carry limits on transfer or sale until certain conditions are met, such as staying with the company for a set time or hitting performance targets. Think of them as a locked gift that gradually opens; for investors they matter because they affect how many shares may enter the market later, signal management incentives and potential dilution, and reveal confidence in future company performance.

vesting dates financial

"Restricted stock with various vesting dates over the next 18 months."

jointly financial

"Includes 18,029 shares owned jointly with the reporting persons spouse"

Grant, award, or other acquisition financial

"transaction_code_description: Grant, award, or other acquisition"

beneficial ownership financial

"Includes 18,029 shares owned jointly with the reporting persons spouse"

Beneficial ownership means the person or entity that actually enjoys the benefits of owning shares or other assets — such as receiving dividends, voting rights, or price gains — even if the legal title is held in another name. For investors it matters because knowing who truly controls and profits from a company reveals who can influence decisions, exposes potential conflicts of interest or hidden concentration of power, and affects transparency and risk in the stock.

Form 4 Insider Transactions: What Each Field Means →

05/06/2026 - 04:21 PM

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^*

Keller Mark K

(Last)

(First)

(Middle)

4750 LINDLE ROAD

(Street)

HARRISBURG

PENNSYLVANIA

17111

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
ORRSTOWN FINANCIAL SERVICES INC [ ORRF ]

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

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

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/05/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
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)
Orrstown Financial Services, Inc. Common, Restricted Stock	05/05/2026		A		1,500	A	$0	2,500⁽¹⁾	D
Orrstown Financial Services, Inc, Common Stock								25,617⁽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)
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. Restricted stock with various vesting dates over the next 18 months.

2. Includes 18,029 shares owned jointly with the reporting persons spouse

Remarks:

	/s/ Casara I Kieffer as P.O.A.	05/06/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did ORRF director Mark K. Keller report?

Mark K. Keller reported receiving a grant of 1,500 shares of Orrstown Financial Services restricted common stock at no cost. This is a compensation-related equity award rather than an open-market trade, disclosed in his latest insider ownership filing.

How many Orrstown (ORRF) restricted shares does Mark K. Keller now hold?

After the latest grant, Mark K. Keller holds 2,500 shares of Orrstown restricted common stock. These restricted shares vest on various dates over the next 18 months, tying part of his compensation to the company’s long-term performance.

What are the vesting terms of Mark K. Keller’s new ORRF restricted stock?

The 1,500 newly granted Orrstown restricted shares have various vesting dates over the next 18 months. This staggered vesting schedule encourages continued service and aligns Keller’s compensation with the company’s future results during that period.

How many Orrstown (ORRF) common shares does Mark K. Keller own after this filing?

Following the reported transactions, Mark K. Keller directly owns 25,617 shares of Orrstown common stock. This total includes 18,029 shares held jointly with his spouse, indicating a meaningful combined household stake in the bank’s equity.

Was Mark K. Keller’s latest ORRF transaction a market purchase or sale?

The filing shows a grant of 1,500 restricted Orrstown shares at a price of $0.00 per share, indicating a compensation award. There were no open-market purchases or sales reported, only changes from this equity grant and updated holdings.