ORRF EVP reports new restricted stock and RSUs

Orrstown Financial Services EVP Philip E. Fague reported equity compensation and related tax-withholding transactions in company stock.

Rhea-AI Filing Summary

Orrstown Financial Services EVP Philip E. Fague reported equity compensation and related tax-withholding transactions in company stock. On February 17, he received 1,776 shares of time-vested restricted common stock and 3,184 restricted stock units as grants with no cash price per share.

To cover tax obligations, the company withheld 300 restricted shares and 1,291 restricted stock units at a price of $37.64 per share, classified as tax-withholding dispositions rather than open-market sales. Following these transactions, his direct common stock holdings totaled 46,782 shares, which includes 40,130 shares owned jointly with his spouse, along with additional restricted stock and units scheduled to vest over time based on service and performance conditions.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider FAGUE PHILIP E

Role EVP, Trust & Wealth

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Orrstown Financial Services, Inc. Common, Restricted Stock	300	$37.64	$11K
Grant/Award	Orrstown Financial Services, Inc. Common, Restricted Stock	1,776	$0.00	$0.00
Exercise Price or Tax Liability	Orrstown Financial Services, Inc., Common, Rest. Stock. Unt.	1,291	$37.64	$49K
Grant/Award	Orrstown Financial Services, Inc., Common, Rest. Stock. Unt.	3,184	$0.00	$0.00
holding	Orrstown Financial Services, Inc, Common Stock	--	--	--

Holdings After Transaction: Orrstown Financial Services, Inc. Common, Restricted Stock — 3,240 shares (Direct); Orrstown Financial Services, Inc., Common, Rest. Stock. Unt. — 8,221 shares (Direct); Orrstown Financial Services, Inc, Common Stock — 46,782 shares (Direct)

Footnotes (3)

1. F1. Time-vested restricted stock with various vesting dates over the next three years
2. F2. Restricted stock units vesting three years after the date of the award based on pre-established company performance criteria.
3. F3. Includes 40,130 shares owned jointly with the reporting persons spouse

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Accepted by SEC EDGAR 02/19/2026 - 04:08 PM EST Learn about SEC filing dates

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^*

FAGUE PHILIP E

(Last) (First) (Middle)

4750 LINDLE ROAD

(Street)

HARRISBURG PA 17111

(City) (State) (Zip)

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

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP, Trust & Wealth

3. Date of Earliest Transaction (Month/Day/Year)
02/17/2026

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
Orrstown Financial Services, Inc. Common, Restricted Stock	02/17/2026		F		300	D	$37.64	1,464(1)	D
Orrstown Financial Services, Inc. Common, Restricted Stock	02/17/2026		A		1,776	A	$0	3,240(1)	D
Orrstown Financial Services, Inc., Common, Rest. Stock. Unt.	02/17/2026		F		1,291	D	$37.64	5,037(2)	D
Orrstown Financial Services, Inc., Common, Rest. Stock. Unt.	02/17/2026		A		3,184	A	$0	8,221(2)	D
Orrstown Financial Services, Inc, Common Stock								46,782(3)	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. Time-vested restricted stock with various vesting dates over the next three years

2. Restricted stock units vesting three years after the date of the award based on pre-established company performance criteria.

3. Includes 40,130 shares owned jointly with the reporting persons spouse

Remarks:

	/s/ Casara I Kieffer as P.O.A.	02/19/2026
	** 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.