Orrstown (NASDAQ: ORRF) director granted 1,000 restricted shares in equity award

Rhea-AI Filing Summary

Orrstown Financial Services director Cindy Jeannette Joiner reported a new stock award. On January 29, 2026, she acquired 1,000 shares of Orrstown Financial Services, Inc. restricted common stock at $0 per share, reflecting a typical equity grant rather than an open-market purchase.

After this award, she beneficially owns 3,500 restricted shares directly and 22,939 shares of Orrstown Financial Services, Inc. common stock directly. The filing notes that 1,000 restricted shares vest on May 3, 2027, and other restricted stock vests on various dates over the next 18 months, illustrating a staggered vesting schedule tied to ongoing service or performance conditions.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Joiner Cindy Jeannette

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Orrstown Financial Services, Inc. Common, Restricted Stock	1,000	$0.00	--
holding	Orrstown Financial Services, Inc, Common Stock	--	--	--

Holdings After Transaction: Orrstown Financial Services, Inc. Common, Restricted Stock — 3,500 shares (Direct); Orrstown Financial Services, Inc, Common Stock — 22,939 shares (Direct)

Footnotes (1)

1. Restricted Stock with Vesting Date of May 3, 2027 Restricted stock with various vesting dates over the next 18 months.

Form 4 Insider Transactions: What Each Field Means →

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^*

Joiner Cindy Jeannette

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
01/29/2026

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	01/29/2026		A		1,000(1)	A	$0	3,500(2)	D
Orrstown Financial Services, Inc, Common Stock								22,939	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. Restricted Stock with Vesting Date of May 3, 2027

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

Remarks:

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

FAQ

What insider transaction did ORRF director Cindy Jeannette Joiner report?

Cindy Jeannette Joiner reported receiving 1,000 restricted shares of Orrstown Financial Services, Inc. common stock. The award was recorded at $0 per share on January 29, 2026, reflecting a grant rather than a market purchase, and increases her restricted stock holdings.

How many Orrstown Financial Services (ORRF) restricted shares does the director own after this Form 4?

After the transaction, Joiner beneficially owns 3,500 restricted shares of Orrstown Financial Services, Inc. common stock directly. This figure includes the newly granted 1,000 restricted shares reported in the filing, which are subject to stated vesting schedules over time.

How many Orrstown Financial Services (ORRF) common shares does the director hold directly?

The Form 4 shows Joiner directly holding 22,939 shares of Orrstown Financial Services, Inc. common stock. This total reflects her direct ownership of non-restricted common shares following the reported restricted stock grant on January 29, 2026.

When do Cindy Jeannette Joiner’s new ORRF restricted shares vest?

The 1,000 newly granted restricted shares vest on May 3, 2027. The filing also notes that additional restricted stock grants are scheduled to vest on various dates over the next 18 months, creating a staggered vesting pattern linked to continued service.

Was the Orrstown Financial Services (ORRF) restricted stock grant an open-market purchase?

No, the 1,000-share transaction is reported as a restricted stock award at $0 per share. This indicates an equity grant from the company to the director, not a purchase of shares in the open market at a prevailing trading price.

What is the significance of the vesting schedule in ORRF’s restricted stock grant?

The vesting schedule determines when the director fully earns the restricted shares. One block of 1,000 shares vests on May 3, 2027, while other restricted stock vests over the next 18 months, aligning director incentives with longer-term company performance and service.