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Schedule 13G/A: Fourthstone Reports 1,258,740 ORRF Shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G/A

Rhea-AI Filing Summary

Fourthstone and related reporting persons disclosed a beneficial ownership stake of 1,258,740 shares in Orrstown Financial Services, Inc. (ORRF), equal to 6.45% of the outstanding common stock based on 19,061,344 shares outstanding as of March 31, 2025. The filing itemizes holdings across affiliated entities, including Fourthstone Master Opportunity Fund Ltd. with 984,077 shares (5.04%), Fourthstone GP LLC with 274,663 shares (1.41%), Fourthstone QP Opportunity Fund LP with 262,901 shares (1.35%), and Fourthstone Small-Cap Financials Fund LP with 11,762 shares (0.06%).

The Reporting Persons state these shares were acquired and are held in the ordinary course of business and were not acquired to change or influence control of the issuer. The Schedule 13G/A discloses ownership details and voting/dispositive power across the listed Fourthstone entities and L. Phillip Stone, IV, consistent with a passive investor reporting under the applicable rules.

Positive

  • Material stake disclosed: Reporting Persons hold 1,258,740 shares, representing 6.45% of ORRF based on 19,061,344 shares outstanding.
  • Entity-level detail provided: Fourthstone Master Opportunity Fund Ltd. 984,077 shares (5.04%); Fourthstone GP LLC 274,663 (1.41%); Fourthstone QP Opportunity Fund LP 262,901 (1.35%); Small-Cap Fund 11,762 (0.06%).
  • Ordinary-course certification: Reporting Persons state the shares were acquired and are held in the ordinary course of business and not to influence control of the issuer.

Negative

  • None.

Insights

TL;DR: Fourthstone reports a material 6.45% stake in ORRF, disclosed across affiliated funds totaling 1,258,740 shares.

The Schedule 13G/A documents a >5% beneficial ownership position using a 19,061,344-share base, which triggers public disclosure requirements and places Fourthstone among notable holders of ORRF common stock. The filing provides precise vote and dispositive power counts and breaks holdings down by affiliated funds, enabling investors to see concentration and allocation within the Fourthstone group. The filing’s explicit statement that the shares were acquired in the ordinary course and not to influence control frames this as a passive disclosure rather than an activist move.

TL;DR: A 6.45% ownership is material for disclosure; Reporting Persons disclaim intent to pursue control or group actions.

The filing shows consolidated beneficial ownership across related entities and identifies the managing member, clarifying the chain of control within the investment group. Item responses indicate no group dissolution, no parent-subsidiary acquisitions, and no intent to influence control. For governance purposes, this is an important ownership disclosure but the filing contains no appointment demands, proposed governance changes, or activist declarations; it documents position and voting/dispositive structure without signalling further corporate actions.






Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)






SCHEDULE 13G




Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).


SCHEDULE 13G




Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).


SCHEDULE 13G




Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).


SCHEDULE 13G




Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).


SCHEDULE 13G




Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).


SCHEDULE 13G




Comment for Type of Reporting Person: See Item 4 for a description of the information reported in rows (6), (8), (9) and (11).


SCHEDULE 13G



Fourthstone LLC
Signature:Amy M. Stone
Name/Title:Chief Executive Officer
Date:08/14/2025
Fourthstone Master Opportunity Fund Ltd
Signature:Amy M. Stone
Name/Title:Chief Executive Officer
Date:08/14/2025
Fourthstone GP LLC
Signature:L. Phillip Stone, IV
Name/Title:Managing Member of Fourthstone GP LLC
Date:08/14/2025
Fourthstone QP Opportunity Fund LP
Signature:Amy M. Stone
Name/Title:Chief Executive Officer
Date:08/14/2025
Fourthstone Small-Cap Financials Fund LP
Signature:Amy M. Stone
Name/Title:Chief Executive Officer
Date:08/14/2025
L. Phillip Stone, IV
Signature:L. Phillip Stone, IV
Name/Title:Self, Principal owner of Fourthstone LLC
Date:08/14/2025

FAQ

How many Orrstown Financial (ORRF) shares does Fourthstone report owning?

1,258,740 shares, representing 6.45% of the outstanding common stock based on 19,061,344 shares outstanding (as of March 31, 2025).

Which Fourthstone entities own ORRF shares and what are their holdings?

Fourthstone Master Opportunity Fund Ltd.: 984,077 shares (5.04%); Fourthstone GP LLC: 274,663 shares (1.41%); Fourthstone QP Opportunity Fund LP: 262,901 shares (1.35%); Fourthstone Small-Cap Financials Fund LP: 11,762 shares (0.06%).

Does Fourthstone say it intends to influence control of Orrstown (ORRF)?

No. The filing states the securities were acquired and are held in the ordinary course of business and were not acquired to change or influence control of the issuer.

What form was filed to disclose this ownership in ORRF?

A Schedule 13G/A under the Securities Exchange Act, reporting beneficial ownership of common stock (CUSIP 687380105).

What percent of ORRF does Fourthstone Master Opportunity Fund Ltd. hold?

5.04% based on 984,077 shares reported in the filing.

Who signed the Schedule 13G/A for Fourthstone's ORRF filing?

Signatures in the filing include Amy M. Stone (Chief Executive Officer) and L. Phillip Stone, IV (Managing Member).
Orrstown Finl Svcs Inc

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