Peoples Financial (PFIS) Insider: Share Sale and 9,540-RSU Grant

Rhea-AI Filing Summary

Insider report for PFIS: executive Jeffrey A. Drobins recorded a mix of a sale and a grant on August 29, 2025. The filing shows a disposition of 4,128.582 shares of common stock due to an adjusted calculation. It also records an indirect beneficial ownership of 277.3779 shares held through the PSBT Employee Stock Ownership Plan. Separately, Mr. Drobins was granted 9,540 restricted stock units (RSUs) on the same date; each RSU represents a contingent right to one share and they vest in seven equal annual installments beginning August 29, 2026. The RSUs are reported as direct ownership with a $0 price. The signature indicates the form was filed by an attorney-in-fact on behalf of Mr. Drobins.

Positive

• 9,540 RSUs granted to the EVP/Chief Lending Officer, aligning executive compensation with shareholder outcomes
• RSU vesting schedule over seven equal annual installments beginning August 29, 2026, which supports multi-year retention

Negative

• Disposition of 4,128.582 shares reported on August 29, 2025 (no sale price disclosed)
• Adjusted share amount noted due to a calculation error, indicating a prior reporting correction

Insights

Corporate Governance Expert

TL;DR: Routine insider disclosure showing a sale, ESOP holdings, and a multi-year RSU grant to an executive.

The Form 4 discloses a sale/disposition of 4,128.582 common shares attributed to an "adjusted number of shares due to calculation error," which suggests a correction rather than a new material transfer plan. The report also confirms indirect ownership of 277.3779 shares via the PSBT Employee Stock Ownership Plan, indicating limited additional ESOP exposure. The grant of 9,540 RSUs is meaningful for executive alignment because vesting occurs in seven equal annual installments beginning August 29, 2026, creating a long-term retention schedule. Overall this appears to be standard compensation and reporting activity rather than a governance red flag.

Securities Analyst

TL;DR: The transaction mix is neutral for immediate market impact; new RSUs create potential future dilution over time.

The disposition of 4,128.582 shares is disclosed without a price, and the RSU grant of 9,540 units is recorded at a $0 price as customary for equity compensation. Because the RSUs vest over seven years, any dilution from issuance will be gradual. The filing does not state proceeds from the disposition or reveal any hedging or derivative activity. For investors, these are routine insider compensation and ownership adjustments with no explicit material event disclosed in the form.

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
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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^*

Drobins Jeffrey A

(Last) (First) (Middle)

C/O PEOPLES SECURITY BANK & TRUST CO

102 E. DRINKER ST.

(Street)

DUNMORE PA 18512

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PEOPLES FINANCIAL SERVICES CORP. [ PFIS ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP/CHIEF LENDING OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
08/29/2025

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								4,128.582(1)	D
Common Stock								277.3779	I	PSBT Employee Stock Ownership Plan

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
Restricted Stock Units	(2)	08/29/2025		A		9,540		(3)	(3)	COMMON STOCK	9,540	$0	9,540	D

Explanation of Responses:

1. Adjusted number of shares due to calculation error.

2. Each restricted stock unit represents a contingent right to receive one share of PFIS common stock.

3. The restricted stock units vest in seven equal annual installments beginning August 29, 2026.

	/s/ James M. Bone, Jr. as Attorney-in-Fact for Jeffrey A. Drobins	09/03/2025
	** 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.
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FAQ

What transactions did PFIS insider Jeffrey A. Drobins report on Form 4?

The Form 4 reports a disposition of 4,128.582 common shares, indirect ownership of 277.3779 shares via the PSBT Employee Stock Ownership Plan, and a grant of 9,540 restricted stock units on August 29, 2025.

When do the 9,540 RSUs granted to PFIS's EVP vest?

The restricted stock units vest in seven equal annual installments beginning August 29, 2026.

Are the RSUs for PFIS reported at a purchase price?

The RSUs are reported with a $0 price, which is standard for awards representing contingent rights to shares.

Was there any indication the sale was part of a 10b5-1 plan or contract?

The Form 4 does not indicate that the transaction was executed pursuant to a contract, instruction, or written plan under Rule 10b5-1.

Who signed and filed the Form 4 for Jeffrey A. Drobins?

The Form 4 was signed by James M. Bone, Jr. as Attorney-in-Fact for Jeffrey A. Drobins.