What tax-related transaction did the PFIS Form 4/A disclose for Timothy Kirtley?

The filing shows a tax-withholding disposition of 395 PFIS common shares at $53.60 per share. This F-code transaction represents shares delivered to satisfy tax liability tied to the vesting of performance-based stock awards, not an open-market sale of stock.

PFIS risk chief corrects stock awards, updates RSU holdings (PFIS)

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

4/A

Rhea-AI Filing Summary

PEOPLES FINANCIAL SERVICES CORP. executive Timothy Kirtley corrected a prior insider report by updating his share awards and tax withholding entries. The amended filing shows 1,432 performance-based stock awards vested on February 27, 2026, with 395 shares withheld at $53.60 per share to cover taxes.

After these changes, Kirtley directly holds 6,103 shares of common stock and also has indirect ownership of 240 shares through a PSBT 401(k) profit sharing plan. He continues to hold restricted stock units tied to future vesting schedules beginning in 2026, each representing the right to receive one share of PFIS common stock.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider Kirtley Timothy

Role EVP/CHIEF RISK OFFICER

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	1,432	$0.00	--
Tax Withholding	Common Stock	395	$53.60	$21K
holding	Restricted Stock Units	--	--	--
holding	Restricted Stock Units	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 6,498 shares (Direct); Restricted Stock Units — 826 shares (Direct); Common Stock — 240 shares (Indirect, PSBT 401 (k) Profit Sharing Plan)

Footnotes (1)

On March 3, 2026, the reporting person filed a Form 4 which inadvertently reported the vesting of 2,146 performance-based stock awards and 725 shares withheld for taxes. As reported in this amendment, 1,432 performance-based stock awards vested and 395 shares were withheld for taxes. This amount includes 475 shares of time based restricted common stock solely owned by Mr. Kirtley and 5,628 shares solely owned by Mr. Kirtley. Each restricted stock unit represents a contingent right to receive one share of PFIS common stock. The restricted stock units vest in three equal annual installments beginning March 11, 2026. The restricted stock units vest in five equal annual installments beginning August 29, 2026.

Key Figures

Performance-based stock awards vested: 1,432 shares Shares withheld for taxes: 395 shares at $53.60/share Direct common shares after transactions: 6,103 shares +5 more

8 metrics

Performance-based stock awards vested 1,432 shares Common Stock, transaction date February 27, 2026

Shares withheld for taxes 395 shares at $53.60/share Tax-withholding disposition on February 27, 2026

Direct common shares after transactions 6,103 shares Direct ownership following updated entries

Indirect 401(k) common shares 240 shares PSBT 401(k) Profit Sharing Plan holding

RSUs underlying shares (grant 1) 826 shares Restricted Stock Units, vesting starts March 11, 2026

RSUs underlying shares (grant 2) 3,332 shares Restricted Stock Units, vesting starts August 29, 2026

Tax-withholding share count originally reported 725 shares Superseded by 395 shares in amendment

Performance awards originally reported vested 2,146 awards Superseded by 1,432 awards in amendment

Key Terms

performance-based stock awards, Restricted Stock Units, tax liability, time based restricted common stock, +1 more

5 terms

performance-based stock awards financial

"inadvertently reported the vesting of 2,146 performance-based stock awards"

Restricted Stock Units financial

"Each restricted stock unit represents a contingent right to receive one share"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax liability financial

"Payment of exercise price or tax liability by delivering securities"

time based restricted common stock financial

"includes 475 shares of time based restricted common stock solely owned"

Form 4 Insider Transactions: What Each Field Means →

04/10/2026 - 04:29 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^*

Kirtley Timothy

(Last)

(First)

(Middle)

C/O PEOPLES SECURITY BANK & TRUST CO

30 E D PREATE DRIVE

(Street)

MOOSIC

PENNSYLVANIA

18507

(City)

(State)

(Zip)

UNITED STATES

(Country)

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 RISK OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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)
03/03/2026

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)
Common Stock	02/27/2026		A		1,432⁽¹⁾	A	$0	6,498	D
Common Stock	02/27/2026		F		395⁽¹⁾	D	$53.6	6,103⁽²⁾	D
Common Stock								240	I	PSBT 401 (k) Profit Sharing 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)
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)
Restricted Stock Units	⁽³⁾							⁽⁴⁾	⁽⁴⁾	COMMON STOCK	826		826	D
Restricted Stock Units	⁽³⁾							⁽⁵⁾	⁽⁵⁾	COMMON STOCK	3,332		3,332	D

Explanation of Responses:

1. On March 3, 2026, the reporting person filed a Form 4 which inadvertently reported the vesting of 2,146 performance-based stock awards and 725 shares withheld for taxes. As reported in this amendment, 1,432 performance-based stock awards vested and 395 shares were withheld for taxes.

2. This amount includes 475 shares of time based restricted common stock solely owned by Mr. Kirtley and 5,628 shares solely owned by Mr. Kirtley.

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

4. The restricted stock units vest in three equal annual installments beginning March 11, 2026.

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

	/s/ James M. Bone, Jr., As Attorney in Fact for Timothy H. Kirtley	04/10/2026
	** 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 did PFIS executive Timothy Kirtley report in this amended Form 4?

Timothy Kirtley updated his insider holdings to reflect 1,432 performance-based stock awards that vested and 395 common shares withheld for taxes. The amendment corrects a prior filing that inadvertently reported higher vesting and tax-withheld amounts than actually occurred.

How many PFIS shares does Timothy Kirtley hold after the transactions?

Following the updated vesting and tax-withholding entries, Timothy Kirtley directly holds 6,103 shares of PFIS common stock. He also has indirect ownership of 240 shares through the PSBT 401(k) Profit Sharing Plan, as shown in the holding entries in the amended report.

How many performance-based PFIS stock awards vested for Timothy Kirtley?

The amendment clarifies that 1,432 performance-based stock awards vested for Timothy Kirtley, not 2,146 as previously reported. The correction also adjusts the related tax-withheld share count, aligning the reported equity compensation with the actual vesting activity on the transaction date.

What restricted stock unit (RSU) positions does Timothy Kirtley have at PFIS?

Kirtley holds two direct RSU positions tied to PFIS common stock, covering 826 and 3,332 underlying shares. Footnotes state these RSUs vest in three equal annual installments beginning March 11, 2026, and in five equal annual installments beginning August 29, 2026, respectively.

How are PFIS restricted stock units described in Kirtley’s filing?

Each restricted stock unit in Kirtley’s PFIS filing represents a contingent right to receive one share of PFIS common stock. These units vest over time based on schedules beginning in March 2026 and August 2026, aligning compensation with continued service and performance conditions.