8-K
FIDELITY D & D BANCORP INC (FDBC)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 5, 2026
FIDELITY D & D BANCORP, INC.
(Exact name of Registrant as specified in its charter)
| Pennsylvania | 001-38229 | 23-3017653 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
| Blakely and Drinker Streets, Dunmore, PA | 18512 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (570) 342-8281
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, no par value | FDBC | The NASDAQ Stock Market, LLC |
Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
CURRENT REPORT ON FORM 8-K
Item 8.01 Other Events
On February 5, 2026, it was announced that Peter Gray has joined the Executive Management Team of The Fidelity Deposit and Discount Bank (the “Bank”), the wholly-owned subsidiary of Fidelity D & D Bancorp, Inc. (the “Corporation”), as Executive Vice President, Chief Lending Officer and Lehigh Valley Market President. A press release regarding Mr. Gray's hire is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Item 8.01 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit Number | Description |
|---|---|
| 99.1 | Copy of the press release dated February 5, 2026. |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized.
| FIDELITY D & D BANCORP, INC. | |
|---|---|
| (Registrant) | |
| Dated: February 5, 2026 | /s/ Salvatore R. DeFrancesco, Jr. |
| Salvatore R. DeFrancesco, Jr. | |
| Treasurer and Chief Financial Officer |
ex_913976.htm
Exhibit 99.1
FOR IMMEDIATE RELEASE
Contact:
Tara Smith
VP & Director of Marketing
(570) 504.2231
Tara.Smith@fddbank.com
Peter A. Gray Joins Fidelity Bank as Executive Vice President, Chief Lending Officer and Market President for the Lehigh Valley
Dunmore, PA – February 5, 2026 – Daniel J. Santaniello, President and CEO of Fidelity Bank, is pleased to announce that Peter A. Gray has joined Fidelity Bank as Executive Vice President, Chief Lending Officer and Market President for the Lehigh Valley.
Gray brings more than two decades of executive leadership in community banking, lending, operational transformation, and client-focused strategy.
Gray most recently served as Senior Executive Vice President and Chief Operating Officer at another area financial institution, where he played a pivotal role in advancing strategic initiatives centered on delivering efficiency. Throughout his career, he has also held leadership roles with oversight on business development and revenue enhancement.
Earlier in his career, Pete Gray served another financial institution guiding commercial and retail growth across a diverse Northeast Pennsylvania regional footprint.
A dedicated community leader, Gray serves on the Board of the Pocono Mountains United Way and sits on the Board of Directors for the State Theatre of Easton. He previously contributed to the Lehigh Valley Economic Development Corporation (LVEDC) Board. He holds an MBA in Corporate Finance from Fairleigh Dickinson University and a BS in Business Management from Kutztown University of Pennsylvania.
“Pete is a proven relationship-driven leader,” said Santaniello. “His experience and client experience delivery align with Fidelity Bank’s mission and long-term strategy. We are pleased to welcome him to the executive team.”
In his new role, Gray will partner closely with executive leadership and frontline bankers to further strengthen Fidelity Bank’s focus on managing all commercial lending activities to ensure full compliance with regulatory requirements, strategic objectives, and established lending policies.
About Fidelity Bank
Fidelity Bank has built a strong history as a trusted financial advisor and continues its mission of exceeding client expectations through a unique banking experience. It operates 21 full-service offices throughout Lackawanna, Luzerne, Lehigh, and Northampton Counties, along with a limited production commercial office in Luzerne County and a Fidelity Bank Wealth Management Office in Schuylkill County. Fidelity Bank provides a digital banking experience online at www.bankatfidelity.com, through the Fidelity Mobile Banking app, and in the Client Care Center at 1-800-388-4380. Part of the Company’s vision is to serve as the best bank for the community, which was accomplished by having provided over 6,000 hours of volunteer time and over $1.5 million in donations to non-profit organizations directly within the markets served throughout 2025. Fidelity Bank's deposits are insured by the Federal Deposit Insurance Corporation up to the full extent permitted by law.