Mary Ann Gardner - Jul 1, 2024 Form 4 Insider Report for FNCB Bancorp, Inc. (FNCB)

Role: SVP/COMPLIANCE OFFICER
Signature: /s/ Stephanie A. Westington, CPA, as Attorney in Fact for Mary Ann Gardner
Stock symbol: FNCB
Transactions as of: Jul 1, 2024
Transactions value $: -$11,610
Form type: 4
Date filed: 7/1/2024, 05:40 PM
Previous filing: May 16, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	FNCB	COMMON STOCK	Tax liability	-$11.6K	-1.72K	-6.82%	$6.75	23.5K	Jul 1, 2024	Direct	F1
transaction	FNCB	COMMON STOCK	Disposed to Issuer		-23.5K	-100%		0	Jul 1, 2024	Direct	F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Mary Ann Gardner is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Represents shares of the Issuer's Common Stock forfeited by the Reporting Person to the Issuer for payment of tax liability by withholding shares of the Issuers' Common Stock incident to the vesting of shares of the Issuer's Common Stock issued in accordance with Rule 16b-3.
F2	The shares were disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 27, 2023, by and between Peoples Financial Services Corp. ("Peoples") and FNCB Bancorp, Inc. ("FNCB"). Pursuant to the Merger Agreement, at the Effective Time (as defined in the Merger Agreement), each share of common stock, $1.25 par value, of FNCB was converted into the right to receive 0.1460 shares of common stock, $2.00 par value, of Peoples and cash in lieu of fractional shares.

Content

Represents shares of the Issuer's Common Stock forfeited by the Reporting Person to the Issuer for payment of tax liability by withholding shares of the Issuers' Common Stock incident to the vesting of shares of the Issuer's Common Stock issued in accordance with Rule 16b-3.

The shares were disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 27, 2023, by and between Peoples Financial Services Corp. ("Peoples") and FNCB Bancorp, Inc. ("FNCB"). Pursuant to the Merger Agreement, at the Effective Time (as defined in the Merger Agreement), each share of common stock, $1.25 par value, of FNCB was converted into the right to receive 0.1460 shares of common stock, $2.00 par value, of Peoples and cash in lieu of fractional shares.