Form 4: Princeton Bancorp Director Boosts Stake with Phantom Stock

Princeton Bancorp Director Martin Tuchman acquired 605 shares of phantom stock, increasing his beneficial ownership to 9,797 shares.

Summary

• Martin Tuchman, a Director and 10% Owner of Princeton Bancorp, Inc. (BPRN), acquired 605 shares of phantom stock.
• The transaction occurred on December 22, 2025.
• The phantom stock was acquired under the issuer's Non-Employee Directors Deferred Compensation Plan.
• Each share of phantom stock is the economic equivalent of one share of BPRN common stock.
• The phantom stock becomes payable, in cash or common stock, at the election of the reporting person, upon termination of service as a director.
• Following this transaction, Martin Tuchman beneficially owns 9,797 shares of phantom stock.
• The price of the derivative security (phantom stock) was $35.67 per share.

Sentiment

Score: 6

Explanation: The acquisition of phantom stock by a director, as part of a deferred compensation plan, indicates continued alignment of management interests with shareholder value and is a routine, positive aspect of corporate governance.

Positives

• Director Martin Tuchman increased his beneficial ownership in the company, signaling continued alignment with shareholder interests.
• The acquisition was part of a deferred compensation plan, indicating a structured approach to executive incentives.

Future Outlook

This filing does not contain forward-looking statements or guidance; it reports a past transaction.

Industry Context

The acquisition of phantom stock through a deferred compensation plan is a common practice in the financial services industry and other sectors for compensating non-employee directors, aligning their interests with long-term company performance without immediate equity issuance.

Comparison to Industry Standards

• The use of phantom stock as a component of non-employee director compensation is a standard practice across various industries, including financial services, to defer income and align director interests with shareholder value.
• Many publicly traded banks and financial institutions utilize similar deferred compensation plans for their directors, often involving equity-linked instruments like phantom stock or restricted stock units.
• The structure, where phantom stock is the economic equivalent of common stock and payable upon termination of service, is consistent with typical long-term incentive plans designed to retain experienced board members.

Corporate Governance

Related Party Transactions

• This transaction is a direct compensation arrangement between the company and a director, which is a common type of related party transaction in the context of executive and director compensation.

Stakeholder Impact

• Shareholders: Positive, as it indicates a director's continued commitment and alignment with the company's long-term performance.
• Employees: No direct impact.
• Customers: No direct impact.
• Suppliers: No direct impact.
• Creditors: No direct impact.

Next Steps

• The phantom stock will become payable upon the reporting person's termination of service as a director.

Key Dates

Keywords

Princeton Bancorp, BPRN, Martin Tuchman, Form 4, insider transaction, phantom stock, deferred compensation, director compensation, beneficial ownership, financial services