FIDELITY D & D BANCORP INC — Director's Dealing 2016

Feb 4, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: FIDELITY D & D BANCORP INC (FDBC)
CIK: 0001098151
Period of Report: 2016-02-02

Reporting Person: DEFRANCESCO SALVATORE R JR (EVP & Treasurer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-02-02	Restricted Stock	P	470	$32.4	Acquired	11587.58	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-02-02	Stock Appreciation Rights	$32.4	M	2881	Acquired	2026-02-01	Common Stock (2881)	Direct

Footnotes

F1: The stock which shall fully vest at the end of a three-year vesting period (100% after three years, subject to graded vesting---1/3, 1/3 and 1/3 each year (or 33 1/3% vesting per year))

F2: Once an award has vested, it shall be subject to a hold on sale restriction for two years from the date of vesting