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Form 3 FNCB Bancorp, Inc. For: Sep 30 Filed by: Chiaro James P

October 5, 2022 11:28 AM EDT
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
Chiaro James P

(Last) (First) (Middle)
C/O FNCB
102 E. DRINKER ST.

(Street)
DUNMORE PA 18512

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
09/30/2022
3. Issuer Name and Ticker or Trading Symbol
FNCB Bancorp, Inc. [ FNCB ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP/CHIEF INV SERVICES OFFICER
5. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
COMMON STOCK 25,384 (1)
I
By Chiaro Investment Services, LLC
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Reflects restricted shares of Issuer's common stock issued in connection with the purchase of substantially all of the assets of Chiaro Investment Services, LLC pursuant to the Asset Purchase Agreement dated September 30, 2022 and consummated on the same date ("Purchase Agreement"). The restricted shares of common stock will be released based on the achievement of quarterly net commissions and fees in accordance with a schedule set forth in the Purchase Agreement. Any shares not eligible to be released by August 15, 2027 will be forfeited and canceled.
/s/ Stephanie A. Westington, CPA, As Attorney in Fact 10/05/2022
** 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.


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