Director Spencer Sandra J. transferred by will 731,707 shares) and transferred by will 243,903 shares) (SEC Form 4)
$AUBN
Major Banks
Finance
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
|
|||||||||||||||
| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
|
2. Issuer Name and Ticker or Trading Symbol
AUBURN NATIONAL BANCORPORATION, INC [ AUBN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
|
3. Date of Earliest Transaction
(Month/Day/Year) 09/11/2025 | ||||||||||||||||||||||||||
|
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| common stock, par value $0.1 | 09/11/2025 | W | 666,825 | D | $0 | 0 | I | See Notes below | ||
| common stock, par value $0.1 | 09/11/2025 | W | 47,882 | D | $0 | 0 | I | See Notes below | ||
| common stock, par value $0.1 | 09/11/2025 | W | 17,000 | D | $0 | 0 | I | See Notes below | ||
| common stock, par value $0.1 | 09/11/2025 | W | 222,275 | A | $0 | 222,275 | I | Held as trustee of the Spencer Family Non-Exempt Trust FBO Sandra J Spencer. See Notes below | ||
| common stock, par value $0.1 | 09/11/2025 | W | 15,961 | A | $0 | 15,961 | I | Held as trustee of the Spencer 2008 Exempt Trust FBO Sandra J Spencer See Notes below | ||
| common stock, par value $0.1 | 09/11/2025 | W | 5,667 | A | $0 | 227,942 | I | Held as trustee of the Spencer Family Non-Exempt Trust FBO Sandra J Spencer. See Notes below | ||
| common stock, par value $0.1 | 79 | I | Held by the Reporting Person's Spouse | |||||||
| common stock, par value $0.1 | 10,272 | D | ||||||||
| common stock, par value $0.1 | 3,960 | I | Held by Spencer LLC | |||||||
|
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| Remarks: |
| Note 1. This filing is being made in connection with the settlement of the estates of, and the pour over distributions from the trusts established by, the late Mr. Edward L. Spencer Jr. and his late wife, Mrs. Ruth P. Spencer (together with Edward L. Spencer, Jr., the "Parents"). These transactions are transfers of securities by will or the laws of descent and distribution (inheritances), which are exempt from Securities Exchange Act of 1934 ( the "Exchange Act") Section 16(b) by United States Securities and Exchange Commission ("Commission") Rule 16b-5. It shall not be deemed an admission that Sandra J. Spencer (the "Reporting Person") is, for purposes of Section 16 of the Exchange Act or otherwise, the beneficial owner of (i) the Shares previously held as Personal Representative of the Estates or as Trustee of the Trusts described in the first paragraph of Note 2 below. Any fractional Shares have been rounded to whole Shares. Note 2. The Reporting Person has been (i) the sole Personal Representative of the Estate of Edward L. Spencer, Jr. (the "E.L. Spencer Estate") and the sole trustee of the Spencer 2008 Revocable Trust, which held an aggregate of 666,825 Shares; (ii) the sole trustee of the Spencer 2008 Irrevocable Trust established by the late Edward L. Spencer, Jr., which held 47,882 Shares and the sole Personal Representative of the Estate of Ruth P. Spencer and the and the sole trustee of the Ruth P. Spencer Revocable Trust, which together held 17,000 Shares. The Shares held by these foregoing Estates and Trusts are Referred to as the "Parent Shares" |
| /s/ Sandra J Spencer | 09/15/2025 | |
| ** 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. | ||