Business Context and Reporting Period
Company: Fidelity D & D Bancorp, Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: April 21, 2026
Reporting Period: Event-based (Adoption of Amended Bylaws)
Key Financial Metrics
The filing text does not provide a clear value for revenue, profit, cash flow, margins, debt, or liquidity. This report focuses on corporate governance amendments rather than financial performance.
Material Changes
On April 21, 2026, the Board of Directors approved and adopted the Amended and Restated Bylaws. The substantive changes include:
- Registered Office: Updated address of the registered office.
- Board Powers: Conformed descriptions of fiduciary and business judgment powers with the Pennsylvania Business Corporation Law (BCL).
- Board Structure: Added a provision for the position of Vice Chairman of the Board.
- Indemnification: Revised provisions from permissive to mandatory indemnification, clarifying applicability under the BCL.
- Notice Provisions: Modernized to include email and electronic technology.
- Language: Updated gender-specific pronouns to gender-inclusive or gender-neutral terms.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, management commentary on future performance, or discussion of specific risks and contingencies. The document is strictly procedural regarding the update of corporate bylaws.
Investor Verification Checklist
- Verify the full text of the Amended and Restated Bylaws attached as Exhibit 3.1.
- Confirm the specific new address of the registered office.
- Review the implications of the shift to mandatory indemnification for director and officer liability.
- Check for any subsequent filings regarding the appointment of a Vice Chairman.