UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

______________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

~~______________~~Date of Report (Date of earliest event reported): February 5, 2026

Date of Report (Date of earliest event reported): January 28, 2026

FIDELITY D & D BANCORP, INC.

(Exact name of ~~registrant~~Registrant as specified in its charter)

Pennsylvania		001-38229		23-3017653
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

Blakely and Drinker Streets, Dunmore, PA	18512
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (570) 342-8281

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, no par value	FDBC	The NASDAQ Stock Market, LLC

Indicate by check mark whether the ~~registrant~~Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the ~~registrant~~Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

FIDELITY D & D BANCORP, INC.

CURRENT REPORT ON FORM 8-K

~~ITEM~~Item 28.~~02.~~01 ~~RESULTS~~Other ~~OF OPERATIONS AND FINANCIAL CONDITION~~Events

On ~~January~~February 285, 2026, ~~Fidelity~~it Dwas &announced Dthat ~~Bancorp,~~Peter ~~Inc.~~Gray ~~issued~~has ajoined ~~press~~the ~~release~~Executive ~~describing~~Management ~~its~~Team of ~~results~~The ofFidelity ~~operations~~Deposit ~~for~~and Discount Bank (the ~~quarter~~“Bank”), ~~and~~the ~~year~~wholly-~~to-date~~owned ~~ended~~subsidiary ~~December~~of 31Fidelity D & D Bancorp, ~~2025~~Inc. (the A“Corporation”), ~~copy~~as ofExecutive ~~the~~Vice ~~related~~President, Chief Lending Officer and Lehigh Valley Market President. A press release isregarding ~~being~~Mr. ~~furnished~~Gray's hire is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The information in this Item 28.02 01 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

~~ITEM~~ Item 9.01 ~~FINANCIAL~~Financial ~~STATEMENTS~~Statements ~~AND~~and ~~EXHIBITS~~Exhibits

(d) Exhibits.

Exhibit Number	Description
99.1	Copy of the ~~Press~~press ~~Release,~~release dated ~~January~~February 285, 2026.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

~~SIGNATURE~~SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this ~~report~~Current Report on Form 8-K to be signed on its behalf by the undersigned, ~~hereunto~~thereunto duly authorized.

	FIDELITY D & D BANCORP, INC.
	(Registrant)
Date: January 28, 2026	By: /s/ Salvatore R. DeFrancesco, Jr.
Dated: February 5, 2026	/s/ Salvatore R. DeFrancesco, Jr.
	Salvatore R. DeFrancesco, Jr.
	Treasurer and Chief Financial Officer

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