Auburn National Bancorporation Inc.

09/15/2025 | Press release | Distributed by Public on 09/15/2025 09:53

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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
OMB APPROVAL
OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Spencer Sandra J.
2. Issuer Name and Ticker or Trading Symbol
AUBURN NATIONAL BANCORPORATION, INC [AUBN]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
PO BOX 3110
3. Date of Earliest Transaction (Month/Day/Year)
09/11/2025
(Street)
AUBURN, AL 36830
4. If Amendment, Date 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
(City) (State) (Zip)
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
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
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 Underlying Securities
(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 of Derivative Security: 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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Spencer Sandra J.
PO BOX 3110
AUBURN, AL 36830
X

Signatures

/s/ Sandra J Spencer 09/15/2025
**Signature of Reporting Person Date

Explanation of Responses:

* 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).

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"
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to 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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