SEC FORM 4

SEC FORM 4 SEC Form 4

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

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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^*

Neilon Jay M

(Last)

(First)

(Middle)

50 SOUTH 16TH STREET

SUITE 2400

(Street)

PHILADELPHIA

19102

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
REPUBLIC FIRST BANCORP INC [ FRBK ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Credit Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/02/2024

4. 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 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								54,775	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Options	$3.68							02/28/2015	02/28/2024	Common Stock	12,000		12,000	D
Stock Options	$3.55							03/12/2016	03/12/2025	Common Stock	12,000		12,000	D
Stock Options	$3.99							02/23/2017	02/23/2026	Common Stock	12,000		12,000	D
Stock Options	$8							02/28/2018	02/28/2027	Common Stock	25,000		25,000	D
Stock Options	$8.4							02/22/2019	02/22/2028	Common Stock	30,000		30,000	D
Stock Options	$6.6							02/19/2020	02/19/2029	Common Stock	40,000		40,000	D
Stock Options	$3.01							02/27/2021	02/27/2030	Common Stock	40,000		40,000	D
Restricted Stock Unit	⁽¹⁾							⁽²⁾	02/18/2031	Common Stock	6,750		6,750	D
Restricted Stock Unit	⁽¹⁾							⁽³⁾	03/21/2032	Common Stock	11,250		11,250	D
Restricted Stock Unit	⁽¹⁾							⁽⁴⁾	02/21/2033	Common Stock	45,000		45,000	D
Restricted Stock Unit	⁽¹⁾	01/02/2024		A		$137,950		⁽⁵⁾	01/02/2034	Common Stock	137,950	$0	137,950	D

Explanation of Responses:

1. Restricted stock units convert into common stock or cash upon vesting at the election of the Issuer.

2. Restricted stock units vest at a rate of 25% per year commencing February 18, 2022.

3. Restricted stock units vest at a rate of 25% per year commencing March 21, 2023.

4. Restricted stock units vest at a rate of 25% per year commencing February 21, 2024.

5. Restricted stock units vest at a rate of 1/3 per year commencing January 2, 2025.

	/s/ Scott A. Brown, pursuant to power of attorney	01/04/2024
	** 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.

SEC Form 4 filed by Neilon Jay M