1 unchanged sentence
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
−Removed: (In thousands, except per share data) September 30, 2025 December 31, 2024
+Added: (Dollars in thousands, except per share data) March 31, 2026 December 31, 2025
Cash and due from banks $ 60,967 $ 46,695
31 unchanged sentences
Long-term debt 3,021 23,139
−Removed: Subordinated debt 37,149 45,741
Operating lease liability 17,186 15,405
4 unchanged sentences
Common stock, par value $ 1.00 per share;
−Removed: 40,000,000 shares authorized at September 30, 2025 and December 31, 2024;
−Removed: 23,550,614 issued at September 30, 2025 and 19,796,519 at December 31, 2024;
−Removed: 23,039,223 outstanding at September 30, 2025 and 19,355,797 at December 31, 2024
+Added: 40,000,000 shares authorized at March 31, 2026 and December 31, 2025;
+Added: 25,816,654 issued as of March 31, 2026 and 23,567,094 as of December 31, 2025;
+Added: 25,296,763 outstanding as of March 31, 2026 and 23,047,203 as of December 31, 2025.
25,817 23,567
3 unchanged sentences
Treasury stock, at cost;
−Removed: 511,391 shares at September 30, 2025 and 440,722 at December 31, 2024
+Added: 519,891 shares as of March 31, 2026 and December 31, 2025.
( 12,292 ) ( 12,292 )
4 unchanged sentences
CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
−Removed: (In thousands, except per share data) 2025 2024 2025 2024
+Added: Three Months Ended March 31,
+Added: (Dollars in thousands, except per share data) 2026 2025
INTEREST INCOME
12 unchanged sentences
Net Interest Income 55,250 42,509
−Removed: (Benefit)/provision for credit losses - loans ( 187 ) 621 2,379 1,784
+Added: Provision for credit losses - loans 1,648 321
Benefit for credit losses - credit commitments ( 54 ) ( 20 )
−Removed: Net (benefit)/provision for credit losses ( 434 ) 516 2,136 1,183
−Removed: Net Interest Income After Provision/Benefit for Credit Losses $ 54,063 $ 39,653 $ 142,208 $ 114,208
+Added: Net provision for credit losses 1,594 301
+Added: Net Interest Income After Provision for Credit Losses 53,656 42,208
NONINTEREST INCOME
33 unchanged sentences
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
−Removed: Three Months Ended
−Removed: September 30, Nine Months Ended
−Removed: September 30,
+Added: Three Months Ended March 31,
(In thousands) 2026 2025
1 unchanged sentence
Other comprehensive income:
−Removed: Unrealized gains arising during the period on available for sale securities, net of income tax.
−Removed: 3,193 6,436 9,604 4,524
−Removed: Unrealized holding losses arising during the period on interest rate derivatives used in cash flow hedges, net of income tax.
+Added: Unrealized (losses)/gains arising during the period on available for sale securities, net of income tax.
( 1,946 ) 3,656
+Added: Unrealized holding gains/(losses) arising during the period on interest rate derivatives used in cash flow hedges, net of income tax.
Change in defined benefit plans, net of income tax.
−Removed: ( 10 ) ( 2 ) ( 4 ) 3
Reclassification adjustment for settlement gains and activity related to benefit plans, net of income tax.
( 48 ) ( 26 )
−Removed: Total other comprehensive income 2,849 4,007 7,918 3,521
+Added: Total other comprehensive (loss)/income ( 1,834 ) 2,662
Total comprehensive income $ 6,872 $ 16,404
11 unchanged sentences
Shareholders'
−Removed: (In thousands, except per share data) Shares Amount
+Added: (Dollars in thousands, except per share data) Shares Amount
Balance, January 1, 2026 23,567,094 $ 23,567 $ 589,421 $ 219,685 $ ( 6,323 ) $ ( 12,292 ) $ 814,058
3 unchanged sentences
— — — ( 6,237 ) — — ( 6,237 )
−Removed: Repurchased stock — — — — — — —
−Removed: Employee Stock Purchase Plan 5,311 5 132 — — — 137
−Removed: Director Stock Purchase Plan 986 1 25 — — — 26
−Removed: Restricted stock activity — — 218 — — — 218
−Removed: Balance, March 31, 2025 19,802,816 19,803 480,866 191,469 ( 14,163 ) ( 10,042 ) 667,933
−Removed: Net income — — — 4,762 — — 4,762
−Removed: Total other comprehensive income — — — — 2,407 — 2,407
−Removed: Common stock cash dividends declared, $ 0.20 per share
−Removed: — — — ( 4,657 ) — — ( 4,657 )
−Removed: Common stock issued in business combination (1)
−Removed: 3,506,795 3,507 99,699 — — — 103,206
−Removed: Stock options exercised 31,323 31 3,333 — — — 3,364
−Removed: Repurchased stock — — — — — ( 1,778 ) ( 1,778 )
−Removed: Employee Stock Purchase Plan 4,636 5 115 — — — 120
−Removed: Director Stock Purchase Plan 901 1 24 — — — 25
−Removed: Restricted stock activity 72,257 72 254 — — — 326
−Removed: Balance, June 30, 2025 23,418,728 23,419 584,291 191,574 ( 11,756 ) ( 11,820 ) 775,708
−Removed: Net income — — — 18,297 — — 18,297
−Removed: Total other comprehensive income — — — — 2,849 — 2,849
−Removed: Common stock cash dividends declared, $ 0.22 per share
+Added: Common stock issued in business combinations (1)
2,238,085 2,238 69,615 — — — 71,853
4 unchanged sentences
Restricted stock activity 5,268 6 527 — — — 533
−Removed: Balance, September 30, 2025 23,550,614 $ 23,551 $ 588,405 $ 205,320 $ ( 8,907 ) $ ( 12,046 ) $ 796,323
−Removed: (1) Shares issued on April 30, 2025 as a result of the William Penn acquisition.
+Added: Balance, March 31, 2026 25,816,654 $ 25,817 $ 659,883 $ 222,154 $ ( 8,157 ) $ ( 12,292 ) $ 887,405
+Added: (1) Shares issued on January 1, 2026 and February 27, 2026 as a result of the Cumberland Advisors and 1st Colonial acquisitions.
See "Note 2 - Business Combinations" to the Consolidated Financial Statements for more information.
−Removed: MID PENN BANCORP, INC.
Common Stock Additional
4 unchanged sentences
Shareholders'
−Removed: (In thousands, except per share data) Shares Amount
+Added: (Dollars in thousands, except per share data) Shares Amount
Balance, January 1, 2025 19,796,519 $ 19,797 $ 480,491 $ 181,597 $ ( 16,825 ) $ ( 10,042 ) $ 655,018
8 unchanged sentences
Balance, March 31, 2025 19,802,816 $ 19,803 $ 480,866 $ 191,469 $ ( 14,163 ) $ ( 10,042 ) $ 667,933
−Removed: Net income — — — 11,771 — — 11,771
−Removed: Total other comprehensive loss — — — — ( 176 ) — ( 176 )
−Removed: Common stock cash dividends declared, $ 0.20 per share
−Removed: — — — ( 3,316 ) — — ( 3,316 )
−Removed: Employee Stock Purchase Plan 5,123 5 98 — — — 103
−Removed: Director Stock Purchase Plan 1,389 1 29 — — — 30
−Removed: Restricted stock activity 38,365 39 267 — — — 306
−Removed: Balance, June 30, 2024 17,051,236 $ 17,051 $ 406,544 $ 163,256 $ ( 17,123 ) $ ( 10,042 ) $ 559,686
−Removed: Net income — — — 12,301 — — 12,301
−Removed: Total other comprehensive income — — — — 4,007 — 4,007
−Removed: Common stock cash dividends declared, $ 0.20 per share
−Removed: — — — ( 3,323 ) — — ( 3,323 )
−Removed: Employee Stock Purchase Plan 5,565 6 116 — — — 122
−Removed: Director Stock Purchase Plan 1,021 1 30 — — — 31
−Removed: Restricted stock activity 3,074 3 232 — — — 235
−Removed: Balance, September 30, 2024 17,060,896 17,061 406,922 172,234 ( 13,116 ) ( 10,042 ) 573,059
The accompanying notes are an integral part of these unaudited consolidated financial statements.
1 unchanged sentence
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
−Removed: Nine Months Ended
−Removed: September 30,
+Added: Three Months Ended March 31,
(In thousands) 2026 2025
15 unchanged sentences
Gain on sale of SBA loans ( 163 ) ( 57 )
−Removed: Gain on sale of property, plant, and equipment ( 10 ) ( 10 )
−Removed: Loss on sale or write-down of foreclosed assets 443 7
+Added: Loss/(gain) on sale or write-down of foreclosed assets 491 ( 28 )
Discount on subordinated debt — ( 154 )
−Removed: Stock compensation expense 1,458 825
−Removed: Change in deferred income taxes 7,378 80
−Removed: Increase in accrued interest receivable ( 588 ) ( 1,466 )
−Removed: Decrease in other assets 7,007 1,065
−Removed: Increase in accrued interest payable 2,947 4,738
+Added: Accretion of loan fair value marks 2,441 989
+Added: Restricted stock compensation expense 533 218
+Added: Stock option expense 132 —
+Added: Deferred income tax expense 1,309 206
+Added: Increase/(decrease) in accrued interest receivable 740 ( 417 )
+Added: Increase in other assets 867 822
+Added: Increase/(decrease) in accrued interest payable 1,125 ( 584 )
Increase/(decrease) in operating lease liability 1,700 ( 649 )
−Removed: (Decrease)/increase in other liabilities ( 2,094 ) 4,575
+Added: Increase/(decrease) in other liabilities 4,544 ( 4,162 )
Net Cash Provided By Operating Activities 14,455 12,518
3 unchanged sentences
Proceeds from the maturity or call of held-to-maturity securities 6,342 7,265
−Removed: Stock dividends received on FHLB and other bank stock 330 1,136
−Removed: Reduction of restricted investment in bank stock 394 5,043
+Added: Redemption of restricted investment in bank stock 13,023 7,693
+Added: Purchases of restricted investment in bank stock ( 15,528 ) ( 6,892 )
Net cash received from acquisitions 162,808 —
−Removed: Net decrease/(increase) in loans 17,077 ( 178,910 )
+Added: Net increase in loans ( 65,628 ) ( 50,465 )
Purchases of bank premises and equipment ( 1,425 ) ( 2,720 )
2 unchanged sentences
Proceeds from bank-owned life insurance 2,022 527
+Added: Earnings on bank-owned life insurance — ( 83 )
Net change in investments in tax credits and other partnerships 2,770 647
6 unchanged sentences
Proceeds from Employee and Director Stock Purchase Plan stock issuance 194 163
−Removed: Treasury stock purchased ( 2,004 ) ( 323 )
Net change in finance lease liability ( 37 ) ( 36 )
−Removed: Increase in short-term borrowings 222,750 937,960
+Added: Proceeds from short-term borrowings 453,300 25,000
Repayment of short-term borrowings ( 442,633 ) ( 2,000 )
Long-term debt repayment ( 20,081 ) ( 78 )
−Removed: Subordinated debt redemption ( 8,130 ) —
−Removed: Exercise of stock options 6,525 —
−Removed: Net Cash Provided by Financing Activities 14,480 187,988
+Added: Net Cash (Used in)/Provided by Financing Activities ( 6,101 ) 61,454
Net increase in cash and cash equivalents 42,272 36,690
8 unchanged sentences
Loans transferred to foreclosed assets held-for-sale 1,273 1,402
+Added: Common Stock issued to Cumberland Advisors and 1st Colonial Shareholders 2,238 —
Fair value of assets acquired in business combination, excluding cash (1)
3 unchanged sentences
Fair value of shares issued in business combination (1)
−Removed: (1) Includes the impact of the William Penn acquisition on April 30, 2025 and the Charis Insurance Group acquisition on May 12, 2025 .
+Added: (1) Includes the impact of the 1st Colonial acquisition on February 27, 2026 and the Cumberland Advisors acquisition on January 1, 2026 .
See "Note 2 - Business Combinations" to the Consolidated Financial Statements for more information .
−Removed: ( 2 ) Includes the impact of the William Penn acquisition on April 30, 2025.
The accompanying notes are an integral part of these unaudited consolidated financial statements.
4 unchanged sentences
Mid Penn Bancorp, Inc.
−Removed: ("Mid Penn" or the "Corporation"), through operations conducted by Mid Penn Bank (the "Bank") and its nonbank subsidiaries, engages in a full-service commercial banking and trust business, making available to the community a wide range of financial services, including, but not limited to, mortgage and home equity loans, secured and unsecured commercial and consumer loans, lines of credit, construction financing, farm loans, community development loans, loans to non-profit entities and local government loans, and various types of time and demand deposits including but not limited to, checking accounts, savings accounts, clubs, money market deposit accounts, certificates of deposit, and Individual Retirement Accounts.
+Added: ("Mid Penn" or the "Corporation"), through operations conducted by Mid Penn Bank (the "Bank") and its nonbank subsidiaries, engages in a full-service commercial banking and trust business, making available to the community a wide range of financial services, including, but not limited to, mortgage and home equity loans, secured and unsecured commercial and consumer loans, lines of credit, construction financing, farm loans, community development loans, loans to non-profit entities and local government loans, and various types of time and demand deposits including but not limited to, checking accounts, savings accounts, clubs, money market deposit accounts, certificates of deposit, and Individual Retirement Accounts ("IRA").
In addition, the Bank provides a full range of trust and wealth management services through its Trust Department.
1 unchanged sentence
Mid Penn also fulfills the insurance needs of both existing and potential customers through MPB Risk Services, LLC, doing business as MPB Insurance and Risk Management.
−Removed: The financial services are provided to individuals, partnerships, non-profit organizations, and corporations through its retail banking offices located throughout Pennsylvania and five counties in New Jersey.
+Added: The financial services are provided to individuals, partnerships, non-profit organizations, and corporations through its retail banking offices located throughout Pennsylvania, with a minor portion in New Jersey.
Basis of Presentation
−Removed: For all periods presented, the accompanying consolidated financial statements include the accounts of Mid Penn Bancorp, Inc., its wholly-owned subsidiary, Mid Penn Bank, and five wholly-owned nonbank subsidiaries, MPB Realty Holding, LLC, MPB Financial Services, LLC, MPB Wealth Management, LLC (which ceased operating during the first quarter
−Removed: of 2024), MPB Risk Services, LLC, and MPB Launchpad Fund I, LLC.
−Removed: As of September 30, 2025, the accounts and activities of these nonbank subsidiaries were not material to warrant separate disclosure or segment reporting.
+Added: For all periods presented, the accompanying Consolidated Financial Statements include the accounts of Mid Penn Bancorp, Inc., its wholly-owned subsidiary, Mid Penn Bank, and five wholly-owned nonbank subsidiaries, MPB Realty, LLC, MPB Financial Services, LLC, which includes Cumberland Advisors, LLC and MPB Risk Services, LLC, and MPB Launchpad Fund I, LLC.
+Added: As of March 31, 2026, the accounts and activities of these nonbank subsidiaries were not material to warrant separate disclosure or segment reporting.
As a result, Mid Penn has only one reportable segment for financial reporting purposes.
−Removed: All material intercompany accounts and transactions have been eliminated in consolidation.
+Added: All intercompany accounts and transactions have been eliminated in consolidation.
Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC.
Mid Penn believes the information presented is not misleading, and the disclosures are adequate.
−Removed: For comparative purposes, the September 30, 2024 and December 31, 2024 balances have been reclassified, when necessary, to conform to the 2025 presentation.
−Removed: Such reclassifications had no impact on net income or total shareholders’ equity.
In the opinion of management, all adjustments necessary for fair presentation of the periods presented have been reflected in the accompanying consolidated financial statements.
1 unchanged sentence
These unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the 2025 Annual Report.
−Removed: Subsequent Events
−Removed: Mid Penn has evaluated events and transactions occurring subsequent to the balance sheet date of September 30, 2025 for items that should potentially be recognized or disclosed in these consolidated financial statements.
−Removed: The evaluation was conducted through the issuance date of these consolidated financial statements.
−Removed: There were no events or transactions that occurred subsequent to the balance sheet date that would require adjustment or disclosure to the financial statements.
Use of Estimates
−Removed: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period.
+Added: The preparation of financial statements in conformity with U.S.
+Added: GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period.
Actual results could materially differ from those estimates.
−Removed: Material estimates subject to significant change include the allowance for credit losses, the expected cash flows and collateral values associated with loans that are individually evaluated for credit losses, the carrying value of other real estate owned ("OREO"), the fair value of financial instruments, business combination fair value computations, the valuation of goodwill and other intangible assets, stock-based compensation and deferred income tax assets.
+Added: Material estimates subject to significant change include the allowance for credit losses, expected cash flows on acquired loans, business combination fair value computations, and the valuation of goodwill and other intangible assets.
MID PENN BANCORP, INC.
−Removed: Accounting Standards adopted and Updated Significant Accounting Policy
+Added: Recent Accounting Pronouncements
+Added: Accounting Standards Adopted in 2026
+Added: ASU 2025-08 - The FASB issued ASU 2025-08, Financial Instruments - Credit Losses (Topic 326):
+Added: Purchased Loans
+Added: The amendments in this ASU apply to all entities subject to the guidance in Topic 326, including public business entiti es, private companies, and not-for-profit entities.
+Added: The amendments in this ASU are effective for all entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods.
+Added: The amendments in this ASU should be applied prospectively to loans that are acquired on or after the initial application date.
+Added: Early adoption is permitted in an interim or annual reporting period in which financial statements have not yet been issued or made available for issuance .
+Added: Effective January 1, 2026, the Corporation adopted ASU 2025-08.
+Added: Adoption resulted in the recognition of an initial allowance for credit losses on applicable purchased loans, including purchased seasoned loans ("PSL loans"), and will affect the accounting for future loan acquisitions.
+Added: The impact of adoption is reflected in the ACL rollforward in "Note 4 - Loans and Allowance for Credit Losses".
+Added: The adoption did not result in a cumulative-effect adjustment to beginning retained earnings.
Accounting Standards Pending Adoption
−Removed: The FASB issued ASU 2023-06, Disclosure Improvements - Codification Amendments in Response to the SEC’s Disclosure Update and Simplification Initiative .
−Removed: ASU 2023-06 amends the ASC to incorporate certain disclosure requirements from SEC Release No.
−Removed: 33-10532 - Disclosure Update and Simplification that was issued in 2018.
−Removed: The effective date for each amendment will be the date on which the SEC’s removal of that related disclosure from Regulation S-X or Regulation S-K becomes effective, with early adoption prohibited.
−Removed: ASU 2023-06 is not expected to have a significant impact on the Corporation's financial statements.
ASU 2024-03 :
−Removed: The FASB issued ASU 2023-09, Income Taxes (Topic 740):
−Removed: Improvements to Income Tax Disclosures.
−Removed: ASU 2023-09 amends the ASC to enhance income tax disclosures by requiring entities to disclose income taxes paid (net of refunds received) disaggregated by federal, state and foreign taxes.
−Removed: Additionally, entities are required to disclose amounts greater than 5% of the total income taxes paid to an individual jurisdiction.
−Removed: The amendments are effective for annual periods beginning after December 15, 2024.
−Removed: ASU 2023-09 is not expected to have a significant impact on the Corporation's financial statements.
−Removed: ASU 2024-01 —The FASB issued ASU 2024-01, Compensation - Stock Compensation (Topic 718):
−Removed: Scope application of profits interest and similar awards.
−Removed: The amendments in the ASU apply to all reporting entities that account for profits interest awards as compensation to employees or nonemployees in return for goods or services.
−Removed: The amendments are effective for annual periods beginning after December 15, 2025, and interim periods within those annual periods.
−Removed: ASU 2024-01 is not expected to have a significant impact on the Corporation's financial statements.
−Removed: ASU 2024-02 :
−Removed: The FASB issued ASU 2024-02, Codification Improvements—Amendments to Remove References to the Concepts Statements.
−Removed: This ASU contains amendments to the Codification that remove references to various FASB Concepts Statements.
−Removed: The amendments are effective for fiscal years beginning after December 15, 2025.
−Removed: Early adoption is permitted.
−Removed: ASU 2024-02 is not expected to have a significant impact on the Corporation's financial statements.
−Removed: ASU 2024-03 :
The FASB issued ASU 2024-03, Income Statement—Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40):
4 unchanged sentences
ASU 2024-03 is not expected to have a significant impact on the Corporation's financial statements.
−Removed: The FASB issued ASU 2024-04, Debt—Debt with Conversion and Other Options (Subtopic 470-20):
−Removed: Induced Conversions of Convertible Debt Instruments
−Removed: The amendments in the ASU clarify the requirements for determining whether certain settlements of convertible debt instruments should be accounted for as an induced conversion.
−Removed: The amendments in the ASU are effective for all entities for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual reporting periods.
−Removed: Early adoption is permitted for all entities that have adopted the amendments in ASU 2020-06.
−Removed: ASU 2024-04 is not expected to have a significant impact on the Corporation's financial statements.
ASU 2025-01 - The FASB issued ASU 2025-01, Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40):
Clarifying the Effective Date
−Removed: MID PENN BANCORP, INC.
The amendments in the ASU clarify the effective date of ASU 2024-03 which requires public business entities to disclose additional information about specific expense categories in the notes to financial statements at interim and annual reporting periods.
2 unchanged sentences
ASU 2025-01 is not expected to have a significant impact on the Corporation's financial statements.
−Removed: ASU 2025-06 - The FASB issued ASU 2025-06, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40):
−Removed: Targeted Improvements to the Accounting for Internal-Use Software
−Removed: The amendments in this ASU apply to all entities subject to the internal-use software guidance in Subtopic 350-40.
−Removed: The amendments also apply to all entities that account for website development costs in accordance with Subtopic 350-50, Intangibles—Goodwill and Other—Website Development Costs.
−Removed: The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods.
−Removed: Early adoption is permitted as of the beginning of an annual reporting period.
+Added: ASU 2025-09 - The FASB issued ASU 2025-09, Derivatives and Hedging (Topic 815):
+Added: Hedge Accounting Improvements
+Added: The amendments in this ASU refine hedge accounting guidance to better align accounting with risk management strategies.
+Added: The amendments are effective for fiscal years beginning after December 15, 2026, including interim periods therein.
+Added: Early adoption is permitted.
ASU 2025-09 is not expected to have a significant impact on the Corporation's financial statements.
+Added: Management does not expect the adoption of any other recently issued accounting standards to have a material impact on the Corporation's consolidated financial statements.
MID PENN BANCORP, INC.
Note 2 - Business Combinations
−Removed: Commonwealth Benefits Group Acquisition
−Removed: On July 31, 2024, Mid Penn acquired the insurance business and related accounts of a full-service employee benefits firm that serves mid to large employers across central and eastern Pennsylvania, northern Maryland, and northern Virginia, for a purchase price of $ 2.0 million at closing and an additional $ 800 thousand potentially payable pursuant to a three year earnout.
−Removed: Mid Penn has recognized total goodwill of $ 1.1 million, which is calculated as the excess of both the consideration exchanged and liabilities assumed compared to the fair value of identifiable assets acquired.
−Removed: Mid Penn incurred expenses related to the Commonwealth Benefits Group acquisition of $ 545 thousand for the year ended December 31, 2024, which is included in noninterest expense in the Consolidated Statements of Income.
−Removed: Charis Insurance Group, Inc.
−Removed: On May 12, 2025, Mid Penn acquired the insurance business and related accounts of Charis Insurance Group, Inc.
−Removed: (Charis Insurance Group), which provides business, home and auto insurance throughout central and southern Pennsylvania, for a cash purchase price of $ 4.0 million.
−Removed: Mid Penn has recognized total goodwill of $ 1.6 million, which is calculated as the excess of both the consideration exchanged and liabilities assumed compared to the fair value of identifiable assets acquired.
−Removed: Mid Penn incurred expenses related to the Charis Insurance Group acquisition of $ 164 thousand for the nine months ended September 30, 2025, which is included in noninterest expense in the Consolidated Statements of Income.
−Removed: William Penn Acquisition
−Removed: On April 30, 2025, Mid Penn completed its acquisition of 100 % of the outstanding shares of William Penn through the merger of William Penn with and into Mid Penn.
−Removed: This transaction included the acquisition of 12 branches, further expanding Mid Penn's presence in the Philadelphia region and surrounding counties in Pennsylvania and New Jersey.
−Removed: The merger was an all-stock transaction valued at approximately $ 103.2 million, based on the Mid Penn's common stock closing price of $ 29.05 on April 30, 2025.
−Removed: Each share of William Penn common stock issued and outstanding as of April 30, 2025, was converted into 0.426 shares of Mid Penn common stock.
−Removed: As a result of the acquisition, Mid Penn issued 3,506,795 shares of Mid Penn common stock as consideration for the $ 103.2 million purchase price.
−Removed: The Corporation also granted replacement awards for 538,447 stock options, with a fair value of $ 3.1 million to continuing employees of William Penn.
−Removed: Of this amount, $ 1.3 million related to pre-combination vesting and was included in purchase price consideration, and $ 1.8 million related to post-combination vesting and will be recognized as expense of the combined company over the remaining vesting period.
−Removed: Mid Penn has recognized total goodwill of $ 6.9 million, and a core deposit intangible asset of $ 9.0 million as a result of this acquisition.
−Removed: This is calculated as the excess of both the consideration exchanged and liabilities assumed compared to the fair value of identifiable assets acquired.
−Removed: Goodwill is primarily comprised of expected synergies and an assembled workforce.
+Added: Cumberland Advisors, Inc.
+Added: On January 1, 2026, Mid Penn completed its acquisition of Cumberland Advisors, Inc., a registered investment advisory firm, for total consideration of $ 5.5 million.
+Added: As a result of the acquisition, Mid Penn paid holders of Cumberland Advisors, Inc.
+Added: common stock $ 1.6 million in cash and issued 127,009 shares of Mid Penn common stock.
+Added: As of March 31, 2026, Cumberland had approximately $ 2.8 billion in assets under management.
+Added: In connection with the acquisition, Cumberland was merged into a newly formed Mid Penn acquisition subsidiary and now operates as Cumberland Advisors, LLC.
+Added: Mid Penn recognized goodwill of $ 5.1 million, and a customer list intangible of $ 2.1 million as a result of the acquisition.
+Added: Mid Penn incurred merger-related expenses related to the Cumberland Advisors acquisition of $ 544 thousand for the three months ended March 31, 2026, which is included in noninterest expense in the Consolidated Statements of Income.
+Added: 1st Colonial Bancorp, Inc.
+Added: On February 27, 2026, Mid Penn completed its acquisition of 1st Colonial Bancorp, Inc., through the merger of 1st Colonial with and into Mid Penn.
+Added: The acquisition was accounted for as a business combination in accordance with ASC 805, Business Combinations.
+Added: In connection with the merger, Mid Penn issued 2,111,076 shares of Mid Penn common stock and paid holders of 1st Colonial common stock approximately $ 37.5 million in cash.
+Added: Each share of Mid Penn common stock outstanding prior to the merger remained outstanding and unaffected by the merger.
+Added: Mid Penn recognized goodwill of $ 15.3 million, and a core deposit intangible asset of $ 17.3 million as a result of this acquisition.
+Added: This is calculated as the excess of consideration exchanged and liabilities assumed compared to the fair value of identifiable assets acquired.
+Added: Goodwill is primarily comprised of expected synergies, the assembled workforce, and expanded market presence.
Goodwill is not deductible for income tax purposes.
−Removed: Mid Penn incurred expenses related to the William Penn acquisition of $ 3 thousand and $ 11.2 million for the three and nine months ended September 30, 2025, respectively, which is included in noninterest expense in the Consolidated Statements of Income.
+Added: Mid Penn incurred merger-related expenses related to 1st Colonial acquisition of $ 7.2 million for the three months ended March 31, 2026, which are included in noninterest expense in the Consolidated Statements of Income.
Purchased loans and leases that reflect a more-than-insignificant deterioration of credit from origination are considered PCD.
1 unchanged sentence
For PCD loans and leases, the initial estimate of expected credit losses is recognized in the ACL on the date of acquisition using the same methodology as other loans and leases held-for-investment.
−Removed: As part of the William Penn acquisition, Mid Penn acquired PCD loans and leases of $ 358
−Removed: MID PENN BANCORP, INC.
−Removed: The non-credit discount on the PCD loans and leases was $ 15 thousand and the Day 1 fair value was $ 343 thousand.
−Removed: The initial provision expense for non-PCD loans associated with the William Penn acquisition was $ 2.3 million.
+Added: As part of the 1st Colonial acquisition, Mid Penn acquired PSL and PCD loans of $ 599.4 million and $ 7.4 million, respectively.
+Added: The day 1 allowance recorded at acquisition was $ 4.4 million, including $ 977 thousand related to PCD loans.
+Added: The related fair value adjustment reflected both expected credit losses recognized at acquisition and other loan valuation factors, including interest rate risk and liquidity considerations.
MID PENN BANCORP, INC.
−Removed: Estimated fair values of the assets acquired and liabilities assumed in the William Penn acquisition as of the closing date are as follows:
+Added: The following table summarizes the preliminary fair values of the assets acquired and liabilities assumed as of the acquisition date:
(In thousands)
3 unchanged sentences
Investment securities 114,405
+Added: Loans held for sale 4,031
Loans 581,823
17 unchanged sentences
Consideration transferred $ 106,120
−Removed: Fair value of common stock issued 103,206
Cash paid in lieu of fractional shares $ 2
+Added: Cash consideration for common stock 37,489
+Added: Purchase price assigned to stock options settled for cash 716
+Added: Fair value of common stock issued 67,913
Total $ 106,120
5 unchanged sentences
Consideration transferred $ 106,120
+Added: MID PENN BANCORP, INC.
The fair values of assets acquired and liabilities assumed are based on preliminary estimates and, as permitted under GAAP, Mid Penn has up to twelve months following the date of the merger to finalize the fair values of the acquired assets and assumed liabilities related to the merger.
During this measurement period, Mid Penn may record subsequent adjustments to goodwill for provisional amounts recorded at the merger date, with provisional merger-related tax adjustments.
−Removed: MID PENN BANCORP, INC.
−Removed: From the acquisition date of April 30, 2025 through September 30, 2025, William Penn contributed approximately $ 5.0 million of total revenue and $ 255 thousand of net loss to Mid Penn's consolidated results for the three months ended September 30, 2025.
−Removed: For the nine months ended September 30, 2025, William Penn contributed approximately $ 9.5 million of total revenue and $ 438 thousand of net income to Mid Penn's consolidated results.
−Removed: The following supplemental pro forma information presents certain financial results for the three and nine months ended September 30, 2025 and 2024 as if the merger of William Penn was effective as of January 1, 2024.
+Added: From the acquisition date of February 27, 2026 through March 31, 2026, 1st Colonial contributed approximately $ 2.5 million of total revenue and $ 1.3 million of net income to Mid Penn's consolidated results for the three months ended March 31, 2026.
+Added: The following supplemental pro forma information presents selected financial results for the three months ended March 31, 2026 and 2025 as if the merger of 1st Colonial was effective as of January 1, 2025.
The supplemental unaudited pro forma financial information included in the table below is based on various estimates and is presented for informational purposes only and does not indicate the results of operations of the combined company that would have been achieved for the periods presented had the transaction been completed as of the date indicated or that may be achieved in the future.
−Removed: (In thousands) Three Months Ended September 30, Nine Months Ended September 30,
−Removed: 2025 2024 2025 2024
+Added: (In thousands) Three Months Ended March 31,
Net interest income after provision for credit losses - loans $ 58,066 $ 48,624
2 unchanged sentences
Net income $ 7,975 $ 15,400
−Removed: 1st Colonial Bancorp, Inc.
−Removed: On September 24, 2025, Mid Penn entered into a Merger Agreement with 1st Colonial Bancorp, Inc., in a cash and stock deal valued at nearly $ 101 million.
−Removed: The Merger Agreement provides that, upon the terms and subject to the conditions set forth therein, 1st Colonial will merge with and into Mid Penn, with Mid Penn surviving in the Merger.
−Removed: Promptly following the Merger, the Bank will merge with and into 1st Colonial's wholly owned bank subsidiary, 1st Colonial Community Bank, with the Bank surviving in the Bank Merger.
−Removed: The Merger Agreement was unanimously approved and adopted by the board of directors of each of Mid Penn and 1st Colonial.
−Removed: Subject to the terms and conditions of the Merger Agreement, at the effective time of the Merger, each share of 1st Colonial's common stock, par value $ 0.0 per share, issued and outstanding immediately prior to the effective time of the Merger, other than certain shares held by Mid Penn, will be converted into the right to receive, at the election of the holder of such shares of 1st Colonial common stock, and subject to adjustment and proration as described in the Merger Agreement, either (a) 0.6945 of a share of Mid Penn common stock and cash in lieu of fractional shares or (b) 18.50 in cash.
−Removed: The deal is expected to close in the first or second quarter of 2026, subject to the satisfaction of customary closing conditions, including the receipt of required regulatory approvals and approval by 1st Colonial shareholders.
−Removed: Cumberland Advisors Acquisition
−Removed: On September 25, 2025, Mid Penn entered into an agreement to acquire Cumberland Advisors, Inc.
−Removed: for a purchase price of at closing of $ 5.5 million.
−Removed: Seventy percent of the purchase price will be paid in Mid Penn common stock and the balance in cash.
−Removed: The agreement provides for the potential cash payment by Mid Penn of up to an additional $ 1.0 million pursuant to an earn-out and the issuance of approximately 200,000 stock appreciation rights having a maximum aggregate value of $ 1.2 million.
−Removed: Cumberland Advisors, a registered investment advisory firm, recorded a year-to-date annualized revenue of $ 9.0 million as of the quarter ended June 30, 2025, and is expected to bring approximately $ 3.3 billion of new assets under management to the combined company.
−Removed: The deal is expected to close in the first quarter of 2026, subject to customary closing conditions.
+Added: William Penn Acquisition
+Added: On April 30, 2025, Mid Penn completed its acquisition of 100 % of the outstanding shares of William Penn through the merger of William Penn with and into Mid Penn.
+Added: This transaction included the acquisition of 12 branches, further expanding Mid Penn's presence in the Philadelphia region and surrounding counties in Pennsylvania and New Jersey.
+Added: Mid Penn recognized total goodwill of $ 6.9 million, and a core deposit intangible asset of $ 9.0 million as a result of this acquisition.
+Added: This is calculated as the excess of consideration exchanged and liabilities assumed compared to the fair value of identifiable assets acquired.
+Added: Goodwill is primarily comprised of expected synergies and an assembled workforce.
+Added: Goodwill is not deductible for income tax purposes.
+Added: The purchase accounting for the transaction was finalized as of December 31, 2025, and no material measurement adjustments were recorded during the three months ended March 31, 2026.
+Added: Charis Insurance Group, Inc.
+Added: On May 12, 2025, Mid Penn acquired the insurance business and related accounts of Charis Insurance Group, Inc.
+Added: (Charis Insurance Group), which provides business, home and auto insurance throughout central and southern Pennsylvania, for a cash purchase price of $ 4.0 million.
+Added: Mid Penn recognized total goodwill of $ 1.6 million, which is calculated as the excess of consideration exchanged and liabilities assumed compared to the fair value of identifiable assets acquired.
MID PENN BANCORP, INC.
1 unchanged sentence
AFS Securities
−Removed: At September 30, 2025, the fair value of AFS securities totaled $ 427.4 million.
−Removed: At September 30, 2025, no securities were identified that violated credit loss triggers;
−Removed: therefore, no DCF analysis was performed, and no credit loss was recognized on any of the securities available for sale.
+Added: As of March 31, 2026, the fair value of AFS securities totaled $ 484.1 million.
+Added: As of March 31, 2026, no securities were identified that violated credit loss triggers;
+Added: therefore, no discounted cash flow analysis was required.
+Added: As of March 31, 2026, the Corporation recorded no allowance for credit losses on any available-for-sale debt securities.
Accrued interest receivable is excluded from the estimate of credit losses for AFS securities.
−Removed: At September 30, 2025, accrued interest receivable totaled $ 2.0 million for AFS securities, and was reported in accrued interest receivable on the accompanying Consolidated Balance Sheet.
+Added: As of March 31, 2026, accrued interest receivable totaled $ 3.1 million for AFS securities, and was reported in accrued interest receivable on the accompanying Consolidated Balance Sheet.
HTM Securities
−Removed: At September 30, 2025, Mid Penn’s HTM securities totaled $ 354.1 million.
+Added: As of March 31, 2026, Mid Penn’s HTM securities totaled $ 341.0 million.
The Corporation primarily held highly rated HTM securities, including taxable and tax-exempt securities issued mainly by the U.S government, state governments, and political subdivisions.
−Removed: As of September 30, 2025, the majority of Mid Penn's HTM securities were rated as A1/BBB by Moody's and/or Standard & Poor's ratings services.
+Added: As of March 31, 2026, the majority of Mid Penn's HTM securities were rated investment grade, generally A1/BBB by Moody's and/or Standard & Poor's ratings services.
Credit ratings of HTM securities, which are a key factor in estimating expected credit losses, are reviewed on a quarterly basis.
−Removed: At September 30, 2025, Mid Penn had no HTM securities that were past due 30 days or more as to principal or interest payments.
−Removed: Mid Penn had no HTM securities classified as nonaccrual at September 30, 2025.
−Removed: Therefore, no allowance for credit losses was recorded as of September 30, 2025.
+Added: Management has the intent and ability to hold these securities to maturity.
+Added: As of March 31, 2026, there were no HTM securities that were past due 30 days or more as to principal or interest payments.
+Added: Additionally, Mid Penn had no HTM securities classified as nonaccrual as of March 31, 2026.
+Added: As of March 31, 2026, the Corporation recorded no allowance for credit losses on any held-to-maturity debt securities.
Accrued interest receivable is excluded from the estimate of credit losses for HTM securities.
−Removed: At September 30, 2025, accrued interest receivable totaled $ 2.0 million for HTM securities and was reported in accrued interest receivable on the accompanying Consolidated Balance Sheet.
+Added: As of March 31, 2026, accrued interest receivable totaled $ 1.9 million for HTM securities and was reported in accrued interest receivable on the accompanying Consolidated Balance Sheet.
The following tables set forth the amortized cost and estimated fair value of investment securities for the periods presented:
−Removed: September 30, 2025
+Added: March 31, 2026
(In thousands) Amortized
43 unchanged sentences
See "Note 8 - Fair Value Measurement," for additional information.
−Removed: Investment securities having a fair value of $ 520.6 million at September 30, 2025 and $ 440.0 million at December 31, 2024 were pledged primarily to secure public deposits, some Trust department deposit accounts, and certain other borrowings.
+Added: Investment securities having a fair value of $ 541.8 million as of March 31, 2026 and $ 544.7 million as of December 31, 2025 were pledged primarily to secure public deposits, some Trust department deposit accounts, and certain other borrowings.
In accordance with legal provisions for alternatives other than pledging of investments, Mid Penn also obtains letters of credit from the FHLB to secure certain public deposits.
−Removed: These FHLB letter of credit commitments totaled $ 160.5 million as of September 30, 2025 and $ 156.0 million as of December 31, 2024.
+Added: These FHLB letter of credit commitments totaled $ 406.5 million as of March 31, 2026 and $ 162.5 million as of December 31, 2025.
The following tables present gross unrealized losses and fair value of debt investment securities aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position for the periods presented:
(Dollars in thousands) Less Than 12 Months 12 Months or More Total
−Removed: September 30, 2025 Number
+Added: March 31, 2026 Number
Securities Estimated
45 unchanged sentences
Total 55 $ 235,465 $ 335 468 $ 502,551 $ 39,499 523 $ 738,016 $ 39,834
−Removed: At September 30, 2025 and 2024, the majority of the unrealized losses on securities in an unrealized loss position were attributable to U.S.
+Added: As of March 31, 2026 and December 31, 2025, the majority of the unrealized losses on securities in an unrealized loss position were attributable to U.S.
Treasury and U.S.
1 unchanged sentence
government agencies.
−Removed: Mid Penn had no securities considered by management to be credit related losses as of September 30, 2025 and 2024, and did not record any securities losses in the respective periods ended on these dates.
+Added: The Corporation evaluates debt securities for credit losses in accordance with ASC 326.
+Added: Mid Penn had no securities considered by management to be credit related losses as of March 31, 2026 and December 31, 2025, and did not record any securities losses in the respective periods ended on these dates.
Mid Penn does not consider the securities with unrealized losses on the respective dates to be credit related losses as the unrealized losses were deemed to be temporary changes in value related to market movements in interest yields at various periods similar to the maturity dates of holdings in the investment portfolio, and not reflective of an erosion of credit quality.
−Removed: There were no gross realized gains and losses on sales of available-for-sale debt securities for the nine months ended September 30, 2025 and 2024.
+Added: There were no gross realized gains on the sale of AFS securities as of March 31, 2026 and December 31, 2025, respectively.
The table below illustrates the contractual maturity of debt investment securities at amortized cost and estimated fair value.
1 unchanged sentence
(In thousands) Available-for-sale Held-to-maturity
−Removed: September 30, 2025 Amortized
+Added: March 31, 2026 Amortized
Value Amortized
9 unchanged sentences
Loans, net of unearned income, are summarized as follows by portfolio segment:
−Removed: (In thousands) September 30, 2025 December 31, 2024
+Added: (In thousands) March 31, 2026 December 31, 2025
Commercial real estate
17 unchanged sentences
Total loans are stated at the amount of unpaid principal, adjusted for net deferred fees and costs.
−Removed: Net deferred loan fees were $ 2.8 million and $ 3.8 million as of September 30, 2025 and December 31, 2024, respectively.
+Added: Net deferred loan fees were $ 2.9 million and $ 2.8 million as of March 31, 2026 and December 31, 2025, respectively.
Accrued interest receivable is not included in the amortized cost basis of Mid Penn's loans.
−Removed: Accrued interest receivable for loans totaled $ 25.1 million and $ 22.9 million as of September 30, 2025 and December 31, 2024, respectively, with no related ACL and was reported in other assets on the accompanying Consolidated Balance Sheet.
+Added: Accrued interest receivable for loans totaled $ 27.5 million and $ 25.7 million as of March 31, 2026 and December 31, 2025, respectively, with no related ACL and was reported in other assets on the accompanying Consolidated Balance Sheet.
Past Due and Nonaccrual Loans
−Removed: The performance and credit quality of the loan portfolio is monitored by analyzing the age of the loans receivable as determined by the length of time a recorded payment is past due.
−Removed: The classes of the loan portfolio summarized by the past due status as of September 30, 2025 and December 31, 2024, are summarized as follows:
+Added: The performance and credit quality of the loan portfolio is also monitored by analyzing the age of the loans receivable as determined by the length of time a recorded payment is past due.
+Added: The classes of the loan portfolio summarized by the past due status as of March 31, 2026 and December 31, 2025, are summarized as follows:
MID PENN BANCORP, INC.
3 unchanged sentences
> 90 Days and
−Removed: September 30, 2025
+Added: March 31, 2026
Commercial real estate
39 unchanged sentences
Loans are placed on nonaccrual status when management determines that the full repayment of principal and collection of interest according to contractual terms is no longer likely, generally when the loan becomes 90 days or more past due.
−Removed: Nonaccrual loans by loan portfolio class, including loans acquired with credit deterioration, as of September 30, 2025 and December 31, 2024 are summarized as follows:
−Removed: September 30, 2025 December 31, 2024
+Added: There were no loans greater than 90 days past due and still accruing as of March 31, 2026 and December 31, 2025.
+Added: Nonaccrual loans by loan portfolio class, including loans acquired with credit deterioration, as of March 31, 2026 and December 31, 2025 are summarized as follows:
+Added: March 31, 2026 December 31, 2025
(In thousands) With a Related Allowance Without a Related Allowance Total With a Related Allowance Without a Related Allowance Total
6 unchanged sentences
Commercial and industrial 11,839 785 12,624 10,519 398 10,917
−Removed: Residential Construction — — — — — —
−Removed: Other Construction — — — — — —
−Removed: Total Construction — — — — — —
Residential mortgage
5 unchanged sentences
Total loans $ 20,103 $ 9,538 $ 29,641 $ 14,071 $ 8,880 $ 22,951
−Removed: The amount of interest income recognized on nonaccrual loans was approximately $ 840 thousand and $ 165 thousand during the three months ended September 30, 2025 and 2024, respectively.
−Removed: During the nine months ended September 30, 2025 and 2024, the amount of interest income recognized on nonaccrual loans was approximately $ 1.6 million and $ 456 thousand, respectively.
+Added: The amount of interest income recognized on nonaccrual loans was approximately $ 94 thousand and $ 127 thousand during the three months ended March 31, 2026 and 2025, respectively.
Credit Quality Indicators
Mid Penn categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt, such as current financial information, historical payment experience, credit documentation, public information and current economic trends, among other factors.
−Removed: On a minimum of a quarterly basis, Mid Penn analyzes loans individually to classify the loans according to their credit risk.
+Added: On a minimum of a quarterly basis, Mid Penn analyzes loans individually to classify the loans as to their credit risk.
The following table presents risk ratings by loan portfolio segment and origination year, which is the year of origination or renewal.
15 unchanged sentences
The weakness may be cash flow, leverage, liquidity, management, industry or other factors which may, if not checked or corrected, weaken the asset or inadequately protect the Bank’s credit position at some future date.
−Removed: SUBSTANDARD - These credit extensions also have well defined weaknesses, which are inadequately protected by the current worth and debt service capacity of the borrowers or the collateral pledged, if any.
+Added: SUBSTANDARD - These credit extensions also have well-defined weaknesses, which are inadequately protected by the current worth and debt service capacity of the Borrower, or the collateral pledged, if any.
The repayment of principal and interest as originally intended can be jeopardized by defined weaknesses related to adverse financial, managerial, economic, market or political conditions.
DOUBTFUL - These credits have definite weaknesses inherent in Substandard loans with added characteristics that are severe enough to make further collection in full highly questionable and improbable based on the current trends.
−Removed: LOSS - These loans are considered uncollectible and no longer a viable asset of the Bank.
+Added: These loans are considered uncollectible and no longer a viable asset of the Bank.
They lack an identifiable source of repayment based on an inability to generate sufficient cash flow to service their debt.
−Removed: All trends are negative and the damage to the financial condition of the borrower can’t be reversed now or in the near future.
+Added: All trends are negative and the damage to the financial condition of the Borrower cannot be reversed now or in the near future.
The following table presents risk ratings by loan portfolio segment and origination year, which is the year of origination or renewal:
−Removed: September 30, 2025
+Added: March 31, 2026
Term Loans Amortized Cost Basis by Origination Year Revolving Loans Amortized
6 unchanged sentences
Gross charge-offs — — — ( 499 ) — — — ( 499 )
−Removed: Current period recoveries — — — 8 — 3 — 11
Net charge-offs — — — ( 499 ) — — — ( 499 )
4 unchanged sentences
Total CRE Owner Occupied 58,613 127,926 67,578 111,995 122,623 332,953 18,250 839,938
−Removed: Gross charge offs — — — — — — — —
Current period recoveries — — 93 — — — — 93
−Removed: Net recoveries — — — — — — — —
+Added: Net charge-offs — — 93 — — — — 93
Pass 7,501 38,177 20,361 64,314 161,880 151,860 4,475 448,568
1 unchanged sentence
Substandard or lower — — 348 — — 124 — 472
−Removed: MID PENN BANCORP, INC.
Total Multifamily 7,501 38,177 20,709 64,314 161,880 152,361 4,475 449,417
−Removed: Gross charge offs — — — — — — — —
−Removed: Current period recoveries — — — — — — — —
−Removed: Net charge offs — — — — — — — —
+Added: MID PENN BANCORP, INC.
Pass 17,158 28,577 22,535 23,057 50,182 77,623 15,002 234,134
2 unchanged sentences
Total Farmland 17,158 28,577 22,535 23,865 50,182 80,296 15,122 237,735
−Removed: Gross charge offs — — — — — — — —
−Removed: Current period recoveries — — — — — — — —
−Removed: Net charge offs — — — — — — — —
Commercial and industrial
3 unchanged sentences
Total Commercial and industrial 42,542 96,787 89,190 76,884 57,553 145,098 216,873 724,927
−Removed: Gross charge offs — — — — — ( 294 ) — ( 294 )
−Removed: Current period recoveries — — 1 — — 8 — 9
−Removed: Net charge offs — — 1 — — ( 286 ) — ( 285 )
Residential Construction
Pass 11,594 39,937 3,211 15,893 779 — 16,496 87,910
−Removed: Special mention — — — — — — — —
−Removed: Substandard or lower — — — — — — — —
Total Residential Construction 11,594 39,937 3,211 15,893 779 — 16,496 87,910
−Removed: Gross charge offs — — — — — — — —
−Removed: Current period recoveries — — — — — — — —
−Removed: Net recoveries — — — — — — — —
Other Construction
3 unchanged sentences
Total Other Construction 6,832 95,970 82,049 82,156 45,638 20,014 32,770 365,429
−Removed: Gross charge offs — — — — — — — —
−Removed: Current period recoveries — — — — — — — —
−Removed: Net recoveries — — — — — — — —
1-4 Family 1st Lien
2 unchanged sentences
Total 1-4 Family 1st Lien 40,254 26,594 37,843 96,889 108,351 279,735 1,719 591,385
−Removed: Gross charge offs — — — — — — — —
Current period recoveries — — — — — 2 — 2
5 unchanged sentences
Gross charge-offs — — — — — ( 13 ) — ( 13 )
−Removed: MID PENN BANCORP, INC.
−Removed: Current period recoveries — — — — — — — —
−Removed: Net recoveries — — — — — — — —
+Added: Net charge-offs — — — — — ( 13 ) — ( 13 )
HELOC and Junior Liens
2 unchanged sentences
Total HELOC and Junior Liens 3,159 32,808 27,855 34,431 20,455 53,982 118,168 290,858
−Removed: Gross charge offs — — — — — — — —
−Removed: Current period recoveries — — — — — — — —
−Removed: Net charge offs — — — — — — — —
Performing 1,457 997 1,178 773 651 1,121 2,184 8,361
28 unchanged sentences
Gross charge-offs — ( 346 ) — — — — — ( 346 )
−Removed: Current period recoveries — — — — — 4 — 4
Net recoveries — ( 346 ) — — — — — ( 346 )
3 unchanged sentences
Total Multifamily 37,788 4,816 62,305 156,236 68,254 86,597 3,271 419,267
−Removed: Gross charge offs — — — — — — — —
−Removed: Current period recoveries — — — — — — — —
−Removed: Net charge offs — — — — — — — —
Pass 29,858 23,228 24,273 51,055 36,651 44,326 15,255 224,646
2 unchanged sentences
Total Farmland 29,858 23,228 25,098 51,055 38,950 44,372 15,255 227,816
−Removed: Gross charge offs — — — — — — — —
−Removed: Current period recoveries — — — — — — — —
−Removed: Net charge offs — — — — — — — —
Commercial and industrial
8 unchanged sentences
Pass 29,399 27,382 17,469 351 — — 10,698 85,299
−Removed: Special mention — — — — — — — —
−Removed: MID PENN BANCORP, INC.
−Removed: Substandard or lower — — — — — — — —
Total Residential construction 29,399 27,382 17,469 351 — — 10,698 85,299
−Removed: Gross charge offs — — — — — — — —
−Removed: Current period recoveries — — — — — — — —
−Removed: Net recoveries — — — — — — — —
Other construction
Pass 64,396 79,617 74,890 42,758 7,790 12,387 28,552 310,390
−Removed: Special mention — — — — — — — —
−Removed: Substandard or lower — — — — — — — —
Total Other construction 64,396 79,617 74,890 42,758 7,790 12,387 28,552 310,390
−Removed: Gross charge offs — — — — — — — —
−Removed: Current period recoveries — — — — — — — —
−Removed: Net recoveries — — — — — — — —
1-4 Family 1st Lien
2 unchanged sentences
Total 1-4 Family 1st Lien 57,120 28,810 60,020 49,100 38,466 182,416 1,489 417,421
−Removed: Gross charge offs — — — — — ( 7 ) — ( 7 )
+Added: MID PENN BANCORP, INC.
Current period recoveries — — — — — 90 — 90
4 unchanged sentences
Total 1-4 Family Rental 46,766 22,067 46,177 99,841 61,353 132,607 2,154 410,965
−Removed: Gross charge offs — — — — — ( 2 ) — ( 2 )
−Removed: Current period recoveries — — — — — 22 — 22
−Removed: Net recoveries — — — — — 20 — 20
HELOC and Junior Liens
2 unchanged sentences
Total HELOC and Junior Liens 8,403 6,201 17,490 8,599 4,815 15,879 116,729 178,116
−Removed: Gross charge offs — — ( 21 ) — — — — ( 21 )
−Removed: Current period recoveries — — — — — — — —
−Removed: Net charge offs — — ( 21 ) — — — — ( 21 )
Performing 5,143 1,169 829 276 265 702 2,216 10,600
11 unchanged sentences
MID PENN BANCORP, INC.
−Removed: Mid Penn had no loans classified as "doubtful" as of September 30, 2025 and December 31, 2024.
−Removed: There was $ 558 thousand and $ 861 thousand in loans for which formal foreclosure proceedings were in process at September 30, 2025 and December 31, 2024, respectively.
+Added: Mid Penn had no loans classified as "doubtful" as of March 31, 2026 and December 31, 2025.
+Added: There was $ 160 thousand and $ 567 thousand in mortgage loans for which formal foreclosure proceedings were in process at March 31, 2026 and December 31, 2025, respectively.
Collateral-Dependent Loans
6 unchanged sentences
and vacant land.
−Removed: Total collateral-dependent loans as of September 30, 2025 were $ 18.0 million.
+Added: Total collateral-dependent loans as of March 31, 2026 were $ 29.6 million.
Allowance for Credit Losses
7 unchanged sentences
Evaluations of the portfolio and individual credits are inherently subjective, as they require estimates, assumptions and judgments as to the facts and circumstances of particular situations.
−Removed: Determining the appropriateness of the allowance is complex and requires judgement by management about the effect of matters that are inherently uncertain.
+Added: Determining the appropriateness of the allowance is complex and requires judgment by management about the effect of matters that are inherently uncertain.
In future periods, evaluations of the overall loan portfolio, in light of the factors and forecasts then prevailing, may result in significant changes in the ACL and credit loss expense.
22 unchanged sentences
These borrowers are particularly susceptible to downturns in economic trends, such as conditions that negatively affect housing prices and demand and levels of unemployment.
−Removed: Mid Penn utilizes a DCF method to estimate the quantitative portion of the allowance for credit losses for loan pools.
+Added: Mid Penn utilizes a DCF method to estimate the quantitative portion of the allowance for credit losses for its loan pools.
The DCF is based off of historical losses, including peer data, which is correlated to national unemployment and GDP.
1 unchanged sentence
Contractual cash flows based on loan terms are adjusted for PD, LGD and prepayments to derive loss cash flows.
−Removed: These loss cash flows are discounted by the loan’s coupon rate to arrive at the discounted cash flow based quantitative loss.
+Added: These expected cash flows are discounted using the loan’s effective interest rate to estimate the quantitative allowance for credit losses.
The prepayment studies are updated quarterly by a third-party for each applicable pool.
2 unchanged sentences
Qualitative factors used in the ACL methodology include the following:
−Removed: • Lending process
−Removed: • Concentrations of credit
−Removed: • Peer Group Divergence
−Removed: The ACL for individual loans, such as nonaccrual and PCD, that do not share risk characteristics with other loans is measured as the difference between the discounted value of expected future cash flows, based on the effective interest rate at origination, and the amortized cost basis of the loan, or the net realizable value.
+Added: • Changes in lending policies, procedures, and underwriting standards
+Added: • Changes in portfolio composition and concentrations of credit
+Added: • Peer group trends and divergence
+Added: The ACL for individual loans, such as non-accrual and PCD, that do not share risk characteristics with other loans is measured as the difference between the discounted value of expected future cash flows, based on the effective interest rate at origination, and the amortized cost basis of the loan, or the net realizable value.
The ACL is the difference between the loan’s net realizable value and its amortized cost basis (net of previous charge-offs and deferred loan fees and costs), except for collateral-dependent loans.
4 unchanged sentences
Appraisals are obtained from state-certified appraisers and are based on certain assumptions, which may include construction or development status and the highest and best use of the property.
−Removed: These appraisals are reviewed by Mid Penn’s Appraisal Review Department to ensure they are acceptable, and values are adjusted down for costs associated with asset disposal.
+Added: These appraisals are reviewed by Mid Penn’s Real Estate Administration Department to ensure they are acceptable, and values are adjusted down for costs associated with asset disposal.
If the calculated expected credit loss is determined to be permanent or not recoverable, the amount of the expected credit loss is charged off.
3 unchanged sentences
In its evaluation of whether a loan has experienced more than insignificant deterioration in credit quality since origination, Mid Penn takes into consideration loan grades, past due and nonaccrual status.
−Removed: Mid Penn may also consider external credit rating agency ratings for borrowers and for non-commercial loans, FICO score or band, probability of default levels, and number of times past due.
−Removed: At the purchase or acquisition date, the amortized cost basis of PCD loans is equal to the
+Added: Mid Penn may also consider external credit rating agency ratings for borrowers and for non-commercial loans, FICO score or band, probability of default levels, and
MID PENN BANCORP, INC.
−Removed: purchase price and an initial estimate of credit losses.
+Added: number of times past due.
+Added: At the purchase or acquisition date, the amortized cost basis of PCD loans is equal to the purchase price and an initial estimate of credit losses.
The initial recognition of expected credit losses on PCD loans has no impact on net income.
3 unchanged sentences
For purchased loans that are not deemed to have experienced more than insignificant credit deterioration since origination and are therefore not deemed PCD, any discounts or premiums included in the purchase price are accreted (or amortized) over the contractual life of the individual loan.
−Removed: Loans are charged off against the ACL-loans, with any subsequent recoveries credited back to the ACL-loans account.
+Added: Effective January 1, 2026, the Corporation adopted ASU 2025-08 for applicable purchased seasoned loans ("PSL loans"), under which an initial allowance for credit losses is recognized at acquisition and incorporated into the initial amortized cost basis of the loans, rather than recognized through a Day 1 provision expense.
+Added: The impact of adoption is reflected in the ACL rollforward in this Note and is further discussed in "Note 1 - Summary of Significant Accounting Policies".
+Added: Loans are charged off against the ACL, with any subsequent recoveries credited back to the ACL account.
Expected recoveries may not exceed the aggregate of amounts previously charged off and expected to be charged off.
−Removed: MID PENN BANCORP, INC.
−Removed: The following tables present the activity in the ACL - loans by portfolio segment for the three and nine months ended September 30, 2025 and the three and nine months ended September 30, 2024:
−Removed: (In thousands) Balance at
−Removed: June 30, 2025 PCD Loans Charge offs Recoveries Net Loans (Charged off) Recovered (Benefit)/Provision for Credit Losses (1)
−Removed: Balance at September 30, 2025
−Removed: Commercial Real Estate
−Removed: CRE Nonowner Occupied $ 10,598 $ — $ — $ 9 $ 9 $ ( 207 ) $ 10,400
−Removed: CRE Owner Occupied 6,430 — — — — ( 18 ) 6,412
−Removed: Multifamily 1,978 — — — — 171 2,149
−Removed: Farmland 2,098 — — — — ( 184 ) 1,914
−Removed: Commercial and industrial 8,102 — ( 91 ) — ( 91 ) 1,355 9,366
−Removed: Residential Construction 958 — — — — ( 403 ) 555
−Removed: Other Construction 2,436 — — — — ( 1,283 ) 1,153
−Removed: Residential Mortgage
−Removed: 1-4 Family 1st Lien 2,196 — — 3 3 292 2,491
−Removed: 1-4 Family Rental 2,258 — — — — 52 2,310
−Removed: HELOC and Junior Liens 520 — — — — 44 564
−Removed: Consumer 41 — ( 40 ) 28 ( 12 ) ( 6 ) 23
−Removed: Total $ 37,615 $ — $ ( 131 ) $ 40 $ ( 91 ) $ ( 187 ) $ 37,337
−Removed: (In thousands) Balance at
−Removed: December 31, 2024 PCD Loans Charge offs Recoveries Net Loans (Charged off) Recovered Provision/(Benefit) for Credit Losses (1)
−Removed: Balance at September 30, 2025
+Added: The following tables present the activity in the ACL - loans by portfolio segment for the three months ended March 31, 2026 and the three months ended March 31, 2025:
+Added: (In thousands) Balance as of
+Added: December 31, 2025 Initial ACL - PCD Loans Initial ACL - PSL Loans Charge-offs Recoveries Net Loans (Charged off) Recovered (Benefit)/Provision for Credit Losses (1)
+Added: Balance as of March 31, 2026
Commercial Real Estate
12 unchanged sentences
Total 36,091 977 3,438 ( 1,153 ) 104 ( 1,049 ) 1,648 41,105
−Removed: (1) Includes a $ 2.3 million initial provision on non-PCD loans acquired in the William Penn acquisition
MID PENN BANCORP, INC.
−Removed: (In thousands) Balance at
−Removed: June 30, 2024 Charge offs Recoveries Net Loans (Charged off) Recovered Provision/(Benefit) for Credit Losses (1)
−Removed: Balance at September 30, 2024
−Removed: Commercial Real Estate
−Removed: CRE Nonowner Occupied $ 10,647 $ — $ — $ — $ 387 $ 11,034
−Removed: CRE Owner Occupied 5,830 — — — ( 607 ) 5,223
−Removed: Multifamily 3,209 — — — 349 3,558
−Removed: Farmland 2,059 — — — ( 294 ) 1,765
−Removed: Commercial and industrial 6,934 ( 356 ) — ( 356 ) 253 6,831
−Removed: Residential Construction 1,129 — — — ( 102 ) 1,027
−Removed: Other Construction 2,013 — — — 426 2,439
−Removed: Residential Mortgage
−Removed: 1-4 Family 1st Lien 1,349 — 2 2 156 1,507
−Removed: 1-4 Family Rental 1,704 — — — 68 1,772
−Removed: HELOC and Junior Liens 397 — — — ( 9 ) 388
−Removed: Consumer 17 ( 8 ) 15 7 ( 6 ) 18
−Removed: Total $ 35,288 $ ( 364 ) $ 17 $ ( 347 ) $ 621 $ 35,562
−Removed: (In thousands) Balance at
−Removed: December 31, 2023 Charge offs Recoveries Net Loans (Charged off) Recovered Provision/(Benefit) for Credit Losses (1)
−Removed: Balance at September 30, 2024
+Added: (In thousands) Balance as of
+Added: December 31, 2024 Charge-offs Recoveries Net Loans Recovered (Charged off) Provision/(Benefit) for Credit Losses Balance as of March 31, 2025
Commercial Real Estate
13 unchanged sentences
MID PENN BANCORP, INC.
−Removed: The following table presents the ACL for loans and the amortized cost basis of the loans by the measurement methodology used as of September 30, 2025 and December 31, 2024:
+Added: The following table presents the ACL for loans and the amortized cost basis of loans as of March 31, 2026 and December 31, 2025:
(In thousands) ACL - Loans Loans
−Removed: September 30, 2025 Collectively Evaluated for Credit Loss Individually Evaluated for Credit Loss Total ACL - Loans Collectively Evaluated for Credit Loss Individually Evaluated for Credit Loss Total Loans
+Added: March 31, 2026 Collectively Evaluated for Credit Loss Individually Evaluated for Credit Loss Total ACL - Loans Collectively Evaluated for Credit Loss Individually Evaluated for Credit Loss Total Loans
Commercial real estate
33 unchanged sentences
Loan modifications to borrowers experiencing financial difficulty may be in the form of principal forgiveness, an interest rate reduction, an other-than-insignificant payment delay, or a term extension, or a combination thereof, among other things.
−Removed: There were no new modifications to borrowers experiencing financial difficulty for the three and nine months ended September 30, 2025.
−Removed: Information related to loans modified (by type of modification) for the three and nine months ended September 30, 2024, whereby the borrower was experiencing financial difficulty at the time of modification, is set forth in the following table:
−Removed: (In thousands) Interest Only Term Extension Combination:
+Added: Information related to loans modified for the three months ended March 31, 2026, whereby the borrower was experiencing financial difficulty at the time of modification, is set forth in the following table:
+Added: (Dollars in thousands) Interest Only
+Added: Term Extension Combination:
Interest Only and
Term Extension Total % of Total Class of Financing Receivable
−Removed: Three months ended September 30, 2024
+Added: Three months ended March 31, 2026
Commercial and industrial — 87 — 87 0.01 %
Total $ — $ 87 $ — $ 87
−Removed: (In thousands) Interest Only Term Extension Combination:
−Removed: Interest Only and
−Removed: Term Extension Total % of Total Class of Financing Receivable
−Removed: Nine months ended September 30, 2024
−Removed: Commercial and industrial $ — $ — $ 287 $ 287 0.04 %
−Removed: HELOC and Junior Liens — — 92 92 0.07 %
−Removed: Total Residential Mortgage — — 92 92 0.01 %
−Removed: Total loans $ — $ — $ 379 $ 379
−Removed: The financial effects of the interest-only loan modifications reduced the monthly payment amounts for the borrower and the term extensions in the table above added 2.0 years to the life of the loan, which also reduced the monthly payment amounts for the borrower.
−Removed: As of September 30, 2025, there were no defaulted modified loans, as all modified loans were current with respect to their associated forbearance agreements.
−Removed: There were also no defaults on modified loans within twelve months of restructure during 2024.
+Added: There were no loan modifications to borrowers experiencing financial difficulty for the three months ended March 31, 2025.
+Added: The financial effects of the loan modifications reduced the monthly payment amounts for the borrower and the term extensions in the table above added a weighted-average of 2.0 years to the life of the loans, which also reduced the monthly payment amounts for the borrowers.
+Added: As of March 31, 2026, there were no defaults on loans modified to borrowers experiencing financial difficulty within the twelve months following modification.
MID PENN BANCORP, INC.
Note 5 - Deposits
−Removed: Deposits consisted of the following as of September 30, 2025 and December 31, 2024:
−Removed: (Dollars in thousands) September 30, 2025 % of Total Deposits December 31, 2024 % of Total Deposits
+Added: Deposits consisted of the following as of March 31, 2026 and December 31, 2025:
+Added: (Dollars in thousands) March 31, 2026 % of Total Deposits December 31, 2025 % of Total Deposits
Noninterest-bearing demand deposits $ 933,497 15.6 % $ 834,013 16.0 %
5 unchanged sentences
Total deposits $ 5,970,967 100.0 % $ 5,214,663 100.0 %
−Removed: The scheduled maturities of time deposits at September 30, 2025 were as follows:
+Added: The scheduled maturities of time deposits as of March 31, 2026 were as follows:
Time Deposits
7 unchanged sentences
$ 1,264,541 $ 415,432
−Removed: Mid Penn had $ 125.0 million and $ 319.8 million in brokered certificates of deposits as of September 30, 2025 and December 31, 2024, respectively.
−Removed: As of September 30, 2025 and December 31, 2024, Mid Penn had $ 108.0 million and $ 83.7 million of CDAR (Certificate of Deposit Account Registry) deposits, respectively.
+Added: Mid Penn had $ 132.7 million of brokered certificates of deposits as of March 31, 2026 and $ 97.5 million as of December 31, 2025.
+Added: As of March 31, 2026 and December 31, 2025, Mid Penn had $ 112.7 million and $ 83.2 million, respectively, of Certificate of Deposit Account Registry ("CDAR") deposits.
MID PENN BANCORP, INC.
Note 6 - Derivative Financial Instruments
−Removed: Mid Penn manages its exposure to certain interest rate risks through the use of derivatives;
+Added: Mid Penn manages its exposure to certain interest rate risks through the use of derivative financial instruments;
however, none are entered into for speculative purposes.
−Removed: In 2025, Mid Penn entered into outstanding derivative contracts designated as hedges.
+Added: During the three months ended March 31, 2026, Mid Penn had outstanding derivative contracts designated as hedges.
Mid Penn’s free-standing derivative financial instruments are required to be carried at their fair value on the Consolidated Balance Sheets.
1 unchanged sentence
Mid Penn enters into loan-level interest rate swaps with certain qualifying commercial loan customers to meet their interest rate risk management needs.
−Removed: Mid Penn simultaneously enters into interest rate swaps with dealer counterparties, with identical notional amounts and terms.
−Removed: The net result of the offsetting customer and dealer counterparty swap agreements is that the customer pays a fixed rate of interest and Mid Penn receives a floating rate.
+Added: Mid Penn simultaneously enters into loan-level interest rate swaps with dealer counterparties, with identical notional amounts and terms.
+Added: The net result of the offsetting customer and dealer counterparty swap agreements is that the customer pays a fixed rate of interest, while Mid Penn receives a floating rate.
Mid Penn’s loan-level interest rate swaps are considered derivatives but are not accounted for using hedge accounting.
−Removed: Information related to loan level swaps is set forth in the following table:
−Removed: September 30, 2025 December 31, 2024
−Removed: (Dollars in thousands)
−Removed: Interest rate swaps on loans with customers
+Added: These transactions are structured as back-to-back arrangements with offsetting terms;
+Added: however, the Corporation remains exposed to credit risk associated with both the customer and dealer counterparties.
+Added: Information related to loan-level interest rate swaps is set forth in the following table:
+Added: (Dollars in thousands) March 31, 2026 December 31, 2025
+Added: Loan-level interest rate swaps on loans with customers
Notional amount $ 332,451 $ 287,251
4 unchanged sentences
$ 7,820 $ 8,796
−Removed: September 30, 2025 December 31, 2024
−Removed: (Dollars in thousands)
−Removed: Interest rate swaps on loans with correspondents
+Added: (Dollars in thousands) March 31, 2026 December 31, 2025
+Added: Loan-level interest rate swaps on loans with correspondents
Notional amount $ 332,451 $ 287,251
9 unchanged sentences
To accomplish this objective, Mid Penn primarily uses interest rate swaps as part of its interest rate risk management strategy.
+Added: During the three months ended March 31, 2026, Mid Penn had interest rate swaps designated as cash flow hedges to hedge the cash flows associated with existing brokered CDs.
Information related to cash flow hedges is set forth in the following table:
−Removed: September 30, 2025 December 31, 2024
−Removed: (Dollars in thousands)
+Added: (Dollars in thousands) March 31, 2026 December 31, 2025
Cash flow hedges
4 unchanged sentences
Estimated fair value (1)
−Removed: $ 290 $ 2,590
−Removed: (1) Estimated fair value, net of accrued interest receivable, is disclosed in Other Assets on the Consolidated Balance Sheet.
MID PENN BANCORP, INC.
−Removed: For derivatives designated and that qualify as cash flow hedges of interest rate risk, the unrealized gain or loss on the derivative is recorded in AOCI and subsequently reclassified into interest income in the same period during which the hedged transaction affects earnings.
+Added: (1) Estimated fair value, net of accrued interest receivable, is disclosed in Other Assets on the Consolidated Balance Sheet.
+Added: For derivatives designated and qualifying as cash flow hedges of interest rate risk, the unrealized gain or loss is recorded in AOCI and subsequently reclassified into interest income in the same period during which the hedged transaction affects earnings.
Amounts reported in AOCI related to derivatives will be reclassified to interest income as interest payments are made on Mid Penn’s variable-rate liabilities.
−Removed: During the next twelve months, Mid Penn estimates that an additional $ 151 thousand will be reclassified as an increase to interest expense.
+Added: During the next twelve months, Mid Penn estimates that an additional $ 59 thousand will be reclassified to interest expense.
Note 7 - Accumulated Other Comprehensive Loss (Income)
−Removed: The changes in each component of accumulated other comprehensive loss, net of taxes, are as follows:
+Added: The components of accumulated other comprehensive loss (income), net of taxes, are as follows:
(I n thousands )
5 unchanged sentences
Cash Flow Hedges Defined Benefit
−Removed: Balance at June 30, 2025 $ ( 12,478 ) $ 163 $ 559 $ ( 11,756 )
−Removed: OCI before reclassifications 3,193 ( 334 ) ( 10 ) 2,849
−Removed: Amounts reclassified from AOCI — — — —
−Removed: Balance at September, 2025 $ ( 9,285 ) $ ( 171 ) $ 549 ( 8,907 )
−Removed: Balance at December 31, 2024 $ ( 18,889 ) $ 1,485 $ 579 $ ( 16,825 )
−Removed: OCI before reclassifications 9,604 ( 1,656 ) ( 4 ) 7,944
−Removed: Amounts reclassified from AOCI — — ( 26 ) ( 26 )
−Removed: Balance at September, 2025 $ ( 9,285 ) $ ( 171 ) $ 549 $ ( 8,907 )
−Removed: Balance at June 30, 2024 $ ( 19,251 ) $ 2,258 $ ( 130 ) $ ( 17,123 )
+Added: Balance as of December 31, 2025 $ ( 6,971 ) $ ( 191 ) $ 839 $ ( 6,323 )
OCI before reclassifications ( 1,946 ) 129 31 ( 1,786 )
Amounts reclassified from AOCI — — ( 48 ) ( 48 )
−Removed: Balance at September 30, 2024 $ ( 12,815 ) $ ( 169 ) $ ( 132 ) $ ( 13,116 )
−Removed: Balance at December 31, 2023 $ ( 17,339 ) $ 820 $ ( 118 ) $ ( 16,637 )
+Added: Balance as of March 31, 2026 $ ( 8,917 ) $ ( 62 ) $ 822 ( 8,157 )
+Added: Balance as of December 31, 2024 $ ( 18,889 ) $ 1,485 $ 579 $ ( 16,825 )
OCI before reclassifications 3,656 ( 984 ) 16 2,688
Amounts reclassified from AOCI — — ( 26 ) ( 26 )
−Removed: Balance at September 30, 2024 $ ( 12,815 ) $ ( 169 ) $ ( 132 ) $ ( 13,116 )
+Added: Balance as of March 31, 2025 $ ( 15,233 ) $ 501 $ 569 $ ( 14,163 )
MID PENN BANCORP, INC.
Note 8 - Fair Value Measurement
−Removed: Mid Penn uses estimates of fair value in applying various accounting standards for its consolidated financial statements on either a recurring or non-recurring basis.
−Removed: Fair value is defined as the price to sell an asset or transfer a liability in an orderly transaction between willing and able market participants.
+Added: Mid Penn uses estimates of fair value in applying various accounting standards to its consolidated financial statements on either a recurring or non-recurring basis.
+Added: Fair value is defined as the price that would be received to sell an asset or transfer a liability in an orderly transaction between willing and able market participants.
Mid Penn groups its assets and liabilities measured at fair value in three hierarchy levels, based on the observability and transparency of the inputs.
4 unchanged sentences
A description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy, is set forth below.
−Removed: There were no transfers of assets between fair value Level 1 and Level 2 during the three and nine months ended September 30, 2025 or the year ended December 31, 2024.
+Added: There were no transfers of assets between fair value Level 1 and Level 2 of the fair value hierarchy during the three months ended March 31, 2026 or the year ended December 31, 2025.
The following tables illustrate the assets and liabilities measured at fair value on a recurring basis and reported on the Consolidated Balance Sheets:
−Removed: September 30, 2025
+Added: March 31, 2026
(In thousands) Level 1 Level 2 Level 3 Total
29 unchanged sentences
The valuation methodologies and assumptions used to estimate the fair value for the items in the preceding tables are as follows:
−Removed: Available for sale investment securities - The fair value of equity and debt securities classified as available for sale is determined by obtaining quoted market prices on nationally recognized securities exchanges (Level 1), or matrix pricing (Level 2), which is a mathematical technique used widely in the industry to value debt securities without relying exclusively on quoted market prices for the specific securities, but rather, relying on the securities’ relationship to other benchmark quoted prices.
+Added: Available-for-sale investment securities - The fair value of equity and debt securities classified as available-for-sale is determined by obtaining quoted market prices on nationally recognized securities exchanges (Level 1), or matrix pricing (Level 2).
+Added: Matrix pricing is a mathematical technique widely used in the industry to value debt securities without relying exclusively on quoted market prices for the specific securities, but rather, relying on the securities’ relationship to other benchmark quoted prices.
Equity securities - The fair value of equity securities with readily determinable fair values is recorded on the Consolidated Balance Sheet, with realized and unrealized gains and losses reported in other expense on the Consolidated Statements of Income.
−Removed: Loans held for sale - This category includes mortgage loans held for sale that are measured at fair value.
−Removed: Fair values as of September 30, 2025 were measured as the price that secondary market investors were offering for loans with similar characteristics.
+Added: These securities consist primarily of publicly traded equity securities and are classified within Level 1 in the fair value hierarchy.
+Added: Loans held-for-sale - This category includes mortgage loans held-for-sale that are measured at fair value on a recurring basis.
+Added: Fair values as of March 31, 2026 were measured as the price that secondary market investors were offering for loans with similar characteristics.
Derivative instruments - Interest rate swaps are measured by alternative pricing sources with reasonable levels of price transparency in markets that are not active.
−Removed: Based on the complex nature of interest rate swap agreements, the markets these instruments trade in are not as efficient and are less liquid than that of the more mature Level 1 markets.
−Removed: These markets do, however, have comparable, observable inputs in which an alternative pricing source values these assets in order to arrive at a fair value.
+Added: Based on the complex nature of interest rate swap agreements, the markets these instruments trade in are not as active or liquid as those for more mature Level 1 markets.
+Added: These markets do, however, have comparable, observable inputs in which an alternative pricing source values these assets in order to arrive at a fair market value.
These characteristics classify interest rate swap agreements as Level 2.
2 unchanged sentences
These characteristics classify mortgage banking derivatives as Level 3.
−Removed: As of September 30, 2025, Mortgage banking derivatives are not considered material.
Certain financial assets and financial liabilities are measured at fair value on a nonrecurring basis.
−Removed: that is, the instruments are not measured at fair value on an ongoing basis, but are subject to fair value adjustments in certain circumstances (for example, upon their acquisition or when there is evidence of impairment).
+Added: These instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, upon acquisition or when there is evidence of impairment).
The following table illustrates financial instruments measured at fair value on a nonrecurring basis:
−Removed: September 30, 2025
+Added: March 31, 2026
(In thousands) Level 1 Level 2 Level 3 Total
8 unchanged sentences
a specific allowance allocation or not, are considered collateral-dependent.
−Removed: Mid Penn utilized Level 3 inputs such as independent appraisals of the underlying collateral, which generally includes various Level 3 inputs which are not observable.
+Added: Mid Penn utilized Level 3 inputs such as independent appraisals of the underlying collateral, which generally includes Level 3 inputs which are not observable.
Appraisals may be adjusted downward by management for qualitative factors such as economic conditions and estimated liquidation expenses.
2 unchanged sentences
The following table presents additional information about the valuation techniques for level 3 assets measured at fair value on a nonrecurring basis:
−Removed: September 30, 2025
−Removed: (In thousands) Fair Value Valuation Technique Significant Unobservable Input Range of Inputs Weighted Average
−Removed: Individually evaluated loans, net of ACL $ 15,752 Appraisal of collateral Appraisal adjustments 8 % - 100 % 24.9 %
−Removed: Foreclosed assets held for sale 9,346 Appraisal of collateral Appraisal adjustments 22 % - 31 % 23.9 %
+Added: March 31, 2026
+Added: (Dollars in thousands)
+Added: Valuation Technique
+Added: Significant Unobservable Input
+Added: Range of Inputs
+Added: Weighted Average
+Added: Individually evaluated loans, net of ACL $ 26,846 Appraisal of collateral
+Added: Appraisal adjustments
+Added: 8 % - 100 % 52.1 %
+Added: Foreclosed assets held-for-sale
+Added: 8,420 Appraisal of collateral
+Added: Appraisal adjustments 18 % - 100 % 42.6 %
December 31, 2025
−Removed: (In thousands) Fair Value Valuation Technique Significant Unobservable Input Range of Inputs Weighted Average
+Added: (Dollars in thousands)
+Added: Valuation Technique
+Added: Significant Unobservable Input
+Added: Range of Inputs Weighted Average
Individually evaluated loans, net of ACL $ 20,903 Appraisal of collateral Appraisal adjustments 8 % - 100 % 44.9 %
−Removed: Foreclosed assets held for sale 44 Appraisal of collateral Appraisal adjustments 26 % - 26 % 26.0 %
−Removed: The following tables summarize the carrying amount, fair value, and placement in the fair value hierarchy of Mid Penn's financial instruments as of the periods presented:
−Removed: September 30, 2025
+Added: Foreclosed assets held-for-sale
+Added: 7,806 Appraisal of collateral Appraisal adjustments 23 % - 100 % 39.8 %
+Added: The following tables present the carrying amount, fair value, and placement in the fair value hierarchy of Mid Penn's financial instruments as of the periods presented:
+Added: March 31, 2026
Amount Estimated Fair Value
15 unchanged sentences
141 — 127 — 127
−Removed: Subordinated debt 37,149 — 36,542 — 36,542
Accrued interest payable 12,195 12,195 — — 12,195
18 unchanged sentences
Deposits $ 5,214,663 $ — $ 5,218,656 $ — $ 5,218,656
−Removed: Short-term debt 2,000 — 2,000 — 2,000
+Added: Short-term borrowings 20,833 — 20,833 — 20,833
Long-term debt (1)
4 unchanged sentences
(1) Long-term debt excludes finance lease obligations.
−Removed: The Bank’s outstanding and unfunded credit commitments and financial standby letters of credit were deemed to have no significant fair value as of September 30, 2025 and December 31, 2024.
+Added: The Bank’s outstanding and unfunded credit commitments and financial standby letters of credit were deemed to have no significant fair value as of March 31, 2026 and December 31, 2025.
Note 9 - Commitments and Contingencies
1 unchanged sentence
Mid Penn is a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers.
−Removed: The commitments include various guarantees and commitments to extend credit.
−Removed: Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract.
+Added: These instruments include commitments to extend credit and standby letters of credit.
+Added: Commitments to extend credit are agreements to lend to a customer unless there is a violation of any condition established in the contract.
Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee.
4 unchanged sentences
The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loans to customers.
−Removed: Mid Penn had $ 66.8 million and $ 64.3 million of standby letters of credit outstanding as of September 30, 2025 and December 31, 2024, respectively.
−Removed: Mid Penn does not anticipate any losses because of these transactions.
−Removed: The amount of the liability as of September 30, 2025 and December 31, 2024 for payment under standby letters of credit issued was not considered material.
+Added: Mid Penn had $ 65.1 million and $ 66.5 million of standby letters of credit outstanding as of March 31, 2026 and December 31, 2025, respectively.
+Added: Mid Penn does not anticipate any losses resulting from these transactions.
+Added: The amount of the liability as of March 31, 2026 and December 31, 2025 for payment under standby letters of credit issued was not considered material.
Mid Penn is required to estimate expected credit losses for OBS credit exposures which are not unconditionally cancellable.
−Removed: Mid Penn maintains a separate ACL on OBS credit exposures, including unfunded loan commitments and letters of credit, which is included in other liabilities on the accompanying Consolidated Balance Sheets.
+Added: Mid Penn maintains a separate ACL on credit-related OBS commitments, including unfunded loan commitments and letters of credit, which is included in other liabilities on the accompanying Consolidated Balance Sheets.
The ACL - OBS is adjusted as a provision for OBS commitments in provision for credit losses.
−Removed: The estimate includes consideration of the likelihood that funding will occur, an estimate of exposure at default that is derived from utilization rate assumptions using a non-modeled approach, and PD and LGD estimates that are derived from the same models and
−Removed: MID PENN BANCORP, INC.
−Removed: approaches for Mid Penn's other loan portfolio segments described in "Note 4 - Loans and Allowance for Credit Losses - Loans" above, as these unfunded commitments share similar risk characteristics with these loan portfolio segments.
−Removed: The ACL - OBS was $ 3.0 million and $ 2.9 million as of September 30, 2025 and December 31, 2024, respectively.
−Removed: A benefit for credit losses - credit commitments of $ 247 thousand and $ 105 thousand were recorded for the three months ended September 30, 2025 and September 30, 2024, respectively.
−Removed: A benefit for credit losses - credit commitments of $ 243 thousand and $ 601 thousand were recorded for the nine months ended September 30, 2025 and September 30, 2024, respectively.
−Removed: The following table presents the activity in the ACL - OBS by segment for the three and nine months ended September 30, 2025 and 2024:
−Removed: (in thousands) Balance at
−Removed: June 30, 2025 (Benefit)/Provision for Credit Loss Balance at September 30, 2025
−Removed: 1-4 Family Rental $ 16 $ 4 $ 20
−Removed: C&I 1,203 356 1,559
−Removed: CRE NonOwner Occupied 113 22 135
−Removed: CRE Owner Occupied 118 ( 12 ) 106
−Removed: Consumer 3 — 3
−Removed: Farmland 99 ( 15 ) 84
−Removed: HELOC & Junior Liens 125 10 135
−Removed: Multifamily 23 2 25
−Removed: Other Construction & Land 1,042 ( 388 ) 654
−Removed: Residential Construction 469 ( 219 ) 250
−Removed: Residential First Liens 7 ( 7 ) —
−Removed: $ 3,218 $ ( 247 ) $ 2,971
−Removed: (in thousands) Balance at
−Removed: December 31, 2024 Provision/(Benefit) for Credit Loss Balance at September 30, 2025
−Removed: 1-4 Family Rental $ 16 $ 4 $ 20
−Removed: C&I 1,165 394 1,559
−Removed: CRE NonOwner Occupied 132 3 135
−Removed: CRE Owner Occupied 98 8 106
−Removed: Consumer 3 — 3
−Removed: Farmland 92 ( 8 ) 84
−Removed: HELOC & Junior Liens 92 43 135
−Removed: Multifamily 27 ( 2 ) 25
−Removed: Other Construction & Land 792 ( 138 ) 654
−Removed: Residential Construction 516 ( 266 ) 250
−Removed: Residential First Liens 6 ( 6 ) —
−Removed: $ 2,939 $ 32 $ 2,971
+Added: The estimate includes consideration of the likelihood that funding will occur, an estimate of exposure at default that is derived from utilization rate assumptions using a non-modeled approach, and PD and LGD estimates derived from the same models and approaches used for Mid Penn's other loan portfolio segments described in "Note 4 - Loans and Allowance for Credit Losses - Loans" above, as these unfunded commitments share similar risk characteristics with these loan portfolio segments.
MID PENN BANCORP, INC.
−Removed: (in thousands) Balance at
−Removed: June 30, 2024 (Benefit)/Provision for Credit Loss Balance at
−Removed: September 30, 2024
+Added: The ACL - OBS was $ 3.1 million and $ 2.9 million as of March 31, 2026 and December 31, 2025, respectively.
+Added: A benefit for credit losses related to credit commitments of $ 54 thousand and $ 20 thousand was recorded for the three months ended March 31, 2026 and March 31, 2025, respectively.
+Added: The following table presents the activity in the ACL - OBS by segment for the three months ended March 31, 2026:
+Added: (In thousands)
+Added: Balance as of
+Added: December 31, 2025 Initial ACL Recorded On Acquired Commitments (1)
+Added: (Benefit)/Provision for Credit Loss Balance as of March 31, 2026
1-4 Family Rental $ 12 $ — $ ( 1 ) $ 11
10 unchanged sentences
$ 2,913 $ 220 $ ( 54 ) $ 3,079
−Removed: (in thousands) Balance at
−Removed: December 31, 2023 (Benefit)/Provision for Credit Loss Balance at September 30, 2024
+Added: (1) Includes commitments on loans acquired in the 1st Colonial acquisition on February 27, 2026.
+Added: These commitments are included in the allowance for off-balance sheet credit exposures as of March 31, 2026 .
+Added: (In thousands)
+Added: Balance as of
+Added: December 31, 2024 (Benefit)/Provision for Credit Loss Balance as of
+Added: March 31, 2025
1-4 Family Rental $ 16 $ ( 3 ) $ 13
17 unchanged sentences
This is based on information currently available to Mid Penn and involves elements of judgment and significant uncertainties.
+Added: MID PENN BANCORP, INC.
While Mid Penn does not believe that the outcome of pending or threatened litigation or other matters will be material to Mid Penn’s consolidated financial position, it cannot rule out the possibility that such outcomes will be material to the consolidated results of operations for a particular reporting period in the future.
In addition, regardless of the ultimate outcome of any such legal proceeding, inquiry or investigation, any such matter could cause Mid Penn to incur additional expenses, which could be significant, and possibly material, to Mid Penn’s results of operations in any future period.
−Removed: MID PENN BANCORP, INC.
Note 10 - Debt
Short-term FHLB and Correspondent Bank Borrowings
−Removed: Total short-term borrowings were zero and $ 2.0 million as of September 30, 2025 and December 31, 2024, respectively.
−Removed: Short-term borrowings generally consist of federal funds purchased and advances from the FHLB with an original maturity of less than a year.
−Removed: Federal funds purchased from correspondent banks mature in one business day and reprice daily based on the Federal Funds rate.
−Removed: Advances from the FHLB are collateralized by the Bank’s investment in the common stock of the FHLB and by a blanket lien on selected loan receivables comprised principally of real estate secured loans within the Bank’s portfolio totaling $ 2.6 billion at September 30, 2025.
−Removed: The Bank had a short-term borrowing capacity from the FHLB as of September 30, 2025 up to the Bank’s unused borrowing capacity of $ 1.7 billion (equal to $ 1.9 billion of maximum borrowing capacity, less the aggregate amount of FHLB letter of credits securing public funds deposits, and other FHLB advances and obligations outstanding) upon satisfaction of any stock purchase requirements of the FHLB.
−Removed: The Bank also has unused overnight lines of credit with other correspondent banks amounting to $ 35.0 million at September 30, 2025.
−Removed: No draws were made on these lines as of September 30, 2025 and December 31, 2024.
+Added: Total short-term borrowings were $ 31.5 million and $ 20.8 million as of March 31, 2026 and December 31, 2025, respectively.
+Added: Short-term borrowings generally consist of federal funds purchased and advances from the FHLB with an original maturity of less than one year.
+Added: Federal funds purchased from correspondent banks mature in one business day and are repriced daily based on the federal funds rate.
+Added: Advances from the FHLB are collateralized by the Bank’s investment in FHLB common stock and by a blanket lien on selected loan receivables comprised principally of real estate secured loans.
+Added: As of March 31, 2026, the amount of loans pledged totaled $ 2.7 billion.
+Added: As of March 31, 2026, the Bank's unused short-term borrowing capacity with the FHLB totaled $ 1.5 billion (equal to $ 1.9 billion of maximum borrowing capacity, less the aggregate amount of FHLB letters of credit securing public funds deposits, and other FHLB advances and obligations outstanding) upon satisfaction of any stock purchase requirements of the FHLB.
+Added: The Bank also maintained unused overnight lines of credit with other correspondent banks totaling $ 35.0 million as of March 31, 2026.
+Added: No draws have been made on these lines of credit as of March 31, 2026 and December 31, 2025, respectively.
Long-term Debt
−Removed: The following table presents a summary of long-term debt as of September 30, 2025 and December 31, 2024.
−Removed: (Dollars in thousands) September 30, 2025 December 31, 2024
+Added: The following table presents a summary of long-term debt as of March 31, 2026 and December 31, 2025:
+Added: (Dollars in thousands) March 31, 2026 December 31, 2025
FHLB fixed rate instruments:
Due February 2026, 4.51 %
−Removed: $ 20,000 $ 20,000
Due August 2026, 4.80 %
1 unchanged sentence
Total FHLB fixed rate instruments 141 20,222
−Removed: Lease obligations included in long-term debt 2,954 3,063
+Added: Finance lease obligations included in long-term debt 2,880 2,917
Total long-term debt $ 3,021 $ 23,139
As a member of the FHLB, the Bank can access a number of credit products which are utilized to provide liquidity.
−Removed: The FHLB fixed rate instruments obtained by the Bank are secured under the terms of a blanket collateral agreement with the FHLB consisting of FHLB stock and qualifying Bank loan receivables, principally real estate secured loans.
−Removed: The Bank also obtains letters of credit from the FHLB to secure certain public fund deposits of municipality and school district customers who agree to use of the FHLB letters of credit as a legally allowable alternative to investment pledging.
−Removed: These FHLB letter of credit commitments totaled $ 160.5 million and $ 156.0 million as of September 30, 2025 and December 31, 2024, respectively.
+Added: As of March 31, 2026 and December 31, 2025, the Bank had long-term debt outstanding in the amount of $ 3.0 million and $ 23.1 million, respectively, consisting of FHLB fixed rate instruments, and a finance lease liability.
+Added: The FHLB fixed rate instruments are secured under the terms of a blanket collateral agreement with the FHLB consisting of FHLB stock and qualifying Mid Penn loan receivables, principally real estate secured loans.
+Added: Mid Penn also obtains letters of credit from the FHLB to secure certain public fund deposits of municipalities and school district customers, which are used as a legally allowable alternative to investment in securities.
+Added: These FHLB letter of credit commitments totaled $ 406.5 million and $ 162.5 million as of March 31, 2026 and December 31, 2025, respectively.
MID PENN BANCORP, INC.
2 unchanged sentences
On November 30, 2021, Mid Penn completed its acquisition of Riverview and assumed $ 25.0 million of Subordinated Notes (the "Riverview Notes").
−Removed: In accordance with purchase accounting principles, the Riverview Notes were assigned a fair value premium of $ 2.3 million.
−Removed: The notes are treated as Tier 2 capital for regulatory reporting purposes.
−Removed: The Riverview Notes were entered into by Riverview on October 6, 2020 with certain qualified institutional buyers and accredited institutional investors.
−Removed: The Riverview Notes have a maturity date of October 15, 2030 and initially bear interest, payable semi-annually, at a fixed annual rate of 5.75 % per annum until October 15, 2025, at which time the interest rate will be reset quarterly to the then current three-month SOFR plus 563 bps, payable quarterly until maturity.
−Removed: The Riverview Notes were redeemable beginning on October 15, 2025, and Mid Penn redeemed all of the Riverview Notes on such date.
+Added: In accordance with purchase accounting principles, the Riverview Notes were recorded at fair value, including a premium of $ 2.3 million.
+Added: The notes were treated as Tier 2 capital for regulatory reporting purposes.
+Added: The Riverview Notes were issued by Riverview on October 6, 2020 in a private placement to certain qualified institutional buyers and accredited institutional investors.
+Added: The Riverview Notes had a maturity date of October 15, 2030 and initially bore interest at a fixed rate of 5.75 % per annum before converting to a floating rate prior to redemption.
+Added: The Riverview Notes were redeemable beginning October 15, 2025, and Mid Penn redeemed all of the Riverview Notes on such date.
Subordinated Debt Issued December 2020
−Removed: On December 22, 2020, Mid Penn entered into agreements for and sold at 100 % of their principal amount, an aggregate of $ 12.2 million of its subordinated notes due December 2030 (the "December 2020 Notes") on a private placement basis to accredited investors.
−Removed: The December 2020 Notes are treated as Tier 2 capital for regulatory capital purposes.
−Removed: The December 2020 Notes bear interest at a rate of 4.5 % per year for the first five years and then float at the Wall Street Journal’s Prime Rate plus 50 bp, provided that the interest rate applicable to the outstanding principal balance during the period the December 2020 Notes are floating will at no time be less than 4.5 %.
−Removed: Interest is payable quarterly in arrears on March 31, June 30, September 30 and December 31 of each year, beginning on March 31, 2021.
−Removed: The December 2020 Notes will mature on December 31, 2030 and are redeemable, in whole or in part, without premium or penalty, on any interest payment date on or after December 31, 2025 and prior to December 31, 2030, subject to any required regulatory approvals.
−Removed: Mid Penn has notified its regulators of its intention to redeem the December 2020 Notes on December 31, 2025.
+Added: On December 22, 2020, Mid Penn issued $ 12.2 million of subordinated notes due December 2030 (the "December 2020 Notes") in a private placement to accredited investors.
+Added: The December 2020 Notes were treated as Tier 2 capital for regulatory capital purposes.
+Added: The December 2020 Notes initially bore interest at a fixed rate of 4.5 % per annum before converting to a floating rate prior to redemption.
+Added: The December 2020 Notes became redeemable beginning December 31, 2025, and Mid Penn redeemed all of the December 2020 Notes on such date.
Subordinated Debt Issued March 2020
−Removed: On March 20, 2020, Mid Penn entered into agreements with accredited investors who purchased $ 15.0 million aggregate principal amount of its subordinated notes due March 2030 (the "March 2020 Notes").
+Added: On March 20, 2020, Mid Penn issued $ 15.0 million of subordinated notes due March 2030 (the "March 2020 Notes") in a private placement to accredited investors.
The March 2020 Notes were treated as Tier 2 capital for regulatory capital purposes.
−Removed: The March 2020 Notes bear interest at a rate of 4.0 % per year for the first five years and then float at the Wall Street Journal’s Prime Rate, provided that the interest rate applicable to the outstanding principal balance during the period the March 2020 Notes are floating will at no time be less than 4.25 %.
−Removed: Interest is payable semi-annually in arrears on June 30 and December 30 of each year, beginning on June 30, 2020, for the first five years after issuance and will be payable quarterly in arrears thereafter on March 30, June 30, September 30 and December 30.
−Removed: The March 2020 Notes were redeemable in whole or in part, without premium or penalty, at any time on or after March 30, 2025 and prior to March 30, 2030.
−Removed: Mid Penn redeemed the remaining March 2020 Notes in whole on June 30, 2025.
−Removed: MID PENN BANCORP, INC.
+Added: The March 2020 Notes initially bore interest at a fixed rate of 4.0 % per annum before converting to a floating rate prior to redemption.
+Added: The March 2020 Notes became redeemable on March 30, 2025 and Mid Penn redeemed all of the March 2020 Notes in full on June 30, 2025.
+Added: Outstanding Balance
+Added: As of March 31, 2026, the Corporation had no subordinated debt outstanding.
Note 12 - Common Stock and Equity Incentive Plans
Treasury Stock Repurchase Program
−Removed: Mid Penn adopted a treasury stock repurchase program ("Program") initially effective March 19, 2020, and renewed through April 30, 2026 by Mid Penn’s Board of Directors on April 23, 2025.
−Removed: The Program authorizes the repurchase of up to $ 15.0 million of Mid Penn’s outstanding common stock.
+Added: Mid Penn adopted a treasury stock repurchase program ("Program") initially effective March 19, 2020.
+Added: On April 21, 2026, the Board of Directors renewed the Program through April 30, 2027 and approved an increase in repurchase authorization permitting the repurchase of up to an additional $ 50.0 million of Mid Penn’s outstanding common stock.
Under the Program, Mid Penn conducts repurchases of its common stock through open market transactions (which may be by means of a trading plan adopted under SEC Rule 10b5-1) or in privately negotiated transactions.
3 unchanged sentences
The Program does not obligate Mid Penn to repurchase any shares.
−Removed: During the nine months ended September 30, 2025, Mid Penn repurchased 70,669 shares of common stock at an average price of $ 28.45 .
−Removed: Of this amount, 7,857 shares were repurchased during the three months ended September 30, 2025, at an average price of $ 29.53 .
−Removed: As of September 30, 2025, Mid Penn had repurchased an aggregate total of 511,391 shares of common stock under the Program at an average price of $ 23.57 per share.
−Removed: The Program had approximately $ 2.9 million remaining available for repurchase as of September 30, 2025.
+Added: No shares were repurchased in the three months ended March 31, 2026.
+Added: As of March 31, 2026, Mid Penn had repurchased an aggregate total of 519,891 shares of common stock at an average price of $ 23.65 per share under the Program.
+Added: MID PENN BANCORP, INC.
Dividend Reinvestment Plan
−Removed: Under Mid Penn’s amended and restated DRIP, 300,000 shares of Mid Penn’s authorized but unissued common stock are reserved for issuance.
−Removed: The DRIP also allows for voluntary cash payments, within specified limits, to be used for the purchase of additional shares.
+Added: The amended and restated Dividend Reinvestment Plan of Mid Penn Bancorp, Inc.
+Added: allows holders of the Corporation's common shares to purchase additional shares of the Corporation's common stock, par value $ 1.00 per share.
+Added: Under the plan, participants may have cash dividends on all of their shares automatically reinvested, and each participating shareholder may also make optional cash contributions to purchase additional shares.
+Added: As of March 31, 2026, participants in the plan held 496,255 shares of the Corporation's common stock.
Equity Incentive Plans
+Added: The Corporation recognizes stock-based compensation expense for equity awards based on the grant-date fair value of the awards.
+Added: Compensation expense is recognized on a straight-line basis over the requisite service period and is included in salaries and benefits expense in the Consolidated Statements of Income.
On May 9, 2023, shareholders approved the 2023 Stock Incentive Plan, which authorizes Mid Penn to grant incentive stock options, nonqualified stock options, stock appreciation rights, restricted stock, deferred stock units and performance shares.
−Removed: The 2023 Plan was established for employees and directors of Mid Penn and the Bank, selected by the Compensation Committee of the Board of Directors, to incentivize the further success of the Corporation, and replaces the 2014 Restricted Stock Plan.
−Removed: The aggregate number of shares of common stock of the Corporation available for issuance under the Plans is 550,000 shares .
−Removed: As of September 30, 2025, a total of 310,804 restricted shares were granted under the Plans, of which 110,436 shares were unvested.
−Removed: The Plan's shares granted and vested resulted in $ 1.1 million and $ 191 thousand in share-based compensation expense for the three months ended September 30, 2025 and 2024, respectively.
−Removed: For the nine months ended September 30, 2025 and 2024, the Plan's shares granted and vested resulted in share-based compensation expense of $ 3.8 million and $ 813 thousand, respectively.
−Removed: Share-based compensation expense relating to restricted stock is calculated using grant date fair value and is recognized on a straight-line basis over the vesting periods of the awards.
+Added: The 2023 Plan was established for employees and directors of Mid Penn and the Bank, selected by the Compensation Committee of the Board of Directors, to incentivize the further success of the Corporation, and replaced the 2014 Restricted Stock Plan.
+Added: The aggregate number of shares of common stock available for issuance under the Plans is 550,000 shares .
+Added: As of March 31, 2026, a total of 314,804 restricted shares were granted under the Plans, of which 110,845 shares were unvested.
+Added: The Plan's shares granted and vested resulted in $ 689 thousand and $ 239 thousand in stock-based compensation expense for the three months ended March 31, 2026 and 2025, respectively.
+Added: Stock-based compensation expense relating to restricted stock is calculated using grant date fair value and is recognized on a straight-line basis over the vesting periods of the awards.
Restricted shares granted to employees vest in equal amounts on the anniversary of the grant date over the vesting period and the expense is a component of salaries and benefits expense on the Consolidated Statement of Income.
2 unchanged sentences
Equity Awards Assumed from William Penn Acquisition
−Removed: In connection with the acquisition of William Penn on April 30, 2025, the Corporation issued 3,506,795 shares of common stock as purchase consideration and assumed outstanding equity awards of William Penn, consisting of 538,447 stock options and 215,386 restricted stock units "RSUs".
−Removed: These awards were converted into equivalent awards of the Corporation's common stock, of which, 134,618 stock options and 53,822 restricted stock units remained unvested as of September 30, 2025.
−Removed: Compensation expense for stock options was $ 203 thousand and $ 883 thousand for the three and nine months ended September 30, 2025.
−Removed: As of September 30, 2025, unrecognized compensation expense related to unvested options was $ 907
−Removed: MID PENN BANCORP, INC.
−Removed: Compensation expense for restricted stock awards was $ 550 thousand and $ 1.9 million for the three and nine months ended September 30, 2025.
−Removed: As of September 30, 2025, unrecognized compensation cost related to unvested restricted stock was $ 1.3 million.
−Removed: The assumed awards are subject to the original vesting terms and conditions included in the William Penn's stock-based compensation plan.
+Added: In connection with the acquisition of William Penn on April 30, 2025, the Corporation issued 3,506,795 shares of common stock as purchase consideration and assumed outstanding equity awards of William Penn, resulting in the issuance of 538,447 stock options and 215,386 restricted stock units "RSUs" of which 129,776 stock options and 53,822 restricted stock units remained unvested as of March 31, 2026.
+Added: Compensation expense for stock options was $ 131 thousand for the three months ended March 31, 2026.
+Added: As of March 31, 2026, unrecognized compensation expense related to unvested options was $ 645 thousand.
+Added: Compensation expense for restricted stock awards was $ 183 thousand for the three months ended March 31, 2026.
+Added: As of March 31, 2026, unrecognized compensation cost related to unvested restricted stock was $ 894 thousand.
+Added: The assumed awards are subject to the original vesting terms and conditions included in the William Penn stock-based compensation plan.
+Added: Stock Appreciation Rights Issued in Connection with the Cumberland Advisors Acquisition
+Added: Stock appreciation rights issued in the acquisition of Cumberland Advisors are being accounted for as post-combination compensation expense and will be recognized over the applicable service period.
+Added: The stock appreciation rights have a maximum aggregate value of $ 1.2 million to be exercisable between the first and third anniversary of the closing date of the transaction.
MID PENN BANCORP, INC.
2 unchanged sentences
Diluted EPS is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding plus the effect of potentially dilutive common shares, which include stock options and unvested restricted stock awards, using the treasury stock method.
−Removed: The following data shows the amounts used in computing basic and diluted earnings per common share:
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
+Added: The following data sets forth the computation of basic and diluted earnings per common share:
+Added: Three Months Ended March 31,
(In thousands, except per share data) 2026 2025
−Removed: Net income $ 18,297 $ 12,301 $ 36,801 $ 36,205
+Added: Net income available to common shareholders $ 8,706 $ 13,742
Weighted-average common shares outstanding - basic 23,949,008 19,355,867
−Removed: Effect of dilutive stock based compensation awards (includes unvested restricted stock and stock options) 272,063 44,512 265,021 39,840
+Added: Dilutive effect of stock-based compensation 365,131 60,398
Weighted-average common shares outstanding - diluted 24,314,139 19,416,265
2 unchanged sentences
Anti-dilutive shares are common stock equivalents with weighted-average exercise prices in excess of the weighted-average market value for the periods presented.
−Removed: There were 8,480 stock options that were anti-dilutive for the three and nine months ended September 30, 2025, respectively.
−Removed: These stock options were assumed in the William Penn acquisition.
−Removed: There were no antidilutive instruments for the three and nine months ended September 30, 2024.
+Added: There were no anti-dilutive stock options excluded from diluted earnings per share for the three months ended March 31, 2026 or March 31, 2025.
+Added: Dilutive common stock equivalents included assumed equity awards acquired in the William Penn acquisition.
+Added: As part of the acquisition of William Penn on April 30, 2025, the Company issued 3,506,795 shares of common stock as purchase consideration, and assumed outstanding equity awards of William Penn, consisting of 538,447 stock options and 215,386 restricted stock units (RSUs).
+Added: As part of the acquisition of Cumberland Advisors on January 1, 2026, Mid Penn issued 127,009 shares of common stock as purchase consideration.
+Added: As part of the acquisition of 1st Colonial on February 27, 2026, Mid Penn issued 2,111,076 shares of common stock as purchase consideration.
+Added: These shares contributed to the increase in weighted-average shares outstanding for the quarter ended March 31, 2026.
+Added: MID PENN BANCORP, INC.
Note 14 - Segment Reporting
1 unchanged sentence
These services include commercial and consumer lending, deposit products, wealth management, insurance, and treasury management solutions.
−Removed: The Chief Executive Officer and the Chief Financial Officer are the Mid Penn Chief Operating Decision Makers ("CODM").
+Added: The Chief Executive Officer and the Chief Financial Officer together act as Mid Penn Chief Operating Decision Makers ("CODM").
The CODM regularly evaluates financial performance and allocates resources on a consolidated basis.
−Removed: The following table presents certain information reviewed by management:
−Removed: Three Months Ended September 30, Nine Months Ended September 30,
+Added: The following table presents financial information reviewed by the CODM in assessing performance and allocating resources:
(In thousands)
+Added: March 31, 2026 March 31, 2025
Net interest income $ 55,250 $ 42,509
−Removed: (Benefit)/Provision for credit losses ( 434 ) 516 2,136 1,183
+Added: Provision for credit losses 1,594 301
Noninterest income 9,604 5,239
3 unchanged sentences
Total assets $ 6,964,809 $ 5,546,026
−Removed: MID PENN BANCORP, INC.
Other Segment Information
2 unchanged sentences
Capital Allocation & Performance Metrics:
−Removed: The CODM assesses performance based on key financial metrics, including net interest margin, return on average assets ("ROAA"), return on average equity ("ROAE") and core efficiency ratio.
+Added: The CODM assesses performance based on key financial metrics, including net interest margin, return on average assets ("ROA"), return on average equity ("ROE") and core efficiency ratio.
MID PENN BANCORP, INC.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.