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Mid Penn Bancorp, Inc. Reports Fourth Quarter and Full Year Earnings, Declares 61st Consecutive Quarterly Dividend and Special Dividend

Company Release - 1/21/2026 5:20 PM ET

Mid Penn Bancorp, Inc. (NASDAQ: MPB) ("Mid Penn"), the parent company of Mid Penn Bank (the "Bank") and MPB Financial Services, LLC, today reported net income available to common shareholders ("earnings") for the quarter ended December 31, 2025, of $19.4 million, or $0.84 per basic and $0.83 per diluted common share, compared to net income of $18.3 million, or $0.80 per basic and $0.79 per diluted common share, for the third quarter of 2025, and the consensus analyst estimate of $0.84 per basic common share for the fourth quarter of 2025.

Key Highlights of the Fourth Quarter of 2025:

  • Net income available to common shareholders for the fourth quarter of 2025 was $19.4 million, an increase of $6.2 million or 47.0% compared to the fourth quarter of 2024, and an increase of $1.2 million, or 6.29%, compared to the third quarter of 2025. Earnings per basic share for the fourth quarter of 2025 was $0.84, and $0.83 per diluted common share, an increase from $0.72 per both basic and diluted common share in the fourth quarter of 2024, and an increase from $0.80 per basic share and 0.79 per diluted share for third quarter of 2025. Net income for the year ended December 31, 2025 was $56.2 million, or $2.59 per basic and $2.55 per diluted common share, compared to $49.4 million, or $2.90 per basic and diluted common share for the year ended December 31, 2024. The increase in net income was partially offset by a higher weighted-average number of shares outstanding in 2025, which contributed to a lower diluted earnings per share compared to the prior year.

  • Net interest margin increased to 3.79% for the quarter ended December 31, 2025, compared to 3.60% for the third quarter of 2025, and 3.21% for the fourth quarter of 2024. This represents a 19 and 58 basis point ("bp") increase compared to the third quarter of 2025 and fourth quarter of 2024, respectively. That expansion was accomplished by continued improvement in deposit cost of funds and loan yields throughout the fourth quarter and over the last twelve months.

  • Loan balances increased $41.7 million, or 3.4% (annualized), during the fourth quarter of 2025. Total loans increased $419.8 million, or 9.4%, to $4.9 billion at December 31, 2025, compared to $4.4 billion at December 31, 2024. Excluding the William Penn acquisition loans of $431.4 million, the organic loan portfolio as of December 31, 2025 declined $11.6 million or 0.3% from the year ended December 31, 2024.

  • Deposits decreased $128.1 million, or 9.5% (annualized), during the fourth quarter of 2025, compared to a decrease of $106.9 million, or 7.8% (annualized), during the third quarter of 2025. The quarterly decrease was driven by a $93.7 million decrease in time deposits, a $32.0 million decrease in interest-bearing transaction accounts, and a $2.4 million decrease in noninterest-bearing accounts. Total deposits increased $524.7 million, or 11.2%, to $5.2 billion at December 31, 2025, compared to $4.7 billion at December 31, 2024. Excluding the William Penn acquisition deposits of $619.8 million, organic deposits decreased $95.0 million, or 2.0%, from December 31, 2024. This decrease was primarily driven by a planned reduction of approximately $225 million in brokered certificates of deposit during the third and fourth quarters of 2025 in order to deploy excess liquidity and lower funding costs. Excluding brokered deposits, organic growth totaled $127.3 million or 10.8% (annualized).

  • The core efficiency ratio (1) improved to 55.26% in the fourth quarter of 2025, compared to 58.80% in the third quarter of 2025, and 63.94% in the fourth quarter of 2024. This improvement was driven by higher net interest income and disciplined management of noninterest expense following the William Penn acquisition.

  • Book value per common share improved to $35.32 as of December 31, 2025, compared to $34.56 as of September 30, 2025, and $33.84 as of December 31, 2024. Tangible book value per common share (1) was $28.76 as of December 31, 2025, compared to $27.96 and $26.90 as of September 30, 2025 and December 31, 2024, respectively.

  • As a result of the foregoing, the Board of Directors declared a cash dividend of $0.22 per common share, payable February 17, 2026, to shareholders of record as of February 6, 2026, and a special dividend of $0.05 per common share, payable February 17, 2026, to shareholders of record as of February 6, 2026.

(1)

Non-GAAP financial measure. Refer to the calculation in the section titled “Reconciliation of Non-GAAP Measures (Unaudited)” at the end of this document.

Chair, President and CEO Rory G. Ritrievi provided the following statement:

"We are pleased to announce our fourth quarter of 2025 and full year 2025 results of operations to our shareholders.

The fourth quarter included a return to organic loan growth, improvement in asset quality, improvement in net interest margin and a disciplined approach to operating expense management.

For the full year, we improved profitability metrics through a solid performance in asset quality, a 58 basis point net interest margin expansion, a 19% increase in noninterest income growth and solid improvement in core operating expense management that led to an overall efficiency ratio for the year of 59.33%, a significant improvement over the 64.96% ratio for fiscal year 2024.

Based upon the foregoing, we are happy to announce a fourth quarter dividend of $0.22 per common share, payable February 17, 2026, to shareholders of record as of February 6, 2026, as well as a $0.05 special dividend, payable February 17, 2026, to shareholders of record as of February 6, 2026."

Net Interest Income

For the three months ended December 31, 2025, net interest income was $54.8 million, compared to net interest income of $53.6 million for the three months ended September 30, 2025, and $41.3 million for the three months ended December 31, 2024. Interest income for the quarter ended December 31, 2025 includes $3.7 million of loan accretion income related to prior acquisitions. This accretion reflects the recognition of fair value marks on acquired loans, which are accreted into interest income over the expected life of the assets. The tax-equivalent net interest margin for the three months ended December 31, 2025 was 3.79% compared to 3.60% and 3.21% for the third quarter of 2025 and fourth quarter of 2024, respectively, representing a 19 bp increase from the third quarter of 2025, and a 58 bp increase compared to the same period in 2024.

The yield on interest-earning assets increased to 5.86% for the quarter ended December 31, 2025, from 5.81% for the three months ended September 30, 2025, and 5.67% for the three months ended December 31, 2024. The increase from the third quarter of 2025 was primarily due to higher average loan balances.

For the year ended December 31, 2025, net interest income increased 27.1% to $199.1 million compared to net interest income of $156.7 million for the same period of 2024. The increase was primarily driven by a $26.7 million increase in interest income on loans, a $5.8 million increase in interest income on investment securities, a $5.4 million increase in Federal Funds Sold, and a $10.2 million decrease in interest expense on short-term borrowings, partially offset by a $5.5 million increase in interest expense on deposits, compared to the same period of 2024.

Average Balances

Average balances for the year ended December 31, 2025 continue to be impacted by the William Penn acquisition given that the acquisition closed on April 30, 2025. Day one increases in loans, total assets, deposits, and total liabilities were $431.4 million, $727.7 million, $619.8 million, and $630.2 million, respectively.

Average loans increased $40.1 million to $4.8 billion for the quarter ended December 31, 2025, compared to $4.8 billion for the quarter ended September 30, 2025, and increased $402.9 million compared to $4.4 billion for the quarter ended December 31, 2024.

Average deposits were $5.3 billion for the fourth quarter of 2025, reflecting a decrease of $177.5 million, or 3.2%, compared to total average deposits of $5.5 billion in the third quarter of 2025, and an increase of $602.7 million, or 12.9%, compared to total average deposits of $4.7 billion for the fourth quarter of 2024. The average cost of deposits was 2.24% for the fourth quarter of 2025, representing a 13 bp decrease and a 37 bp decrease from the third quarter of 2025 and the fourth quarter of 2024, respectively.

Cost of funds decreased to 2.26%, compared to 2.39% for the third quarter of 2025, primarily reflecting a reduction in higher-cost time deposit balances and the use of lower-cost alternative funding sources.

Asset Quality

The total benefit for credit losses, including benefit for credit losses on off-balance sheet credit exposures, was $839 thousand for the three months ended December 31, 2025, a decrease of $405 thousand compared to the benefit for credit losses of $434 thousand for the three months ended September 30, 2025, and a $1.2 million decrease compared to the provision for credit losses of $333 thousand for the three months ended December 31, 2024. The quarter-over-quarter change in the benefit for credit losses was primarily driven by updates to the macroeconomic forecast, which reduced expected credit losses. Net charge offs for the three months ended December 31, 2025 were $466 thousand, or less than 0.01% of total average loans.

The provision for credit losses on loans was $1.6 million for the year ended December 31, 2025, a decrease of $545 thousand compared to the provision for credit losses of $2.1 million for the year ended December 31, 2024. The decrease for the year ended December 31, 2025 was primarily attributable to reduced expected losses driven by updates to the macroeconomic forecast and lower loan balances as a result of an increase in observed prepayment speeds, partially offset by a $2.3 million reserve on non-PCD loans acquired through the William Penn acquisition. The benefit for credit losses on off-balance sheet credit exposures was $301 thousand for the year ended December 31, 2025, compared to $628 thousand for the year ended December 31, 2024.

Allowance for credit losses - loans was 0.74%, 0.77%, and 0.80% of loans, net of unearned income at December 31, 2025, September 30, 2025, and December 31, 2024, respectively.

Total nonperforming assets were $30.8 million at December 31, 2025, compared to nonperforming assets of $27.3 million and $22.7 million at September 30, 2025 and December 31, 2024, respectively. The increase during the fourth quarter of 2025 primarily related to a single C&I relationship for $4.7 million, partially offset by the sale of one foreclosed commercial real estate property of $1.4 million. Delinquency, measured as loans past due 30 days or more, as a percentage of total loans was 0.69% at December 31, 2025, compared to 0.68% and 0.52% as of September 30, 2025 and December 31, 2024, respectively.

Capital

Shareholders’ equity increased $17.7 million, or 2.23%, from $796.3 million as of September 30, 2025, to $814.1 million as of December 31, 2025. Retained earnings increased $14.4 million, or 7.0%, from $205.3 million as of September 30, 2025 to $219.7 million as of December 31, 2025. Regulatory capital ratios for both Mid Penn and the Bank indicate regulatory capital levels in excess of both the regulatory minimums and the levels necessary for the Bank to be considered "well capitalized" at December 31, 2025. Additionally, Mid Penn declared $5.1 million in dividends during the fourth quarter of 2025.

On April 23, 2025, Mid Penn’s Board of Directors reauthorized its treasury stock repurchase program ("the Program") effective through April 30, 2026. The Program authorizes the repurchase of up to $15.0 million of Mid Penn’s outstanding common stock. During the year ended December 31, 2025, Mid Penn repurchased 79,169 shares of common stock at an average price of $28.50. As of December 31, 2025, Mid Penn repurchased a total of 519,891 shares of common stock at an average price of $23.65 per share under the Program. The Program had approximately $2.7 million remaining available for repurchase as of December 31, 2025.

Noninterest Income

For the three months ended December 31, 2025, noninterest income totaled $7.3 million, a decrease of $906 thousand, or 11.1%, compared to noninterest income of $8.2 million for the third quarter of 2025. The decrease was primarily driven by a $461 thousand decrease in mortgage banking, and a $580 thousand decrease in other noninterest income, largely reflecting a decrease of $534 thousand in recoveries on loans previously acquired in business combinations, which are recognized in noninterest income, rather than a reduction to the allowance for credit losses, consistent with purchase accounting treatment. This decrease also includes a $420 thousand reduction in gains related to the closing of an investment in a reinsurance entity acquired from another institution, and a $279 thousand decrease in swap cancellation gains tied to the elimination of brokered deposits, partially offset by a $355 thousand increase in sales tax refunds received.

For the year ended December 31, 2025, noninterest income totaled $26.8 million, an increase of $4.3 million, or 19.3%, compared to noninterest income of $22.5 million for the year ended December 31, 2024. The increase in noninterest income is primarily driven by a $838 thousand increase in earnings from the cash surrender value of life insurance, a $618 thousand increase in fiduciary and wealth management, a $356 thousand increase in mortgage banking, and a $2.2 million increase in other noninterest income, driven by a $1.1 million increase in insurance commissions, a $910 thousand increase in loan level swap fees, and a $534 thousand increase in recoveries on loans previously acquired in business combinations, which are recognized in noninterest income, rather than a reduction to the allowance for credit losses, consistent with purchase accounting treatment. This increase also includes a $420 thousand gain on the closing of an investment in a reinsurance entity acquired from another institution, a $307 thousand increase in sales tax refunds received, and $279 thousand in swap cancellation gains tied to eliminated brokered deposits, partially offset by a $2.2 million decrease in death benefits received.

Noninterest Expense

For the three months ended December 31, 2025, noninterest expense totaled $35.8 million, a decrease of $2.1 million, or 5.62%, compared to noninterest expense of $38.0 million in the third quarter of 2025.

The decrease was primarily driven by a $915 thousand decrease in salaries and employee benefits, including a $439 thousand decrease in stock-based compensation expense, a $761 thousand decrease in Shares tax and a $929 thousand decrease in other noninterest expense, offset by a $624 thousand increase in FDIC assessments.

For the year ended December 31, 2025, noninterest expense totaled $152.3 million, an increase of $34.7 million, or 29.5%, compared to noninterest expense of $117.6 million for the year ended December 31, 2024.

Salaries and benefits increased $13.9 million for the year ended December 31, 2025, compared to the same period in 2024. The increase is attributable to (i) equity-based compensation expense for stock options and restricted stock awards totaling $3.1 million that were recognized in the year ended December 31, 2025; (ii) the retail staff additions at the twelve retail locations added through the William Penn acquisition; and (iii) the retention of various William Penn team members through the completion of systems integration, which occurred on June 20, 2025.

Merger and acquisition expenses increased $11.0 million for the year ended December 31, 2025, which includes $10.1 million of merger related expenses related to the William Penn acquisition, $713 thousand related to the 1st Colonial acquisition, $172 thousand related to the Cumberland Advisors acquisition, and $164 thousand related to the Charis Insurance Group acquisition.

Software licensing and utilization costs increased $3.3 million for the year ended December 31, 2025, compared to the same period in 2024. The increase reflects additional costs to (i) license the additional William Penn branches; and (ii) upgrade internal systems, including network storage, cybersecurity, and data security enhancements in response to the Bank's larger size and increased IT complexity.

Occupancy expenses increased $2.3 million for the year ended December 31, 2025, compared to the same period in 2024. The increase was driven by the facility operating costs of the additional retail locations added through the William Penn acquisition.

The core efficiency ratio(1) improved to 55.3% in the fourth quarter of 2025, compared to 58.8% in the third quarter of 2025 and 63.9% in the fourth quarter of 2024. The improvement in the core efficiency ratio during the fourth quarter of 2025 compared to the third quarter of 2025 was the result of higher net interest income and lower noninterest expense. Mid Penn continues to evaluate levels of noninterest expense for opportunities to reduce operating costs throughout the organization.

(1)

Non-GAAP financial measure. Refer to the calculation in the section titled “Reconciliation of Non-GAAP Measures (Unaudited)” at the end of this document. Non-GAAP financial measure.

Subsequent Events

Management considers subsequent events occurring after the balance sheet date for matters which may require adjustment to, or disclosure in, the consolidated financial statements. The review period for subsequent events extends up to and including the filing date of a public company’s consolidated financial statements when filed with the Securities and Exchange Commission ("SEC"). Accordingly, the financial information in this announcement is subject to change. The statements are valid only as of the date hereof and Mid Penn disclaims any obligation to update this information. The following events occurred subsequent to December 31, 2025 and are disclosed for informational purposes.

On January 1, 2026, Mid Penn completed its acquisition of Cumberland Advisors, Inc., a registered investment advisory firm with clients both nationally and internationally. As of December 31, 2025, Cumberland had approximately $3.2 billion in assets under management. In connection with the acquisition, Cumberland was merged into a newly formed Mid Penn acquisition subsidiary and now operates as Cumberland Advisors, LLC.

SPECIAL CAUTIONARY NOTICE REGARDING FORWARD-LOOKING STATEMENTS

This press release, and oral statements made regarding the subjects of this release, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements are not historical facts and include expressions about management's confidence and strategies and management's current views and expectations about new and existing programs and products, relationships, opportunities, technology, and market conditions. These statements may be identified by such forward-looking terminology as "continues," "expect," "look," "believe," "anticipate," "may," "will," "should," "projects," "strategy" or similar statements. Actual results may differ materially from such forward-looking statements, and no reliance should be placed on any forward-looking statement. Factors that may cause results to differ materially from such forward-looking statements include, but are not limited to, changes in interest rates, spreads on earning assets and interest-bearing liabilities, and interest rate sensitivity; prepayment speeds, loan originations, credit losses and market values on loans, collateral securing loans, and other assets; sources of liquidity; common shares outstanding; common stock price volatility; fair value of and number of stock-based compensation awards to be issued in future periods; the impact of changes in market values on securities held in Mid Penn’s portfolio; legislation affecting the financial services industry as a whole, and Mid Penn and Mid Penn Bank individually or collectively, including tax legislation; results of the regulatory examination and supervision process and oversight, including changes in monetary policy and capital requirements; changes in accounting policies or procedures as may be required by the Financial Accounting Standards Board or regulatory agencies; increasing price and product/service competition by competitors, including new entrants; rapid technological developments and changes; the ability to continue to introduce competitive new products and services on a timely, cost-effective basis; the mix of products/services; containing costs and expenses; governmental and public policy changes; protection and validity of intellectual property rights; reliance on large customers; technological, implementation and cost/financial risks in large, multi-year contracts; the outcome of future litigation and governmental proceedings, including tax-related examinations and other matters; continued availability of financing; the availability of financial resources in the amounts, at the times and on the terms required to support Mid Penn and Mid Penn Bank’s future businesses; material differences in the actual financial results of merger, acquisition and investment activities compared with Mid Penn’s initial expectations, including the full realization of anticipated cost savings and revenue enhancements, the occurrence of any event, change or other circumstances that could give rise to the right of one or both of the parties to terminate the merger agreement between Mid Penn and 1st Colonial; the outcome of any legal proceedings that may be instituted against Mid Penn or 1st Colonial; delays in completing the transaction; the failure to obtain necessary regulatory approvals for the 1st Colonial acquisition (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of the transaction); the failure to obtain 1st Colonial shareholder approval or to satisfy any of the other conditions to the 1st Colonial transaction on a timely basis or at all; the possibility that the anticipated benefits of a transaction are not realized when expected or at all, including as a result of the impact of, or problems arising from, the integration of the two companies or as a result of the strength of the economy and competitive factors in legacy Mid Penn and target markets; diversion of management’s attention from ongoing business operations and opportunities; potential adverse reactions or changes to business or employee relationships, including those resulting from the announcement or completion of the 1st Colonial transaction; the ability to complete the integration of Mid Penn and Cumberland successfully; the dilution caused by Mid Penn’s issuance of additional shares of its capital stock in connection with the acquisitions of Cumberland and 1st Colonial; and other factors that may affect the future results of Mid Penn.

For a more detailed description of these and other factors which would affect our results, please see Mid Penn’s filings with the SEC, including those risk factors identified in the "Risk Factors" section and elsewhere in our Annual Report on Form 10-K for the year ended December 31, 2024 and subsequent filings with the SEC. The statements in this press release are made as of the date of this press release, even if subsequently made available by Mid Penn on its website or otherwise. Mid Penn does not undertake, and specifically disclaims any obligation, to publicly release the result of any revisions which may be made to forward-looking statements to reflect events or circumstances after the date of such statements or to reflect the occurrence of unanticipated events, except as required by law.

SUMMARY FINANCIAL HIGHLIGHTS (Unaudited):

(Dollars in thousands, except per share data)

Dec. 31,
2025

Sep. 30,
2025

Jun. 30,
2025

Mar. 31,
2025

Dec. 31,
2024

Ending Balances:

Investment securities

$

769,045

$

781,888

$

769,211

$

634,044

$

643,352

Loans, net of unearned income

4,862,838

4,821,134

4,832,898

4,491,167

4,443,070

Total assets

6,133,896

6,267,349

6,354,543

5,546,026

5,470,936

Total deposits

5,214,663

5,342,720

5,449,664

4,732,202

4,689,927

Shareholders' equity

814,058

796,323

775,708

667,933

655,018

Average Balances:

Investment securities

774,962

782,020

652,105

639,580

633,409

Loans, net of unearned income

4,844,308

4,804,163

4,724,638

4,459,679

4,441,436

Total assets

6,202,310

6,385,751

6,036,045

5,491,763

5,481,473

Total deposits

5,290,598

5,468,144

5,159,754

4,681,708

4,687,880

Shareholders' equity

803,093

783,547

670,491

660,964

623,670

Three Months Ended

Income Statement:

Dec. 31,
2025

Sep. 30,
2025

Jun. 30,
2025

Mar. 31,
2025

Dec. 31,
2024

Net interest income

$

54,751

$

53,629

$

48,206

$

42,509

$

41,280

(Benefit)/provision for credit losses (4)

(839

)

(434

)

2,269

301

333

Noninterest income

7,277

8,183

6,143

5,239

6,149

Noninterest expense

35,848

37,982

47,798

30,642

30,913

Income before provision for income taxes

27,019

24,264

4,282

16,805

16,183

Provision/(benefit) for income taxes

7,572

5,967

(480

)

3,063

2,951

Net income available to shareholders

19,447

18,297

4,762

13,742

13,232

Net income excluding non-recurring income and expenses(1)

19,224

17,772

15,074

13,907

12,961

Per Share:

Basic earnings per common share

$

0.84

$

0.80

$

0.22

$

0.71

$

0.72

Diluted earnings per common share

0.83

0.79

0.22

0.71

0.72

Cash dividends declared

0.22

0.22

0.20

0.20

0.20

Book value per common share

35.32

34.56

33.85

34.50

33.84

Tangible book value per common share(1)

28.76

27.96

27.22

27.58

26.90

Asset Quality:

Net charge-offs/(recoveries) to average loans (3)

0.038

%

0.008

%

0.069

%

(0.0003

%)

0.037

%

Non-performing loans to total loans

0.47

0.37

0.38

0.54

0.51

Non-performing asset to total loans and other real estate

0.63

0.57

0.58

0.57

0.51

Non-performing asset to total assets

0.50

0.44

0.44

0.46

0.41

ACL on loans to total loans

0.74

0.77

0.78

0.80

0.80

ACL on loans to nonperforming loans

157.25

207.92

206.49

149.05

157.07

Profitability:

Return on average assets (3)

1.24

%

1.14

%

0.32

%

1.01

%

0.96

%

Return on average equity (3)

9.61

9.26

2.85

8.43

8.44

Return on average tangible common equity(1) (3)

12.29

11.95

4.05

10.84

11.07

Tax-equivalent net interest margin

3.79

3.60

3.44

3.37

3.21

Core Efficiency ratio(1)

55.26

58.80

62.56

62.79

63.94

Capital Ratios:

Tier 1 Capital (to Average Assets) (2)

11.0

%

10.4

%

10.6

%

10.2

%

10.0

%

Common Tier 1 Capital (to Risk Weighted Assets)(2)

13.5

13.9

12.8

12.0

12.1

Tier 1 Capital (to Risk Weighted Assets)(2)

13.5

13.9

12.8

12.0

12.1

Total Capital (to Risk Weighted Assets)(2)

14.3

15.5

14.4

13.8

14.0

(1)

Non-GAAP financial measure. Refer to the calculation in the section titled “Reconciliation of Non-GAAP Measures (Unaudited)” at the end of this document.

(2)

Regulatory capital ratios as of December 31, 2025 are preliminary and prior periods are actual.

(3)

Annualized ratio

(4)

Includes $2.3 million related to non-PCD loans acquired in the William Penn acquisition on April 30, 2025.

CONSOLIDATED BALANCE SHEETS (Unaudited):

(Dollars in thousands, except share data)

Dec. 31, 2025

Sep. 30, 2025

Jun. 30, 2025

Mar. 31, 2025

Dec. 31, 2024

ASSETS

Cash and due from banks

$

46,695

$

18,013

$

52,671

$

47,688

$

37,002

Interest-bearing balances with other financial institutions

29,178

24,736

22,828

16,880

14,490

Federal funds sold

23,045

214,420

261,353

42,686

19,072

Total cash and cash equivalents

98,918

257,169

336,852

107,254

70,564

Investment Securities:

Held to maturity, at amortized cost

347,285

354,094

364,029

375,115

382,447

Available for sale, at fair value

416,314

427,352

404,745

258,493

260,477

Equity securities available for sale, at fair value

5,446

442

437

436

428

Loans held for sale

3,668

6,085

6,101

6,851

7,064

Loans, net of unearned income

4,862,838

4,821,134

4,832,898

4,491,167

4,443,070

Less: Allowance for credit losses

(36,091

)

(37,337

)

(37,615

)

(35,838

)

(35,514

)

Net loans

4,826,747

4,783,797

4,795,283

4,455,329

4,407,556

Premises and equipment, net

48,742

48,491

47,732

40,328

38,806

Operating lease right of use asset

15,169

15,700

15,026

9,402

7,699

Finance lease right of use asset

2,368

2,413

2,458

2,503

2,548

Cash surrender value of life insurance

95,351

95,015

94,770

51,351

51,521

Restricted investment in bank stocks

7,576

6,737

7,110

6,660

7,461

Accrued interest receivable

29,640

29,705

28,546

27,263

26,846

Deferred income taxes

21,416

27,475

35,333

21,800

22,747

Goodwill

136,620

136,620

135,473

128,160

128,160

Core deposit and other intangibles, net

14,657

15,586

16,531

5,814

6,242

Foreclosed assets held for sale

7,806

9,346

9,816

1,402

44

Other assets

56,173

51,322

54,301

47,865

50,326

Total Assets

$

6,133,896

$

6,267,349

$

6,354,543

$

5,546,026

$

5,470,936

LIABILITIES & SHAREHOLDERS’ EQUITY

Deposits:

Noninterest-bearing demand

$

834,013

$

836,374

$

857,072

$

788,316

$

759,169

Interest-bearing transaction accounts

2,826,053

2,858,082

2,772,739

2,375,205

2,319,753

Time

1,554,597

1,648,264

1,819,853

1,568,681

1,611,005

Total Deposits

5,214,663

5,342,720

5,449,664

4,732,202

4,689,927

Short-term borrowings

20,833

25,000

2,000

Long-term debt

23,139

23,258

23,374

23,489

23,603

Subordinated debt and trust preferred securities

37,149

37,303

45,587

45,741

Operating lease liability

15,405

15,973

15,342

9,765

8,092

Accrued interest payable

10,942

16,460

13,421

12,900

13,484

Other liabilities

34,856

35,466

39,731

29,150

33,071

Total Liabilities

5,319,838

5,471,026

5,578,835

4,878,093

4,815,918

Shareholders' Equity:

Common stock, par value $1.00 per share; 40.0 million shares authorized

23,567

23,551

23,419

19,803

19,797

Additional paid-in capital

589,421

588,405

584,291

480,866

480,491

Retained earnings

219,685

205,320

191,574

191,469

181,597

Accumulated other comprehensive loss

(6,323

)

(8,907

)

(11,756

)

(14,163

)

(16,825

)

Treasury stock

(12,292

)

(12,046

)

(11,820

)

(10,042

)

(10,042

)

Total Shareholders’ Equity

814,058

796,323

775,708

667,933

655,018

Total Liabilities and Shareholders' Equity

$

6,133,896

$

6,267,349

$

6,354,543

$

5,546,026

$

5,470,936

CONSOLIDATED STATEMENTS OF INCOME (Unaudited):

Three Months Ended

(Dollars in thousands, except per share data)

Dec. 31,
2025

Sep. 30,
2025

Jun. 30,
2025

Mar. 31,
2024

Dec. 31,
2024

INTEREST INCOME

Loans, including fees

$

76,916

$

76,262

$

72,469

$

66,537

$

68,110

Investment securities:

Taxable

6,590

6,614

4,637

4,460

4,223

Tax-exempt

320

331

344

348

358

Other interest-bearing balances

135

196

142

138

154

Federal funds sold

1,179

3,463

2,428

261

467

Total Interest Income

85,140

86,866

80,020

71,744

73,312

INTEREST EXPENSE

Deposits

29,930

32,631

30,981

28,264

30,836

Short-term borrowings

5

86

290

509

Long-term and subordinated debt

454

606

747

681

687

Total Interest Expense

30,389

33,237

31,814

29,235

32,032

Net Interest Income

54,751

53,629

48,206

42,509

41,280

Net (benefit)/provision for credit losses(1)

(839

)

(434

)

2,269

301

333

Net Interest Income After Provision for Credit Losses

55,590

54,063

45,937

42,208

40,947

NONINTEREST INCOME

Fiduciary and wealth management

1,412

1,340

1,406

1,140

1,215

ATM debit card interchange

1,053

1,019

958

919

971

Service charges on deposits

634

647

652

562

579

Mortgage banking

552

1,013

676

591

656

Mortgage hedging

(22

)

50

(7

)

(9

)

11

Net gain on sales of SBA loans

100

63

57

15

Earnings from cash surrender value of life insurance

609

605

491

274

280

Net gain on sales of investment securities

10

Other

2,929

3,509

1,904

1,705

2,422

Total Noninterest Income

7,277

8,183

6,143

5,239

6,149

NONINTEREST EXPENSE

Salaries and employee benefits

20,026

20,941

20,753

16,309

16,947

Software licensing and utilization

3,406

3,310

3,272

2,574

2,606

Occupancy, net

2,624

2,642

2,365

2,274

1,913

Equipment

1,435

1,248

1,248

1,094

1,213

Shares tax

245

1,006

606

919

405

Legal and professional fees

992

1,070

993

826

1,006

ATM/card processing

771

557

621

733

634

Intangible amortization

930

944

744

428

471

FDIC Assessment

1,046

422

994

990

843

Loss/(gain) on sale or write-down of foreclosed assets, net

203

471

(28

)

73

Merger and acquisition(2)

(39

)

233

11,011

314

436

Other

4,209

5,138

5,191

4,209

4,366

Total Noninterest Expense

35,848

37,982

47,798

30,642

30,913

INCOME BEFORE PROVISION FOR INCOME TAXES

27,019

24,264

4,282

16,805

16,183

Provision/(benefit) for income taxes

7,572

5,967

(480

)

3,063

2,951

NET INCOME AVAILABLE TO COMMON SHAREHOLDERS

$

19,447

$

18,297

$

4,762

$

13,742

$

13,232

PER COMMON SHARE DATA:

Basic Earnings Per Common Share

$

0.84

$

0.80

$

0.22

$

0.71

$

0.72

Diluted Earnings Per Common Share

0.83

0.79

0.22

0.71

0.72

Cash Dividends Declared

0.22

0.22

0.20

0.20

0.20

(1)

Includes $2.3 million related to non-PCD loans acquired in the William Penn acquisition on April 30, 2025.

(2)

Includes release of merger and acquisition accruals related to William Penn acquisition.

CONSOLIDATED – AVERAGE BALANCE SHEET AND NET INTEREST INCOME ANALYSIS (Unaudited):

Average Balances, Income and Interest Rates on a Taxable Equivalent Basis

For the Three Months Ended

December 31, 2025

September 30, 2025

December 31, 2024

(Dollars in thousands)

Average Balance

Interest

Yield/

Rate(2)

Average Balance

Interest

Yield/

Rate(2)

Average Balance

Interest

Yield/

Rate(2)

ASSETS:

Interest Bearing Balances

$

21,590

$

135

2.48

%

$

26,950

$

196

2.89

%

$

21,720

$

154

2.82

%

Investment Securities:

Taxable

711,663

6,477

3.61

716,356

6,502

3.60

561,809

4,071

2.88

Tax-Exempt

63,299

320

2.01

65,664

331

2.00

71,600

358

1.99

Total Securities

774,962

6,797

3.48

782,020

6,833

3.47

633,409

4,429

2.78

Federal Funds Sold

115,298

1,179

4.06

310,525

3,463

4.42

39,788

467

4.67

Loans, Net of Unearned Income

4,844,308

76,916

6.30

4,804,163

76,262

6.30

4,441,436

68,110

6.10

Restricted Investment in Bank Stocks

6,775

113

6.62

7,143

112

6.22

7,939

152

7.62

Total Earning Assets

5,762,933

85,140

5.86

5,930,801

86,866

5.81

5,144,292

73,312

5.67

Cash and Due from Banks

45,031

49,582

38,743

Other Assets

394,346

405,368

298,438

Total Assets

$

6,202,310

$

6,385,751

$

5,481,473

LIABILITIES & SHAREHOLDERS' EQUITY:

Interest-bearing Demand

$

1,269,387

$

5,546

1.73

%

$

1,268,802

$

5,736

1.79

%

$

1,067,744

$

5,349

1.99

%

Money Market

1,256,678

8,446

2.67

1,237,556

9,046

2.90

946,689

6,920

2.91

Savings

322,606

61

0.08

333,545

64

0.08

261,450

57

0.09

Time

1,597,109

15,876

3.94

1,775,539

17,785

3.97

1,625,154

18,510

4.53

Total Interest-bearing Deposits

4,445,780

29,929

2.67

4,615,442

32,631

2.80

3,901,037

30,836

3.14

Short term borrowings

226

5

8.78

1

37,960

509

5.33

Long-term debt

23,185

257

4.40

23,302

264

4.49

23,645

262

4.41

Subordinated debt and trust preferred securities

15,690

198

5.01

37,224

342

3.65

45,815

425

3.69

Total Interest-bearing Liabilities

4,484,881

30,389

2.69

4,675,969

33,237

2.82

4,008,457

32,032

3.18

Noninterest-bearing Demand

844,818

852,702

786,843

Other Liabilities

69,518

73,533

62,503

Shareholders' Equity

803,093

783,547

623,670

Total Liabilities & Shareholders' Equity

$

6,202,310

$

6,385,751

$

5,481,473

Net Interest Income

$

54,751

$

53,629

$

41,280

Taxable Equivalent Adjustment(1)

243

245

252

Net Interest Income (taxable equivalent basis)

$

54,994

$

53,874

$

41,532

Total Yield on Earning Assets

5.86

%

5.81

%

5.67

%

Cost of funds

2.26

%

2.39

%

2.66

%

Rate on Supporting Liabilities

2.69

2.82

3.18

Average Interest Spread

3.17

2.99

2.49

Tax-Equivalent Net Interest Margin

3.79

3.60

3.21

(1)

Presented on a fully taxable-equivalent basis using a 21% federal tax rate and statutory interest expense disallowance.

(2)

Annualized ratios

ALLOWANCE FOR CREDIT LOSSES AND ASSET QUALITY (Unaudited):

(Dollars in thousands)

Dec. 31,
2025

Sep. 30,
2025

Jun. 30,
2025

Mar. 31,
2025

Dec. 31,
2024

Allowance for Credit Losses on Loans:

Beginning balance

$

37,337

$

37,615

$

35,838

$

35,514

$

35,562

Purchase credit deteriorated loans

343

Loans Charged off

Commercial real estate

CRE Nonowner Occupied

(394

)

(691

)

CRE Owner Occupied

(346

)

Multifamily

Farmland

Commercial and industrial

(91

)

(203

)

(407

)

Construction

Residential Construction

Other Construction

Residential mortgage

1-4 Family 1st Lien

1-4 Family Rental

HELOC and Junior Liens

Consumer

(28

)

(40

)

(15

)

(15

)

(18

)

Total loans charged off

(768

)

(131

)

(909

)

(15

)

(425

)

Recoveries of loans previously charged off

Commercial real estate

CRE Nonowner Occupied

294

9

1

1

2

CRE Owner Occupied

Multifamily

Farmland

Commercial and industrial

3

6

1

Construction

Residential Construction

Other Construction

Residential mortgage

1-4 Family 1st Lien

2

3

83

2

7

1-4 Family Rental

HELOC and Junior Liens

Consumer

6

28

11

9

7

Total loans recovered

302

40

98

18

17

Balance before provision

36,871

37,524

35,370

35,517

35,154

(Benefit)/provision for credit losses - loans(1)

(780

)

(187

)

2,245

321

360

Balance, end of quarter

$

36,091

$

37,337

$

37,615

$

35,838

$

35,514

Nonperforming Assets

Total nonaccrual loans

$

22,951

$

17,957

$

18,216

$

24,045

$

22,610

Foreclosed real estate

7,806

9,346

9,816

1,402

44

Total nonperforming assets

30,757

27,303

28,032

25,447

22,654

Accruing loans 90 days or more past due

160

3

Total risk elements

$

30,757

$

27,463

$

28,032

$

25,450

$

22,654

(1)

Includes $2.3 million related to non-PCD loans acquired in the William Penn acquisition on April 30, 2025.

RECONCILIATION OF NON-GAAP MEASURES (Unaudited)

Explanatory note: This press release contains financial information determined by methods other than in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"). Mid Penn’s management uses these non-GAAP financial measures in their analysis of Mid Penn’s performance. For tangible book value, the most directly comparable financial measure calculated in accordance with GAAP is book value. We believe that this measure is important to many investors in the marketplace who are interested in changes from period to period in book value per common share exclusive of changes in intangible assets. Goodwill and other intangible assets have the effect of increasing total book value while not increasing tangible book value. Income tax effects of non-GAAP adjustments are calculated using the applicable statutory tax rate for the jurisdictions in which the charges (benefits) are incurred, while taking into consideration any valuation allowances or non-deductible portions of the non-GAAP adjustments. Adjusted earnings per common share excludes from income available to common shareholders certain expenses related to significant non-core activities, including merger-related expenses, net of income taxes. For return on average tangible common equity, the most directly comparable financial measure calculated in accordance with GAAP is return on average equity. The core efficiency ratio is often used by management to measure its noninterest expense as a percentage of its revenue. This non-GAAP disclosure has limitations as an analytical tool, should not be viewed as a substitute for financial measures determined in accordance with GAAP, and should not be considered in isolation or as a substitute for analysis of Mid Penn’s results and financial condition as reported under GAAP, nor is it necessarily comparable to non-GAAP performance measures that may be presented by other companies. Management believes that this non-GAAP supplemental information will be helpful in understanding Mid Penn’s ongoing operating results. This supplemental presentation should not be construed as an inference that Mid Penn’s future results will be unaffected by similar adjustments to be determined in accordance with GAAP. The reconciliation of the non-GAAP to comparable GAAP financial measures can be found in the tables below.

Tangible Book Value Per Common Share

(Dollars in thousands, except per share data)

Dec. 31,
2025

Sep. 30,
2025

Jun. 30,
2025

Mar. 31,
2025

Dec. 31,
2024

Shareholders' Equity

$

814,058

$

796,323

$

775,708

$

667,933

$

655,018

Less: Goodwill

136,620

136,620

135,473

128,160

128,160

Less: Core Deposit and Other Intangibles

14,657

15,586

16,531

5,814

6,242

Tangible Equity

$

662,781

$

644,117

$

623,704

$

533,959

$

520,616

Common Shares Outstanding

23,047,203

23,039,223

22,915,194

19,362,094

19,355,797

Tangible Book Value per Share

$

28.76

$

27.96

$

27.22

$

27.58

$

26.90

Adjusted Earnings Per Common Share Excluding Non-Recurring Income and Expenses

Three Months Ended

(Dollars in thousands, except per share data)

Dec. 31,
2025

Sep. 30,
2025

Jun. 30,
2025

Mar. 31,
2025

Dec. 31,
2024

Net Income Available to Common Shareholders

$

19,447

$

18,297

$

4,762

$

13,742

$

13,232

Less: BOLI Death Benefit Income

223

71

1

83

615

Less: Recoveries on loans previously acquired in business combinations(1)

534

Less: Swap cancellation gain

83

279

Less: Gain on the closing of an investment of a reinsurance entity acquired from another institution

420

Less: Gain on sale of pension assets

192

Plus: Merger and Acquisition Expenses(2)

(39

)

233

11,011

314

436

Plus: Compensation expense for accelerated vesting of stock options and restricted stock awards

314

753

2,043

Less: Tax Effect of Non-Recurring Expenses

207

2,741

66

92

Net Income Excluding Non-Recurring Income and Expenses

$

19,224

$

17,772

$

15,074

$

13,907

$

12,961

Weighted-average Shares Outstanding

23,045,983

23,005,504

21,566,617

19,355,867

18,338,224

Adjusted Earnings Per Common Share Excluding Non-Recurring Income and Expenses

$

0.83

$

0.77

$

0.70

$

0.72

$

0.71

(1)

These recoveries are recognized in noninterest income rather than a reduction to the allowance for credit losses, consistent with purchase accounting treatment, as expected credit losses on acquired loans were reflected in fair value adjustments at the acquisition date.

(2)

Includes release of merger and acquisition accruals related to William Penn acquisition.

Return on Average Tangible Common Equity

Three Months Ended

(Dollars in thousands)

Dec. 31,
2025

Sep. 30,
2025

Jun. 30,
2025

Mar. 31,
2025

Dec. 31,
2024

Net income available to common shareholders

$

19,447

$

18,297

$

4,762

$

13,742

$

13,232

Plus: Intangible amortization, net of tax

735

746

588

338

372

20,182

19,043

5,350

14,080

13,604

Average shareholders' equity

803,093

783,547

670,491

660,964

623,670

Less: Average goodwill

136,620

135,486

130,824

128,160

128,160

Less: Average core deposit and other intangibles

14,969

16,003

9,824

6,023

6,468

Average tangible common shareholders' equity

$

651,504

$

632,058

$

529,843

$

526,781

$

489,042

Return on average tangible common equity(1)

12.29

%

11.95

%

4.05

%

10.84

%

11.07

%

(1)

Annualized ratio

Core Efficiency Ratio (Non-GAAP)

Three Months Ended

(Dollars in thousands)

Dec. 31,
2025

Sep. 30,
2025

Jun. 30,
2025

Mar. 31,
2025

Dec. 31,
2024

Noninterest expense

$

35,848

$

37,982

$

47,798

$

30,642

$

30,913

Less: Merger and acquisition expenses

(39

)

233

11,011

314

436

Less: Compensation expense for accelerated vesting of stock options and restricted stock awards

314

753

2,043

Less: Intangible amortization

930

944

744

428

471

Less: Loss/(gain) on sale or write-down of foreclosed assets, net

203

471

(28

)

73

Less: Other expenses on foreclosed assets

445

Efficiency ratio numerator

33,995

35,581

34,000

29,928

29,933

Net interest income

54,751

53,629

48,206

42,509

41,280

Noninterest income

7,277

8,183

6,143

5,239

6,149

Less: BOLI Death Benefit

223

71

1

83

615

Less: Recoveries on loans previously acquired in business combinations(1)

534

Less: Swap cancellation gain

83

279

Less: Gain on the closing of an investment of a reinsurance entity acquired from another institution

420

Less: Gain on sale of pension assets

192

Less: Net gain on sales of investment securities

10

Efficiency ratio denominator

$

61,520

$

60,508

$

54,348

$

47,665

$

46,814

Core efficiency ratio

55.26

%

58.80

%

62.56

%

62.79

%

63.94

%

Tax effect on non-GAAP adjustments(2)

243

245

245

242

252

Tax-effected core efficiency ratio

55.04

%

58.57

%

62.28

%

62.47

%

63.60

%

(1)

These recoveries are recognized in noninterest income rather than a reduction to the allowance for credit losses, consistent with purchase accounting treatment, as expected credit losses on acquired loans were reflected in fair value adjustments at the acquisition date.

(2)

Tax effected using a 21% statutory federal tax rate.

Mid Penn Bancorp, Inc.
1-866-642-7736

Rory G. Ritrievi
Chair, President & Chief Executive Officer

Justin T. Webb
Chief Financial Officer

Source: Mid Penn Bancorp