MID PENN BANCORP INC
For the period ended Sep 30, 2025. Filed Nov 6, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 6, 2025
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
| ☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
For the quarterly period ended September 30, 2025
OR
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
|---|
For the transition period from ________ to ________
Commission file number 1-13677
(Exact Name of Registrant as Specified in its Charter)
| Pennsylvania | 25-1666413 |
|---|---|
| (State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification Number) |
| 2407 Park DriveHarrisburg, Pennsylvania | 17110 |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code 1.866.642.7736
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Stock, $1.00 par value per share | MPB | The NASDAQ Stock Market LLC |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x Noo
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x Noo
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definition of "large accelerated filer", "accelerated filer", "smaller reporting company", and "emerging growth company" in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | o | Accelerated Filer | x | Emerging Growth Company | o |
|---|---|---|---|---|---|
| Non-accelerated Filer | o | Smaller Reporting Company | o | ||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yeso Nox
As of October 31, 2025, the registrant had 23,048,496 shares of common stock outstanding, par value $1.00 per share.
FORM 10-Q
TABLE OF CONTENTS
| PART 1 – FINANCIAL INFORMATION | |
|---|---|
| Item 1 – Financial Statements | 4 |
| Consolidated Balance Sheets as of September 30, 2025 and December 31, 2024 (Unaudited) | 4 |
| Consolidated Statements of Income for the Three and Nine Months Ended September 30, 2025 and 2024 (Unaudited) | 5 |
| Consolidated Statements of Comprehensive Income for the Three and Nine Months Ended September 30, 2025 and 2024 (Unaudited) | 6 |
| Consolidated Statements of Changes in Shareholders’ Equity for the Three and Nine Months Ended September 30, 2025 and 2024 (Unaudited) | 7 |
| Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2025 and 2024 (Unaudited) | 9 |
| Notes to Consolidated Financial Statements (Unaudited) | 11 |
| Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations | 51 |
| Item 3 – Quantitative and Qualitative Disclosures about Market Risk | 74 |
| Item 4 – Controls and Procedures | 75 |
| PART II – OTHER INFORMATION | 76 |
| Item 1 – Legal Proceedings | 76 |
| Item 1A – Risk Factors | 76 |
| Item 2 – Unregistered Sales of Equity Securities and Use of Proceeds | 79 |
| Item 3 – Defaults upon Senior Securities | 80 |
| Item 4 – Mine Safety Disclosures | 80 |
| Item 5 – Other Information | 80 |
| Item 6 – Exhibits | 81 |
| Signatures | 82 |
Unless the context otherwise requires, the terms "Mid Penn", "Corporation" "we", "us", and "our" refer to Mid Penn Bancorp, Inc. and its consolidated wholly-owned banking subsidiary and nonbank subsidiaries.
GLOSSARY OF DEFINED ACRONYMS AND TERMS
| 1st Colonial | 1st Colonial Bancorp, Inc., a Pennsylvania Corporation |
|---|---|
| 2023 Plan | 2023 Stock Incentive Plan |
| ACL | Allowance for Credit Losses |
| AFS | Available for Sale |
| AOCI | Accumulated Other Comprehensive Income/(Loss) |
| ASC | Accounting Standards Codification |
| ASU | Accounting Standards Update |
| the Bank | Mid Penn Bank |
| BOLI | Bank Owned Life Insurance |
| bp or bps | basis point(s) |
| CCL | Provision for Credit Losses - Credit Commitments |
| CD | Certificate of Deposit |
| CECL | Current Expected Credit Losses as defined by FASB ASC Topic 326 |
| CRE | Commercial Real Estate |
| DCF | Discounted Cash Flow |
| DIF | FDIC’s Deposit Insurance Fund |
| DRIP | Dividend Reinvestment Plan |
| EPS | Earnings per share |
| FASB | Financial Accounting Standards Board |
| FDIC | Federal Deposit Insurance Corporation |
| FHLB | Federal Home Loan Bank of Pittsburgh |
| FICO | Fair Isaac Corporation credit scoring model |
| FOMC | Federal Open Market Committee |
| FTE | Fully taxable-equivalent |
| HELOC | Home Equity Line of Credit |
| HFS | Held for Sale |
| HTM | Held to Maturity |
| GAAP | Accounting principles generally accepted in the United States of America |
| GDP | Gross domestic product |
| LGD | Loss Given Default |
| LHFI | Loans held for investment |
| Loans | Loans, net of unearned income |
| Management Discussion | Management's Discussion and Analysis of Financial Condition and Results of Operations |
| Merger | 1st Colonial Community Bank, a New Jersey-chartered bank and wholly owned subsidiary of 1st Colonial, will merge with and into the Bank, with the Bank continuing as the surviving bank |
| Merger Agreement | Agreement and Plan of Merger between Mid Penn and 1st Colonial dated September 24, 2025 |
| Mid Penn or the Corporation | Mid Penn Bancorp, Inc. |
| NASDAQ | Major stock exchange where the Corporation's shares are traded |
| OBS | Off-Balance Sheet |
| OCI | Other Comprehensive Income |
| OREO | Other Real Estate Owned |
| PCD | Purchased Credit Deteriorated |
| PCL | Provision for Credit Losses - Loans |
| PD | Probability of Default |
| Public Offering | Underwritten public offering of 2,375,000 shares of the Corporation’s common stock |
| Riverview | Riverview Financial Corporation |
| Riverview Acquisition | Merger acquisition of Riverview |
| ROA | Return on Assets |
| ROE | Return on Equity |
| SBA | Small Business Association |
| SEC | Securities Exchange Commission |
| SOFR | Secured Overnight Financing Rate |
| William Penn | William Penn Bancorporation |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.