Meridian Corp
For the period ended Dec 31, 2025. Filed Mar 13, 2026.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2025 · Filed Mar 13, 2026
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20429
FORM 10-K
☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 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:000-55983
(Exact name of registrant as specified in its charter)
| Pennsylvania | 83-1561918 |
|---|---|
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
9 Old Lincoln Highway, Malvern, Pennsylvania 19355
(Address of principal executive offices) (Zip Code)
(484)568-5000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Exchange on Which Registered |
|---|---|---|
| Common Stock, par value $1 per share | MRBK | The Nasdaq Stock Market LLC |
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☐ Yes ☒No
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ☐ Yes ☒No
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 ☐No
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 ☐No
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 the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer | ☐ | Accelerated filer | ☒ | Non-accelerated filer | ☐ |
|---|---|---|---|---|---|
| Smaller reporting company | ☒ | Emerging growth company | ☐ | ||
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. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 USC. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.☒ Yes ☐ No
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by the registrant's executive officers during the relevant recovery period pursuant to § 240.10D-1(b). ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).☐ Yes ☒No
The approximate aggregate market value of voting stock held by non-affiliates of the registrant is $123,587,730 as of June 30, 2025 based upon the last sales price in which our common stock was quoted on the NASDAQ Stock Market on June 30, 2025.
As of March 9, 2026 there were 11,875,178 shares of common stock outstanding.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the registrant’s definitive Proxy Statement for the 2026 Annual Meeting of Stockholders, are incorporated by reference into Part III of this Annual Report on Form 10-K.
MERIDIAN CORPORATION
ANNUAL REPORT ON FORM 10-K
FOR THE FISCAL YEAR ENDED DECEMBER 31, 2025
TABLE OF CONTENTS
| Page | ||
|---|---|---|
| PART I | ||
| Item 1. | Business | 5 |
| Item 1A. | Risk Factors | 15 |
| Item 1B. | Unresolved Staff Comments | 24 |
| Item 1C. | Cybersecurity | 24 |
| Item 2. | Properties | 25 |
| Item 3. | Legal Proceedings | 25 |
| Item 4. | Mine Safety Disclosures | 25 |
| PART II | ||
| Item 5. | Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities | 26 |
| Item 6. | [Reserved] | 26 |
| Item 7. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 26 |
| Item 7A. | Quantitative and Qualitative Disclosures About Market Risk | 38 |
| Item 8. | Financial Statements and Supplementary Data | 41 |
| Item 9. | Changes in and Disagreements With Accountants on Accounting and Financial Disclosure | 91 |
| Item 9A. | Controls and Procedures | 92 |
| Item 9B. | Other Information | 92 |
| Item 9C. | Disclosure Regarding Foreign Jurisdictions That Prevent Inspections | 92 |
| PART III | ||
| Item 10. | Directors, Executive Officers and Corporate Governance | 92 |
| Item 11. | Executive Compensation | 93 |
| Item 12. | Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters | 93 |
| Item 13. | Certain Relationships and Related Transactions, and Director Independence | 93 |
| Item 14. | Principal Accounting Fees and Services | 93 |
| PART IV | ||
| Item 15. | Exhibits, Financial Statement Schedules | 93 |
| Signatures and Power of Attorney | 94 | |
Glossary of Acronyms, Abbreviations, and Terms
The acronyms, abbreviations, and terms listed below are used in various sections of this report. As used throughout this report, the terms "Meridian", “we”, “our”, or “us” refer to Meridian Corporation and its consolidated subsidiaries, unless the context otherwise requires.
| Acronym | Description |
|---|---|
| ACBB | Atlantic Central Bankers Bank |
| ACH | Automated clearing house |
| ACL | Allowance for credit losses |
| AFS | Available-for-sale |
| AI | Artificial intelligence |
| ALCO | Asset / Liability Committee |
| ALM | Asset / liability management |
| AOCI | Accumulated other comprehensive income |
| ASC | Accounting Standards Codification |
| ASU | Accounting Standards Update |
| ATM | At the Market common stock offering |
| BHC Act | Bank Holding Company Act of 1956 |
| BOLI | Bank owned life insurance |
| BSA-AML | Bank Secrecy Act - Anti-Money Laundering |
| BTFP | Federal Reserve Bank Term Funding Program |
| CBCA | Change in Bank Control Act |
| CBLR | Community Bank Leverage Ratio |
| CDARS | Certificate of Deposit Account Registry Service |
| CECL | Current expected credit losses |
| CET1 | Common equity tier 1 |
| CFPB | Consumer Financial Protection Bureau |
| CMO | Collateralized mortgage obligation |
| CODM | Chief Operating Decision Maker |
| CRE | Commercial real estate |
| DIF | FDIC’s deposit insurance fund |
| ECOA | Equal Credit Opportunity Act |
| ESOP | Employee Stock Ownership Plan |
| FASB | Financial Accounting Standards Board |
| FDIA | Federal Deposit Insurance Act |
| FDIC | Federal Deposit Insurance Corporation |
| FED | Federal Reserve System |
| FFIEC | Federal Financial Institutions Examination Council |
| FHA | Federal Housing Authority |
| FHFA | Federal Housing Finance Agency |
| FHLB | Federal Home Loan Bank of Pittsburgh |
| FHLMC | Federal Home Loan Mortgage Corporation or Freddie Mac |
| FICO | Financing Corporation |
| FNMA | Federal National Mortgage Association or Fannie Mae |
| FRB | Federal Reserve Bank of Philadelphia |
| FTE | Fully taxable equivalent |
| GAAP | U.S. generally accepted accounting principles |
| GLB Act | Gramm-Leach-Bliley Act |
| GNMA | Government National Mortgage Association or Ginnie Mae |
| GSE | Government-sponsored entities |
| HTM | Held-to-maturity |
| ICBA | Independent Community Bankers of America |
| JOBS Act | Jumpstart Our Business Startups Act of 2012 |
| KYC | Know your customer |
| LBP | Look-back period |
| LEP | Loss emergence period |
| LIBOR | London Inter-bank Offering Rate |
| LIHTC | Low-income housing tax credit |
| MBS | Mortgage-backed securities |
| MSLP | Main Street Lending Programs |
|---|---|
| MSR | Mortgage servicing rights |
| NSFR | Net stable funding ratio |
| OFAC | Office of Foreign Assets Control |
| OREO | Other real estate owned |
| PCAOB | Public Company Accounting Oversight Board |
| PCD | Purchased credit default |
| PD | Probability of default |
| PDBS | Pennsylvania Department of Banking and Securities |
| ROU | Right-of-use |
| SBA | Small Business Administration |
| SEC | Securities and Exchange Commission |
| SERP | Supplemental Executive Retirement Plan |
| SNC | Shared national credit loans |
| SOFR | Secured Overnight Financing Rate |
| TILA | Truth in Lending Act |
| TDR | Troubled debt restructuring |
| USDA | U.S. Department of Agriculture |
| VA | U.S. Department of Veteran’s Affairs |
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.