Company Announcements

HARRISBURG, Pa.--(BUSINESS WIRE)--Apr. 21, 2026-- 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") of $8.7 million, or $0.36 per basic and diluted common share, for the quarter ended March 31, 2026, compared to $13.7 million, or $0.71 per basic and diluted common share, for the first quarter of 2025. Adjusted earnings per common share, excluding non-recurring income and expenses⁽¹⁾, was $0.64 for the first quarter of 2026. Adjustments exclude $7.7 million of merger-related expenses and $370 thousand of non-recurring compensation expenses, net of tax.

Key Highlights of the First Quarter of 2026:

• On February 27, 2026, Mid Penn completed the acquisition of 1st Colonial Bancorp, Inc. ("1st Colonial"), which added total assets of $842.5 million, comprised primarily of $597.5 million of loans. Additionally, on January 1, 2026, Mid Penn completed the acquisition of Cumberland Advisors, Inc. ("Cumberland Advisors"), a registered investment advisory firm, with approximately $3.2 billion in assets under management, further expanding the Company's wealth management capabilities and fee-based revenue.
• Primarily driven by merger-related expenses associated with the 1st Colonial and Cumberland Advisors acquisitions, net income available to common shareholders was $8.7 million for the first quarter of 2026 compared to net income of $13.7 million for the first quarter of 2025. Earnings per basic and diluted common share for the first quarter of 2026 was $0.36, a decrease from $0.71 per both basic and diluted common share in the first quarter of 2025.
• On a non-GAAP basis, adjusted net income excluding non-recurring income and expenses⁽¹⁾ for the quarter ended March 31, 2026, increased 10.0% to $15.3 million, compared to $13.9 million, for the first quarter of 2025, while adjusted earnings per common share was $0.64 compared to $0.72, reflecting a higher weighted-average share count following the Company's recent acquisitions.
• Net interest margin increased to 3.80% for the quarter ended March 31, 2026, compared to 3.79% for the fourth quarter of 2025, and 3.37% for the first quarter of 2025. This represents a 1 and 43 basis point ("bp") increase compared to the fourth quarter of 2025 and first quarter of 2025, respectively. The increase, compared to the first quarter of 2025, was driven by higher loan and investment securities yields and a reduction in the cost of funds.
• Loan balances increased $647.1 million, or 54.0% (annualized), during the first quarter of 2026. Excluding $597.5 million of loans acquired in the 1st Colonial transaction, organic loan growth was $49.6 million, or 4.1% (annualized), from December 31, 2025. Total loans increased $1.0 billion, or 22.7%, to $5.5 billion at March 31, 2026, compared to $4.5 billion at March 31, 2025.
• Deposits increased $756.3 million, or 58.8% (annualized), during the first quarter of 2026, compared to a decrease of $128.1 million, or 9.5% (annualized), during the fourth quarter of 2025. Excluding $747.1 million of deposits acquired in the 1st Colonial transaction, organic deposits increased $9.3 million, or 0.7% (annualized), from December 31, 2025. Total deposits increased $1.2 billion, or 26.2%, to $6.0 billion at March 31, 2026, compared to $4.7 billion at March 31, 2025.
• The core efficiency ratio⁽¹⁾ was 63.52% in the first quarter of 2026, compared to 55.26% in the fourth quarter of 2025, and 62.79% in the first quarter of 2025. The increase reflects the near-term impact of integrating the 1st Colonial and Cumberland Advisors acquisitions, including incremental operating costs, with anticipated cost synergies to be realized over future periods.
• Book value per common share was $35.08 as of March 31, 2026, compared to $35.32 as of December 31, 2025, and $34.50 as of March 31, 2025. The modest decline from the prior quarter reflects the accounting impact of the 1st Colonial acquisition, including merger-related expenses and the issuance of common shares. Tangible book value per common share ⁽¹⁾ was $27.56 as of March 31, 2026, compared to $28.76 and $27.58 as of December 31, 2025 and March 31, 2025, respectively, with the decline primarily reflecting the goodwill and other intangible assets recorded in connection with the 1st Colonial and Cumberland Advisors acquisitions, as well as the William Penn acquisition in 2025.
• As a result of the foregoing, the Board of Directors declared a cash dividend of $0.22 per common share, payable on May 15, 2026, to shareholders of record as of May 4, 2026.

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

"As a result of the one-time M&A costs related to the finalization of the Cumberland Advisors and the 1st Colonial acquisitions, as well as other significant one-time expenses unrelated to M&A as discussed further within this release, the quarter was unusually noisy relative to analyst expectations.

However, with first quarter total revenues of $64.9 million and pre-provision net revenues of $12.9 million, we beat consensus estimates on both fronts. From a GAAP standpoint, our reported net income of $8.7 million also beat analyst consensus estimates.

Given the level of activity this quarter—including nearly $2 million of additional one-time, non-merger expenses —we are encouraged by our company’s revenue performance. Our relationship-focused calling team continues to drive net interest margin expansion in an increasingly competitive environment, and we are cautiously optimistic about both loan and deposit pipelines in the face of ongoing macroeconomic uncertainty. Further, noninterest income growth is strong, driven in no small part by the recent addition of Cumberland Advisors. Additionally, our experienced integration teams remain keenly focused on unlocking efficiencies in our recent merger activity, as projected over the coming quarters.

To reward our shareholders, we are happy to declare a quarterly cash dividend of $0.22 per common share, payable May 15, 2026, to shareholders of record as of May 4, 2026. We are also pleased to announce the reauthorization and expansion of our treasury stock repurchase program, which now accommodates up to an additional $50 million in repurchase activity."

Net Interest Income

For the three months ended March 31, 2026, net interest income was $55.3 million, compared to net interest income of $54.8 million for the three months ended December 31, 2025. Interest income for the quarter ended March 31, 2026, includes $2.4 million of loan accretion income related to 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⁽¹⁾ for the three months ended March 31, 2026 was 3.80% compared to 3.79% and 3.37% for the fourth quarter of 2025 and first quarter of 2025, respectively, representing a 1 bp increase from the fourth quarter of 2025, and a 43 bp increase compared to the same period in 2025.

The yield on interest-earning assets decreased to 5.75% for the quarter ended March 31, 2026, from 5.86% for the three months ended December 31, 2025, and increased from 5.65% for the three months ended March 31, 2025. The decrease from the fourth quarter of 2025 was primarily due to a higher average balance of lower-yielding Fed funds sold.

For the three months ended March 31, 2026, net interest income increased 30.0% to $55.3 million compared to net interest income of $42.5 million for the same period of 2025. The increase was primarily driven by a $10.3 million increase in interest income on loans, and a $2.0 million increase in interest income on investment securities, compared to the same period in 2025.

Average Balances

Average balances were impacted by the 1st Colonial acquisition which closed on February 27, 2026. Day one increases in loans, total assets, deposits, and total liabilities were approximately $581.8 million, $842.5 million, $746.9 million, and $751.7 million, respectively.

Average loans increased $238.9 million to $5.1 billion for the quarter ended March 31, 2026, compared to $4.8 billion for the quarter ended December 31, 2025, and increased $623.6 million compared to $4.5 billion for the quarter ended March 31, 2025.

Average deposits were $5.4 billion for the first quarter of 2026, reflecting an increase of $103.0 million, or 1.9%, compared to total average deposits of $5.3 billion in the fourth quarter of 2025, and an increase of $711.9 million, or 15.2%, compared to total average deposits of $4.7 billion for the first quarter of 2025, primarily due to the 1st Colonial and William Penn acquisitions and organic growth. The average cost of deposits was 2.09% for the first quarter of 2026, representing a 20 bp decrease from the fourth quarter of 2025, and a 35 bp decrease from the first quarter of 2025, respectively.

Cost of funds decreased to 2.12%, compared to 2.26% in the fourth quarter of 2025, primarily reflecting the repricing of higher-cost time deposits and money market accounts, as well as a favorable shift in the funding mix, including increased noninterest-bearing deposits added through the 1st Colonial acquisition.

Asset Quality

The total provision for credit losses, including benefit for credit losses on off-balance sheet credit exposures, was $1.6 million for the three months ended March 31, 2026, compared to the benefit for credit losses of $839 thousand for the three months ended December 31, 2025, and a provision for credit losses of $301 thousand for the three months ended March 31, 2025. The quarter-over-quarter change in the provision for credit losses was primarily driven by qualitative adjustments to the CRE owner-occupied portfolio, reflecting growth within that segment, offset by decreases due to higher prepayment speeds and a favorable economic forecast. Net charge offs for the three months ended March 31, 2026 were $1.0 million, or approximately 0.02% of total average loans.

The provision for credit losses on loans was $1.6 million for the three months ended March 31, 2026, an increase of $1.3 million compared to the provision for credit losses of $321 thousand for the three months ended March 31, 2025. The increase for the three months ended March 31, 2026 was primarily attributable to qualitative adjustments to several segments of the portfolio, offset by decreases due to a favorable economic forecast. The benefit for credit losses on off-balance sheet credit exposures was $54 thousand for the three months ended March 31, 2026, compared to $20 thousand for the three months ended March 31, 2025.

Allowance for credit losses - loans was 0.75%, 0.74%, and 0.80% of loans, net of unearned income at March 31, 2026, December 31, 2025, and March 31, 2025, respectively.

Total nonperforming assets were $38.1 million at March 31, 2026, compared to nonperforming assets of $30.8 million at December 31, 2025 and $25.4 million at March 31, 2025. The increase during the first quarter of 2026 was primarily driven by the addition of $7.4 million of nonaccrual loans from the 1st Colonial acquisition. Delinquency, measured as loans past due 30 days or more, as a percentage of total loans was 0.70% at March 31, 2026, compared to 0.69% and 0.50% as of December 31, 2025 and March 31, 2025, respectively.

Capital

Shareholders’ equity increased $73.3 million, or 9.0%, to $887.4 million as of March 31, 2026, from $814.1 million as of December 31, 2025. Retained earnings increased $2.5 million, or 1.1%, to $222.2 million as of March 31, 2026. 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 March 31, 2026. Additionally, Mid Penn declared $6.2 million in dividends during the first quarter of 2026.

On April 21, 2026, Mid Penn’s Board of Directors authorized an increase to its treasury stock repurchase program ("the Program"), increasing the amount available to repurchase to $50.0 million of Mid Penn’s outstanding common stock through April 30, 2027. No shares were purchased during the three months ended March 31, 2026. As of March 31, 2026, Mid Penn repurchased a total of 519,891 shares of common stock at an average price of $23.65 per share under the Program.

Noninterest Income

For the three months ended March 31, 2026, noninterest income totaled $9.6 million, an increase of $2.3 million, or 32.0%, from $7.3 million for the fourth quarter of 2025. The increase was primarily driven by a $2.2 million increase in fiduciary and wealth management income from the Cumberland Advisors acquisition.

For the three months ended March 31, 2026, noninterest income totaled $9.6 million, an increase of $4.4 million, or 83.3%, compared to noninterest income of $5.2 million for the three months ended March 31, 2025. The increase is primarily driven by a $2.5 million increase in fiduciary and wealth management income, a $431 thousand increase in earnings from the cash surrender value of life insurance, a $1.3 million increase in other noninterest income, including a $558 thousand increase in death benefits received, and a $458 thousand increase in insurance commissions.

Noninterest Expense

For the three months ended March 31, 2026, noninterest expense totaled $52.0 million, an increase of $16.1 million, or 44.9%, compared to $35.8 million in the fourth quarter of 2025. The increase was primarily driven by a $7.8 million increase in merger and acquisition expenses, a $3.3 million increase in salaries and employee benefits, a $696 thousand increase in legal and professional fees, and a $2.3 million increase in other noninterest expense, primarily driven by a $1.5 million increase related to a change in methodology for LIHTC amortization, and $665 thousand in legal settlements.

For the three months ended March 31, 2026, noninterest expense totaled $52.0 million, an increase of $21.3 million, or 69.6%, compared to $30.6 million for the three months ended March 31, 2025.

Merger and acquisition expenses increased $7.4 million to $7.7 million for the three months ended March 31, 2026, driven by $7.2 million related to the 1st Colonial acquisition, $544 thousand related to the Cumberland Advisors acquisition, compared to $314 thousand in the same period of 2025.

Salaries and benefits increased $7.0 million for the three months ended March 31, 2026, compared to the same period in 2025. The increase is attributable to (i) the retail staff additions at the twelve retail locations added through the William Penn acquisition and three retail locations added through the 1st Colonial acquisition; (ii) the retention of various William Penn and 1st Colonial team members through the completion of systems integrations; and (iii) the addition of staff members from the Cumberland Advisors acquisition.

Software licensing and utilization costs increased $1.0 million for the three months ended March 31, 2026, compared to the same period in 2025. The increase reflects additional costs to (i) license the additional William Penn and 1st Colonial 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 $979 thousand for the three months ended March 31, 2026, compared to the same period in 2025. The increase was driven by the facility operating costs of the additional retail locations added through the William Penn, 1st Colonial, and Cumberland Advisors acquisitions.

The core efficiency ratio⁽¹⁾ was 63.5% for the first quarter of 2026, compared to 55.3% for the fourth quarter of 2025 and 62.8% for the first quarter of 2025. The change in the core efficiency ratio during the first quarter of 2026 compared to the fourth quarter of 2025 was primarily driven by higher core noninterest expenses associated with the addition of 1st Colonial, including incremental personnel and operating costs, which more than offset growth in net interest income. The Company continues to evaluate opportunities to achieve cost synergies as integration progresses.

1st Colonial Acquisition

On February 27, 2026, Mid Penn completed its acquisition of 1st Colonial through the merger of 1st Colonial with and into Mid Penn.

Each share of 1st Colonial common stock issued and outstanding as of February 27, 2026, was converted into the right to receive either 0.695 shares of Mid Penn common stock and cash in lieu of fractional shares or $18.50 per share of 1st Colonial common stock. Mid Penn issued approximately 2,111,076 shares of Mid Penn common stock and paid holders of 1st Colonial common stock approximately $37.5 million in cash. Mid Penn also recorded Goodwill of $15.3 million, and a core deposit intangible asset of $17.3 million as a result of this acquisition.

Cumberland Advisors Acquisition

On January 1, 2026, Mid Penn completed its acquisition of Cumberland Advisors, Inc., a registered investment advisory firm headquartered in Sarasota, Florida, with approximately $3.2 billion in assets under management.

Each share of Cumberland Advisors common stock issued and outstanding as of January 1, 2026 was converted into the right to receive 17.79 shares of Mid Penn common stock or $539.22 for each share of Cumberland Advisors common stock owned. As a result of the acquisition, Mid Penn paid holders of Cumberland Advisors common stock approximately $1.7 million in cash and issued approximately 127,009 shares of Mid Penn common stock. Mid Penn also recorded Goodwill of $5.1 million, customer list intangible assets of $2.1 million, and non-compete intangible assets of $219 thousand as a result of this acquisition.

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 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 a transaction; the ability to complete the integration of Mid Penn and its target successfully; the dilution caused by Mid Penn’s issuance of additional shares of its capital stock in connection with a transaction; 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, 2025 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):

CONSOLIDATED BALANCE SHEETS (Unaudited):

CONSOLIDATED STATEMENTS OF INCOME (Unaudited):

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