FALSE000087963500008796352025-01-222025-01-22

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):  January 22, 2025
MID PENN BANCORP, INC.
(Exact Name of Registrant as Specified in its Charter)
Pennsylvania1-1367725-1666413
(State or Other Jurisdiction of
Incorporation or Organization)
(Commission File Number)
(I.R.S. Employer
Identification Number)
2407 Park Drive
Harrisburg, Pennsylvania
1.866.642.7736
17110
(Address of Principal Executive Offices)
(Registrant’s telephone number, including area code)
(Zip Code)
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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 shareMPB
The NASDAQ Stock Market LLC
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b) )
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4( c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth 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


MID PENN BANCORP, INC.
CURRENT REPORT ON FORM 8-K
ITEM 2.02    RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On January 22, 2025, Mid Penn Bancorp, Inc. (the "Corporation") issued a press release discussing its financial results for the quarter ended December 31, 2024.  A copy of the Corporation’s press release dated January 22, 2025 is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

ITEM 8.01    OTHER EVENTS

The information in Item 2.02 of this report, including Exhibit 99.1, is hereby incorporated by reference into this Item 8.01.

Additionally, on January 22, 2025, the Corporation announced that its Board of Directors declared a quarterly cash dividend of $0.20 per common share payable on February 18, 2025 to shareholders of record as of February 7, 2025.

ITEM 9.01    FINANCIAL STATEMENTS AND EXHIBITS
(d)Exhibits.
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document).


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
MID PENN BANCORP, INC.
(Registrant)
Date: January 22, 2025
By:/s/ Rory G. Ritrievi
Rory G. Ritrievi
President and Chief Executive Officer


Exhibit 99.1
PRESS RELEASE
Mid Penn Bancorp, Inc.
2407 Park Drive
Harrisburg, PA 17110
1-866-642-7736
CONTACTS
Rory G. Ritrievi
Chair, President & Chief Executive Officer
Justin T. Webb
Chief Financial Officer
MID PENN BANCORP, INC. REPORTS FOURTH QUARTER AND FULL YEAR EARNINGS BEAT
AND DECLARES 57TH CONSECUTIVE QUARTERLY DIVIDEND

January 22, 2025 – Harrisburg, PA – 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, 2024, of $13.2 million, or $0.72 per diluted common share, compared to net income of $12.1 million, or $0.73 per diluted common share, for the fourth quarter of 2023, and a consensus analyst estimate of $0.71 per diluted common share for the fourth quarter of 2024.

Key Highlights of the Fourth Quarter of 2024:

•Net income available to common shareholders increased 9.4% to $13.2 million, or $0.72 per diluted common share, for the fourth quarter of 2024, compared to net income of $12.1 million, or $0.73 per diluted common share, for the fourth quarter of 2023. Net income for the year ended December 31, 2024, increased 32.2% to $49.4 million, or $2.90 per diluted common share, compared to $37.4 million for the year ended December 31, 2023, or $2.29 per diluted common share.

•On November 4, 2024, Mid Penn Bancorp, Inc. completed its underwritten public offering of 2,375,000 shares of common stock at a price of $29.50 per share. Outstanding shares as of December 31, 2024 were 19,355,797, compared to 16,573,707 as of December 31, 2023.

•Net interest margin increased to 3.21% for the quarter ended December 31, 2024, compared to 3.13% for the third quarter of 2024. Cost of funds decreased to 2.66% for the quarter ended December 31, 2024, compared to 2.77% for the third quarter of 2024, as a result of a $112.1 million decrease in short term and overnight borrowings, and a decrease in interest paid on interest-bearing deposit accounts due to the Bank lowering rates in response to the Federal Reserve interest rate cuts in the third and fourth quarters of 2024.

•Loan growth for the fourth quarter of 2024 was $11.4 million, or 1.0% (annualized), as the Bank continued to execute on its restrained growth strategy in 2024. Total loans increased $190.3 million, or 4.5% to $4.4 billion at December 31, 2024, compared to $4.3 billion at December 31, 2023.

•Deposits decreased $16.8 million, or 1.4% (annualized), during the fourth quarter of 2024, compared to an increase of $209.8 million, or 18.6% (annualized), during the third quarter of 2024. This decrease was driven by a $32.8 million decrease in noninterest-bearing accounts and a $15.0 million decrease in time deposits, offset by a $31.0 million increase in interest-bearing transaction accounts. Total deposits increased $343.7 million or 7.91% to $4.7 billion at December 31, 2024, compared to $4.3 billion at December 31, 2023.

•On October 31, 2024, Mid Penn Bancorp, Inc. entered into an Agreement and Plan of Merger (the “Merger Agreement”) with William Penn Bancorporation (“William Penn”) pursuant to which William Penn will merge with and into Mid Penn in an all-stock transaction valued at approximately $107 million, based on Mid Penn’s closing stock price as of October 30, 2024. The Merger has been approved unanimously by each company’s board of directors and is expected to close in the first half of 2025. Completion of the transaction is subject to customary closing conditions, including the receipt of required regulatory approvals and the approval of Mid Penn and William Penn shareholders.

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•The Board of Directors declared a cash dividend of $0.20 per common share, payable February 18, 2025, to shareholders of record as of February 7, 2025.

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

"When I was in high school, the coaches of the football teams would have all the players hold their right hands above their heads with four fingers extended and with each player shouting “four” over and over at the beginning of the fourth quarter. They did this to get each player laser focused on the importance of finishing the game as strongly as possible.

That is exactly what we did at Mid Penn in the fourth quarter of 2024. After three solid quarters leading in to the fourth, we delivered yet another solid performance that was characterized much like the previous three, and all attributed to a strong performance on the part of the entire employee group.

Strong asset quality, restrained balance sheet growth in a continued inverted yield curve environment, improvement in net interest margin, good performance in non-interest income and responsible non-interest expense management were all part of the quarterly success.

That solid quarterly performance came even as the company announced its merger intentions with William Penn and a completion of an $80 million capital raise within the quarter. A busy quarter indeed.

With that success, we not only beat consensus estimates for the quarter, but also for the full year, making 2024 another standout year for Mid Penn.

On the basis of that performance, the Board has authorized its 57th consecutive quarterly dividend, a cash dividend of $0.20 per share of common stock, which was declared at its meeting on January 22, 2025, payable on February 18, 2025, to shareholders of record as of February 7, 2025."


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Net Interest Income
For the three months ended December 31, 2024, net interest income was $41.3 million, compared to net interest income of $40.2 million for the three months ended September 30, 2024, and $37.0 million for the three months ended December 31, 2023. The tax-equivalent net interest margin for the three months ended December 31, 2024, was 3.21% compared to 3.13% and 2.98% for the third quarter of 2024 and fourth quarter of 2023, respectively, representing an 8 basis point ("bp") increase from the third quarter of 2024, and a 23 bp increase compared to the same period in 2023.
The yield on interest-earning assets decreased to 5.67% for the quarter ended December 31, 2024, from 5.73% for the three months ended September 30, 2024, and increased from 5.35% for the three months ended December 31, 2023. The decrease from the third quarter of 2024 was due to a decrease in the average balance of Federal Funds Sold and a decrease in the average balance of restricted investments in bank stocks, partially offset by an increase in taxable investment securities. The increase from December 31, 2023, was due to assets continuing to reprice at higher rates during 2024, continued discipline on new loan pricing, and an overall increase in the average balance of Fed Funds Sold.
For the year ended December 31, 2024, net interest income increased 6.6% to $156.7 million compared to net interest income of $147.0 million for the same period of 2023. The increase was primarily due to a $47.5 million increase in interest income on loans, offset by a $37.0 million increase in interest expense on deposits compared to the same period of 2023.
Average Balances
Average loans increased $35.5 million to $4.4 billion for the quarter ended December 31, 2024, compared to $4.4 billion for the quarter ended September 30, 2024, and $4.2 billion for the quarter ended December 31, 2023.
Average deposits were $4.7 billion for the fourth quarter of 2024, reflecting an increase of $90.2 million, or 2.0%, compared to total average deposits of $4.6 billion in the third quarter of 2024, and an increase of $285.3 million, or 6.5%, compared to total average deposits of $4.4 billion for the fourth quarter of 2023. The average cost of deposits was 2.62% for the fourth quarter of 2024, representing a 3 bp decrease and a 28 bp increase from the third quarter of 2024 and the fourth quarter of 2023, respectively. The Bank continues to face headwinds with respect to deposit pricing, given competition for deposits across all product types. Our primary focus with respect to deposit strategy is stability, ensuring that our rates are competitive, and our product mix satisfies the needs of our customers. Additionally, the Bank also maintains interest rate swaps to hedge the cash flows associated with existing brokered CDs to mitigate the impact of higher deposit costs. Cost of funds decreased to 2.66%, compared to 2.77% for the third quarter of 2024, as a result of a $112.1 million decrease in short term and overnight borrowings, and a decrease in interest paid on interest-bearing deposit accounts due to the Bank lowering rates in response to the Federal Reserve interest rate cuts in the third and fourth quarters of 2024.
Asset Quality
The total provision for credit losses, including provision for credit losses on off-balance sheet credit exposures, was $333 thousand for the three months ended December 31, 2024, a decrease of $183 thousand compared to the provision for credit losses of $516 thousand for the three months ended September 30, 2024, and a $1.0 million increase compared to the benefit for credit losses of $664 thousand for the three months ended December 31, 2023. This decrease from the three months ended September 30, 2024, was driven by decreases in loss rates across multiple segments of the portfolio, offset by increased reserves on individually evaluated loans. Net charge-offs for the three months ended December 31, 2024, were $408 thousand or less than 0.009% of total average loans.
The provision for credit losses on loans was $2.1 million for the year ended December 31, 2024, a decrease of $1.2 million compared to the provision for credit losses of $3.3 million for the year ended December 31, 2023. This decrease for the year ended December 31, 2024, was primarily due to a decrease in loss factors across most portfolios. The benefit for credit losses on off-balance sheet credit exposures was $628 thousand for the year ended December 31, 2024. Net charge-offs for the year ended December 31, 2024, were $817 thousand or 0.018% of total average loans.
Allowance for credit losses - loans was 0.80% of loans, net of unearned income at December 31, 2024, September 30, 2024, and December 31, 2023, respectively.
Total nonperforming assets were $22.7 million at December 31, 2024, compared to nonperforming assets of $17.7 million and $14.5 million at September 30, 2024, and December 31, 2023, respectively. The increase during the fourth quarter of 2024 primarily related to the addition of two commercial loans with a combined balance of $3.0 million, and two commercial real estate loans with a combined balance of $2.3 million being placed on nonaccrual in the fourth quarter of
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2024. Delinquency, measured as loans past due 30 days or more, as a percentage of total loans was 0.52% at December 31, 2024, compared to 0.61% and 0.49% as of September 30, 2024, and December 31, 2023, respectively.
Capital
Shareholders’ equity increased $112.7 million, or 20.8%, from $542.4 million as of December 31, 2023, to $655.0 million as of December 31, 2024. This increase is primarily due to retained earnings and the proceeds of the capital raise completed in November 2024. Retained earnings increased $9.4 million, or 5.4%, from $172.2 million as of September 30, 2024, to $181.6 million as of December 31, 2024. 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, 2024. Additionally, Mid Penn declared $3.9 million in dividends during the fourth quarter of 2024.
On April 24, 2024, Mid Penn’s Board of Directors reauthorized its treasury stock repurchase program ("The Program") effective through April 24, 2025. The Program authorizes the repurchase of up to $15.0 million of Mid Penn’s outstanding common stock. During the year ended December 31, 2024, Mid Penn repurchased 15,500 shares of common stock at an average price of $20.81. As of December 31, 2024, Mid Penn repurchased a total of 440,722 shares of common stock at an average price of $22.78 per share under the Program. The Program had approximately $5.0 million remaining available for repurchase as of December 31, 2024.
Noninterest Income
For the three months ended December 31, 2024, noninterest income totaled $6.1 million, an increase of $971 thousand, or 18.8%, compared to noninterest income of $5.2 million for the third quarter of 2024. The increase is primarily due to a $1.2 million increase in other miscellaneous noninterest income, driven by a $615 thousand increase in Bank-owned life insurance benefits received, a $305 thousand increase in loan level swap fees, and a $230 thousand increase in insurance commissions, partially offset by a $112 thousand decrease in mortgage banking income and a $136 thousand decrease in the gain on sales of SBA loans.
For the year ended December 31, 2024, noninterest income totaled $22.5 million, an increase of $2.5 million, or 12.4%, compared to noninterest income of $20.0 million for the year ended December 31, 2023. The increase in noninterest income is primarily driven by a $2.2 million increase in other miscellaneous noninterest income, driven by increases in Bank-owned life insurance benefits received, and a $1.1 million increase in Mortgage Banking income, partially offset by a $379 thousand decrease in fiduciary and wealth management and a $314 thousand decrease in mortgage hedging.
Noninterest Expense
Total noninterest expense increased $955 thousand to $30.9 million in the fourth quarter of 2024 from $30.0 million in the third quarter of 2024. The increase was driven by a $791 thousand increase in salaries and employee benefits and a $677 thousand increase in other miscellaneous noninterest expense, driven by an $843 thousand increase in charitable contributions, partially offset by a $607 thousand decrease in legal and professional fees and a $419 thousand decrease in shares tax.
For the year ended December 31, 2024, noninterest expense totaled $117.6 million, a decrease of $972 thousand, or 0.8%, compared to noninterest expense of $118.6 million for the year ended December 31, 2023. The decrease was primarily driven by a $5.0 million decrease in merger and acquisition expenses, and a $3.0 million decrease in post acquisition restructuring, partially offset by a $4.8 million increase in salaries and benefits expense, driven by year-end employee bonus incentives, increases in employee salaries, and increased costs of employee medical benefits, a $1.4 million increase in legal and professional fees, and a $1.4 million increase in software licensing and utilization.
The efficiency ratio(1) was 63.9% in the fourth quarter of 2024, compared to 64.9% in the third quarter of 2024, and 66.2% in the fourth quarter of 2023. The change in the efficiency ratio during the fourth quarter of 2024 compared to the third quarter of 2024 was the result of higher net interest income and higher noninterest income driven by an increase in loan level swap fees and insurance commissions, partially offset by slightly higher noninterest expense. Mid Penn continues to evaluate levels of noninterest expense for opportunities to reduce operating costs throughout the organization.
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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.
(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.
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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 William Penn; the outcome of any legal proceedings that may be instituted against Mid Penn or William Penn; delays in completing the transaction; the failure to obtain necessary regulatory approvals (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 shareholder approvals or to satisfy any of the other conditions to the transaction on a timely basis or at all; the possibility that the transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events; the possibility that the anticipated benefits of the 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 transaction; the ability to complete the integration of Mid Penn and William Penn successfully; the dilution caused by Mid Penn’s issuance of additional shares of its capital stock in connection with the transaction; and other factors that may affect the future results of Mid Penn or William 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, 2023 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.
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SUMMARY FINANCIAL HIGHLIGHTS (Unaudited):
(Dollars in thousands, except per share data)Dec. 31,
2024		Sep. 30,
2024		Jun. 30,
2024		Mar. 31,
2024		Dec. 31,
2023
Ending Balances:
Investment securities$643,352 $642,291 $601,683 $615,061 $623,121 
Loans, net of unearned income4,443,070 4,431,704 4,364,561 4,317,449 4,252,792 
Total assets5,470,362 5,527,025 5,391,749 5,330,379 5,290,792 
Total deposits4,689,927 4,706,764 4,497,011 4,379,105 4,346,212 
Shareholders' equity655,018 573,059 559,686 550,968 542,350 
Average Balances:
Investment securities633,409 610,586 608,173 615,687 606,946 
Loans, net of unearned income4,441,436 4,405,969 4,353,360 4,293,828 4,201,092 
Total assets5,481,473 5,470,641 5,378,897 5,319,680 5,226,382 
Total deposits4,687,880 4,597,686 4,451,678 4,312,094 4,402,565 
Shareholders' equity623,670 565,300 553,675 546,001 537,219 
Three Months Ended
Income Statement:Dec. 31,
2024		Sep. 30,
2024		Jun. 30,
2024		Mar. 31,
2024		Dec. 31,
2023
Net interest income$41,280 $40,169 $38,766 $36,456 $37,000 
Provision for credit losses333 516 1,604 (937)(664)
Noninterest income6,149 5,178 5,329 5,837 5,117 
Noninterest expense30,913 29,959 28,224 28,520 28,389 
Income before provision for income taxes16,183 14,872 14,267 14,710 14,392 
Provision for income taxes2,951 2,571 2,496 2,577 2,294 
Net income available to shareholders13,232 12,301 11,771 12,133 12,098 
Net income excluding non-recurring income and expenses (1)
12,961 12,383 11,284 10,673 12,098 
Per Share:
Basic earnings per common share$0.72 $0.74 $0.71 $0.73 $0.73 
Diluted earnings per common share0.72 0.74 0.71 0.73 0.73 
Cash dividends declared0.20 0.20 0.20 0.20 0.20 
Book value per common share33.84 34.48 33.76 33.26 32.72 
Tangible book value per common share (1)
26.90 26.36 25.75 25.23 24.67 
Asset Quality:
Net charge-offs (recoveries) to average loans (3)
0.037 %0.031 %0.002 %0.004 %0.004 %
Non-performing loans to total loans0.51 0.39 0.23 0.24 0.33 
Non-performing asset to total loans and other real estate0.51 0.40 0.24 0.36 0.34 
Non-performing asset to total assets0.41 0.32 0.19 0.29 0.27 
ACL on loans to total loans0.80 0.80 0.81 0.78 0.80 
ACL on loans to nonperforming loans157.07 204.61 352.92 322.69 240.48 
Profitability:
Return on average assets (3)
0.96 %0.89 %0.88 %0.92 %0.92 %
Return on average equity (3)
8.44 8.66 8.55 8.94 8.93 
  Return on average tangible common equity (1) (3)
11.07 11.69 11.57 12.15 12.31 
Tax-equivalent net interest margin3.21 3.13 3.12 2.98 2.98 
Efficiency ratio (1)
63.94 64.89 63.65 68.80 66.24 
Capital Ratios:
Tier 1 Capital (to Average Assets) (2)
10.0 %8.4 %8.4 %8.3 %8.3 %
Common Tier 1 Capital (to Risk Weighted Assets) (2)
12.1 10.1 9.9 9.6 9.7 
Tier 1 Capital (to Risk Weighted Assets) (2)
12.1 10.1 9.9 9.6 9.7 
Total Capital (to Risk Weighted Assets) (2)
14.0 11.9 11.8 11.4 11.6 
(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, 2024 are preliminary and prior periods are actual.
(3)Annualized ratio
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CONSOLIDATED BALANCE SHEETS (Unaudited):
(In thousands, except share data)Dec. 31, 2024Sep. 30, 2024Jun. 30, 2024Mar. 31, 2024Dec. 31, 2023
ASSETS
Cash and due from banks$37,002 $57,518 $36,948 $33,362 $45,435 
Interest-bearing balances with other financial institutions14,490 19,323 25,585 31,801 34,668 
Federal funds sold19,072 67,554 43,193 2,922 16,660 
Total cash and cash equivalents70,564 144,395 105,726 68,085 96,763 
Investment Securities:
Held to maturity, at amortized cost382,447 386,618 393,320 396,998 399,128 
Available for sale, at fair value260,477 255,227 207,936 217,632 223,555 
Equity securities available for sale, at fair value428 446 427 431 438 
Loans held for sale7,064 7,919 8,420 4,581 3,855 
Loans, net of unearned income4,443,070 4,431,704 4,364,561 4,317,449 4,252,792 
Less: Allowance for credit losses(35,514)(35,562)(35,288)(33,524)(34,187)
Net loans4,407,556 4,396,142 4,329,273 4,283,925 4,218,605 
Premises and equipment, net38,806 33,765 34,344 36,068 36,909 
Operating lease right of use asset7,699 7,390 7,925 8,414 8,953 
Finance lease right of use asset2,548 2,593 2,638 2,683 2,727 
Cash surrender value of life insurance51,521 53,135 53,298 52,997 54,497 
Restricted investment in bank stocks7,461 10,589 13,930 17,446 16,768 
Accrued interest receivable26,846 27,286 27,381 26,975 25,820 
Deferred income taxes22,747 23,197 24,520 22,894 24,146 
Goodwill128,160 128,160 127,031 127,031 127,031 
Core deposit and other intangibles, net6,242 6,713 5,626 6,051 6,479 
Foreclosed assets held for sale44 281 441 5,110 293 
Other assets49,752 43,169 49,513 53,058 44,825 
Total Assets$5,470,362 $5,527,025 $5,391,749 $5,330,379 $5,290,792 
LIABILITIES & SHAREHOLDERS’ EQUITY
Deposits:
Noninterest-bearing demand$759,169 $791,980 $766,014 $807,861 $801,312 
Interest-bearing transaction accounts2,319,753 2,288,783 2,194,948 2,082,846 2,086,450 
Time1,611,005 1,626,001 1,536,049 1,488,398 1,458,450 
Total Deposits 4,689,927 4,706,764 4,497,011 4,379,105 4,346,212 
Short-term borrowings2,000 114,097 200,000 271,849 241,532 
Long-term debt23,603 23,716 23,827 23,941 59,003 
Subordinated debt and trust preferred securities45,741 45,894 46,047 46,201 46,354 
Operating lease liability8,092 7,778 8,344 8,683 9,285 
Accrued interest payable13,484 18,995 18,139 16,330 14,257 
Other liabilities32,497 36,722 38,695 33,302 31,799 
Total Liabilities4,815,344 4,953,966 4,832,063 4,779,411 4,748,442 
Shareholders' Equity:
Common stock, par value $1.00 per share; 40.0 million shares authorized19,797 17,061 17,051 17,006 16,999 
Additional paid-in capital480,491 406,922 406,544 406,150 405,725 
Retained earnings181,597 172,234 163,256 154,801 145,982 
Accumulated other comprehensive loss (16,825)(13,116)(17,123)(16,947)(16,637)
Treasury stock(10,042)(10,042)(10,042)(10,042)(9,719)
Total Shareholders’ Equity655,018 573,059 559,686 550,968 542,350 
Total Liabilities and Shareholders' Equity$5,470,362 $5,527,025 $5,391,749 $5,330,379 $5,290,792 
8

CONSOLIDATED STATEMENTS OF INCOME (Unaudited):
Three Months Ended
(Dollars in thousands, except per share data)Dec. 31, 2024Sep. 30,
2024		Jun. 30,
2024		Mar. 31,
2024		Dec. 31,
2023
INTEREST INCOME
Loans, including fees$68,110 $68,080 $66,096 $63,236 $61,309 
Investment securities:
Taxable4,223 4,136 4,143 4,040 4,063 
Tax-exempt358 359 371 376 378 
Other interest-bearing balances154 223 347 403 139 
Federal funds sold467 1,043 282 136 228 
Total Interest Income 73,312 73,841 71,239 68,191 66,117 
INTEREST EXPENSE
Deposits30,836 30,689 28,463 26,332 25,808 
Short-term borrowings509 2,296 3,324 4,446 2,506 
Long-term and subordinated debt687 687 686 957 803 
Total Interest Expense 32,032 33,672 32,473 31,735 29,117 
Net Interest Income 41,280 40,169 38,766 36,456 37,000 
Net provision for credit losses333 516 1,604 (937)(664)
Net Interest Income After Provision for Credit Losses40,947 39,653 37,162 37,393 37,664 
NONINTEREST INCOME
Fiduciary and wealth management 1,215 1,204 1,129 1,132 1,323 
ATM debit card interchange 971 962 973 945 979 
Service charges on deposits579 549 539 509 485 
Mortgage banking656 768 628 424 300 
Mortgage hedging11 (1)— — 109 
Net gain on sales of SBA loans15 151 74 107 358 
Earnings from cash surrender value of life insurance280 276 301 284 288 
Other 2,422 1,269 1,685 2,436 1,275 
Total Noninterest Income 6,149 5,178 5,329 5,837 5,117 
NONINTEREST EXPENSE
Salaries and employee benefits16,947 16,156 15,533 15,462 15,215 
Software licensing and utilization2,606 2,366 2,208 2,120 1,826 
Occupancy, net1,913 1,815 1,861 1,982 1,952 
Equipment1,213 1,206 1,287 1,222 1,330 
Shares tax405 824 124 997 255 
Legal and professional fees1,006 1,613 689 998 653 
ATM/card processing634 606 510 534 442 
Intangible amortization471 460 425 428 491 
FDIC Assessment843 1,150 1,232 945 730 
Loss/(Gain) on sale or write-down of foreclosed assets, net73 (35)42 — — 
Merger and acquisition 436 109 — — — 
Other 4,366 3,689 4,313 3,832 5,495 
Total Noninterest Expense 30,913 29,959 28,224 28,520 28,389 
INCOME BEFORE PROVISION FOR INCOME TAXES16,183 14,872 14,267 14,710 14,392 
Provision for income taxes2,951 2,571 2,496 2,577 2,294 
NET INCOME AVAILABLE TO COMMON SHAREHOLDERS$13,232 $12,301 $11,771 $12,133 $12,098 
PER COMMON SHARE DATA:
Basic Earnings Per Common Share$0.72 $0.74 $0.71 $0.73 $0.73 
Diluted Earnings Per Common Share0.72 0.74 0.71 0.73 0.73 
Cash Dividends Declared0.20 0.20 0.20 0.20 0.20 
9

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, 2024September 30, 2024December 31, 2023
(Dollars in thousands)Average BalanceInterest
Yield/
Rate(2)
Average BalanceInterest
Yield/
Rate(2)
Average BalanceInterest
Yield/
Rate(2)
ASSETS:
Interest Bearing Balances$21,720 $154 2.82 %$25,123 $223 3.53 %$30,715 $139 1.80 %
Investment Securities:
Taxable561,809 4,071 2.88 537,257 3,682 2.73 530,099 3,199 2.39 
Tax-Exempt71,600 358 1.99 73,329 359 1.95 76,847 378 1.95 
Total Securities633,409 4,429 2.78 610,586 4,041 2.63 606,946 3,577 2.34 
Federal Funds Sold39,788 467 4.67 75,683 1,043 5.48 12,224 228 7.40 
Loans, Net of Unearned Income4,441,436 68,110 6.10 4,405,969 68,080 6.15 4,201,092 61,309 5.79 
Restricted Investment in Bank Stocks7,939 152 7.62 13,252 454 13.63 13,754 316 9.12 
Total Earning Assets5,144,292 73,312 5.67 5,130,613 73,841 5.73 4,864,731 65,569 5.35 
Cash and Due from Banks38,743 44,052 38,370 
Other Assets298,438 295,976 323,281 
Total Assets $5,481,473 $5,470,641 $5,226,382 
LIABILITIES & SHAREHOLDERS' EQUITY:
Interest-bearing Demand$1,067,744 $5,349 1.99 %$1,066,878 $5,291 1.97 %$938,246 $4,087 1.73 %
Money Market946,689 6,920 2.91 921,054 7,060 3.05 925,902 6,266 2.68 
Savings261,450 57 0.09 272,186 63 0.09 295,757 53 0.07 
Time1,625,154 18,510 4.53 1,561,633 18,275 4.66 1,405,927 15,403 4.35 
Total Interest-bearing Deposits3,901,037 30,836 3.14 3,821,751 30,689 3.19 3,565,832 25,809 2.87 
Short term borrowings37,960 509 5.33169,754 2,296 5.38 149,218 2,506 6.66 
Long-term debt23,645 262 4.4123,757 264 4.42 58,987 373 2.51 
Subordinated debt and trust preferred securities45,815 425 3.6945,969 423 3.66 46,425 429 3.67 
Total Interest-bearing Liabilities4,008,457 32,032 3.184,061,231 33,672 3.30 3,820,462 29,117 3.02 
Noninterest-bearing Demand786,843 775,935 836,733 
Other Liabilities62,503 68,175 31,968 
Shareholders' Equity623,670 565,300 537,219 
Total Liabilities & Shareholders' Equity $5,481,473 $5,470,641 $5,226,382 
Net Interest Income $41,280 $40,169 $36,452 
Taxable Equivalent Adjustment (1)
252 252 33 
Net Interest Income (taxable equivalent basis)$41,532 $40,421 $36,485 
Total Yield on Earning Assets5.67 %5.73 %5.35 %
Cost of funds2.66 %2.77 %2.48 %
Rate on Supporting Liabilities3.18 3.30 3.02 
Average Interest Spread2.49 2.43 2.32 
Tax-Equivalent Net Interest Margin3.21 3.13 2.98 
(1)Presented on a fully taxable-equivalent basis using a 21% federal tax rate and statutory interest expense disallowance.
(2)Annualized ratios
10

ALLOWANCE FOR CREDIT LOSSES AND ASSET QUALITY (Unaudited):
(Dollars in thousands)Dec. 31,
2024		Sep. 30,
2024		Jun. 30,
2024		Mar. 31,
2024		Dec. 31,
2023
Allowance for Credit Losses on Loans:
Beginning balance$35,562 $35,288 $33,524 $34,187 $34,004 
Loans Charged off
Commercial real estate— — — — — 
Commercial and industrial(407)(356)(56)— (19)
Construction— — — — — 
Residential mortgage— — (2)(28)(9)
Consumer(18)(8)(4)(22)(17)
Total loans charged off(425)(364)(62)(50)(45)
Recoveries of loans previously charged off
Commercial real estate2 — 4 — — 
Commercial and industrial1 — — — — 
Construction— — — — — 
Residential mortgage7 2 29 — — 
Consumer7 15 11 6 7 
Total recoveries17 17 44 6 7 
Balance before provision35,154 34,941 33,506 34,143 33,966 
Provision for credit losses - loans360 621 1,782 (619)221 
Balance, end of quarter$35,514 $35,562 $35,288 $33,524 $34,187 
Nonperforming Assets
Total nonaccrual loans$22,610 $17,380 $9,999 $10,389 $14,216 
Foreclosed real estate44 281 441 5,110 293 
Total nonperforming assets22,654 17,661 10,440 15,499 14,509 
Accruing loans 90 days or more past due— 1 — 25 — 
Total risk elements$22,654 $17,662 $10,440 $15,524 $14,509 

11

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 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,
2024		Sep. 30,
2024		Jun. 30,
2024		Mar. 31,
2024		Dec. 31,
2023
Shareholders' Equity$655,018 $573,059 $559,686 $550,968 $542,350 
Less: Goodwill128,160 128,160 127,031 127,031 127,031 
Less: Core Deposit and Other Intangibles6,242 6,713 5,626 6,051 6,479 
Tangible Equity$520,616 $438,186 $427,029 $417,886 $408,840 
Common Shares Outstanding19,355,79716,620,17416,580,59516,565,63716,573,707
Tangible Book Value per Share$26.90 $26.36 $25.75 $25.23 $24.67 
Adjusted Earnings Per Common Share Excluding Non-Recurring Income and Expenses
Three Months Ended
(Dollars in thousands, except per share data)Dec. 31,
2024		Sep. 30,
2024		Jun. 30,
2024		Mar. 31,
2024		Dec. 31,
2023
Net Income Available to Common Shareholders$13,232 $12,301 $11,771 $12,133 $12,098 
Less: BOLI Death Benefit Income615 4 487 1,460 — 
Plus: Merger and Acquisition Expenses436 109 — — — 
Less: Tax Effect of Merger and Acquisition Expenses92 23 — — — 
Net Income Excluding Non-Recurring Income and Expenses$12,961 $12,383 $11,284 $10,673 $12,098 
Weighted Average Shares Outstanding18,338,22416,612,65716,576,28316,567,90216,574,199
Adjusted Earnings Per Common Share Excluding Non-Recurring Income and Expenses$0.71 $0.75 $0.68 $0.64 $0.73 
12

Return on Average Tangible Common Equity
Three Months Ended
(Dollars in thousands)Dec. 31,
2024		Sep. 30,
2024		Jun. 30,
2024		Mar. 31,
2024		Dec. 31,
2023
Net income available to common shareholders$13,232 $12,301 $11,771 $12,133 $12,098 
Plus: Intangible amortization, net of tax372 363 336 338 388 
13,604 12,664 12,107 12,471 12,486 
Average shareholders' equity623,670 565,300 553,675 546,001 537,219 
Less: Average goodwill128,160 127,773 127,031 127,031 127,031 
Less: Average core deposit and other intangibles6,468 6,424 5,833 6,259 6,716 
Average tangible shareholders' equity$489,042 $431,103 $420,811 $412,711 $403,472 
Return on average tangible common equity(1)
11.07 %11.69 %11.57 %12.15 %12.31 %
(1) Annualized ratio
Efficiency Ratio
Three Months Ended
(Dollars in thousands) Dec. 31,
2024		Sep. 30,
2024		Jun. 30,
2024		Mar. 31,
2024		Dec. 31,
2023
Noninterest expense$30,913 $29,959 $28,224 $28,520 $28,389 
Less: Merger and acquisition expenses436 109 — — — 
Less: Intangible amortization471 460 425 428 491 
Less: Loss (Gain) on sale or write-down of foreclosed assets, net73 (35)42 — — 
Efficiency ratio numerator29,933 29,425 27,757 28,092 27,898 
Net interest income41,280 40,169 38,766 36,456 37,000 
Noninterest income6,149 5,178 5,329 5,837 5,117 
Less: BOLI Death Benefit615 4 487 1,460 — 
Efficiency ratio denominator$46,814 $45,343 $43,608 $40,833 $42,117 
Efficiency ratio63.94 %64.89 %63.65 %68.80 %66.24 %
13
v3.24.4
Cover
Jan. 22, 2025
Cover [Abstract]  
Document Type 8-K
Document Period End Date Jan. 22, 2025
Entity Registrant Name MID PENN BANCORP, INC.
Entity Incorporation, State or Country Code PA
Entity File Number 1-13677
Entity Tax Identification Number 25-1666413
Entity Address, Postal Zip Code 17110
Local Phone Number 642.7736
City Area Code 866
Entity Address, State or Province PA
Entity Address, City or Town Harrisburg
Entity Address, Address Line One 2407 Park Drive
Title of 12(b) Security Common Stock, $1.00 par value per share
Trading Symbol MPB
Security Exchange Name NASDAQ
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0000879635
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