MPB on Nasdaq

MID PENN BANCORP INC

MID PENN BANCORP INC is an American state commercial bank that raised $5.1 million in 2026 (SEC Form D).1 It is headquartered in Harrisburg, Pennsylvania.1 Its shares trade on Nasdaq under the symbol MPB.1

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Last updated Oct 21, 2026.

Overview

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  • TickerMPB on Nasdaq1
  • IndustryState Commercial Banks1
  • HeadquartersHarrisburg, Pennsylvania1
  • Incorporated inPA2
  • Business address2407 Park Drive, Harrisburg, Pa 171102
  • Filer categoryAccelerated filer2
  • Legal formCorporation

The disclosures set forth in this Item are qualified by the section captioned "Special Cautionary Notice Regarding Forward-Looking Statements" contained in Part II, Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, and other cautionary statements set forth elsewhere in this report.4 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Fiduciary and Trust brought in 36% of the revenue MID PENN BANCORP INC broke down this way in fiscal 2025.

  1. Fiduciary and Trust$5.3M536%up 13% from 2024
  2. Debit Card$3.9M527%up 3% from 2024
  3. Mortgage Banking$2.8M519%up 14% from 2024
  4. Deposit Account$2.5M517%up 15% from 2024
  5. Mortgage Hedging$12.0K50%up 20% from 2024
Products and services by year
Products and services202320242025
Fiduciary and Trust$5.1M$4.7M$5.3M
Debit Card$4.0M$3.9M$3.9M
Mortgage Banking$1.4M$2.5M$2.8M
Deposit Account$1.9M$2.2M$2.5M
Mortgage Hedging$324.0K$10.0K$12.0K

Financial statements

Net income67895$56.2M in 2025+218% since 2019
0$20.0M$40.0M$60.0M2019: $17.7M$17.7M20192020: $26.2M$26.2M2020+48%2021: $29.3M$29.3M2021+12%2022: $54.8M$54.8M2022+87%2023: $37.4M$37.4M2023−32%2024: $49.4M$49.4M2024+32%2025: $56.2M$56.2M2025+14%

Every line of the income statement as filed: the last 3 fiscal years, latest first.5

Period ending2025-12-312024-12-312023-12-31
Loans, including fees$292.2M$265.5M$218.1M
Taxable$22.3M$16.5M$16.0M
Tax-exempt$1.3M$1.5M$1.5M
Other interest-bearing balances$611.0K$1.1M$361.0K
Federal funds sold$7.3M$1.9M$373.0K
Total Interest Income$323.8M$286.6M$236.3M
Deposits$121.8M$116.3M$79.3M
Short-term borrowings$381.0K$10.6M$7.1M
Long-term and subordinated debt$2.5M$3.0M$3.0M
Total Interest Expense$124.7M$129.9M$89.4M
Net Interest Income$199.1M$156.7M$147.0M
Provision for credit losses - loans$1.6M$2.1M$3.3M
(Benefit)/provision for credit losses - credit commitments-$301.0K-$628.0K$404.0K
Provision for credit losses$1.3M$1.5M$3.7M
Net Interest Income After Provision for Credit Losses$197.8M$155.2M$143.3M
Net gain on sales of SBA loans$220.0K$347.0K$571.0K
Earnings from cash surrender value of life insurance$2.0M$1.1M$1.1M
Net gain on sales of investment activities$10.0K$0$0
Other$10.0M$7.8M$5.6M
Noninterest Income$26.8M$22.5M$20.0M
Salaries and employee benefits$78.0M$64.1M$59.3M
Software licensing and utilization$12.6M$9.3M$7.9M
Occupancy, net$9.9M$7.6M$7.3M
Equipment$5.0M$4.9M$5.1M
Shares tax$2.8M$2.4M$2.7M
Legal and professional fees$3.9M$4.3M$2.9M
ATM/card processing$2.7M$2.3M$2.1M
Intangible amortization$3.0M$1.8M$1.8M
FDIC Assessment$3.5M$4.2M$3.5M
Loss/(gain) on sale of foreclosed assets, net$646.0K$80.0K-$144.0K
Merger and acquisition$11.5M$545.0K$5.5M
Post-acquisition restructuring$0$0$3.0M
Other$18.7M$16.2M$17.4M
Total Noninterest Expense$152.3M$117.6M$118.6M
INCOME BEFORE PROVISION FOR INCOME TAXES$72.4M$60.0M$44.7M
Provision for income taxes$16.1M$10.6M$7.3M
NET INCOME AVAILABLE TO COMMON SHAREHOLDERS$56.2M$49.4M$37.4M
Basic Earnings Per Common Share (in dollars per share)$2.59$2.90$2.29
Diluted Earnings Per Common Share (in dollars per share)$2.55$2.90$2.29
Weighted-average basic shares outstanding (in shares)21.8M shares17.0M shares16.3M shares
Weighted-average diluted shares outstanding (in shares)22.0M shares17.1M shares16.4M shares

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Corporate structure

MID PENN BANCORP INC sits at the top of its group. 8 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of MID PENN BANCORP INC

  • Philip A. Norcross Filed SCHEDULE 13D/A on MID PENN BANCORP INC, latest Oct 7, 2026 (2 filings since May 1, 2026)
  • Bay Pond Partners, L.P. Filed SCHEDULE 13G/A on MID PENN BANCORP INC, latest May 15, 2026 (5 filings since Feb 4, 2022)
  • BlackRock Filed SCHEDULE 13G/A on MID PENN BANCORP INC, latest Apr 27, 2026 (4 filings since Feb 4, 2022)
  • VANGUARD GROUP INC Filed SCHEDULE 13G/A on MID PENN BANCORP INC, latest Mar 27, 2026 (2 filings since Jul 29, 2025)
  • Susan Doris Hudson Filed SCHEDULE 13D/A on MID PENN BANCORP INC, latest Mar 20, 2026 (6 filings since Nov 8, 2024)
  • Wellington Management Company Filed SCHEDULE 13G/A on MID PENN BANCORP INC, latest Nov 12, 2025 (4 filings since Feb 6, 2023)
  • Castle Creek Capital Partners VI, LP Filed SC 13G on MID PENN BANCORP INC, latest Nov 16, 2022
  • MID PENN BANCORP INC Harrisburg, Pennsylvania
    • Mid Penn Bank Subsidiary · Pennsylvania, United States
    • MPB Acquisition Sub I LLC Subsidiary · Pennsylvania, United States
    • MPB Financial Services LLC Subsidiary · Pennsylvania, United States
    • MPB Launchpad Fund 1 LLC Subsidiary · Pennsylvania, United States
    • MPB Realty Holding LLC Subsidiary · Pennsylvania, United States
    • MPB Risk Services LLC Subsidiary · Pennsylvania, United States
    • MPB Wealth Management LLC Subsidiary · Pennsylvania, United States

Built from subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What MID PENN BANCORP INC reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$72.6M5 Dec 31, 2025$67.1M5 Dec 31, 2024+8.1%
Accumulated depreciation$23.8M5 Dec 31, 2025$28.3M5 Dec 31, 2024−15.8%
Property and equipment, net$48.7M5 Dec 31, 2025$38.8M5 Dec 31, 2024+25.6%
Finance-lease assets$2.4M5 Dec 31, 2025$2.5M5 Dec 31, 2024−7.1%
Operating-lease assets (leased space)$15.2M5 Dec 31, 2025$7.7M5 Dec 31, 2024+97.0%

Investments

ItemLatestA year beforeChange
Loans, net of allowance$4.8B5 Dec 31, 2025$4.4B5 Dec 31, 2024+9.5%
Deposits held (banks)$5.2B5 Dec 31, 2025$4.7B5 Dec 31, 2024+11.2%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$136.6M5 Dec 31, 2025$128.2M5 Dec 31, 2024+6.6%
Intangible assets, net (excluding goodwill)$14.7M5 Dec 31, 2025$6.2M5 Dec 31, 2024+134.8%

Properties, in its own words

The Bank owns a building in Harrisburg, Pennsylvania, located at 2407 Park Drive, which serves as the Corporation’s headquarters. The Bank also owns a building in Millersburg, Pennsylvania, located at 349 Union Street, which serves as the Bank’s headquarters. Additionally, the Bank owns one building in Halifax, Pennsylvania that serves as an operational support facility, one building in Harrisburg, Pennsylvania that serves as corporate administrative and operational support offices, and one administrative building in Woodglen, Pennsylvania. Administrative space is also leased in Bristol, Chambersburg, Clearfield, Conshohocken, Lancaster, Lititz, Malvern, and Palmyra Pennsylvania. The bank also owns a vacant parcel of land adjacent to the Corporation's headquarters that is held for future development. As of December 31, 2025, the Bank’s retail office network was comprised of 59 full-service retail locations. The Bank owned 31 of those locations and leased 28 locations.

All real estate owned by Mid Penn is free and clear of encumbrances. Mid Penn’s leases expire at various dates through the year 2039 and generally include options to renew. For additional information regarding the lease commitments, See "Note 7 - Leases", within Item 8, Notes to Consolidated Financial Statements.

Item 2 of the 10-K filed Mar 12, 2026.4

Leadership

Who has led MID PENN BANCORP INC, and when. Pick a name to see everywhere that person has worked.

Board members and other officers (49)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • N/AJoel Frank named Jan 6, 202667
  • N/AMatthew DeSoto named Jan 6, 202667
  • N/ARobert Abel named Jan 6, 202667

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • MPB Acquisition Sub I LLC Pennsylvania3
  • MPB Financial Services LLC Pennsylvania3
  • MPB Launchpad Fund 1 LLC Pennsylvania3
  • MPB Realty Holding LLC Pennsylvania3
  • MPB Risk Services LLC Pennsylvania3
  • MPB Wealth Management LLC Pennsylvania3
  • Mid Penn Bank Pennsylvania3

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Sep 1, 20268-K Executive or director change; Bylaws or fiscal year changed68
  2. Aug 6, 20268-K Executive or director change69
  3. Jul 28, 20268-K Regulation FD disclosure70
  4. Jul 22, 20268-K Results of operations; Other events71
  5. May 12, 20268-K Regulation FD disclosure72
  6. May 12, 20268-K Shareholder vote73
  7. Apr 21, 20268-K Results of operations; Other events74
  8. Mar 2, 20268-K Completed an acquisition or sale; Executive or director change; Regulation FD disclosure75
  9. Feb 11, 20268-K Other events76
  10. Feb 6, 20268-K Other events77
  11. Jan 22, 20268-K Other events78
  12. Jan 21, 20268-K Results of operations; Other events79
  13. Aug 13, 2018New chief executive David E. Sparks becomes CEO13
  14. Mar 6, 2009New chief executive Rory G. Ritrievi becomes CEO14
  15. Jan 9, 2006New chief executive Alan W. Dakey becomes CEO15

Calendar

Coming up

  1. Oct 28, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $0.77 a share, on Oct 22, 2025.80

When it reported results

  1. Jul 22, 2026Reported quarterly or annual results71
  2. Apr 21, 2026Reported quarterly or annual results74
  3. Jan 21, 2026Reported quarterly or annual results79
  4. Oct 22, 2025Reported quarterly or annual results81
  5. Jul 23, 2025Reported quarterly or annual results82
  6. Apr 23, 2025Reported quarterly or annual results83
  7. Jan 22, 2025Reported quarterly or annual results84
  8. Oct 23, 2024Reported quarterly or annual results85

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

576 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 94 major events, 377 insider forms, 24 large holders, 1 private raises, 60 other. The latest 20:

  1. Oct 9, 20263 EDGAR
  2. Oct 7, 2026SCHEDULE 13D/A EDGAR
  3. Oct 2, 20264 EDGAR
  4. Oct 2, 20264 EDGAR
  5. Oct 2, 20264 EDGAR
  6. Oct 2, 20264 EDGAR
  7. Oct 2, 20264 EDGAR
  8. Oct 2, 20264 EDGAR
  9. Sep 18, 20263 EDGAR
  10. Sep 17, 20264 EDGAR
  11. Sep 1, 20268-K EDGAR
  12. Aug 6, 20268-K/A EDGAR
  13. Aug 6, 202610-Q EDGAR
  14. Jul 28, 20268-K EDGAR
  15. Jul 22, 20268-K EDGAR
  16. Jul 2, 20264 EDGAR
  17. Jul 2, 20264 EDGAR
  18. Jul 2, 20264 EDGAR
  19. Jul 2, 20264 EDGAR
  20. Jul 2, 20264 EDGAR

The 576 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

232 open-market trades by officers, directors and large owners since October 2021: 229 buys and 3 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Sep 15, 2026RITRIEVI RORY GPresident and CEOBuy193$37.07$7.2KForm 4
Jun 30, 2026Brumbaugh Kimberly JDirectorBuy72$34.84$2.5KForm 4
Jun 30, 2026Evans Albert J.DirectorBuy287$34.84$10.0KForm 4
Jun 30, 2026Frank Joel L.DirectorBuy72$34.84$2.5KForm 4
Jun 30, 2026Abel Robert ADirectorBuy15$34.84$523Form 4
Jun 30, 2026De Soto Matthew GDirectorBuy287$34.84$10.0KForm 4
Jun 30, 2026MOWERY THEODORE WDirectorBuy58$34.84$2.0KForm 4
May 4, 2026De Soto Matthew GDirectorBuy1,525$32.75$49.9KForm 4
Mar 31, 2026Brumbaugh Kimberly JDirectorBuy78$32.16$2.5KForm 4
Mar 31, 2026Evans Albert J.DirectorBuy311$32.16$10.0KForm 4
Mar 31, 2026Frank Joel L.DirectorBuy78$32.16$2.5KForm 4
Mar 31, 2026Abel Robert ADirectorBuy15$32.16$482Form 4
Mar 31, 2026De Soto Matthew GDirectorBuy311$32.16$10.0KForm 4
Mar 31, 2026MOWERY THEODORE WDirectorBuy62$32.16$2.0KForm 4
Mar 12, 2026De Soto Matthew GDirectorBuy2,590$30.86$79.9KForm 4
Mar 9, 2026Noone John EDirectorBuy2,000$30.84$61.7KForm 4
Mar 6, 2026BRUGGER THOMAS RDirectorBuy818$31.35$25.6KForm 4
Feb 24, 2026Stephon Kenneth JohnChief Corp Development OfficerSale1$32.58$27Form 4
Dec 31, 2025Brumbaugh Kimberly JDirectorBuy80$31.02$2.5KForm 4
Dec 31, 2025Evans Albert J.DirectorBuy323$31.02$10.0KForm 4

All 232 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Rory G. RitrieviPresident & Chief Executive Officer62$773.1K$2.2M93
2025Justin T. WebbSenior Executive VP & Chief Financial Officer of the Corporation and Bank43$439.2K$975.4K93
2025Scott W. MicklewrightSenior Executive VP & Chief Revenue Officer of the Bank and President of Commercial and Consumer Banking43$431.9K$933.2K93
2025Heather R. HallSenior Executive VP & Market President and Chief Lending Officer52$390.6K$869.6K93
2025Joan E. DickinsonSenior Executive VP & Chief Retail Officer61$344.6K$835.6K93
2024Rory G. RitrieviPresident & Chief Executive Officer62$700.0K$1.2M93
2024Justin T. WebbSenior Executive VP & Chief Financial Officer of the Corporation and Bank43$406.3K$561.1K93
2024Scott W. MicklewrightSenior Executive VP & Chief Revenue Officer of the Bank and President of Commercial and Consumer Banking43$406.3K$560.5K93
2023Rory G. RitrieviPresident & Chief Executive Officer62$679.8K$1.7M93
2023Justin T. WebbSenior Executive VP & Chief Financial Officer of the Corporation and Bank43$368.1K$650.9K93
2023Scott W. MicklewrightSenior Executive VP & Chief Revenue Officer of the Bank and President of Commercial and Consumer Banking43$368.1K$648.2K93

Money raised

Private offerings the company reported to the SEC on Form D.

  1. Jan 1, 2026Raised $5.1 million in a private offering of equity Form D: 19 investors so far Form D

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Wellington Management Group Llp2,307,141$80.4M0.0%+32,628
BlackRock, Inc.1,726,193$60.1M0.0%+228,938
Vanguard Capital Management LLC999,325$34.8M0.0%+84,303
Dimensional Fund Advisors LP885,611$30.9M0.0%+137,415
Alliancebernstein L.P.827,225$26.6M0.0%−60,712
State Street Corp696,171$24.3M0.0%+142,496
Geode Capital Management, LLC581,743$20.3M0.0%+77,829
American Century Companies Inc355,669$12.4M0.0%+53,915
Manufacturers Life Insurance Company, The270,643$9.4M0.0%−1,717
Banc Funds Co LLC207,982$7.2M1.2%No change
Vanguard Portfolio Management LLC193,233$6.7M0.0%+34,393
Petiole USA ltd192,411$6.7M4.8%−2,100
Charles Schwab Investment Management Inc183,840$6.4M0.0%+16,780
Northern Trust Corp182,414$6.4M0.0%+26,323
Nuveen, LLC177,553$6.2M0.0%+92,121
Bridgeway Capital Management, LLC163,956$5.7M0.1%+7,999
Emerald Mutual Fund Advisers Trust162,411$5.7M0.2%No change
Vanguard Fiduciary Trust Co147,304$5.1M0.0%+14,701
Citadel Advisors LLC138,792$4.8M0.0%+107,766
PNC Financial Services Group, Inc.134,855$4.7M0.0%+2
Qube Research & Technologies Ltd132,679$4.6M0.0%New
Kennedy Capital Management LLC114,837$4.0M0.1%−2,171
Bank of New York Mellon Corp114,576$4.0M0.0%+6,431
Empowered Funds, LLC112,353$3.9M0.0%+7,999
Hotchkis & Wiley Capital Management LLC112,107$3.9M0.0%+860

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How MID PENN BANCORP INC is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARMID PENN BANCORP INC1
  • CIK0000879635
  • Employer ID (EIN)25-16664134
  • Filer statusAccelerated filer not an emerging growth company; not a smaller reporting company; not a shell company4
  • Incorporated inPennsylvania4
  • Fiscal year endsDecember 311
  • Industry code (SIC)6022 State Commercial Banks1
  • SEC reviewing officeOffice of Finance, Division of Corporation Finance1
  • Business address2407 Park Drive, Harrisburg, PA 171101
  • Phone86664277361
  • Shares outstanding25,335,215 as of Jul 31, 202611
  • Public float$604.5M as of Jun 30, 20254
  • AuditorRSM US LLP, Philadelphia, PA USA PCAOB ID 49; it also attests to the company’s internal control over financial reporting4
  • On EDGAR sinceAug 8, 19961
  • Filings1,696 in all: 4 (932), 8-K (298), 10-Q (91), 4/A (69), 3 (53), DEF 14A (31), 425 (26), 10-K (25)1
    All 47 form types

    UPLOAD (13), 8-K/A (11), CORRESP (11), EFFECT (10), S-4/A (9), 5 (8), DEFA14A (8), S-4 (8), S-8 (7), SC 13G/A (7), SCHEDULE 13D/A (7), D (6), 10-K405 (5), 424B3 (5), ARS (5), SC 13G (5), SCHEDULE 13G/A (5), 424B5 (4), SCHEDULE 13G (4), 10-Q/A (3), 144 (3), 3/A (3), PRE 14A (3), S-3 (3), NT 10-K (2), S-3D (2), SC 13D (2), 10-K/A (1), 11-K (1), 25 (1), 424B1 (1), 424B4 (1), 8-A12B (1), 8-A12B/A (1), AW (1), CERTNAS (1), FWP (1), S-3/A (1), SC 13D/A (1)

  • Latest filingsAnnual report (10-K) Mar 12, 2026
    Quarterly report (10-Q) Aug 6, 2026
    Proxy statement (DEF 14A) Mar 27, 2026
    Latest 8-K (8-K) Sep 1, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, $1.00 par value per shareMPBNASDAQ

From the cover page of the 10-K filed Mar 12, 2026 (Section 12(b) of the Exchange Act).4

Risk factors and legal proceedings

The risks MID PENN BANCORP INC names in Item 1A of its 10-K filed Mar 12, 2026: 36 risks under these headings, as written.4

  • Risks Related to Our Primary Business and Industry
  • Mid Penn is subject to interest rate risk.
  • Mid Penn is subject to credit risk.
  • The allowance for credit losses may not be sufficient to cover actual loan losses.
  • Competition from other financial institutions may adversely affect Mid Penn’s and the Bank’s profitability.
  • Mid Penn depends on the accuracy and completeness of information about customers and counterparties.
  • The Basel III capital requirements require Mid Penn to maintain higher levels of capital, which could reduce profitability.
  • Our SBA lending program is dependent upon the federal government, and we face specific risks associated with originating SBA loans.
  • Acts of terrorism, natural disasters, global climate change, pandemics and global conflicts may have a negative impact on our business and operations.
  • If Mid Penn’s information systems are interrupted or sustain a breach in security, those events may negatively affect Mid Penn’s financial performance and reputation.
  • Mid Penn’s business operations and interaction with customers are increasingly done via technology and electronic delivery channels, and this has increased risks related to cyber-attacks and cyber incidents.
  • Mid Penn’s mortgage banking income may experience significant volatility.
The other 25 risks
  • Mid Penn could be required to repurchase mortgage loans or indemnify mortgage loan purchasers due to breaches of representations and warranties, borrower fraud, or certain borrower defaults, which could have a material adverse impact on our liquidity, results of operations and financial condition.
  • Mid Penn’s profitability depends significantly on economic conditions in Pennsylvania.
  • Mid Penn is subject to claims and litigation pertaining to fiduciary responsibility.
  • Mid Penn operates in a highly regulated environment and may be adversely affected by changes in federal, state and local laws and regulations.
  • The soundness of other financial institutions may adversely affect Mid Penn.
  • Volatility in financial markets and the economy may have materially adverse effects on our liquidity and financial condition.
  • Mid Penn’s banking subsidiary may be required to pay higher FDIC insurance premiums or special assessments which may adversely affect its earnings.
  • If we conclude that there is a decline in the value of any of our AFS investment securities, we may be required to record an allowance for credit losses where periodic changes are recognized in earnings.
  • Mid Penn is subject to environmental liability risk associated with lending activities.
  • Mid Penn’s financial performance may suffer if its information technology is unable to keep pace with its growth or industry developments.
  • Growing by acquisition entails certain risks, and difficulties in integrating past or future acquisitions could adversely affect our business.
  • We plan to pursue a growth strategy and there are risks associated with rapid growth.
  • The value of our goodwill and other intangible assets may decline in the future.
  • Risks Related to the 1st Colonial Merger
  • We expect to continue to incur substantial costs related to the Merger.
  • The integration of Mid Penn and 1st Colonial may be more difficult, costly or time consuming than expected and Mid Penn may fail to realize the anticipated benefits of the Merger.
  • Our future results may suffer if we do not effectively manage our expanded operations.
  • Risks Related to Mid Penn Common Stock
  • The trading volume in Mid Penn’s common stock is less than that of other larger financial services companies.
  • The market price of Mid Penn common stock may fluctuate significantly, and this may make it difficult for investors to resell shares of common stock owned by them at times or at prices they find attractive.
  • Mid Penn’s ability to pay dividends on its common stock, and principal and interest on its subordinated notes, depends primarily on dividends from its banking subsidiary, which is subject to regulatory limits.
  • Mid Penn may need to, or be required to, raise additional capital in the future, and capital may not be available when needed and on terms favorable to current stockholders.
  • Offerings of debt, which would be senior to Mid Penn’s common stock upon liquidation, and/or preferred equity securities which may be senior to our common stock for purposes of dividend distributions or upon liquidation, may adversely affect the market price of our common stock.
  • Pennsylvania Business Corporation Law and various anti-takeover provisions under our articles of incorporation and bylaws could impede the takeover of Mid Penn.
  • Mid Penn’s common stock is not insured by any governmental entity.
  • General Risk Factors
  • Mid Penn’s controls and procedures may fail or be circumvented.
  • Mid Penn may not be able to attract and retain skilled personnel.

Legal proceedings

Mid Penn and its subsidiaries are subject to various pending and threatened legal proceedings or other matters arising out of the normal conduct of business in which claims for monetary damages are asserted. As of the date of this report, management, after consultation with legal counsel, does not anticipate that the aggregate ultimate liability arising out of such pending or threatened matters will be material to Mid Penn’s consolidated financial position. On at least a quarterly basis, Mid Penn assesses its liabilities and contingencies in connection with such matters. For those matters where it is probable that Mid Penn will incur losses and the amounts of the losses can be reasonably estimated, Mid Penn records an expense and corresponding liability in its consolidated financial statements. To the extent such matters could result in exposure in excess of that liability, the amount of such excess is not currently estimable. The range of losses for matters where an exposure is not currently estimable or considered probable is not believed to be material in the aggregate. This is based on information currently available to Mid Penn and involves elements of judgment and significant uncertainties. While Mid Penn does not believe that the outcome of pending or threatened litigation or other matters will be material to Mid Penn’s consolidated financial position, it cannot rule out the possibility that such outcomes will be material to the consolidated results of operations for a particular reporting period in the future. In addition, regardless of the ultimate outcome of any such legal proceeding, inquiry or investigation, any such matter could cause Mid Penn to incur additional expenses, which could be significant, and possibly material, to Mid Penn’s results of operations in any future period.

In addition, management does not know of any material proceedings contemplated by governmental authorities against Mid Penn or any of its properties.

The opening of Item 3, Legal Proceedings.4

Sources

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  33. 33
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  35. 35
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    SEC EDGAROther events
  77. 77
    SEC EDGAROther events
  78. 78
    SEC EDGAROther events
  79. 79
  80. 80
  81. 81
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