ACNB 8-K
Acnb Corp (ACNB)
8-K
2025-10-23
For: 2025-10-23
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Added on
April 11, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
______________
Date of Report (Date of earliest event reported): October 23, 2025
(Exact name of Registrant as specified in its charter)
(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
| (Address of principal executive offices) | (Zip Code) | |||||||
| (Registrant’s telephone number, including area code) | ||||||||
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 (see General Instruction A.2. below):
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 ☐
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. ☐
Securities registered pursuant to Section 12(b) of the Act:
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CURRENT REPORT ON FORM 8-K
ITEM 2.02 Results of Operations and Financial Condition
ACNB Corporation released financial results for the three months ended September 30, 2025, as more fully described in the attached press release dated October 23, 2025. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information furnished under this Item 2.02 of this Current Report on Form 8-K shall not be deemed to be filed for purposes of the Securities Exchange Act of 1934.
ITEM 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit Number Description
104 Cover 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 Current Report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized.
ACNB CORPORATION (Registrant) | |||||||||||
| Dated: | October 23, 2025 | /s/ Kevin J. Hayes | |||||||||
| Kevin J. Hayes | |||||||||||
| Senior Vice President/ | |||||||||||
| General Counsel, Secretary & Chief Governance Officer | |||||||||||
PRESS RELEASE FOR IMMEDIATE RELEASE Contact: Jason H. Weber EVP/Treasurer & Chief Financial Officer 717.339.5090 [email protected] ACNB CORPORATION REPORTS 2025 THIRD QUARTER FINANCIAL RESULTS GETTYSBURG, PA, October 23, 2025 --- ACNB Corporation (NASDAQ: ACNB) (“ACNB” or the “Corporation”), financial holding company for ACNB Bank and ACNB Insurance Services, Inc., announced net income of $14.9 million, or $1.42 diluted earnings per share, for the three months ended September 30, 2025 compared to net income of $7.2 million, or $0.84 diluted earnings per share, for the three months ended September 30, 2024 and compared to net income of $11.6 million, or $1.11 diluted earnings per share, for the three months ended June 30, 2025. • Fully taxable equivalent (“FTE”) net interest margin was 4.27% for the three months ended September 30, 2025 compared to 4.21% for the three months ended June 30, 2025 and 3.77% for the three months ended September 30, 2024. • Return on average assets was 1.80% and return on average equity was 14.66% for the three months ended September 30, 2025. • Total non-performing loans to total loans, net of unearned income, was 0.43% at September 30, 2025 compared to 0.43% at June 30, 2025 and 0.39% at September 30, 2024. Net charge-offs to average loans outstanding (annualized) were 0.02% for the three months ended September 30, 2025 compared to 0.01% for the three months ended June 30, 2025 and 0.01% for the three months ended September 30, 2024. • Tangible common equity to tangible assets ratio1 of 10.14% at September 30, 2025 compared to 9.65% at June 30, 2025 and 10.74% at September 30, 2024. The net unrealized loss on the available for sale securities portfolio was $31.0 million at September 30, 2025 compared to a net unrealized loss of $36.2 million at June 30, 2025 and a net unrealized loss of $36.8 million at September 30, 2024. • As announced on Form 8-K on October 22, 2025, the Board of Directors approved and declared a regular quarterly cash dividend of $0.38 per share of ACNB Corporation common stock for the fourth quarter, reflecting a $0.04, or 11.8%, increase over the prior quarter, and $0.06, or 18.8%, increase over the same period of 2024. Exhibit 99.1 1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.
• ACNB repurchased 61,586 shares of ACNB common stock in open market transactions for the three months ended September 30, 2025. ACNB’s financial results for the first three quarters of 2025 were impacted by the acquisition of Traditions Bancorp, Inc. (“Traditions”) which was completed on February 1, 2025 (“Acquisition”). The financial results for any periods ended prior to February 1, 2025 reflect ACNB on a standalone basis. As a result, ACNB’s financial results for the three months ended September 30, 2025 may not be directly comparable to prior reported periods. “We are excited to report strong profitability and record quarterly net income for the third quarter of 2025. These strong results are a reflection of our continued commitment to our community banking business model and the successful acquisition and integration of Traditions Bank earlier in the year. The Acquisition is meeting our expectations operationally, financially and culturally.” said James P. Helt, ACNB Corporation President and Chief Executive Officer. “This quarter represented continued stable asset quality metrics, increased profitability and active capital management strategies including open market share repurchases and a strong dividend. These results are a direct result of our entire team working toward our vision to be financial services provider of choice in the markets we serve by building relationships and finding solutions.” Mr. Helt continued, “We now look to finish the year strong by managing through the economic cycles and by continuing to diversify our revenue streams with ACNB Insurance Services, ACNB Wealth Management and Traditions Mortgage. We believe that our strong foundation based on community banking principles combined with the growth opportunities before us through our strategic planning objectives will enable us to continue to provide for long term shareholder growth.” Net Interest Income and Margin Net interest income for the three months ended September 30, 2025 totaled $32.1 million, an increase of $1.1 million from the three months ended June 30, 2025 and an increase of $11.2 million from the three months ended September 30, 2024. The FTE net interest margin for the three months ended September 30, 2025 was 4.27%, a 6 basis points increase from the three months ended June 30, 2025 and a 50 basis points increase from the three months ended September 30, 2024. The increase in FTE net interest margin from the three months ended June 30, 2025 was driven primarily by a 7 basis points decrease in the cost of interest-bearing deposits as a result of lower rates on higher cost deposits from the Acquisition and lower balances of higher cost deposits from the Acquisition during the three months ended September 30, 2025. For the three months ended September 30, 2025, total average earning assets increased $28.5 million compared to the three months ended June 30, 2025. For the three months ended September 30, 2025, total average noninterest-bearing demand deposits increased $30.5 million from the three months ended June 30, 2025. The accretion impact of acquisition accounting adjustments on loans and deposits from the Acquisition was $2.1 million and $2.2 million for the three months ended September 30, 2025 and the three months ended June 30, 2025, respectively. The following discussion of increases in average balances and yields compared to the same period of the prior year was driven primarily by the Acquisition. For the three months ended September 30, 2025, total average loans increased $675.4 million compared to the three months ended September 30, 2024. The yield on total loans was 6.29% for the three months ended September 30, 2025, an increase of 73 basis points compared to the three months ended September 30, 2024. For the three months ended September 30, 2025, total average interest-bearing deposits increased $575.6 million from the three months ended September 30, 2024. The average rate paid on interest-bearing deposits was 1.42% for the three months ended September 30, 2025, an increase of 50 basis points from the three months ended September 30, 2024. For the three months ended ACNB Corporation Press Release/2025 Third Quarter Financial Results October 23, 2025 Page 2 of 12
September 30, 2025, total average noninterest-bearing demand deposits increased $116.5 million from the three months ended September 30, 2024. Noninterest Income Noninterest income for the three months ended September 30, 2025 was $8.4 million, a decrease of $271 thousand from the three months ended June 30, 2025 and an increase of $1.6 million from the three months ended September 30, 2024. Insurance commissions for the three months ended September 30, 2025 were $2.5 million, a decrease of $363 thousand from the three months ended June 30, 2025 driven primarily by lower contingent commission income and a decrease of $242 thousand from the three months ended September 30, 2024 driven primarily by timing of policy renewals and a decrease of $121 thousand from the cancellation of policies related to one customer. Gain from mortgage loans held for sale for the three months ended September 30, 2025 was $1.5 million, a decrease of $112 thousand from the three months ended June 30, 2025 and an increase of $1.4 million from the three months ended September 30, 2024. Service charges on deposits were $1.3 million, an increase of $107 thousand from the three months ended June 30, 2025 and an increase of $238 thousand from the three months ended September 30, 2024 driven primarily by the Acquisition and an increase in overall customer activity. Noninterest Expense Noninterest expense for the three months ended September 30, 2025 decreased $3.0 million from the three months ended June 30, 2025 and increased $4.1 million from the three months ended September 30, 2024. Merger-related expenses totaled $169 thousand for the three months ended September 30, 2025 compared to $1.9 million for the three months ended June 30, 2025 and $1.1 million for the three months ended September 30, 2024. Salaries and employee benefits expense for the three months ended September 30, 2025 decreased $502 thousand compared to three months ended June 30, 2025 driven primarily by a higher employee vacancy rate, lower incentive compensation expense, lower overtime, conversion related expense and lower health insurance expense, and increased $2.2 million compared to the three months ended September 30, 2024 driven primarily by additional employees attributable to the Acquisition, merit increases, and higher mortgage commissions. Equipment expense for the three months ended September 30, 2025 decreased $237 thousand compared to the three months ended June 30, 2025, driven primarily by a rebate received from a large vendor during the three months ended September 30, 2025 and increased $604 thousand compared to the three months ended September 30, 2024 driven primarily by the Acquisition and the implementation of new additional products into our core processing system. Other tax increased $341 thousand for the three months ended September 30, 2025 compared to the three months ended June 30, 2025 driven primarily by earned income tax credits recognized in the prior period and increased $201 thousand compared to the three months ended September 30, 2024 driven primarily by the Acquisition. Intangible assets amortization increased $825 thousand during the three months ended September 30, 2025 compared to the three months ended September 30, 2024, a result of the Acquisition. Other decreased $628 thousand for the three months ended September 30, 2025 compared to the three months ended June 30, 2025 driven primarily by earned income tax related donations and stale conversion related items written off in the prior period and increased $738 thousand compared to the three months ended September 30, 2024 driven primarily by the Acquisition and higher internet banking services. Loans and Asset Quality Total loans outstanding were $2.34 billion at September 30, 2025, a decrease of $5.2 million from June 30, 2025 and an increase of $659.5 million from September 30, 2024. The decrease compared to June 30, 2025 was across residential mortgage, commercial and industrial, real estate construction and consumer and was partially offset by increases in commercial real estate and home equity lines of credit. The increase compared ACNB Corporation Press Release/2025 Third Quarter Financial Results October 23, 2025 Page 3 of 12
to September 30, 2024 was spread across all loan categories and was driven primarily by the Acquisition. The allowance for credit losses was $23.7 million at September 30, 2025, a decrease of $693 thousand compared to June 30, 2025 and an increase of $6.4 million compared to September 30, 2024. The decrease compared to June 30, 2025 was driven primarily by the movement of construction loans to lower loss rate segments and the paydowns of loans with a specific reserve. The increase compared to September 30, 2024 was driven primarily by the Acquisition. Deposits and Borrowings Deposits totaled $2.47 billion at September 30, 2025, a decrease of $58.6 million from June 30, 2025 and an increase of $674.6 million from September 30, 2024. Total interest-bearing deposits were $1.88 billion at September 30, 2025, a decrease of $72.0 million from June 30, 2025 and an increase of $556.4 million from September 30, 2024. Money market and time deposits, included in interest-bearing deposits, decreased $38.3 million and $34.0 million, respectively, since June 30, 2025 and increased $244.2 million and $189.7 million, respectively, since September 30, 2024. The decreases in money market and time deposits from June 30, 2025 were driven primarily by lower balances of higher cost money market and time deposits from the Acquisition and a net decline of $20.0 million of short-term brokered deposits. Included in total deposits at September 30, 2025 were $581.7 million of noninterest-bearing deposits, which increased $13.4 million and $118.2 million from June 30, 2025 and September 30, 2024, respectively. The overall increase in total deposits compared to September 30, 2024 was driven primarily by the Acquisition. Total borrowings were $335.8 million at September 30, 2025, an increase of $37.4 million and $42.7 million compared to June 30, 2025 and September 30, 2024, respectively. Total borrowings increased from June 30, 2025 driven primarily by an increase in short-term borrowings. The bank executed a three month FHLB borrowing of $25.0 million at a rate of 4.55% for the three months ended September 30, 2025. Simultaneously, the Bank executed a receive-floating, pay-fixed three year interest rate swap at a rate of 3.53%. Stockholders’ Equity Total stockholders’ equity was $408.6 million at September 30, 2025 compared to $395.2 million at June 30, 2025 and $306.8 million at September 30, 2024. The increase at September 30, 2025 compared to June 30, 2025 was driven primarily by net income of $14.9 million and a $4.3 million change in unrealized gains in available for sale investment securities slightly offset by dividends paid of $3.5 million and common stock repurchased of $2.7 million for the three months ended September 30, 2025. The increase at September 30, 2025 compared to September 30, 2024 was driven primarily by the common stock equity issued in the Acquisition. Tangible book value1 per share was $30.87, $29.30 and $29.90 at September 30, 2025, June 30, 2025 and September 30, 2024, respectively. About ACNB Corporation ACNB Corporation, headquartered in Gettysburg, PA, is the independent $3.25 billion financial holding company for the wholly-owned subsidiaries of ACNB Bank, Gettysburg, PA, including its operating divisions Traditions Bank and Traditions Mortgage, and ACNB Insurance Services, Inc., Westminster, MD. Originally founded in 1857, ACNB Bank serves its marketplace with banking and wealth management services, including trust and retail brokerage, via a network of 33 community banking offices and one loan office located in the Pennsylvania counties of Adams, Cumberland, Franklin, Lancaster and York, and the Maryland counties of Baltimore, Carroll and Frederick. ACNB Insurance Services, Inc. is a full-service insurance agency with licenses in 46 states. The agency offers a broad range of property, casualty, health, life and disability insurance ACNB Corporation Press Release/2025 Third Quarter Financial Results October 23, 2025 Page 4 of 12 1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document.
serving personal and commercial clients through office locations in Westminster, MD and Gettysburg, PA. For more information regarding ACNB Corporation and its subsidiaries, please visit investor.acnb.com. # # # SAFE HARBOR AND FORWARD-LOOKING STATEMENTS - Should there be a material subsequent event prior to the filing of the Quarterly Report on Form 10-Q with the Securities and Exchange Commission, the financial information reported in this press release is subject to change to reflect the subsequent event. In addition to historical information, this press release may contain forward-looking statements. Examples of forward-looking statements include, but are not limited to, (a) projections or statements regarding future earnings, expenses, net interest income, other income, earnings or loss per share, asset mix and quality, growth prospects, capital structure, and other financial terms, (b) statements of plans and objectives of Management or the Board of Directors, and (c) statements of assumptions, such as economic conditions in the Corporation’s market areas. Such forward-looking statements can be identified by the use of forward-looking terminology such as “believes”, “expects”, “may”, “intends”, “will”, “should”, “anticipates”, or the negative of any of the foregoing or other variations thereon or comparable terminology, or by discussion of strategy. Forward-looking statements are subject to certain risks and uncertainties such as national, regional and local economic conditions, competitive factors, and regulatory limitations. Actual results may differ materially from those projected in the forward-looking statements. Such risks, uncertainties, and other factors that could cause actual results and experience to differ from those projected include, but are not limited to, the following: short-term and long-term effects of inflation and rising costs on the Corporation, customers and economy; banking instability caused by bank failures and financial uncertainty of various banks which may adversely impact the Corporation and its securities and loan values, deposit stability, capital adequacy, financial condition, operations, liquidity, and results of operations; effects of governmental and fiscal policies, as well as legislative and regulatory changes; effects of new laws and regulations (including laws and regulations concerning taxes, banking, securities and insurance) and their application with which the Corporation and its subsidiaries must comply; impacts of the capital and liquidity requirements of the Basel III standards; effects of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Financial Accounting Standards Board and other accounting standard setters; ineffectiveness of the business strategy due to changes in current or future market conditions; future actions or inactions of the United States government, including the effects of short-term and long-term federal budget and tax negotiations and a failure to increase the government debt limit or a prolonged shutdown of the federal government; effects of economic conditions particularly with regard to the negative impact of any pandemic, epidemic or health-related crisis and the responses thereto on the operations of the Corporation and current customers, specifically the effect of the economy on loan customers’ ability to repay loans; effects of competition, and of changes in laws and regulations on competition, including industry consolidation and development of competing financial products and services; inflation, securities market and monetary fluctuations; risks of changes in interest rates on the level and composition of deposits, loan demand, and the values of loan collateral, securities, and interest rate protection agreements, as well as interest rate risks; difficulties in acquisitions and integrating and operating acquired business operations, including information technology difficulties; challenges in establishing and maintaining operations in new markets; effects of technology changes; effects of general economic conditions and more specifically in the Corporation’s market areas; failure of assumptions underlying the establishment of reserves for credit losses and estimations of values of collateral and various financial assets and liabilities; acts of war or terrorism or geopolitical instability; disruption of credit and equity markets; ability to manage current levels of impaired assets; loss of certain key officers; ability to maintain the value and image of the Corporation’s brand and protect the Corporation’s intellectual property rights; continued relationships with major customers; and, potential impacts to the Corporation from continually evolving cybersecurity and other technological risks and attacks, including additional costs, reputational damage, regulatory penalties, and financial losses. 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 the Corporation's consolidated financial statements when filed with the SEC. Accordingly, the financial information in this announcement is subject to change. We caution readers not to place undue reliance on these forward-looking statements. They only reflect Management’s analysis as of this date. The Corporation does not revise or update these forward-looking statements to reflect events or changed circumstances. Please carefully review the risk factors described in other documents the Corporation files from time to time with the SEC, including the Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Please also carefully review any Current Reports on Form 8-K filed by the Corporation with the SEC. ACNB #2025-10 October 23, 2025 ACNB Corporation Press Release/2025 Third Quarter Financial Results October 23, 2025 Page 5 of 12
ACNB Corporation Financial Highlights Selected Financial Data by Respective Quarter End (Unaudited) (Dollars in thousands, except per share data) September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024 September 30, 2024 BALANCE SHEET DATA Total assets $ 3,250,838 $ 3,259,528 $ 3,270,041 $ 2,394,830 $ 2,420,914 Investment securities 526,570 520,758 521,306 459,472 483,604 Total loans, net of unearned income 2,336,605 2,341,816 2,322,209 1,682,910 1,677,112 Allowance for credit losses (23,660) (24,353) (24,646) (17,280) (17,214) Deposits 2,465,896 2,524,541 2,540,009 1,792,501 1,791,317 Allowance for unfunded commitments 1,384 1,529 1,883 1,394 1,349 Borrowings 335,833 298,395 299,531 271,159 293,091 Stockholders’ equity 408,642 395,151 386,883 303,273 306,755 INCOME STATEMENT DATA Interest and dividend income $ 42,490 $ 41,576 $ 36,290 $ 27,381 $ 27,241 Interest expense 10,353 10,564 9,200 6,269 6,299 Net interest income 32,137 31,012 27,090 21,112 20,942 (Reversal of) provision for credit losses (584) (228) 5,968 249 81 (Reversal of) provision for unfunded commitments (145) (354) (480) 44 40 Net interest income after (reversal of) provisions for credit losses and unfunded commitments 32,866 31,594 21,602 20,819 20,821 Noninterest income 8,411 8,682 7,184 5,803 6,833 Noninterest expenses 22,361 25,366 29,335 18,388 18,244 Income (loss) before income taxes 18,916 14,910 (549) 8,234 9,410 Income tax expense (benefit) 4,046 3,262 (277) 1,639 2,206 Net income (loss) $ 14,870 $ 11,648 $ (272) $ 6,595 $ 7,204 PROFITABILITY RATIOS Total loans, net of unearned income to deposits 94.76 % 92.76 % 91.43 % 93.89 % 93.62 % Return on average assets (annualized) 1.80 1.43 (0.04) 1.08 1.17 Return on average equity (annualized) 14.66 11.96 (0.31) 8.57 9.63 Efficiency ratio1 51.96 56.21 60.13 63.83 60.56 FTE Net interest margin 4.27 4.21 4.07 3.81 3.77 Yield on average earning assets 5.64 5.64 5.45 4.93 4.90 Yield on investment securities 3.03 2.95 2.91 2.58 2.59 Yield on total loans 6.29 6.29 6.08 5.61 5.56 Cost of funds 1.45 1.50 1.45 1.19 1.19 PER SHARE DATA Diluted earnings (loss) per share $ 1.42 $ 1.11 $ (0.03) $ 0.77 $ 0.84 Cash dividends paid per share 0.34 0.34 0.32 0.32 0.32 Tangible book value per share1 30.87 29.30 28.23 29.51 29.90 CAPITAL RATIOS2 Tier 1 leverage ratio 11.22 % 10.97 % 11.81 % 12.52 % 12.46 % Common equity tier 1 ratio 14.45 13.96 13.65 16.27 16.07 Tier 1 risk based capital ratio 14.67 14.17 13.86 16.56 16.36 Total risk based capital ratio 16.22 15.75 15.45 18.36 18.15 CREDIT QUALITY Net charge-offs to average loans outstanding (annualized) 0.02 % 0.01 % 0.01 % 0.04 % 0.01 % Total non-performing loans to total loans, net of unearned income3 0.43 0.43 0.43 0.40 0.39 Total non-performing assets to total assets4 0.31 0.31 0.32 0.30 0.29 Allowance for credit losses to total loans, net of unearned income 1.01 1.04 1.06 1.03 1.03 ACNB Corporation Press Release/2025 Third Quarter Financial Results October 23, 2025 Page 6 of 12 1 Non-GAAP financial measure. Please refer to the calculation on the page titled “Non-GAAP Reconciliation” at the end of this document. 2 Regulatory capital ratios as of September 30, 2025 are preliminary. 3 Non-performing loans consists of loans on nonaccrual status and loans greater than 90 days past due and still accruing interest. 4 Non-performing assets consists of non-performing loans and foreclosed assets held for resale.
Consolidated Statements of Condition (Unaudited) (Dollars in thousands, except per share data) September 30, 2025 June 30, 2025 September 30, 2024 ASSETS Cash and due from banks $ 30,500 $ 32,834 $ 24,636 Interest-bearing deposits with banks 71,639 70,275 33,456 Total Cash and Cash Equivalents 102,139 103,109 58,092 Equity securities with readily determinable fair values 945 936 947 Investment securities available for sale, at estimated fair value 462,217 455,317 418,079 Investment securities held to maturity, at amortized cost (fair value $56,932, $56,420 and $59,038) 63,408 64,505 64,578 Loans held for sale 16,850 16,455 1,080 Total loans, net of unearned income 2,336,605 2,341,816 1,677,112 Less: Allowance for credit losses (23,660) (24,353) (17,214) Loans, net 2,312,945 2,317,463 1,659,898 Premises and equipment, net 31,107 31,581 25,542 Right of use asset 4,403 4,657 2,110 Restricted investment in bank stocks 14,462 13,533 10,853 Investment in bank-owned life insurance 96,755 96,104 81,344 Investments in low-income housing partnerships 783 814 909 Goodwill 64,449 64,449 44,185 Intangible assets, net 23,565 24,694 8,142 Assets held for sale 275 — — Foreclosed assets held for resale 32 32 406 Other assets 56,503 65,879 44,749 Total Assets $ 3,250,838 $ 3,259,528 $ 2,420,914 LIABILITIES AND STOCKHOLDERS’ EQUITY Deposits: Noninterest-bearing $ 581,697 $ 568,301 $ 463,501 Interest-bearing 1,884,199 1,956,240 1,327,816 Total Deposits 2,465,896 2,524,541 1,791,317 Short-term borrowings 80,468 43,041 37,769 Long-term borrowings 255,365 255,354 255,322 Lease liability 4,696 4,946 2,110 Allowance for unfunded commitments 1,384 1,529 1,349 Other liabilities 34,387 34,966 26,292 Total Liabilities 2,842,196 2,864,377 2,114,159 Stockholders’ Equity: Preferred Stock, $2.50 par value, 20,000,000 shares authorized; no shares outstanding at September 30, 2025, June 30, 2025 and September 30, 2024 — — — Common stock, $2.50 par value, 20,000,000 shares authorized; 11,023,573, 11,017,121, and 8,940,133 shares issued; 10,423,015, 10,478,149, and 8,548,625 shares outstanding at September 30, 2025, June 30, 2025 and September 30, 2024, respectively 27,555 27,539 22,344 Treasury stock, at cost, 600,558, 538,972, and 391,508 at September 30, 2025, June 30, 2025, and September 30, 2024, respectively (19,875) (17,167) (11,203) Additional paid-in capital 179,130 178,553 98,697 Retained earnings 250,410 239,077 230,752 Accumulated other comprehensive loss (28,578) (32,851) (33,835) Total Stockholders’ Equity 408,642 395,151 306,755 Total Liabilities and Stockholders’ Equity $ 3,250,838 $ 3,259,528 $ 2,420,914 ACNB Corporation Press Release/2025 Third Quarter Financial Results October 23, 2025 Page 7 of 12
Consolidated Income Statements (Unaudited) Three Months Ended September 30, Nine Months Ended September 30, (Dollars in thousands, except per share data) 2025 2024 2025 2024 INTEREST AND DIVIDEND INCOME Loans, including fees: Taxable $ 36,961 $ 23,108 $ 105,192 $ 67,253 Tax-exempt 324 311 933 943 Investment securities: Taxable 3,430 2,617 9,615 8,193 Tax-exempt 281 284 852 852 Dividends 332 251 979 739 Other 1,162 670 2,785 2,104 Total Interest and Dividend Income 42,490 27,241 120,356 80,084 INTEREST EXPENSE Deposits 6,872 3,112 20,152 7,915 Short-term borrowings 513 204 1,148 847 Long-term borrowings 2,968 2,983 8,817 8,823 Total Interest Expense 10,353 6,299 30,117 17,585 Net Interest Income 32,137 20,942 90,239 62,499 (Reversal of) provision for credit losses (584) 81 5,156 (2,686) (Reversal of) provision for unfunded commitments (145) 40 (979) (370) Net Interest Income after (Reversal of) Provisions for Credit Losses and Unfunded Commitments 32,866 20,821 86,062 65,555 NONINTEREST INCOME Insurance commissions 2,545 2,787 7,600 7,649 Service charges on deposits 1,286 1,048 3,559 3,060 Wealth management 1,125 1,188 3,275 3,219 Gain from mortgage loans held for sale 1,463 112 3,893 194 ATM debit card charges 904 828 2,640 2,488 Earnings on investment in bank-owned life insurance 651 503 1,858 1,473 Gain on life insurance proceeds — — 285 — Net gains on sales or calls of investment securities — — 22 69 Net gains on equity securities 9 28 26 19 Other 428 339 1,119 756 Total Noninterest Income 8,411 6,833 24,277 18,927 NONINTEREST EXPENSES Salaries and employee benefits 13,191 11,017 39,745 32,611 Equipment 2,302 1,698 7,121 4,997 Net occupancy 1,217 945 3,936 3,066 Professional services 588 409 1,908 1,554 FDIC and regulatory 457 365 1,293 1,088 Other tax 561 360 1,308 1,086 Intangible assets amortization 1,129 304 3,127 940 Merger-related 169 1,137 10,143 1,160 Other 2,747 2,009 8,481 5,795 Total Noninterest Expenses 22,361 18,244 77,062 52,297 Income Before Income Taxes 18,916 9,410 33,277 32,185 Income tax expense 4,046 2,206 7,031 6,934 Net Income $ 14,870 $ 7,204 $ 26,246 $ 25,251 PER SHARE DATA Basic earnings $ 1.43 $ 0.85 $ 2.57 $ 2.97 Diluted earnings $ 1.42 $ 0.84 $ 2.56 $ 2.96 Weighted average shares basic 10,419,581 8,507,140 10,228,029 8,500,860 Weighted average shares diluted 10,455,461 8,545,578 10,257,800 8,532,691 ACNB Corporation Press Release/2025 Third Quarter Financial Results October 23, 2025 Page 8 of 12
Average Balances, Income and Expenses, Yields and Rates Three months ended Three months ended Three months ended Three months ended Three months ended September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024 September 30, 2024 (Dollars in thousands) Average Balance Interest1 Yield/ Rate Average Balance Interest1 Yield/ Rate Average Balance Interest1 Yield/ Rate Average Balance Interest1 Yield/ Rate Average Balance Interest1 Yield/ Rate ASSETS Loans: Taxable $ 2,298,054 $ 36,961 6.38 % $ 2,296,429 $ 36,555 6.38 % $ 2,080,231 $ 31,676 6.18 % $ 1,619,245 $ 23,294 5.72 % $ 1,618,879 $ 23,108 5.68 % Tax-exempt 58,587 410 2.78 58,903 401 2.73 57,969 370 2.59 57,683 366 2.52 62,401 394 2.51 Total Loans2 2,356,641 37,371 6.29 2,355,332 36,956 6.29 2,138,200 32,046 6.08 1,676,928 23,660 5.61 1,681,280 23,502 5.56 Investment Securities: Taxable 485,309 3,762 3.08 482,933 3,590 2.98 447,986 3,242 2.93 431,338 2,786 2.57 441,135 2,868 2.59 Tax-exempt 53,165 356 2.66 54,261 358 2.65 54,659 365 2.71 54,453 359 2.62 54,549 359 2.62 Total Investments3 538,474 4,118 3.03 537,194 3,948 2.95 502,645 3,607 2.91 485,791 3,145 2.58 495,684 3,227 2.59 Interest-bearing deposits with banks 103,290 1,162 4.46 77,348 831 4.31 73,181 792 4.39 60,104 728 4.82 48,794 670 5.46 Total Earning Assets 2,998,405 42,651 5.64 2,969,874 41,735 5.64 2,714,026 36,445 5.45 2,222,823 27,533 4.93 2,225,758 27,399 4.90 Cash and due from banks 26,709 25,610 20,603 20,413 21,684 Premises and equipment 31,514 32,019 29,903 25,679 25,716 Other assets 245,899 255,624 224,522 181,180 184,105 Allowance for credit losses (24,312) (24,615) (19,939) (17,153) (17,147) Total Assets $ 3,278,215 $ 3,258,512 $ 2,969,115 $ 2,432,942 $ 2,440,116 LIABILITIES Interest-bearing demand deposits $ 616,565 $ 570 0.37 % $ 612,812 $ 514 0.34 % $ 573,341 $ 524 0.37 % $ 519,833 $ 511 0.39 % $ 518,368 $ 552 0.42 % Money markets 510,655 2,530 1.97 536,755 2,706 2.02 447,297 1,984 1.80 251,781 747 1.18 246,653 692 1.12 Savings deposits 335,083 26 0.03 342,327 27 0.03 331,103 27 0.03 315,512 34 0.04 318,291 26 0.03 Time deposits 454,625 3,746 3.27 473,589 4,037 3.42 410,749 3,461 3.42 268,559 1,987 2.94 258,053 1,842 2.84 Total Interest-Bearing Deposits 1,916,928 6,872 1.42 1,965,483 7,284 1.49 1,762,490 5,996 1.38 1,355,685 3,279 0.96 1,341,365 3,112 0.92 Short-term borrowings 70,389 513 2.89 44,515 341 3.07 38,721 294 3.08 23,087 12 0.21 38,666 204 2.10 Long-term borrowings 255,358 2,968 4.61 255,347 2,939 4.62 257,558 2,910 4.58 255,326 2,978 4.64 255,316 2,983 4.65 Total Borrowings 325,747 3,481 4.24 299,862 3,280 4.39 296,279 3,204 4.39 278,413 2,990 4.27 293,982 3,187 4.31 Total Interest-Bearing Liabilities 2,242,675 10,353 1.83 2,265,345 10,564 1.87 2,058,769 9,200 1.81 1,634,098 6,269 1.53 1,635,347 6,299 1.53 Noninterest-bearing demand deposits 593,800 563,321 512,966 464,949 477,350 Other liabilities 39,397 39,271 36,934 27,887 29,946 Stockholders’ Equity 402,343 390,575 360,446 306,008 297,473 Total Liabilities and Stockholders’ Equity $ 3,278,215 $ 3,258,512 $ 2,969,115 $ 2,432,942 $ 2,440,116 Taxable Equivalent Net Interest Income 32,298 31,171 27,245 21,264 21,100 Taxable Equivalent Adjustment (161) (159) (155) (152) (158) Net Interest Income $ 32,137 $ 31,012 $ 27,090 $ 21,112 $ 20,942 Cost of Funds 1.45% 1.50 % 1.45 % 1.19 % 1.19% FTE Net Interest Margin 4.27% 4.21 % 4.07 % 3.81 % 3.77% ACNB Corporation Press Release/2025 Third Quarter Financial Results October 23, 2025 Page 9 of 12 1 Income on interest-earning assets has been computed on a fully taxable equivalent (FTE) basis using the 21% federal income tax statutory rate. 2 Average balances include non-accrual loans and are net of unearned income. 3 Average balances of investment securities is computed at fair value.
Average Balances, Income and Expenses, Yields and Rates Nine months ended September 30, 2025 Nine months ended September 30, 2024 (Dollars in thousands) Average Balance Interest1 Yield/ Rate Average Balance Interest1 Yield/ Rate ASSETS Loans: Taxable $ 2,225,652 $ 105,192 6.32 % $ 1,601,520 $ 67,253 5.61 % Tax-exempt 58,489 1,181 2.70 64,161 1,194 2.49 Total Loans2 2,284,141 106,373 6.23 1,665,681 68,447 5.49 Investment Securities: Taxable 472,212 10,594 3.00 450,297 8,932 2.65 Tax-exempt 54,023 1,078 2.67 54,644 1,078 2.64 Total Investments3 526,235 11,672 2.97 504,941 10,010 2.65 Interest-bearing deposits with banks 84,717 2,785 4.40 51,258 2,104 5.48 Total Earning Assets 2,895,093 120,830 5.58 2,221,880 80,561 4.84 Cash and due from banks 24,330 21,091 Premises and equipment 31,151 25,939 Other assets 242,143 186,330 Allowance for credit losses (22,971) (19,071) Total Assets $ 3,169,746 $ 2,436,169 LIABILITIES Interest-bearing demand deposits $ 601,064 $ 1,608 0.36 % $ 514,757 $ 1,092 0.28 % Money markets 498,468 7,220 1.94 247,710 1,841 0.99 Savings deposits 336,185 80 0.03 326,895 84 0.03 Time deposits 446,482 11,244 3.37 255,203 4,898 2.56 Total Interest-Bearing Deposits 1,882,199 20,152 1.43 1,344,565 7,915 0.79 Short-term borrowings 51,324 1,148 2.99 40,993 847 2.76 Long-term borrowings 256,080 8,817 4.60 253,116 8,823 4.66 Total Borrowings 307,404 9,965 4.33 294,109 9,670 4.39 Total Interest-Bearing Liabilities 2,189,603 30,117 1.84 1,638,674 17,585 1.43 Noninterest-bearing demand deposits 556,992 483,095 Other liabilities 38,543 28,406 Stockholders’ Equity 384,608 285,994 Total Liabilities and Stockholders’ Equity $ 3,169,746 $ 2,436,169 Taxable Equivalent Net Interest Income 90,713 62,976 Taxable Equivalent Adjustment (474) (477) Net Interest Income $ 90,239 $ 62,499 Cost of Funds 1.47 % 1.11 % FTE Net Interest Margin 4.19 % 3.79 % ACNB Corporation Press Release/2025 Third Quarter Financial Results October 23, 2025 Page 10 of 12 1 Income on interest-earning assets has been computed on a fully taxable equivalent basis (FTE) using the 21% federal income tax statutory rate. 2 Average balances include non-accrual loans and are net of unearned income. 3 Average balances of investment securities is computed at fair value.
Loan and Deposit Detail by Type Variance (Dollars in thousands) September 30, 2025 June 30, 2025 September 30, 2024 September 2025 vs. June 2025 September 2025 vs. September 2024 Loans Commercial real estate $ 1,263,896 $ 1,254,733 $ 957,904 $ 9,163 $ 305,992 Residential mortgage 593,283 594,889 397,994 (1,606) 195,289 Commercial and industrial 218,364 226,276 152,148 (7,912) 66,216 Home equity lines of credit 125,839 122,546 84,316 3,293 41,523 Real estate construction 126,451 135,023 75,953 (8,572) 50,498 Consumer 10,144 10,253 9,773 (109) 371 Gross loans 2,337,977 2,343,720 1,678,088 (5,743) 659,889 Unearned income (1,372) (1,904) (976) 532 (396) Total loans, net of unearned income $ 2,336,605 $ 2,341,816 $ 1,677,112 $ (5,211) $ 659,493 Variance (Dollars in thousands) September 30, 2025 June 30, 2025 September 30, 2024 September 2025 vs. June 2025 September 2025 vs. September 2024 Deposits Noninterest-bearing demand deposits $ 581,697 $ 568,301 $ 463,501 $ 13,396 $ 118,196 Interest-bearing demand deposits 614,130 604,854 509,930 9,276 104,200 Money market 493,430 531,738 249,197 (38,308) 244,233 Savings 330,200 339,179 311,958 (8,979) 18,242 Total demand and savings 2,019,457 2,044,072 1,534,586 (24,615) 484,871 Time 446,439 480,469 256,731 (34,030) 189,708 Total deposits $ 2,465,896 $ 2,524,541 $ 1,791,317 $ (58,645) $ 674,579 ACNB Corporation Press Release/2025 Third Quarter Financial Results October 23, 2025 Page 11 of 12
Non-GAAP Reconciliation Note: The Corporation has presented the following non-GAAP financial measures because it believes that these measures provide useful and comparative information to assess trends in the Corporation’s results of operations and financial condition. These non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Corporation’s industry. Investors should recognize that the Corporation’s presentation of these non- GAAP financial measures might not be comparable to similarly-titled measures of other corporations. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures, and the Corporation strongly encourages a review of its condensed consolidated financial statements in their entirety. Tangible book value per share Stockholders’ equity $ 408,642 $ 395,151 $ 386,883 $ 303,273 $ 306,755 Less: Goodwill and intangible assets (88,014) (89,143) (90,284) (52,023) (52,327) Tangible common stockholders’ equity (numerator) $ 320,628 $ 306,008 $ 296,599 $ 251,250 $ 254,428 Shares outstanding, less unvested shares, end of period (denominator) 10,387,135 10,442,269 10,506,822 8,515,347 8,510,187 Tangible book value per share $ 30.87 $ 29.30 $ 28.23 $ 29.51 $ 29.90 Tangible common equity to tangible assets (TCE/TA Ratio) Tangible common stockholders’ equity (numerator) $ 320,628 $ 306,008 $ 296,599 $ 251,250 $ 254,428 Total assets $ 3,250,838 $ 3,259,528 $ 3,270,041 $ 2,394,830 $ 2,420,914 Less: Goodwill and intangible assets (88,014) (89,143) (90,284) (52,023) (52,327) Total tangible assets (denominator) $ 3,162,824 $ 3,170,385 $ 3,179,757 $ 2,342,807 $ 2,368,587 Tangible common equity to tangible assets 10.14 % 9.65 % 9.33 % 10.72 % 10.74 % Efficiency Ratio Noninterest expense $ 22,361 $ 25,366 $ 29,335 $ 18,388 $ 18,244 Less: Intangible amortization 1,129 1,141 857 304 304 Less: Merger-related expense 169 1,943 8,031 885 1,137 Noninterest expense (numerator) $ 21,063 $ 22,282 $ 20,447 $ 17,199 $ 16,803 Net interest income $ 32,137 $ 31,012 $ 27,090 $ 21,112 $ 20,942 Plus: Total noninterest income 8,411 8,682 7,184 5,803 6,833 Less: Gain on life insurance proceeds — 31 254 — — Less: Net gains on sales or calls of securities — 22 — — — Less: Net gains (losses) on equity securities 9 3 14 (28) 28 Total revenue (denominator) $ 40,539 $ 39,638 $ 34,006 $ 26,943 $ 27,747 Efficiency ratio 51.96 % 56.21 % 60.13 % 63.83 % 60.56 % Three Months Ended (Dollars in thousands, except per share data) September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024 September 30, 2024 ACNB Corporation Press Release/2025 Third Quarter Financial Results October 23, 2025 Page 12 of 12