Good morning. My name is Sarah, and I will be your conference operator today. At this time, I would like to welcome everyone to the Orstown Financial Services, Inc. Fourth Quarter 2025 Earnings Conference Call. All lines have been placed on mute to prevent any background noise. After the speaker's remarks, there will be a question and answer session. If you would like to ask a question during the Q&A session, simply press star, followed by the number one on your telephone keypad. If you would like to withdraw your question, press star 1 again. I will now turn the call over to Tom Quinn, President and Chief Executive Officer of Orstown Financial Services, Inc., and Orstown Bank, who will begin the conference. Mr. Quinn, please go ahead.

Thank you, Operator, and good morning. I'd like to thank everyone for participating in Orstown's fourth quarter 2025 earnings conference call, both by telephone and through the webcast. If you have not read the earnings release we issued yesterday afternoon, you may access it along with the financial tables and schedules by going to our website, www.orstown.com. Once there, you can click on the Investor Relations link and then the Events and Presentations link. Also, before we start, I would like to mention that today's presentation may contain forward-looking information. Cautionary statements about the information are included in the earnings release, the investor presentation, and our SEC filings. The earnings release and investor presentations also include non-GAAP financial measures. The appropriate reconciliations to GAAP are included in those documents. Joining me on the call this morning are Oristown's Senior Executive Vice President and Chief Operating Officer, Adam Metz, as well as our Executive Vice President and Chief Financial Officer, Neil Kalani. Our Chief Revenue Officer, Zach Corey, Chief Risk Officer, Bob Crotty, and our Chief Credit Officer, Dave Chakowsky, will also participate in the call. Our financial highlights, Orstown achieved the highest reported annual net income in the company's history of 106 years. Net income was $80.9 million, or $4.18 for diluted share. Our return on average equity was $14.76. Return on average assets was 1.49%. Net interest margin came in at $404, and fee income of $52.3 million contributed to 21% of the total operating income. We demonstrated our ability to maintain net interest in margin near top of peers, enhanced fee income, and created efficiencies, all while maintaining our focus on leading with risk. Regularly investing in the future remains a key strategy for the bank. We brought in several talented team members in 2026 and will continue to do so. With that has come a strong loan pipeline and enhanced growth opportunities going forward. Overall, it was a highly successful year for Orstown, particularly with the numerous challenges presented to us along the way. We are proud that we have consistently demonstrated the ability to maintain strong profitability in any environment and expect that to continue going forward. I will now turn the call over to Adam Metz, who will speak about our quarterly results. Adam.

Thank you, Tom, and good morning, everyone. Our quarterly financial highlights are summarized on slide three of our deck. As was the case with our annual results, our fourth quarter earnings were impressive. Net income was $21.5 million, or $1.11 per diluted share. We maintained a strong net interest margin, which coupled with non-interest income growth, drove our continued earnings and capital generation in the fourth quarter. Non-interest income as a percentage of operating revenue was 22% in the fourth quarter. That's the third consecutive quarter where this ratio exceeded 20%. As Tom said, enhancing non-interest income and investing in the future remain key strategic priorities for the bank. We recently announced the hiring of matt albert as our chief wealth officer matt's proven track record in team leadership and his client first approach align perfectly with our mission to deliver personalized high quality financial advice and trust services over time we will look to matt to bring additional talent to the organization our proven philosophy remains that investing in the right people today will lead to continued growth in the future we are also looking for newer sources of fee income such as our recently increased presence in the merchant services space loan growth was steady during the fourth quarter coming in at four percent loan growth was tempered by some projected closings being pushed into the first quarter of 2026. growth has been balanced across our footprint and our product set a nice mix of cni and cre and we have also seen the benefit of our investment in the middle market team we remain confident in our pipelines which remain strong and the ability of our experienced relationship bankers to continue to responsibly grow the loan portfolio credit quality remains strong highlighted by minimal provision expense a reduction in classified loans, and a healthy reserve coverage ratio. The bank recorded provision expense of $0.1 million and net charge-offs of $0.5 million during the quarter. Classified loans decreased by $5.7 million from the prior quarter. The allowance for credit losses on loans as a percentage of total loans ended the quarter at 1.19 percent compared to 1.21 percent at the end of the prior quarter. We believe the allowance coverage properly aligns with the makeup of the loan portfolio. While delinquencies have increased, we do not believe it is indicative of a broader trend. We continue to build capital, which will create flexibility for us in the future. Capital ratios increased across the board quarter to quarter. We remain well capitalized by all measures. Our shareholders remain our top priority. we remain focused on building shareholder value through strong earnings and an attractive dividend as a result of our strong earnings performance the board voted to increase our quarterly dividend by three cents per share from 27 to 30 cents per share this is the fourth dividend increase in the past 18 months and our dividend has increased 50 percent since the merger date Neil Kalani, our CFO, will now discuss our fourth quarter results in more detail.

Thank you, Adam. Good morning, everyone. As Adam noted, we finished 25 strong with $21.5 million in net income, or $1.11 in earnings for diluted share. ROA was $1.55 for the quarter, and ROE was 14.7%. Then I'll start on slide four of the earnings deck with my discussion. The net interest margin was 4.00% in the fourth quarter, down from 4.11% in the third quarter. There are a couple factors that played into this. First, purchase account increase in impact to the margin was about six basis points lower in the fourth quarter. Also, the Fed rate cuts in September and October resulted in reduced interest income on our variable rate loans. Continued market pressure has led them to lag in deposit rate reductions. We expect funding costs to come down starting in the first quarter of 26, and I'm projecting an interest margin in the range of 390 to 4% for 2026. As I've stated in previous earning calls, we have anticipated some compression due to the asset-sensitive balance sheet, coupled with the lag in deposit pricing. So the fourth quarter margin compression was expected and will be focused on maintaining it around current levels. If there were no rate cuts in 2026, the margin I do expect would come in a little higher. The margin excluding purchase accounting impact was 353 in the fourth quarter, as compared to 359 in the third quarter, primarily because it was not the deposit rate lag. Purchase accounting increase in impact, excluding any unanticipated acceleration, should continue to decline modestly going forward. The core margin, I believe, will increase in the first quarter and stabilize from there. We also maintain our focus on replacing the accretion income from the acquired loan portfolio as it runs off and we remain on pace to do so. Slide five covers fee income, which increased to $14.4 million in the fourth quarter from $13.4 million in the third quarter. Non-interest income for the fourth quarter was more than 22% of total revenues. Wealth management income was 5.7 million and swap fees were 1.1 million in the quarter. As Adam noted, we're excited about the opportunities ahead of us in the wealth space and expect to continue to make investments to grow that business. Service charges are up from the prior quarter as we grow our treasury management business, including merchant services, which has grown substantially since the prior year and represents 17% of treasury management revenue. Mortgage activity has been stable for several quarters and due to the volatility in some of the components I'm projecting a quarterly run rate for non-interest income to be in the range of 13 to 14 million in 2026. Now I'll cover non-interest expenses on slide six. Expenses are elevated a little bit this quarter at 37.4 million up 1.1 million from the third quarter. Salaries and benefits were higher with increased health care costs and some additional items on the professional services line, which were a little elevated that drove the overall financial expense number up. With recently communicated and planned future investments in wealth management and other sales teams, I expect expenses to run at a rate on a quarterly rate of around $37 million going forward. However, we do regularly seek opportunities to invest in talent that will drive future growth slide seven covers credit quality provision expense was just 75 000 for the quarter we had approximately 500 000 in net charge-offs which were mostly offset by the impact of favorable economic factors in the allowance calculation our allowance coverage ratio was 1.19 percent at december 31st 25 which was a slight decline from september 30th but we believe it is more than adequately aligned with the risk profile of our loan portfolio Classified loans are down mainly due to pay downs. Non-accruals are up from the prior quarter primarily due to one relationship and not indicative of any broader trends. Non-performing assets remain very low as a percentage of total assets. Our earnings and performance metrics are shown on slide eight. All metrics remain strong. TC is now at nine percent and tangible book value per share continues to build at a rapid pace. Our loan portfolio was discussed on slide nine. Loans Loans grew by 4% in the quarter, with some anticipated closings pushing into January. Loan yields did decline during the quarter due to impact of lower rates on the variable rate loan portfolio. We had 207 million of loan production during the fourth quarter and continue to have a robust pipeline. We feel good about achieving loan growth of 5% or better in 2026. On slide 10, deposits were relatively flat, declining slightly by 5 million. The loan-to-deposit ratio remains at a comfortable level of 89%. The cost of deposits was 1.98% for the fourth quarter. Due to the deposit pricing lag, I would expect deposit cost reductions to be more clearly reflected in the first quarter of 2026. Lowering overall funding costs is a regular discussion item for management, as well as expanding wallet share and an emphasis on bringing in operating accounts. The investment portfolio is covered on slide 11. We've gradually repositioned the portfolio over time, taking opportunities as they present themselves in the market. During the fourth quarter, market dynamics led us to making a bigger shift. We purchased $125 million of agency MBS and CMOs and sold about $42 million of securities. This was a strategic decision to help address the asset sensitivity on the balance sheet. The sales did result in a small gain. And the majority of the purchase securities are at a fixed rate, which will benefit us as rates decline. The investment yield, portfolio yield of 4.58% reflects a decrease from a prior quarter of 4.67% due to the impact of declining rates on the floating rate investments. With the still excellent yield and declining unrealized losses, we believe the investment portfolio is positioned well to be a driver of earnings growth, as well as proper balance alignment. Our regulatory capital ratios are covered on slide 12. After the redemption of subordinated debt on September 30th, the total risk-based capital ratio has returned to where it was at June 30th. Capital generation is expected to be strong going forward based on projected earnings and we believe we're positioned to take advantage of various capital allocation options. Finally, the guidance that was presented in the deck presents a conservative look at what we know we can achieve and we remain confident that we can either exceed current analyst consensus. I'd like to now turn the call back over to Adam Metz for some closing remarks. Adam.

Thank you, Neil. As Tom said, we are proud that we have consistently demonstrated the ability to maintain strong profitability in any environment. We intentionally guided to assumptions we're confident we can deliver against. When you put these pieces together, unchanged loan growth higher fee income disciplined investment the earnings profile for 2026 remains intact and in our view more reliable we are optimistic about the future both in the short and long term we would now like to open the call to questions before we get started the operator will briefly review the instructions with you thank you at this time i would like to remind everyone in order to ask a question press star and then the number one on your telephone keypad we will pause for just a moment to compile the Q&A roster your first

question comes from Tim Switzer with KBW your line is open hey good morning guys thank you for taking the questions morning Tim you covered this briefly on the call a little bit but I want to ask about the increase to the guidance on both the non-existent income and expenses, you know, what was the primary driver for both of those? And does it reflect, like, any change in strategy or the business or, you know, anything from relative to last quarter?

So, a couple things. It doesn't reflect necessarily a change in strategy. It's just our continuing strategy of finding talent to drive future earnings. So, we've talked about in the past that we've constantly and how we've been successful is by investing in talent. So part of starting with the expense side, which has translated to the income side and will translate further, we have taken some actions or we have brought in some talent on the lending side. We announced a new individual, Matt Alpert, the head of wealth to help drive us forward. There will be some investments in addition to that on the OFA side to help drive that business forward. So when we see opportunities to help us going forward, we will make those investments and strong talent to drive us forward. So I would say that is modeled in the expense guidance right now, depending on opportunities whether it's team lifts on the lending side or whatever it might be, we could kind of go further in that range. But currently, based on where we stand, I do project being on the lower side of that range, but I do want to allow for some opportunity to invest in talent, as I said, to drive not only net interest income higher on the loan side, but fee income higher. So the flip side of that discussion is a non-interest income line where we have had a couple quarters where we've consistently been at a higher run rate than we were in the past. We broke $14 million. It was our highest quarter from a non-interest income standpoint that we've had historically. I'm not going to sit here and say that that $14.4 million run rate is going to be something going forward because we can't, as I've talked about, swap fees can change. from quarter to quarter is a very strong quarter from that standpoint and there's the wealth revenue is driven by market so we can I'm comfortable that we can kind of increase that guidance and that is driven by talent that we have brought on board and talent that we've already seen the benefit from and that we will see the benefit from going forward in the future from bringing in new people got it okay that was very helpful and then if you could help clarify a little bit the NIM trajectory over the course

of the year. So it sounds like the core NIM should go up in Q1 and you're already at the top end of your guide going into the year. So I would assume that reflects some moderating purchase accounting accretion over the rest of the year that brings you down which you mentioned.

Are you able to maybe quantify like the pace of purchase accounting on how that goes down over time yeah so on a quarterly basis it's it's kind of two to excluding acceleration which we can't we don't really predict it's generally two to two or three basis points each quarter that it'll decline but with the loan production that we're putting on that's that's essentially replacing the impact but it's obviously a little lower rates that will drive the margin down a little lower but so it's about two to three basis points on that side but I do are the projections do assume 75 basis point three 25 basis point cuts in 2026 so if that doesn't materialize as I indicated in my comments though we would expect it to come in higher than that high end of the range but again just trying to account for what we're what we're anticipating happening in the market but there's potential certainly to do better than that and we are we do remain focused on the funding cost side of the equation but all in all we feel very good about about the margin would continue to manage it hope to keep it at or near that 4% level but there are some factors that can that can take a lower potentially okay thank you now the next question comes

from Gregory Zingone with Piper Sandler. Your line is open.

Good morning, guys. How are you? Morning. Yes. Just pivoting to the wealth management side for a second. Would you be able to tell me what AUM or AUA was at quarter end? And then also, if you have any numbers on how successful you've been in bringing some of the Cadoris Valley customers on your platform?

Total AUM was a little over 3 billion.

Did you want to address stuff. I'm sorry. I'm sorry, Brady. What was the second half of your question?

I was just curious if you had any numbers on how successful you've been in bringing some of the Cadoris Valley customers onto your wealth management platform.

Yeah, I don't know that I'm sitting here with an exact statistic, but we've seen no significant decline in the portfolio, either from the wealth side or from the depository side from the, or the commercial side. So as you saw in the first fourth quarter of last year, fourth quarter of 2024 and the first quarter of 2025, we did take a proactive approach from a commercial loan portfolio perspective where we identified certain loans that didn't necessarily meet our sort of credit box and we proactively moved them out. And you saw that, But from a client retention standpoint on the well side or on the depository side, we've seen pretty good stickiness.

And then you guys had mentioned a little bit about the hiring aspect, and you guys are not too scared to hire new people, new teams, and you see fit. Is there an area of the focus for the company this year, whether it is on the lending side, well, technology, or other back-of-the-house functions?

Yeah, I can answer that. I would tell you that in mid-2025, we made a move to build out a middle market commercial lending platform, and that has already generated significant results in our investment. So we feel very good about that, and we feel like there's additional opportunity there. On the wealth management side, as I think we shared with several of you, is that we We feel like there's additional opportunity in our growth markets, Maryland, Lancaster, Harrisburg. We feel like we're just scratching the surface there. And I think Matt and his experience and certainly around recruitment and team building will benefit us greatly there. And from a technology side, we're always looking at that stack. And I think in this quarter and going forward, we're making investments to make sure we have the state-of-the-art CRM platform and training the teams to appropriately identify the full breadth and scope of the client relationship so that we make sure that we're bringing all the products and services to the client.

Awesome, and just one more from me. Seeing that your capital is building at such a nice pace, I'm curious where M&A ranks as a priority for capital deployment. Thanks.

Yeah, I appreciate the question. I think we have a very strong organic growth model. And frankly, that's what we're focused on. We feel like as I just share, we have a lot of opportunities in the business lines, not only that we have today, but enhancing those. And so that's sort of where we're focused on. You know, our capital build does present optionality. And so, you know, we'll certainly, we've done three in 106 years.

And so we're pretty picky about the partners and we'll sort of go from there thank you the next question comes from Kyle Gehrman with Hubdate Group your line is open hey guys good morning I'm on for Dave Bishop morning kind of on that same question could you provide a update on the company's current thinking around share buybacks and kind of what is like the near-term outlook for repurchases We're always looking closely at that opportunity.

Our evaluation versus tangible book is a big factor in that. We're going to take steps as needed. Where the stock price has been recently hasn't put us in that position, but we're certainly monitoring it and we still have the shares available to purchase. So we continue to be open to kind of all allocation, capital allocation methods based on where our position is.

Great. Thank you. And then regarding the recent security purchases of the CMOs and MBS, could you share like the yield achieved on those purchases and maybe the overall goals of the portfolio going forward?

Yeah, the yield on the average yield on a purchase is of 4.92%. So we do – we have always, and we'll continue to view that, not just as a – the investment portfolio, not just as a liquidity source and liquidity management tool. It's also a strong generator of earnings and obviously cheap capital utilization as well. So we will continue to be active with the portfolio as kind of the situations arise. We do, just from a guidance perspective, we do kind of expect the fourth quarter doesn't fully reflect everything on an average basis. So we do expect some benefit going forward in addition to what we saw in the fourth quarter from the investment portfolio. But we expect it to kind of sit around the levels where it's at now.

Awesome. Thank you for taking my questions. I'll step back. Yep.

That concludes the Q&A portion of the presentation. Mr. Quinn, I turn the call back over to you for concluding remarks.

Thank you, Operator. As always, if we can clarify any of the items discussed this morning on this call, the earnings release, please feel free to give us a call. Wishing you a wonderful day. Thank you very much.

This concludes today's conference call. Thank you for joining. You may now disconnect.