Orrstown Financial Services, Inc. Reports Fourth Quarter 2025 Results and Announces Dividend Increase

Company Release - 1/27/2026 Net income of $21.5 million, or $1.11 per diluted earnings per share, for the three months ended December 31, 2025 compared to net income of $21.9 million, or $1.13 per diluted earnings per share, for the three months ended September 30, 2025;Net income of $80.9 million and diluted earnings per share of $4.18 for the year ended December 31, 2025 compared to net income of $22.1 million and diluted earnings per share of $1.48 for the year ended December 31, 2024;Adjusted net income and diluted earnings per share totaled $82.9 million(1) and $4.28(1), respectively, for the year ended December 31, 2025 compared to $56.1 million(1) and $3.76(1), respectively, for the year ended December 31, 2024 (excluding certain previously disclosed non-recurring expenses for both periods);Return on average assets was 1.55% and return on average equity was 14.73% for the three months ended December 31, 2025, compared to 1.60% and 15.72%, respectively, for the three months ended September 30, 2025;Net interest margin, on a tax equivalent basis, was 4.00% in the fourth quarter of 2025 compared to 4.11% in the third quarter of 2025; the net accretion impact of purchase accounting marks was 46 basis points in the fourth quarter of 2025 compared to 52 basis points in the third quarter of 2025;Total loans increased by $41.0 million, or approximately 4% annualized, from September 30, 2025 to December 31, 2025; classified loans decreased by $5.7 million from $64.1 million at September 30, 2025 to $58.4 million at December 31, 2025;Noninterest income increased by $1.0 million from $13.4 million for the three months ended September 30, 2025 to $14.4 million for the three months ended December 31, 2025; increase driven by wealth management and swap fee growth;Noninterest expenses increased by $1.1 million from $36.3 million for the three months ended September 30, 2025 to $37.4 million for the three months ended December 31, 2025 due primarily to increased health care and professional service costs;Tangible common equity increased to 9.0% at December 31, 2025 from 8.8% at September 30, 2025;Tangible book value per common share(1) increased to $25.21 per share at December 31, 2025 from $24.12 per share at September 30, 2025 andThe Board of Directors declared a cash dividend of $0.30 per common share, payable February 17, 2026, to shareholders of record as of February 10, 2026; this represents a $0.03 per share increase in the Company's quarterly cash dividend. (1) Non-GAAP measure. See Appendix A for additional information. HARRISBURG, Pa., Jan. 27, 2026 (GLOBE NEWSWIRE) -- Orrstown Financial Services, Inc. (the "Company") (NASDAQ: ORRF), the parent company of Orrstown Bank (the “Bank”), announced earnings for the periods ended December 31, 2025. Net income totaled $21.5 million for the three months ended December 31, 2025, compared to net income of $21.9 million and $13.7 million for the three months ended September 30, 2025 and December 31, 2024, respectively. Diluted earnings per share was $1.11 for the three months ended December 31, 2025, compared to $1.13 and $0.71 for the three months ended September 30, 2025 and December 31, 2024, respectively. For the fourth quarter of 2024, excluding the impact from the previously disclosed non-recurring charges, net of taxes, net income and diluted earnings per share were $16.7 million(1) and $0.87(1), respectively. Net income totaled $80.9 million and $22.1 million for the years ended December 31, 2025 and 2024, respectively. Diluted earnings per share totaled $4.18 for the year ended December 31, 2025, compared to $1.48 for the year ended December 31, 2024. Excluding the impact from merger-related expenses, net income and diluted earnings per share were $82.9 million(1) and $4.28(1) for the year ended December 31, 2025, respectively. For the year ended December 31, 2024, net income and diluted earnings per share were $56.1 million(1) and $3.76(1), respectively, excluding the previously disclosed non-recurring expenses. “In 2025, Orrstown achieved the highest reported annual net income in the Company’s history,” said Thomas R. Quinn, Jr., President and Chief Executive Officer. “Margin performance, together with continued growth in noninterest income, resulted in strong earnings and capital generation throughout the year. This discipline was reflected in our performance in the fourth quarter of 2025 with a return on average assets of 1.55%. Loan growth was steady during the fourth quarter while we saw a few projected closings push into the first quarter of 2026. We remain confident in our robust pipeline and the ability of our experienced relationship bankers to continue to grow the loan portfolio responsibly. Our credit metrics and capital ratios remain sound. We believe that there are significant upside opportunities in front of us and that we are well-positioned to take advantage of them.” (1) Non-GAAP measure. See Appendix A for additional information. DISCUSSION OF RESULTS Balance Sheet Loans Loans held for investment increased by $41.0 million and totaled $4.0 billion at both December 31, 2025 and September 30, 2025, respectively. Commercial loans increased by $27.3 million, or approximately 3% annualized, and residential mortgages increased by $12.2 million, or approximately 6% annualized, from September 30, 2025 to December 31, 2025. Investment Securities Investment securities, all of which are classified as available-for-sale, increased by $62.3 million to $952.7 million at December 31, 2025 from $890.4 million at September 30, 2025. During the fourth quarter of 2025, the Bank purchased $124.9 million of investment securities consisting of agency mortgage backed securities and collateralized mortgage obligations, which was partially offset by sales of $42.2 million and paydowns totaling $24.8 million. The purchase and sale activity during the period was to redeploy funds into higher yielding assets based on market opportunities as well as to manage balance sheet positioning. Net unrealized losses declined by $3.0 million during the three months ended December 31, 2025 due to lower market interest rates. The overall duration of the Company's investment securities portfolio was 4.6 years at December 31, 2025 compared to 4.4 years at September 30, 2025. See Appendix B for a summary of the Bank's investment securities at December 31, 2025, highlighting their concentrations, credit ratings and credit enhancement levels. Deposits During the fourth quarter of 2025, deposits decreased by $4.8 million and totaled $4.5 billion at both December 31, 2025 and September 30, 2025. Non-interest bearing demand deposits and time deposits decreased by $30.7 million and $21.6 million, respectively, from September 30, 2025 to December 31, 2025. Interest bearing demand deposits, money market deposits and savings deposits increased by $25.8 million, $19.0 million and $2.7 million, respectively, from September 30, 2025 to December 31, 2025. The Bank's loan-to-deposit ratio was 89% at December 31, 2025 compared to 88% at September 30, 2025. Borrowings The Company actively manages its liquidity position through its various sources of funding to meet the needs of its clients. FHLB advances and other borrowings were $274.7 million at December 31, 2025 compared to $209.2 million at September 30, 2025. The increase was due to higher utilization of borrowings during the fourth quarter of 2025 as lending and investing activities increased. The Bank seeks to maintain sufficient liquidity to ensure that client needs can be addressed in a timely basis. The Bank had available alternative funding sources, such as FHLB advances and other wholesale options, of approximately $1.7 billion at both December 31, 2025 and September 30, 2025. On September 30, 2025, the Company redeemed its $32.5 million outstanding 6.0% fixed-to-floating rate subordinated notes. During the three months ended September 30, 2025, the Company amortized the remaining debt issuance costs of $0.3 million as a result of the redemption. Income Statement Net Interest Income and Margin Net interest income was $50.5 million for the three months ended December 31, 2025 compared to $51.0 million for the three months ended September 30, 2025. The net interest margin, on a tax equivalent basis, decreased to 4.00% in the fourth quarter of 2025 from 4.11% in the third quarter of 2025. This decrease is primarily the result of a decrease of 16 basis points in the yield on loans from the three months ended September 30, 2025 to the three months ended December 31, 2025. This decrease in the yield on loans was partially offset by a decrease of six basis points in the cost of funds between the same periods. Net interest income was positively impacted by the net accretion impact of purchase accounting marks on loans, securities, deposits and borrowings of $5.3 million during the fourth quarter of 2025 compared to $5.8 million for the third quarter of 2025. This change of $0.5 million was due partially to lower accelerated accretion on loans in the three months ended December 31, 2025 compared to the three months ended September 30, 2025. Interest income on loans, on a tax equivalent basis, decreased by $1.4 million to $64.6 million for the three months ended December 31, 2025 compared to $66.0 million for the three months ended September 30, 2025. This decrease was primarily due to the impact of fed funds rate reductions on the Bank's variable rate loan portfolio. In addition, the accretion of purchase accounting marks on loans totaled $4.7 million during the fourth quarter of 2025 compared to $5.3 million during the third quarter of 2025. Interest income on investment securities, on a tax equivalent basis, was $11.2 million for the fourth quarter of 2025 compared to $10.6 million for the third quarter of 2025. Average investment securities increased by $70.6 million during the three months ended December 31, 2025 compared to the three months ended September 30, 2025 primarily due to net purchases. Interest expense, on a tax equivalent basis, decreased by $0.4 million to $25.7 million for the three months ended December 31, 2025 compared to $26.1 million for the three months ended September 30, 2025. Average FHLB advances and other borrowings increased by $69.9 million from $168.9 million for the three months ended September 30, 2025 to $238.8 million for the three months ended December 31, 2025. Borrowing costs decreased by 111 basis points during the three months ended December 31, 2025 compared to the three months ended September 30, 2025. This was primarily the result of the prior quarter redemption of subordinated debt, as well as the recent reductions to FHLB borrowing rates. Interest expense incurred on the subordinated notes decreased by $0.6 million to $0.4 million for the three months ended December 31, 2025 compared to $1.0 million for the three months ended September 30, 2025. In addition, there was $0.3 million of accelerated amortization of debt issuance costs during the third quarter of 2025. Average interest-bearing deposits increased by $34.5 million during the three months ended December 31, 2025 compared to the three months ended September 30, 2025. The cost of interest-bearing deposits declined by three basis points from the third quarter of 2025 to the fourth quarter of 2025. Provision for Credit Losses on Loans The allowance for credit losses ("ACL") on loans decreased to $47.7 million at December 31, 2025 from $48.1 million at September 30, 2025. The ACL to total loans was 1.19% at December 31, 2025 compared to 1.21% at September 30, 2025. The Company recorded provision expense of $0.1 million for the three months ended December 31, 2025 compared to $0.4 million for the three months ended September 30, 2025. Net charge-offs were $0.5 million for the three months ended December 31, 2025 compared to $0.2 million for the three months ended September 30, 2025. Classified loans decreased by $5.7 million to $58.4 million at December 31, 2025 from $64.1 million at September 30, 2025 due to repayments of $7.9 million, net downgrades of $2.7 million and gross charge offs of $0.5 million. Non-accrual loans totaled $28.0 million at December 31, 2025 compared to $26.2 million at September 30, 2025. The increase in nonaccrual loans was due to additions to nonaccrual status of $4.8 million of loans primarily consisting of $2.3 million for one commercial loan and $1.1 million in home equity line of credit loans. This increase was partially offset by repayments totaling $2.5 million and gross charge offs of $0.6 million. Nonaccrual loans to total loans increased to 0.70% at December 31, 2025 from 0.66% at September 30, 2025. Management believes the ACL to be adequate based on current asset quality metrics and economic forecasts. Noninterest Income Noninterest income increased by $1.0 million to $14.4 million for the three months ended December 31, 2025 from $13.4 million for the three months ended September 30, 2025. Wealth management income increased by $0.4 million to $5.7 million for the three months ended December 31, 2025 compared to $5.3 million for the three months ended September 30, 2025 due to continued growth of our wealth management platform as well as market performance. Swap fee income increased by $0.3 million to $1.1 million for the three months ended December 31, 2025 compared to $0.8 million for the three months ended September 30, 2025. Swap fee income will fluctuate based on market conditions and client demand. Income from service charges increased by $0.2 million to $3.2 million for the three months ended December 31, 2025 from $3.0 million for the three months ended September 30, 2025 due to increased treasury management activity. Noninterest Expenses Noninterest expenses increased by $1.1 million to $37.4 million for the three months ended December 31, 2025 from $36.3 million in the three months ended September 30, 2025. Salaries and benefits expense was $22.0 million for the three months ended December 31, 2025 compared to $21.4 million for the three months ended September 30, 2025. The fourth quarter of 2025 included an increase in health care costs. Advertising and bank promotions expense increased by $0.4 million from $0.2 million for the three months ended September 30, 2025 to $0.6 million for the three months ended December 31, 2025 due to contributions to tax credit programs during the fourth quarter of 2025. Taxes other than income decreased by $0.3 million in the three months ended December 31, 2025 compared to the three months ended September 30, 2025. This decrease reflects the tax credit impact of the contributions referenced above. Professional services expense increased by $0.2 million from $1.7 million for the three months ended September 30, 2025 to $1.9 million for the three months ended December 31, 2025. The increase was due to third-party assistance with internal projects. Income Taxes The Company's effective tax rate was 21.8% for the fourth quarter of 2025 compared to 21.0% for the third quarter of 2025. The Company's effective tax rate for the three months ended December 31, 2025 is greater than the 21% federal statutory rate primarily due to the disallowed portion of interest expense against earnings in association with the Bank's tax-exempt investments under the Tax Equity and Fiscal Responsibility Act of 1982 and an increase in non-deductible expenses. This increase in the effective tax rate was partially offset by the benefit of tax-exempt income, including interest earned on tax-exempt loans and securities and income from life insurance policies and tax credits. The Company regularly analyzes its projected taxable income and makes adjustments to the provision for income taxes accordingly. Capital Shareholders’ equity totaled $591.5 million at December 31, 2025 compared to $571.9 million at September 30, 2025. The increase is due to net income of $21.5 million, other comprehensive income of $2.3 million and share-based compensation activity of $1.0 million, partially offset by dividend payments of $5.2 million. Tangible book value per common share(1) increased to $25.21 per share at December 31, 2025 from $24.12 per share at September 30, 2025. The Company's tangible common equity ratio was 9.0% at December 31, 2025 compared to 8.8% at September 30, 2025. Return on average tangible common equity per common share(1) was 18.15% for the three months ended December 31, 2025 compared to 19.70% for the three months ended September 30, 2025. The decrease in the return on average tangible common equity per common share was primarily due to the increase in average shareholders' equity. The Company's capital ratios increased during the three months ended December 31, 2025 compared to the three months ended September 30, 2025 due to earnings. The Company's tier 1 common equity, tier 1 capital and total risk-based capital ratios were 11.5%, 11.7% and 13.3%, respectively, at December 31, 2025 compared to 11.1%, 11.3% and 13.1%, respectively, at September 30, 2025. The Company's Tier 1 leverage ratio increased to 9.5% at December 31, 2025 compared to 9.3% at September 30, 2025. At December 31, 2025, all four capital ratios applicable to the Company were above regulatory minimum levels to be deemed “well capitalized” under current bank regulatory guidelines. The Company continues to believe that capital is adequate to support the risks inherent in the balance sheet, as well as growth requirements. (1) Non-GAAP measure. See Appendix A for additional information. Investor Relations Contact:Neelesh KalaniExecutive Vice President, Chief Financial OfficerPhone (717) 510-7097 FINANCIAL HIGHLIGHTS (Unaudited) Three Months Ended Twelve Months Ended December 31, December 31, December 31, December 31,(In thousands) 2025 2024 2025 2024 Profitability for the period: Net interest income$50,531 $50,573 $199,792 $155,254 Provision for credit losses - loans 75 2,617 126 17,408 Recovery of credit losses - unfunded loan commitments — (862) (100) (862)Noninterest income 14,392 11,247 52,313 37,435 Noninterest expenses 37,355 42,930 149,442 148,337 Income before income tax expense 27,493 17,135 102,637 27,806 Income tax expense 6,002 3,451 21,782 5,756 Net income available to common shareholders$21,491 $13,684 $80,855 $22,050 Financial ratios: Return on average assets(1) 1.55% 1.00% 1.49% 0.51%Return on average assets, adjusted(1) (2) (3)n/a 1.22% 1.53% 1.30%Return on average equity(1) 14.73% 10.54% 14.76% 5.62%Return on average equity, adjusted(1) (2) (3)n/a 12.86% 15.13% 14.29%Net interest margin(1) 4.00% 4.05% 4.04% 3.92%Efficiency ratio 57.5% 69.4% 59.3% 77.0%Efficiency ratio, adjusted(2) (3)n/a 62.3% 58.2% 62.5%Income per common share: Basic$1.12 $0.72 $4.21 $1.49 Basic, adjusted(2) (3)n/a $0.87 $4.32 $3.80 Diluted$1.11 $0.71 $4.18 $1.48 Diluted, adjusted(2) (3)n/a $0.87 $4.28 $3.76 Average equity to average assets 10.51% 9.45% 10.08% 9.08% (1) Annualized for the three months ended December 31, 2025 and 2024.(2) Ratio has been adjusted for the non-recurring charges. There were no non-recurring charges for the three months ended December 31, 2025.(3) Non-GAAP based financial measure. Please refer to Appendix A - Supplemental Reporting of Non-GAAP Measures and GAAP to Non-GAAP Reconciliations for a discussion of our use of non-GAAP based financial measures, including tables reconciling GAAP and non-GAAP financial measures appearing herein. FINANCIAL HIGHLIGHTS (Unaudited) (continued) December 31, December 31,(Dollars in thousands, except per share amounts) 2025 2024 At period-end: Total assets$5,542,255 $5,441,589 Loans, net of allowance for credit losses 3,973,012 3,882,525 Loans held-for-sale, at fair value 6,090 6,614 Securities available for sale, at fair value 952,740 829,711 Total deposits 4,528,774 4,623,096 FHLB advances and other borrowings and Securities sold under agreements to repurchase 299,243 141,227 Subordinated notes and trust preferred debt 37,122 68,680 Shareholders' equity 591,535 516,682 Credit quality and capital ratios(1): Allowance for credit losses to total loans 1.19% 1.24%Total nonaccrual loans to total loans 0.70% 0.61%Nonperforming assets to total assets 0.51% 0.45%Allowance for credit losses to nonaccrual loans 170% 202%Total risk-based capital: Orrstown Financial Services, Inc. 13.3% 12.4%Orrstown Bank 13.3% 12.4%Tier 1 risk-based capital: Orrstown Financial Services, Inc. 11.7% 10.2%Orrstown Bank 12.2% 11.2%Tier 1 common equity risk-based capital: Orrstown Financial Services, Inc. 11.5% 10.0%Orrstown Bank 12.2% 11.2%Tier 1 leverage capital: Orrstown Financial Services, Inc. 9.5% 8.3%Orrstown Bank 9.9% 9.1% Book value per common share$30.32 $26.65 (1) Capital ratios are estimated for the current period, subject to regulatory filings. The Company elected the three-year phase in option for the day-one impact of ASU 2016-13 for current expected credit losses ("CECL") to regulatory capital. Beginning in 2023, the Company adjusted retained earnings, allowance for credit losses includable in tier 2 capital and the deferred tax assets from temporary differences in risk weighted assets by the permitted percentage of the day-one impact from adopting the CECL standard. ORRSTOWN FINANCIAL SERVICES, INC. CONSOLIDATED BALANCE SHEETS (Unaudited) (Dollars in thousands, except per share amounts)December 31, 2025 December 31, 2024Assets Cash and due from banks$42,083 $51,026 Interest-bearing deposits with banks 107,691 197,848 Cash and cash equivalents 149,774 248,874 Restricted investments in bank stocks 26,717 20,232 Securities available for sale (amortized cost of $972,138 and $864,920 at December 31, 2025 and December 31, 2024, respectively) 952,740 829,711 Loans held for sale, at fair value 6,090 6,614 Loans 4,020,693 3,931,214 Less: Allowance for credit losses (47,681) (48,689)Net loans 3,973,012 3,882,525 Premises and equipment, net 51,029 50,217 Cash surrender value of life insurance 146,994 143,854 Goodwill 69,751 68,106 Other intangible assets, net 37,990 47,765 Accrued interest receivable 21,473 21,058 Deferred tax assets, net 33,931 42,647 Other assets 72,754 79,986 Total assets$5,542,255 $5,441,589 Liabilities Deposits: Noninterest-bearing$870,906 $894,176 Interest-bearing 3,657,868 3,728,920 Total deposits 4,528,774 4,623,096 Securities sold under agreements to repurchase and federal funds purchased 24,542 25,863 FHLB advances and other borrowings 274,701 115,364 Subordinated notes and trust preferred debt 37,122 68,680 Other liabilities 85,581 91,904 Total liabilities 4,950,720 4,924,907 Shareholders’ Equity Preferred stock, $1.25 par value per share; 500,000 shares authorized; no shares issued or outstanding — — Common stock, no par value—$0.05205 stated value per share; 50,000,000 shares authorized; 19,711,628 shares issued and 19,507,208 outstanding at December 31, 2025; 19,722,640 shares issued and 19,389,967 outstanding at December 31, 2024 1,026 1,027 Additional paid—in capital 424,596 423,274 Retained earnings 186,752 126,540 Accumulated other comprehensive loss (15,201) (26,316)Treasury stock— 204,420 and 332,673 shares, at cost at December 31, 2025 and December 31, 2024, respectively (5,638) (7,843)Total shareholders’ equity 591,535 516,682 Total liabilities and shareholders’ equity$5,542,255 $5,441,589 ORRSTOWN FINANCIAL SERVICES, INC.CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) Three Months Ended Twelve Months Ended December 31, December 31, December 31, December 31,(Dollars in thousands, except per share amounts) 2025 2024 2025 2024 Interest income Loans $64,411 $67,870 $256,630 $210,287 Investment securities - taxable 9,951 8,773 37,668 27,361 Investment securities - tax-exempt 881 880 3,515 3,521 Short-term investments 1,017 2,492 5,921 7,764 Total interest income 76,260 80,015 303,734 248,933 Interest expense Deposits 22,584 26,850 92,338 84,234 Securities sold under agreements to repurchase and federal funds purchased 105 67 402 215 FHLB advances and other borrowings 2,371 1,165 6,310 4,945 Subordinated notes and trust preferred debt 669 1,360 4,892 4,285 Total interest expense 25,729 29,442 103,942 93,679 Net interest income 50,531 50,573 199,792 155,254 Provision for credit losses - loans 75 2,617 126 17,408 Recovery of credit losses - unfunded loan commitments — (862) (100) (862)Net interest income after net provision for credit losses 50,456 48,818 199,766 138,708 Noninterest income Service charges 3,225 2,050 11,247 6,893 Interchange income 1,553 1,608 6,041 5,259 Swap fee income 1,112 597 2,991 1,676 Wealth management income 5,739 4,902 21,698 16,353 Mortgage banking activities 503 517 1,805 1,835 Investment securities gains (losses) 95 (5) 166 249 Other income 2,165 1,578 8,365 5,170 Total noninterest income 14,392 11,247 52,313 37,435 Noninterest expenses Salaries and employee benefits 21,980 22,444 85,171 76,581 Occupancy, furniture and equipment 4,017 4,893 16,978 14,570 Data processing 1,292 1,540 4,297 6,088 Advertising and bank promotions 561 878 2,291 2,587 FDIC insurance 683 955 2,833 2,677 Professional services 1,947 1,591 7,492 4,142 Taxes other than income 574 (312) 2,639 734 Intangible asset amortization 2,348 2,838 9,765 5,742 Merger-related expenses — 3,887 2,617 22,671 Restructuring expenses — 39 91 296 Other operating expenses 3,953 3,699 15,268 11,771 Total noninterest expenses 37,355 42,930 149,442 148,337 Income before income tax expense 27,493 17,135 102,637 27,806 Income tax expense 6,002 3,451 21,782 5,756 Net income $21,491 $13,684 $80,855 $22,050 Three Months Ended Twelve Months Ended December 31, December 31, December 31, December 31, 2025 2024 2025 2024 Share information: Basic earnings per share $1.12 $0.72 $4.21 $1.49 Diluted earnings per share $1.11 $0.71 $4.18 $1.48 Dividends paid per share $0.27 $0.23 $1.06 $0.86 Weighted average shares - basic 19,251 19,118 19,201 14,761 Weighted average shares - diluted 19,384 19,300 19,355 14,914 ANALYSIS OF NET INTEREST INCOME Average Balances and Interest Rates, Taxable-Equivalent Basis (Unaudited) Three Months Ended 12/31/2025 9/30/2025 6/30/2025 3/31/2025 12/31/2024(In thousands) Taxable- Taxable- Taxable- Taxable- Taxable- Taxable- Taxable- Taxable- Taxable- Taxable-Average Equivalent Equivalent Average Equivalent Equivalent Average Equivalent Equivalent Average Equivalent Equivalent Average Equivalent EquivalentBalance Interest Rate Balance Interest Rate Balance Interest Rate Balance Interest Rate Balance Interest RateAssets Federal funds sold & interest-bearing bank balances$103,886 $1,017 3.88% $101,728 $1,123 4.38% $136,106 $1,513 4.46% $203,347 $2,268 4.52% $199,236 $2,492 4.96%Investment securities(1)(2) 976,957 11,177 4.58 906,399 10,593 4.67 904,119 10,626 4.70 865,126 10,052 4.65 849,389 9,887 4.66 Loans(1)(3)(4)(5) 3,997,842 64,635 6.42 3,979,044 65,975 6.58 3,894,978 63,246 6.52 3,909,694 63,641 6.59 3,961,269 68,073 6.82 Total interest-earning assets 5,078,685 76,829 6.01 4,987,171 77,691 6.19 4,935,203 75,385 6.13 4,978,167 75,961 6.17 5,009,894 80,452 6.38 Other assets 426,626 433,659 439,569 447,530 454,271 Total assets$5,505,311 $5,420,830 $5,374,772 $5,425,697 $5,464,165 Liabilities and Shareholders' Equity Interest-bearing demand deposits$2,471,895 14,078 2.26 $2,450,034 14,145 2.29 $2,463,687 13,880 2.26 $2,473,543 14,156 2.32 $2,522,885 15,575 2.45 Savings deposits 262,240 164 0.25 264,761 164 0.25 269,309 165 0.25 273,313 165 0.25 272,718 166 0.24 Time deposits 912,611 8,342 3.63 897,416 8,330 3.68 914,108 8,810 3.87 970,588 9,939 4.15 998,963 11,109 4.41 Total interest-bearing deposits 3,646,746 22,584 2.46 3,612,211 22,639 2.49 3,647,104 22,855 2.51 3,717,444 24,260 2.65 3,794,566 26,850 2.81 Securities sold under agreements to repurchase and federal funds purchased 27,348 105 1.52 27,772 107 1.53 25,917 106 1.64 26,163 84 1.30 21,572 67 1.23 FHLB advances and other borrowings 238,806 2,371 3.94 168,939 1,791 4.21 104,068 1,030 3.97 112,859 1,118 4.02 115,373 1,165 4.01 Subordinated notes and trust preferred debt 37,024 669 7.17 68,749 1,597 9.21 68,910 1,330 7.74 68,739 1,296 7.65 68,571 1,360 7.88 Total interest-bearing liabilities 3,949,923 25,729 2.58 3,877,671 26,134 2.67 3,845,999 25,321 2.64 3,925,205 26,758 2.76 4,000,082 29,442 2.92 Noninterest-bearing demand deposits 882,552 902,128 904,031 887,726 849,999 Other liabilities 93,976 89,086 89,058 89,077 97,685 Total liabilities 4,926,451 4,868,885 4,839,088 4,902,008 4,947,766 Shareholders' equity 578,859 551,945 535,684 523,689 516,399 Total$5,505,311 $5,420,830 $5,374,772 $5,425,697 $5,464,165 Taxable-equivalent net interest income / net interest spread 51,100 3.43% 51,557 3.52% 50,064 3.49% 49,203 3.41% 51,010 3.46%Taxable-equivalent net interest margin 4.00% 4.11% 4.07% 4.00% 4.05%Taxable-equivalent adjustment (569) (569) (552) (442) (437) Net interest income $50,531 $50,988 $49,512 $48,761 $50,573 Ratio of average interest-earning assets to average interest-bearing liabilities 129% 129% 128% 127% 125% NOTES: (1) Yields and interest income on tax-exempt assets have been computed on a taxable-equivalent basis assuming a 21% tax rate.(2) Average balance of investment securities is computed at fair value.(3) Average balances include nonaccrual loans.(4) Interest income on loans includes prepayment and late fees, where applicable.(5) Interest income on loans includes accretion on purchase accounting marks of $4.7 million, $5.3 million, $4.9 million, $6.6 million and $7.6 million for the three months ended December 31, 2025, September 30, 2025, June 30, 2025, March 31, 2025 and December 31, 2024, respectively. ANALYSIS OF NET INTEREST INCOME Average Balances and Interest Rates, Taxable-Equivalent Basis (Unaudited) (continued) Twelve Months Ended December 31, 2025 December 31, 2024 Taxable- Taxable- Taxable- Taxable- Average Equivalent Equivalent Average Equivalent Equivalent(In thousands)Balance Interest Rate Balance Interest RateAssets Federal funds sold & interest-bearing bank balances$135,900 $5,921 4.36% $150,500 $7,764 5.14%Investment securities(1)(2) 913,438 42,556 4.66 690,223 31,817 4.60 Loans(1)(3)(4)(5)(6) 3,945,723 257,493 6.53 3,150,425 210,994 6.68 Total interest-earning assets 4,995,061 305,970 6.13 3,991,148 250,575 6.26 Other assets 436,681 330,324 Total assets$5,431,742 $4,321,472 Liabilities and Shareholders' Equity Interest-bearing demand deposits$2,464,745 56,258 2.28 $2,077,038 51,049 2.45 Savings deposits 267,271 659 0.25 223,183 599 0.27 Time deposits 923,547 35,421 3.84 732,446 32,586 4.44 Total interest-bearing deposits 3,655,563 92,338 2.53 3,032,667 84,234 2.77 Securities sold under agreements to repurchase and federal funds purchased 26,806 402 1.50 17,543 215 1.22 FHLB advances and other borrowings 156,548 6,310 4.03 120,787 4,945 4.08 Subordinated notes and trust preferred debt 60,790 4,892 8.05 50,397 4,285 8.48 Total interest-bearing liabilities 3,899,707 103,942 2.67 3,221,394 93,679 2.91 Noninterest-bearing demand deposits 894,117 625,714 Other liabilities 90,210 82,084 Total liabilities 4,884,034 3,929,192 Shareholders' equity 547,708 392,280 Total liabilities and shareholders' equity$5,431,742 $4,321,472 Taxable-equivalent net interest income / net interest spread 202,029 3.46% 156,896 3.36%Taxable-equivalent net interest margin 4.04% 3.92%Taxable-equivalent adjustment (2,237) (1,642) Net interest income $199,792 $155,254 Ratio of average interest-earning assets to average interest-bearing liabilities 128% 124% NOTES TO ANALYSIS OF NET INTEREST INCOME:(1) Yields and interest income on tax-exempt assets have been computed on a taxable-equivalent basis assuming a 21% tax rate.(2) Average balance of investment securities is computed at fair value.(3) Average balances include nonaccrual loans.(4) Interest income on loans includes prepayment and late fees, where applicable.(5) Interest income on loans includes interest recovered of $1.6 million from the payoff of a commercial real estate loan on nonaccrual status for the twelve months ended December 31, 2024.(6) Interest income on loans includes accretion on purchase accounting marks of $21.5 million and $15.2 million for the twelve months ended December 31, 2025 and 2024, respectively. ORRSTOWN FINANCIAL SERVICES, INC. HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited) (In thousands)December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024Profitability for the quarter: Net interest income$50,531 $50,988 $49,512 $48,761 $50,573 Provision for (Recovery of) credit losses 75 396 109 (554) 1,755 Noninterest income 14,392 13,382 12,915 11,624 11,247 Noninterest expenses 37,355 36,297 37,614 38,176 42,930 Income before income taxes 27,493 27,677 24,704 22,763 17,135 Income tax expense 6,002 5,812 5,256 4,712 3,451 Net income$21,491 $21,865 $19,448 $18,051 $13,684 Financial ratios: Return on average assets(1) 1.55% 1.60% 1.45% 1.35% 1.00%Return on average assets, adjusted(1)(2)(3)n/a n/a 1.51% 1.45% 1.22%Return on average equity(1) 14.73% 15.72% 14.56% 13.98% 10.54%Return on average equity, adjusted(1)(2)(3)n/a n/a 15.12% 14.97% 12.86%Net interest margin(1) 4.00% 4.11% 4.07% 4.00% 4.05%Efficiency ratio 57.5% 56.4% 60.3% 63.2% 69.4%Efficiency ratio, adjusted(2)(3)n/a n/a 58.7% 60.5% 62.3% Per share information: Income per common share: Basic$1.12 $1.14 $1.01 $0.94 $0.72 Basic, adjusted(2)(3)n/a n/a 1.05 1.01 0.87 Diluted 1.11 1.13 1.01 0.93 0.71 Diluted, adjusted(2)(3)n/a n/a 1.04 1.00 0.87 Book value 30.32 29.33 28.07 27.32 26.65 Tangible book value(3) 25.21 24.12 22.77 21.99 21.19 Average tangible common equity(3) 18.15 19.70 18.43 17.91 13.62 Cash dividends paid 0.27 0.27 0.26 0.26 0.23 Average basic shares 19,251 19,224 19,173 19,157 19,118 Average diluted shares 19,384 19,364 19,342 19,328 19,300 (1) Annualized.(2) Ratio has been adjusted for non-recurring expenses for all periods presented prior to September 30, 2025.(3) Non-GAAP based financial measure. Please refer to Appendix A - Supplemental Reporting of Non-GAAP Measures and GAAP to Non-GAAP Reconciliations for a discussion of our use of non-GAAP based financial measures, including tables reconciling GAAP and non-GAAP financial measures appearing herein. ORRSTOWN FINANCIAL SERVICES, INC. HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited) (continued) (In thousands)December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024Noninterest income: Service charges$3,225 $2,997 $2,630 $2,395 $2,050 Interchange income 1,553 1,620 1,441 1,427 1,608 Swap fee income 1,112 816 669 394 597 Wealth management income 5,739 5,277 5,267 5,415 4,902 Mortgage banking activities 503 522 478 302 517 Other income 2,165 2,100 2,422 1,678 1,578 Investment securities gains (losses) 95 50 8 13 (5)Total noninterest income$14,392 $13,382 $12,915 $11,624 $11,247 Noninterest expenses: Salaries and employee benefits$21,980 $21,439 $21,364 $20,388 $22,444 Occupancy, furniture and equipment 4,017 4,075 4,211 4,675 4,893 Data processing 1,292 1,116 965 924 1,540 Advertising and bank promotions 561 154 1,077 499 878 FDIC insurance 683 652 674 824 955 Professional services 1,947 1,703 2,016 1,826 1,591 Taxes other than income 574 828 295 942 (312)Intangible asset amortization 2,348 2,410 2,472 2,535 2,838 Provision for legal settlement — — — — 478 Merger-related expenses — — 968 1,649 3,887 Restructuring expenses — — — 91 39 Other operating expenses 3,953 3,920 3,572 3,823 3,699 Total noninterest expenses$37,355 $36,297 $37,614 $38,176 $42,930 HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited) (continued) (In thousands)December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024Balance Sheet at quarter end: Cash and cash equivalents$149,774 $184,146 $149,377 $287,120 $248,874 Restricted investments in bank stocks 26,717 24,111 21,204 19,693 20,232 Securities available for sale 952,740 890,357 885,373 855,456 829,711 Loans held for sale, at fair value 6,090 6,026 5,206 5,261 6,614 Loans: Commercial real estate: Owner occupied 644,713 629,481 622,315 617,854 633,567 Non-owner occupied 1,260,198 1,254,959 1,203,038 1,157,383 1,160,238 Multi-family 236,703 234,782 239,388 257,724 274,135 Non-owner occupied residential 155,749 163,138 165,479 168,354 179,512 Agricultural 121,417 118,596 124,291 134,916 125,156 Commercial and industrial 489,371 479,929 487,063 455,494 451,384 Acquisition and development: 1-4 family residential construction 41,489 41,141 38,490 40,621 47,432 Commercial and land development 198,234 195,158 198,889 227,434 241,424 Municipal 25,302 28,664 28,693 30,780 30,044 Total commercial loans 3,173,176 3,145,848 3,107,646 3,090,560 3,142,892 Residential mortgage: First lien 478,870 476,006 469,569 464,642 460,297 Home equity – term 5,972 5,800 5,784 9,224 5,988 Home equity – lines of credit 321,438 311,458 305,968 295,820 303,561 Other - term(1) 22,906 23,737 25,384 — — Installment and other loans 18,331 16,887 17,028 15,739 18,476 Total loans 4,020,693 3,979,736 3,931,379 3,875,985 3,931,214 Allowance for credit losses (47,681) (48,105) (47,898) (47,804) (48,689)Net loans held for investment 3,973,012 3,931,631 3,883,481 3,828,181 3,882,525 Goodwill 69,751 69,751 69,751 68,106 68,106 Other intangible assets, net 37,990 40,338 42,748 45,230 47,765 Total assets 5,542,255 5,470,233 5,387,645 5,441,586 5,441,589 Total deposits 4,528,774 4,533,560 4,516,625 4,633,716 4,623,096 FHLB advances and other borrowings and Securities sold under agreements to repurchase 299,243 241,719 166,381 123,480 141,227 Subordinated notes and trust preferred debt 37,122 36,970 69,021 68,850 68,680 Total shareholders' equity 591,535 571,936 548,448 532,936 516,682 (1) Other - term includes property assessed clean energy ("PACE") loans. HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited) (continued) December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024Capital and credit quality measures(1): Total risk-based capital: Orrstown Financial Services, Inc. 13.3% 13.1% 13.3% 13.1% 12.4%Orrstown Bank 13.3% 12.9% 13.3% 13.0% 12.4%Tier 1 risk-based capital: Orrstown Financial Services, Inc. 11.7% 11.3% 11.1% 10.8% 10.2%Orrstown Bank 12.2% 11.8% 12.1% 11.9% 11.2%Tier 1 common equity risk-based capital: Orrstown Financial Services, Inc. 11.5% 11.1% 10.9% 10.6% 10.0%Orrstown Bank 12.2% 11.8% 12.1% 11.9% 11.2%Tier 1 leverage capital: Orrstown Financial Services, Inc. 9.5% 9.3% 9.0% 8.6% 8.3%Orrstown Bank 9.9% 9.6% 9.8% 9.5% 9.1% Average equity to average assets 10.51% 10.18% 9.97% 9.65% 9.45%Allowance for credit losses to total loans 1.19% 1.21% 1.22% 1.23% 1.24%Total nonaccrual loans to total loans 0.70% 0.66% 0.57% 0.59% 0.61%Nonperforming assets to total assets 0.51% 0.48% 0.42% 0.42% 0.45%Allowance for credit losses to nonaccrual loans 170% 184% 214% 210% 202% Other information: Net charge-offs$499 $189 $115 $331 $3,002 Classified loans 58,351 64,089 65,754 76,211 88,628 Nonperforming and other risk assets: Nonaccrual loans 28,031 26,191 22,423 22,727 24,111 Other real estate owned — — — 138 138 Total nonperforming assets 28,031 26,191 22,423 22,865 24,249 Financial difficulty modifications still accruing 1,253 1,245 5,759 5,127 4,897 Loans past due 90 days or more and still accruing 1,040 497 1,312 400 641 Total nonperforming and other risk assets$30,324 $27,933 $29,494 $28,392 $29,787 (1) Capital ratios are estimated for the current period, subject to regulatory filings. The Company elected the three-year phase in option for the day-one impact of ASU 2016-13 for current expected credit losses ("CECL") to regulatory capital. Beginning in 2023, the Company adjusted retained earnings, allowance for credit losses includable in tier 2 capital and the deferred tax assets from temporary differences in risk weighted assets by the permitted percentage of the day-one impact from adopting the new CECL standard. Appendix A- Supplemental Reporting of Non-GAAP Measures and GAAP to Non-GAAP Reconciliations Management believes providing certain other “non-GAAP” financial information will assist investors in their understanding of the effect on recent financial results from non-recurring charges. As a result of acquisitions, the Company has intangible assets consisting of goodwill, core deposit and other intangible assets, which totaled $107.7 million and $115.9 million at December 31, 2025 and December 31, 2024, respectively. In addition, during the three months ended December 31, 2025, September 30, 2025, June 30, 2025, March, 31, 2025 and December 31, 2024, the Company incurred zero, zero, $1.0 million, $1.6 million, and $3.9 million in merger-related expenses, respectively. During the three months ended December 31, 2024, the Company incurred other non-recurring charges totaling $0.5 million. Tangible book value per common share, tangible common equity and the impact of the non-recurring expenses on net income and associated ratios, as used by the Company in this earnings release, are determined by methods other than in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"). While we believe this information is a useful supplement to GAAP based measures presented in this earnings release, readers are cautioned that 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 our results and financial condition as reported under GAAP, nor are such measures necessarily comparable to non-GAAP performance measures that may be presented by other companies. This supplemental presentation should not be construed as an inference that our future results will be unaffected by similar adjustments to be determined in accordance with GAAP. The following tables present the computation of each non-GAAP based measure: (In thousands) Tangible Book Value per Common Share December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024Shareholders' equity (most directly comparable GAAP-based measure) $591,535 $571,936 $548,448 $532,936 $516,682 Less: Goodwill 69,751 69,751 69,751 68,106 68,106 Other intangible assets 37,990 40,338 42,748 45,230 47,765 Related tax effect (7,978) (8,471) (8,977) (9,498) (10,031)Tangible common equity (non-GAAP) $491,772 $470,318 $444,926 $429,098 $410,842 Common shares outstanding 19,507 19,501 19,536 19,510 19,390 Book value per share (most directly comparable GAAP-based measure) $30.32 $29.33 $28.07 $27.32 $26.65 Intangible assets per share 5.11 5.21 5.30 5.33 5.46 Tangible book value per share (non-GAAP) $25.21 $24.12 $22.77 $21.99 $21.19 Return on Average Common Equity December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024Net Income $21,491 $21,865 $19,448 $18,051 $13,684 Average shareholders' equity $578,859 $551,945 $535,684 $523,689 $516,399 Less: Average goodwill 69,751 69,751 68,126 68,106 71,477 Less: Average other intangible assets, gross 39,467 41,809 44,304 46,864 45,319 Average tangible equity $469,641 $440,385 $423,254 $408,719 $399,603 Return on average tangible equity(non-GAAP)(1) 18.15% 19.70% 18.43% 17.91% 13.62% (1) - Annualized (In thousands)Three Months Ended Twelve Months EndedAdjusted Ratios for Non-recurring ChargesDecember 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024Net income (A) - most directly comparable GAAP-based measure$21,491 $21,865 $19,448 $18,051 $13,684 $80,855 $22,050 Plus: Merger-related expenses (B) — — 968 1,649 3,887 2,617 22,671 Plus: Executive retirement expenses (B) — — — — 35 — 4,793 Plus: Provision for credit losses on non-PCD loans (B) — — — — — — 15,504 Plus: Provision for legal settlement (B) — — — — 478 — 478 Less: Related tax effect (C) — — (221) (368) (1,386) (590) (9,442)Adjusted net income (D=A+B-C) - Non-GAAP$21,491 $21,865 $20,195 $19,332 $16,698 $82,882 $56,054 Average assets (E)$5,505,311 $5,420,830 $5,374,772 $5,425,697 $5,464,165 $5,431,742 $4,321,472 Return on average assets (= A / E) - most directly comparable GAAP-based measure(1) 1.55% 1.60% 1.45% 1.35% 1.00% 1.49% 0.51%Return on average assets, adjusted (= D / E) - Non-GAAP(1) 1.55% 1.60% 1.51% 1.45% 1.22% 1.53% 1.30% Average equity (F)$578,859 $551,945 $535,684 $523,689 $516,399 $547,708 $392,280 Return on average equity (= A / F) - most directly comparable GAAP-based measure(1) 14.73% 15.72% 14.56% 13.98% 10.54% 14.76% 5.62%Return on average equity, adjusted (= D / F) - Non-GAAP(1) 14.73% 15.72% 15.12% 14.97% 12.86% 15.13% 14.29% Weighted average shares - basic (G) - most directly comparable GAAP-based measure 19,251 19,224 19,173 19,157 19,118 19,201 14,761 Basic earnings (loss) per share (= A / G) - most directly comparable GAAP-based measure$1.12 $1.14 $1.01 $0.94 $0.72 $4.21 $1.49 Basic earnings per share, adjusted (= D / G) - Non-GAAP$1.12 $1.14 $1.05 $1.01 $0.87 $4.32 $3.80 Weighted average shares - diluted (H) - most directly comparable GAAP-based measure 19,384 19,364 19,342 19,328 19,300 19,355 14,914 Diluted earnings (loss) per share (= A / H) - most directly comparable GAAP-based measure$1.11 $1.13 $1.01 $0.93 $0.71 $4.18 $1.48 Diluted earnings per share, adjusted (= D / H) - Non-GAAP$1.11 $1.13 $1.04 $1.00 $0.87 $4.28 $3.76 (1) Annualized Three Months Ended Twelve Months Ended December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024Noninterest expense (I) - most directly comparable GAAP-based measure$37,355 $36,297 $37,614 $38,176 $42,930 $149,442 $148,337 Less: Merger-related expenses (B) — — (968) (1,649) (3,887) (2,617) (22,671)Less: Executive retirement expenses (B) — — — — (35) — (4,793)Less: Provision for legal settlement (B) — — — — (478) — (478)Adjusted noninterest expense (J = I - B) - Non-GAAP$37,355 $36,297 $36,646 $36,527 $38,531 $146,825 $120,396 Net interest income (K)$50,531 $50,988 $49,512 $48,761 $50,573 $199,792 $155,254 Noninterest income (L) 14,392 13,382 12,915 11,624 11,247 52,313 37,435 Total operating income (M = K + L)$64,923 $64,370 $62,427 $60,385 $61,820 $252,105 $192,689 Efficiency ratio (= I / M) - most directly comparable GAAP-based measure 57.5% 56.4% 60.3% 63.2% 69.4% 59.3% 77.0%Efficiency ratio, adjusted (= J / M) - Non-GAAP 57.5% 56.4% 58.7% 60.5% 62.3% 58.2% 62.5% (1) Annualized  Appendix B- Investment Portfolio Concentrations The following table summarizes the credit ratings and collateral associated with the Company's investment security portfolio, excluding equity securities, at December 31, 2025: (In thousands) SectorPortfolio Mix Amortized Book Fair Value Credit Enhancement AAA AA A BBB BB NR Collateral / Guarantee TypeUnsecured ABS—% $2,575 $2,484 29% —% —% —% —% —% 100% Unsecured Consumer DebtStudent Loan ABS— 3,109 3,119 29 — — — — — 100 Seasoned Student LoansFederal Family Education Loan ABS8 72,231 72,013 12 — 47 33 7 13 — Federal Family Education Loan(1)PACE Loan ABS— 1,674 1,538 7 100 — — — — PACE Loans(2)Non-Agency CMBS3 27,069 27,410 28 — — — — 100 Non-Agency RMBS3 31,049 29,929 52 92 8 — — — Reverse Mortgages(3)Municipal - General Obligation10 99,033 92,643 17 77 6 — — Municipal - Revenue12 119,799 109,505 — 82 12 — 6 SBA ReRemic(5)— 1,595 1,580 — 100 — — — SBA Guarantee(4)Small Business Administration— 3,330 3,399 — 100 — — — SBA Guarantee(4)Agency MBS25 237,276 237,450 — 100 — — — Residential Mortgages(4)Agency CMO37 356,192 355,224 — 100 — — — U.S. Treasury securities2 15,016 14,211 — 100 — — — U.S. Government Guarantee(4)Corporate bonds— 1,947 1,992 — — 51 49 — 100% $971,895 $952,497 5% 85% 4% 1% 1% 4% (1) 97% guaranteed by U.S. government(2) PACE acronym represents Property Assessed Clean Energy loans(3) Non-agency reverse mortgages with current structural credit enhancements(4) Guaranteed by U.S. government or U.S. government agencies(5) SBA ReRemic acronym represents Re-Securitization of Real Estate Mortgage Investment Conduits Note: Ratings in table are the lowest of the six rating agencies (Standard & Poor's, Moody's, Fitch, Morningstar, DBRS and Kroll Bond Rating Agency). Standard & Poor's rates U.S. government obligations at AA+. About the Company With $5.5 billion in assets, Orrstown Financial Services, Inc. and its wholly-owned subsidiary, Orrstown Bank, provide a wide range of consumer and business financial services in Berks, Cumberland, Dauphin, Franklin, Lancaster, Perry and York Counties, Pennsylvania and Anne Arundel, Baltimore, Harford, Howard, and Washington Counties, Maryland, as well as Baltimore City, Maryland. The Company’s lending area also includes counties in Pennsylvania, Maryland, Delaware, Virginia and West Virginia within a 75-mile radius of the Company's executive and administrative offices as well as the District of Columbia. Orrstown Bank is an Equal Housing Lender and its deposits are insured up to the legal maximum by the FDIC. Orrstown Financial Services, Inc.’s common stock is traded on Nasdaq (ORRF). For more information about Orrstown Financial Services, Inc. and Orrstown Bank, visit www.orrstown.com. Cautionary Note Regarding Forward-Looking Statements This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Forward-looking statements reflect the current views of the Company's management with respect to, among other things, future events and the Company's financial performance. These statements are often, but not always, made through the use of words or phrases such as “may,” “should,” “could,” “predict,” “potential,” “believe,” “will likely result,” “expect,” “continue,” “will,” “anticipate,” “seek,” “estimate,” “intend,” “plan,” “project,” “forecast,” “goal,” “target,” “would” and “outlook,” or the negative variations of those words or other comparable words of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates, predictions or projections about events or the Company's industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond the Company's control. Accordingly, the Company cautions you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements and there can be no assurances that the Company will achieve the desired level of new business development and new loans, growth in the balance sheet and fee-based revenue lines of business, cost savings initiatives and continued reductions in risk assets or mitigation of losses in the future. Factors which could cause the actual results to differ from those expressed or implied by the forward-looking statements include, but are not limited to, the following: interest rate changes or volatility; general economic conditions (including inflation and concerns about liquidity) on a national basis or in the local markets in which the Company operates; ineffectiveness of the Company’s strategic growth plan due to changes in current or future market conditions; the effects of competition and how it may impact our community banking model, including industry consolidation and development of competing financial products and services; changes in consumer behavior due to changing political, business and economic conditions, or legislative or regulatory initiatives; changes in, and evolving interpretations of, existing and future laws and regulations; changes in credit quality; inability to raise capital, if necessary, under favorable conditions; volatility in the securities markets; the demand for our products and services; deteriorating economic conditions; geopolitical tensions; operational risks including, but not limited to, cybersecurity incidents, fraud, natural disasters and future pandemics; expenses associated with litigation and legal proceedings; and other risks and uncertainties, including those detailed in our Annual Report on Form 10-K for the year ended December 31, 2024 under the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and in subsequent filings made with the Securities and Exchange Commission. The foregoing list of factors is not exhaustive. If one or more events related to these or other risks or uncertainties materializes, or if the Company's underlying assumptions prove to be incorrect, actual results may differ materially from what the Company anticipates. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made, and the Company disclaims any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. New risks and uncertainties arise from time to time, and it is not possible for the Company to predict those events or how they may affect it. In addition, the Company cannot assess the impact of each factor on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. All forward-looking statements, expressed or implied, included in this press release are expressly qualified in their entirety by this cautionary statement. This cautionary statement should also be considered in connection with any subsequent written or oral forward-looking statements that the Company or persons acting on the Company's behalf may issue. The review period for subsequent events extends up to and includes the filing date of a public company’s financial statements, when filed with the Securities and Exchange Commission. Accordingly, the consolidated financial information presented in this announcement is subject to change. Annualized, pro forma, projected and estimated numbers in this document are used for illustrative purposes only and are not forecasts and may not reflect actual results. Source: Orrstown Financial Services, Inc.