Orrstown Financial Services, Inc. Reports Second Quarter 2026 Results

Rhea-AI Summary

Orrstown Financial Services (NASDAQ: ORRF) reported second quarter 2026 net income of $21.2 million, or $1.09 per diluted share, versus $21.8 million ($1.12) in the prior quarter and $19.4 million ($1.01) a year earlier. Return on average assets was 1.53% and return on average equity was 13.96%.

Net interest income was $48.8 million with a tax-equivalent net interest margin of 3.87%, or 4.00%(1) excluding accelerated amortization from redeeming $31.0 million of subordinated notes. Loans grew $51.7 million (about 5% annualized) while nonaccrual loans fell to 0.58% of total loans.

Noninterest income decreased to $13.8 million mainly due to prior-quarter life insurance death benefits, and noninterest expenses rose to $37.7 million. Tangible common equity improved to 9.5% of total tangible assets and tangible book value per share rose to $26.71. The Board declared a quarterly dividend of $0.30 per common share, payable August 11, 2026 to shareholders of record on August 4, 2026.

Positive

• Net income of $21.2 million vs. $19.4 million in Q2 2025
• Diluted EPS of $1.09 vs. $1.01 in Q2 2025
• Core net interest margin (ex-notes amortization) at 4.00% in Q2 2026
• Loans up $51.7 million, about 5% annualized, in Q2 2026
• Nonaccrual loans ratio improved to 0.58% from 0.74% quarter-over-quarter
• Tangible common equity ratio rose to 9.5% from 9.2%
• Tangible book value per share increased to $26.71 from $25.76
• Effective tax rate reduced to 14.2% via $1.6 million tax credits
• Quarterly cash dividend of $0.30 per share declared

Negative

• Quarterly net income down to $21.2 million from $21.8 million in Q1 2026
• Reported net interest margin fell to 3.87% from 3.90% sequentially
• Noninterest income declined to $13.8 million from $15.6 million quarter-over-quarter
• Noninterest expenses increased to $37.7 million from $36.7 million
• Net charge-offs rose to $1.2 million from $0.9 million sequentially
• Swap fee income decreased to $0.7 million from $1.3 million

News Explained

The redeemed subordinated debt lowered one capital ratio, but tangible common equity improved and other borrowings increased at quarter-end.

The June 30, 2026 redemption was completed: Orrstown Financial Services removed $31.0 million of subordinated notes, and the company says the transaction reduced its total risk-based capital ratio from 13.5% to 13.2%.

That effect was not uniform across capital measures: tangible common equity rose from 9.2% to 9.5% of total tangible assets, while the company says most other capital ratios increased through earnings.

Meanwhile, FHLB advances and other borrowings stood at $274.8 million at June 30 versus $206.7 million at March 31, while alternative funding sources remained $1.8 billion, so the disclosed redemption coexisted with greater quarter-end use of other borrowings.

Market Context

The S-3 shelf registration filed January 29, 2026 is not effective and has a usage count of 0. Again...

Analysis

The S-3 shelf registration filed January 29, 2026 is not effective and has a usage count of 0. Against this quarterly report, that adds financing context; margin compression and lower earnings remain watchpoints.

Key Figures

Net income: $21.2 million Diluted EPS: $1.09 per diluted share Net interest margin: 3.87% +5 more

8 metrics

Net income $21.2 million Q2 2026, compared with $21.8 million in Q1 2026 and $19.4 million in Q2 2025

Diluted EPS $1.09 per diluted share Q2 2026, compared with $1.12 in Q1 2026 and $1.01 in Q2 2025

Net interest margin 3.87% Q2 2026 tax-equivalent basis, compared with 3.90% in Q1 2026

Loan growth $51.7 million Increase from March 31, 2026 to June 30, 2026

Nonaccrual loans to total loans 0.58% June 30, 2026, compared with 0.74% at March 31, 2026

Tangible book value $26.71 per common share June 30, 2026, compared with $25.76 at March 31, 2026

Cash dividend $0.30 per common share Declared for payment August 11, 2026

Subordinated notes redeemed $31.0 million Redeemed June 30, 2026

Previous Earnings Reports

5 past events · Latest: Apr 21 (Positive)

Same Type Pattern 5 events

Date	Event	Sentiment	24h Move	Catalyst
Apr 21	First-quarter earnings	Positive	-4.8%	First-quarter earnings included higher income, loan growth and dividend declaration.
Oct 21	Third-quarter earnings	Positive	+4.4%	Third-quarter earnings showed higher income, EPS, loan growth and a dividend increase.
Apr 22	First-quarter earnings	Positive	+2.5%	First-quarter earnings reported higher income and adjusted results with improved capital ratios.
Jan 31	Fourth-quarter earnings	Positive	-0.7%	Fourth-quarter earnings returned to profit and included a dividend increase.
Oct 22	Third-quarter earnings	Negative	+3.2%	Third-quarter results reported a merger-related net loss and elevated credit provisions.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Tag-specific earnings reactions were mixed, with three of five events diverging from the reported fundamental direction.

Key Terms

net interest margin, tax equivalent basis, nonaccrual loans, subordinated notes, +1 more

5 terms

net interest margin financial

"Net interest margin, on a tax equivalent basis, was 3.87%"

Net interest margin measures how much a bank earns from lending and investing compared with what it pays for funding, expressed as a percentage of its interest-earning assets. Think of it like a grocery store’s markup: it shows the gap between buying cost and selling price per dollar of goods — here, the cost is interest paid and the sale is interest received. Investors watch it because a higher margin usually means a bank is more profitable and better at managing interest rate and credit conditions.

tax equivalent basis financial

"Net interest margin, on a tax equivalent basis, was 3.87%"

A tax equivalent basis is a way to compare income from a tax-free investment to taxable investments by expressing the tax-free yield as the pretax rate an investor would need to earn to match it. Investors use their personal tax rate to convert the tax-free return into an ‘‘equivalent’’ taxable return, which makes different investments easier to compare—like converting prices into the same currency so you can tell which is truly cheaper.

nonaccrual loans financial

"nonaccrual loans decreased by $6.2 million during the second quarter"

Nonaccrual loans are loans a lender has stopped counting toward interest income because the borrower is overdue or unlikely to pay; the lender only records cash payments received and may set aside extra funds to cover potential losses. For investors, a rising number or amount of nonaccrual loans signals weaker credit quality, lower future interest revenue and larger potential write-downs — similar to pausing expected subscription income when many customers stop paying.

subordinated notes financial

"Subordinated notes of $31.0 million were redeemed on June 30, 2026"

Subordinated notes are loans companies issue that rank below other debts for repayment, meaning holders get paid only after higher-priority creditors if the issuer runs into trouble. Because they act like being farther back in line at a buffet, they usually offer higher interest to compensate for greater risk, so investors watch them for potential higher returns but also increased chance of loss and sensitivity to the issuer’s financial health.

tangible common equity financial

"Tangible common equity increased to 9.5% of total tangible assets"

Tangible common equity is the portion of a company’s net worth that belongs to ordinary shareholders after removing intangible items (like goodwill or patents) and any preferred claims; it’s often expressed on a per-share basis. Think of it as the hard, sellable value left for common owners if you removed non-physical assets and paid off debts—investors use it to judge how much real cushion a company has and whether the stock might be under- or over-valued.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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• Net income of $21.2 million, or $1.09 per diluted share, for the three months ended June 30, 2026 compared to net income of $21.8 million, or $1.12 per diluted share, for the three months ended March 31, 2026;
• Return on average assets was 1.53% and return on average equity was 13.96% for the three months ended June 30, 2026, compared to 1.59% and 14.76%, respectively, for the three months ended March 31, 2026;
• Subordinated notes of $31.0 million were redeemed on June 30, 2026; the remaining fair value mark of $1.6 million was amortized and reflected in interest expense during the second quarter of 2026;
• Net interest margin, on a tax equivalent basis, was 3.87% in the second quarter of 2026 compared to 3.90% in the first quarter of 2026; excluding the amortization of the fair value mark on the redeemed subordinated notes, net interest margin was 4.00% ⁽¹⁾ in the second quarter of 2026;
• Total loans increased by $51.7 million, or approximately 5% annualized, from March 31, 2026 to June 30, 2026; classified loans decreased by $8.4 million and nonaccrual loans decreased by $6.2 million during the second quarter of 2026; nonaccrual loans to total loans decreased to 0.58% at June 30, 2026 from 0.74% at March 31, 2026;
• Noninterest income was $13.8 million for the three months ended June 30, 2026 compared to $15.6 million for the three months ended March 31, 2026 due to $2.4 million in income from life insurance policy death benefits recorded in the first quarter of 2026;
• The purchase of federal income tax credits resulted in a $1.6 million income tax benefit;
• Tangible common equity increased to 9.5% of total tangible assets at June 30, 2026 from 9.2% at March 31, 2026;
• Tangible book value per common share⁽¹⁾ increased to $26.71 at June 30, 2026 from $25.76 at March 31, 2026; and
• The Board of Directors declared a cash dividend of $0.30 per common share, payable August 11, 2026, to shareholders of record as of August 4, 2026.

HARRISBURG, Pa., July 21, 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 June 30, 2026. Net income totaled $21.2 million for the three months ended June 30, 2026, compared to net income of $21.8 million and $19.4 million for the three months ended March 31, 2026 and June 30, 2025, respectively. Diluted earnings per share was $1.09 for the three months ended June 30, 2026, compared to $1.12 and $1.01 for the three months ended March 31, 2026 and June 30, 2025, respectively. For the second quarter of 2025, excluding the impact from merger-related expenses, net of taxes, net income and diluted earnings per share were $20.2 million⁽¹⁾ and $1.04⁽¹⁾, respectively.

“Orrstown is pleased to have produced an outstanding quarter in which the strength of our foundation was evident in our key financial metrics,” said Adam L. Metz, President and Chief Executive Officer. "The core net interest margin expanded during the quarter as we continued to effectively manage funding costs. The redemption of the subordinated notes is expected to enhance future performance. We continue to create strong fee income from a variety of sources, highlighted by record quarterly wealth management revenue. We maintain a strong credit risk profile and we expect to continue to build upon our capital ratios at a healthy pace through earnings generation. With a solid balance sheet, diversified revenue streams and strong momentum across the organization, we are well positioned to build on our success in the second half of 2026 and beyond.”

⁽¹⁾ Non-GAAP measure. See Appendix A for additional information.

DISCUSSION OF RESULTS

Balance Sheet

Loans

Loans held for investment increased by $51.7 million in the three months ended June 30, 2026 and totaled $4.1 billion at both June 30, 2026 and March 31, 2026. Residential mortgages increased by $32.8 million, or approximately 16% annualized, of which $17.1 million were home equities, and commercial loans increased by $18.9 million, or approximately 2% annualized, from March 31, 2026 to June 30, 2026.

Investment Securities

Investment securities, all of which are classified as available-for-sale, increased by $2.3 million to $949.3 million at June 30, 2026 from $947.0 million at March 31, 2026. During the three months ended June 30, 2026, net unrealized losses on investment securities decreased by $1.8 million. The Bank purchased $28.4 million of investment securities, consisting of $14.6 million of agency mortgage backed securities and collateralized mortgage obligations and $13.8 million of non-agency collateralized mortgage obligations during the second quarter of 2026. The remaining change in investment securities during the second quarter of 2026 was due to paydowns of $28.5 million and a call of $1.0 million, partially offset by net accretion of $1.5 million recorded on investment securities. The overall duration of the Company's investment securities portfolio was 4.5 years at June 30, 2026 compared to 4.7 years at March 31, 2026. See Appendix B for a summary of the Bank's investment securities at June 30, 2026, highlighting their concentrations and credit ratings.

Deposits

During the second quarter of 2026, deposits decreased by $7.4 million and totaled $4.6 billion at both June 30, 2026 and March 31, 2026. Time deposits, interest-bearing demand deposits and savings deposits decreased by $27.1 million, $24.7 million and $3.1 million, respectively. These decreases were partially offset by increases in non-interest demand deposits of $38.2 million and money market deposits of $9.3 million from March 31, 2026 to June 30, 2026. The Bank continues to focus on shifting its deposit mix to include more lower cost deposits. The Bank's loan-to-deposit ratio was 89% at June 30, 2026 compared to 88% at March 31, 2026.

Borrowings

On June 30, 2026, the Company redeemed the $31.0 million outstanding 4.50% fixed-to-floating rate subordinated notes assumed from Codorus Valley Bancorp, Inc. on July 1, 2024. At the time of redemption, the subordinated notes had an interest rate of 7.72%. During the three months ended June 30, 2026, the Company amortized the remaining fair value mark of $1.6 million to interest expense as a result of the redemption.

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 $274.8 million at June 30, 2026 compared to $206.7 million at March 31, 2026. The increase was due to higher utilization of borrowings during the second quarter of 2026 primarily to fund loan growth. Despite the quarter-end increase, average FHLB advances and other borrowings decreased by $84.8 million from the three months ended March 31, 2026 to the three months ended June 30, 2026. 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 $1.8 billion at both June 30, 2026 and March 31, 2026.

Income Statement

Net Interest Income and Margin

Net interest income was $48.8 million for the three months ended June 30, 2026 compared to $49.0 million for the three months ended March 31, 2026. The net interest margin, on a tax equivalent basis, decreased to 3.87% in the second quarter of 2026 from 3.90% in the first quarter of 2026. The decrease is primarily the result of the accelerated amortization of the subordinated notes' fair value mark in the second quarter of 2026. Excluding the amortization of the fair value mark on the redeemed subordinated notes, net interest margin was 4.00% ⁽¹⁾ in the second quarter of 2026. A decrease of eight basis points in the cost of interest-bearing deposits during the second quarter of 2026 partially offset the impact of the amortization of the fair value mark from the subordinated note redemption.

Interest income on loans, on a tax equivalent basis, increased by $0.3 million to $63.5 million for the three months ended June 30, 2026 compared to $63.2 million for the three months ended March 31, 2026. There was no significant change in the net accretion impact of the purchase accounting marks on loans between the first and second quarters of 2026.

Interest income on investment securities, on a tax equivalent basis, was $11.1 million for both the second and first quarters of 2026. Interest income on investments securities benefited from the purchases of higher yielding investment securities despite a $12.1 million decrease in average investment securities during the three months ended June 30, 2026 compared to the three months ended March 31, 2026. The decrease in average investment securities between the periods was due to the timing of purchases and paydowns.

Interest expense, on a tax equivalent basis, increased by $0.5 million to $25.9 million for the three months ended June 30, 2026 compared to $25.4 million for the three months ended March 31, 2026. Borrowing costs increased by $0.8 million during the three months ended June 30, 2026 compared to the three months ended March 31, 2026 due to the accelerated amortization of the remaining subordinated debt fair value mark of $1.6 million. The cost of deposits decreased by eight basis points during the three months ended June 30, 2026 compared to the three months ended March 31, 2026.

Average interest-bearing deposits increased by $38.3 million during the three months ended June 30, 2026 compared to the three months ended March 31, 2026. Average FHLB advances and other borrowings decreased by $84.8 million from the three months ended March 31, 2026 to the three months ended June 30, 2026. There were seasonal deposit declines in the first quarter of 2026, which increased borrowing balances. However, significant deposit inflow from seasonal sources in the back half of the first quarter enabled the Bank to substantially reduce its borrowing levels.

Provision for Credit Losses on Loans

The allowance for credit losses ("ACL") on loans decreased to $46.6 million at June 30, 2026 from $47.5 million at March 31, 2026. The ACL to total loans was 1.13% at June 30, 2026 compared to 1.17% at March 31, 2026. The Company recorded provision expense on loans of $0.4 million for the three months ended June 30, 2026 compared to $0.7 million for the three months ended March 31, 2026 partially due to the increase in loans. Net charge-offs were $1.2 million during the three months ended June 30, 2026 compared to $0.9 million during the three months ended March 31, 2026. As a result of improvements noted in underlying criteria, certain qualitative factors were adjusted, which reduced the ACL and partially offset the impact from the increase in loans and net charge-offs.

Classified loans decreased by $8.4 million to $49.2 million at June 30, 2026 from $57.6 million at March 31, 2026 due primarily to repayments of $7.8 million. Nonaccrual loans totaled $23.8 million at June 30, 2026 compared to $30.0 million at March 31, 2026. The decrease of $6.2 million in nonaccrual loans was due to repayments of $6.9 million, which included $4.2 million in commercial and land development loans that were on nonaccrual status and risk rated as substandard. Nonaccrual loans to total loans decreased to 0.58% at June 30, 2026 from 0.74% at March 31, 2026. Management believes the ACL to be adequate based on current asset quality metrics and economic forecasts.

⁽¹⁾ Non-GAAP measure. See Appendix A for additional information.

Noninterest Income

Noninterest income decreased by $1.8 million to $13.8 million for the three months ended June 30, 2026 from $15.6 million for the three months ended March 31, 2026.

Income from life insurance decreased by $2.4 million to $1.4 million for the three months ended June 30, 2026 compared to $3.8 million for the three months ended March 31, 2026. During the first quarter of 2026, the Company recorded $2.4 million in income from life insurance policy death benefits.

Swap fee income decreased by $0.6 million to $0.7 million for the three months ended June 30, 2026 compared to $1.3 million for the three months ended March 31, 2026. Swap fee income will fluctuate based on market conditions and client demand.

Wealth management income increased by $0.3 million to $5.9 million for the three months ended June 30, 2026 compared to $5.6 million for the three months ended March 31, 2026.

Noninterest Expenses

Noninterest expenses increased by $1.0 million to $37.7 million for the three months ended June 30, 2026 from $36.7 million in the three months ended March 31, 2026.

Salaries and benefits expense increased by $1.0 million to $22.2 million for the three months ended June 30, 2026 compared to $21.2 million for the three months ended March 31, 2026. The increase during the second quarter of 2026 was due primarily to the impact from merit salary increases in May, higher healthcare costs due to claim volume and the impact of one extra day compared to the prior quarter.

Occupancy, furniture and equipment expense decreased by $0.3 million to $3.9 million for the three months ended June 30, 2026 compared to $4.2 million for the three months ended March 31, 2026 due to seasonal expenses incurred during the first quarter of 2026.

Advertising and bank promotions expense increased by $0.4 million to $1.1 million in the three months ended June 30, 2026 from $0.7 million in the three months ended March 31, 2026 due to $0.7 million in contributions to tax credit programs during the second quarter of 2026. Taxes other than income decreased by $0.6 million to $0.4 million in the three months ended June 30, 2026 compared to $1.0 million in the three months ended March 31, 2026. This decrease reflects the tax credits recognized in the second quarter of 2026 as result of the charitable contributions.

Other operating expenses increased by $0.2 million to $4.3 million for the three months ended June 30, 2026 compared to $4.1 million for the three months ended March 31, 2026. This was due primarily to an increase of $0.2 million in mark-to-market losses on non-hedging derivatives from the first quarter of 2026 to the second quarter of 2026.

Income Taxes

The Company's effective tax rate was 14.2% for the second quarter of 2026 compared to 20.7% for the first quarter of 2026. The Company's effective tax rate for the three months ended June 30, 2026 is less than the 21% federal statutory rate primarily due to the purchase of federal income tax credits, which reduced income tax expense by $1.6 million. In addition, the effective tax rate was impacted by tax-exempt income, including interest earned on tax-exempt loans and securities and non-taxable income from life insurance policies and tax credits partially offset by 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 ("TEFRA"). The Company regularly analyzes its projected taxable income and makes adjustments to the provision for income taxes accordingly.

Capital

Shareholders’ equity totaled $621.7 million at June 30, 2026 compared to $603.2 million at March 31, 2026. The increase of $18.5 million is primarily due to net income of $21.2 million, other comprehensive income of $1.9 million and share-based compensation activity of $1.3 million, partially offset by dividends of $5.9 million.

Tangible book value per common share⁽¹⁾ increased to $26.71 at June 30, 2026 from $25.76 at March 31, 2026. The Company's tangible common equity ratio was 9.5% of total tangible assets at June 30, 2026 compared to 9.2% at March 31, 2026. Return on average tangible common equity per common share⁽¹⁾ was 16.86% for the three months ended June 30, 2026 compared to 17.96% for the three months ended March 31, 2026. The decrease in the return on average tangible common equity per common share was primarily due to the increase in average shareholders' equity.

⁽¹⁾ Non-GAAP measure. See Appendix A for additional information.

Most of the Company's capital ratios increased during the three months ended June 30, 2026 compared to the three months ended March 31, 2026 due to earnings. Total risk-based capital declined over that period due to the redemption of subordinated debt. The Company's tier 1 common equity, tier 1 capital and total risk-based capital ratios were 12.0%, 12.2% and 13.2%, respectively, at June 30, 2026 compared to 11.8%, 12.0% and 13.5%, respectively, at March 31, 2026. The Company's Tier 1 leverage ratio increased to 10.1% at June 30, 2026 compared to 9.7% at March 31, 2026.

At June 30, 2026, 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.

Investor Relations Contact:
Neelesh Kalani
Executive Vice President, Chief Financial Officer
Phone (717) 510-7097

FINANCIAL HIGHLIGHTS (Unaudited)
	Three Months Ended								Six Months Ended
	June 30,				June 30,				June 30,				June 30,
(In thousands)		2026				2025				2026				2025
Profitability for the period:
Net interest income	$	48,831			$	49,512			$	97,836			$	98,273
Provision for (recovery of) credit losses - loans		338				209				1,066				(345	)
Recovery of credit losses - unfunded loan commitments		—				(100	)			(376	)			(100	)
Noninterest income		13,836				12,915				29,413				24,539
Noninterest expenses		37,666				37,614				74,394				75,790
Income before income tax expense		24,663				24,704				52,165				47,467
Income tax expense		3,505				5,256				9,198				9,968
Net income available to common shareholders	$	21,158			$	19,448			$	42,967			$	37,499
Financial ratios:
Return on average assets (1)		1.53	%			1.45	%			1.56	%			1.40	%
Return on average assets, adjusted (1)(3)(4)		n/a				1.51	%			n/a				1.48	%
Return on average equity (1)		13.96	%			14.56	%			14.35	%			14.28	%
Return on average equity, adjusted (1)(3)(4)		n/a				15.12	%			n/a				15.05	%
Net interest margin (1)		3.87	%			4.07	%			3.89	%			4.04	%
Net interest margin, adjusted (1)(2)(4)		4.00	%			n/a				3.95	%			n/a
Efficiency ratio		60.1	%			60.3	%			58.5	%			61.7	%
Efficiency ratio, adjusted (2)(3)(4)		58.6	%			58.7	%			57.7	%			59.6	%
Income per common share:
Basic	$	1.10			$	1.01			$	2.23			$	1.96
Basic, adjusted (3)(4)		n/a			$	1.05				n/a			$	2.06
Diluted	$	1.09			$	1.01			$	2.21			$	1.94
Diluted, adjusted (3)(4)		n/a			$	1.04				n/a			$	2.04
Average equity to average assets		10.97	%			9.97	%			10.89	%			9.81	%
(1) Annualized for the three and six months ended June 30, 2026 and 2025.
(2) Ratio has been adjusted for accelerated amortization of the remaining fair value mark of $1.6 million from the redemption of the subordinated notes during the three and six months ended June 30, 2026.
(3) Ratio has been adjusted for the non-recurring charges for the three and six months ended June 30, 2025.
(4) 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)
	June 30,				December 31,
(Dollars in thousands, except per share amounts)		2026				2025
At period-end:
Total assets	$	5,612,151			$	5,542,255
Loans, net of allowance for credit losses		4,066,399				3,973,012
Loans held-for-sale, at fair value		3,639				6,090
Securities available for sale, at fair value		949,281				952,740
Total deposits		4,620,023				4,528,774
FHLB advances and other borrowings and Securities sold under agreements to repurchase		282,362				299,243
Subordinated notes and trust preferred debt		8,049				37,122
Shareholders' equity		621,650				591,535
Credit quality and capital ratios (1):
Allowance for credit losses to total loans		1.13	%			1.19	%
Total nonaccrual loans to total loans		0.58	%			0.70	%
Nonperforming assets to total assets		0.44	%			0.51	%
Allowance for credit losses to nonaccrual loans		196	%			170	%
Total risk-based capital:
Orrstown Financial Services, Inc.		13.2	%			13.3	%
Orrstown Bank		13.1	%			13.3	%
Tier 1 risk-based capital:
Orrstown Financial Services, Inc.		12.2	%			11.7	%
Orrstown Bank		12.1	%			12.2	%
Tier 1 common equity risk-based capital:
Orrstown Financial Services, Inc.		12.0	%			11.5	%
Orrstown Bank		12.1	%			12.2	%
Tier 1 leverage capital:
Orrstown Financial Services, Inc.		10.1	%			9.5	%
Orrstown Bank		10.0	%			9.9	%
Book value per common share	$	31.60			$	30.32
(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. At December 31, 2025, 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. At June 30, 2026, the day-one impact of ASU 2016-13 was fully applied to the capital ratios.

ORRSTOWN FINANCIAL SERVICES, INC.
CONSOLIDATED BALANCE SHEETS (Unaudited)
(Dollars in thousands, except per share amounts)	June 30, 2026				December 31, 2025
Assets
Cash and due from banks	$	58,319			$	42,083
Interest-bearing deposits with banks		86,522				107,691
Cash and cash equivalents		144,841				149,774
Restricted investments in bank stocks		27,429				26,717
Securities available for sale (amortized cost of $973,712 and $972,138 at June 30, 2026 and December 31, 2025, respectively)		949,281				952,740
Loans held for sale, at fair value		3,639				6,090
Loans		4,113,031				4,020,693
Less: Allowance for credit losses		(46,632	)			(47,681	)
Net loans		4,066,399				3,973,012
Premises and equipment, net		50,166				51,029
Cash surrender value of life insurance		147,787				146,994
Goodwill		69,751				69,751
Other intangible assets, net		33,572				37,990
Accrued interest receivable		19,789				21,473
Deferred tax assets, net		32,693				33,931
Other assets		66,804				72,754
Total assets	$	5,612,151			$	5,542,255
Liabilities
Deposits:
Noninterest-bearing	$	920,851			$	870,906
Interest-bearing		3,699,172				3,657,868
Total deposits		4,620,023				4,528,774
Securities sold under agreements to repurchase and federal funds purchased		7,594				24,542
FHLB advances and other borrowings		274,768				274,701
Subordinated notes and trust preferred debt		8,049				37,122
Other liabilities		80,067				85,581
Total liabilities		4,990,501				4,950,720
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; 19,710,341 shares issued and 19,669,802 outstanding at June 30, 2026; 19,711,628 shares issued and 19,507,208 outstanding at December 31, 2025		1,026				1,026
Additional paid—in capital		421,960				424,596
Retained earnings		217,969				186,752
Accumulated other comprehensive loss		(17,826	)			(15,201	)
Treasury stock— 40,539 and 204,420 shares, at cost at June 30, 2026 and December 31, 2025, respectively		(1,479	)			(5,638	)
Total shareholders’ equity		621,650				591,535
Total liabilities and shareholders’ equity	$	5,612,151			$	5,542,255

ORRSTOWN FINANCIAL SERVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
		Three Months Ended								Six Months Ended
		June 30,				June 30,				June 30,				June 30,
(Dollars in thousands, except per share amounts)			2026				2025				2026				2025
Interest income
Loans		$	63,315			$	63,036			$	126,310			$	126,468
Investment securities - taxable			9,906				9,406				19,757				18,350
Investment securities - tax-exempt			842				878				1,723				1,753
Short-term investments			639				1,513				1,276				3,781
Total interest income			74,702				74,833				149,066				150,352
Interest expense
Deposits			21,687				22,855				43,673				47,115
Securities sold under agreements to repurchase and federal funds purchased			29				106				126				190
FHLB advances and other borrowings			1,635				1,030				3,990				2,148
Subordinated notes and trust preferred debt			2,520				1,330				3,441				2,626
Total interest expense			25,871				25,321				51,230				52,079
Net interest income			48,831				49,512				97,836				98,273
Provision for (recovery of) credit losses - loans			338				209				1,066				(345	)
Recovery of credit losses - unfunded loan commitments			—				(100	)			(376	)			(100	)
Net interest income after provision for (recovery of) credit losses			48,493				49,403				97,146				98,718
Noninterest income
Service charges			2,734				2,630				5,605				5,025
Interchange income			1,602				1,441				3,115				2,868
Swap fee income			651				669				1,990				1,063
Wealth management income			5,946				5,267				11,503				10,682
Mortgage banking activities			436				478				762				780
Income from life insurance			1,376				1,311				5,137				2,600
Investment securities gains			57				8				55				21
Other income			1,034				1,111				1,246				1,500
Total noninterest income			13,836				12,915				29,413				24,539
Noninterest expenses
Salaries and employee benefits			22,229				21,364				43,386				41,752
Occupancy, furniture and equipment			3,887				4,211				8,108				8,886
Data processing			1,703				965				3,240				1,889
Advertising and bank promotions			1,126				1,077				1,809				1,576
FDIC insurance			634				674				1,183				1,498
Professional services			1,202				2,016				2,423				3,842
Taxes other than income			392				295				1,417				1,237
Intangible asset amortization			2,179				2,472				4,418				5,007
Merger-related expenses			—				968				—				2,617
Restructuring expenses			—				—				—				91
Other operating expenses			4,314				3,572				8,410				7,395
Total noninterest expenses			37,666				37,614				74,394				75,790
Income before income tax expense			24,663				24,704				52,165				47,467
Income tax expense			3,505				5,256				9,198				9,968
Net income		$	21,158			$	19,448			$	42,967			$	37,499
continued
		Three Months Ended								Six Months Ended
		June 30,				June 30,				June 30,				June 30,
			2026				2025				2026				2025
Share information:
Basic earnings per share		$	1.10			$	1.01			$	2.23			$	1.96
Diluted earnings per share		$	1.09			$	1.01			$	2.21			$	1.94
Dividends paid per share		$	0.30			$	0.26			$	0.60			$	0.52
Weighted average shares - basic			19,313				19,173				19,293				19,165
Weighted average shares - diluted			19,432				19,342				19,421				19,335

ANALYSIS OF NET INTEREST INCOME
Average Balances and Interest Rates, Taxable-Equivalent Basis (Unaudited)
	Three Months Ended
	6/30/2026										3/31/2026										12/31/2025										9/30/2025										6/30/2025
(In thousands)	Average Balance			Taxable- Equivalent Interest				Taxable- Equivalent Rate			Average Balance			Taxable- Equivalent Interest				Taxable- Equivalent Rate			Average Balance			Taxable- Equivalent Interest				Taxable- Equivalent Rate			Average Balance			Taxable- Equivalent Interest				Taxable- Equivalent Rate			Average Balance			Taxable- Equivalent Interest				Taxable- Equivalent Rate
Assets
Federal funds sold & interest-bearing bank balances	$	69,784		$	639			3.67	%		$	70,086		$	637			3.69	%		$	103,886		$	1,017			3.88	%		$	101,728		$	1,123			4.38	%		$	136,106		$	1,513			4.46	%
Investment securities (1)(2)		971,932			11,096			4.57				984,060			11,079			4.51				976,957			11,177			4.58				906,399			10,593			4.67				904,119			10,626			4.70
Loans (1)(3)(4)(5)		4,075,290			63,542			6.25				4,070,889			63,214			6.29				3,997,842			64,635			6.42				3,979,044			65,975			6.58				3,894,978			63,246			6.52
Total interest-earning assets		5,117,006			75,277			5.90				5,125,035			74,930			5.91				5,078,685			76,829			6.01				4,987,171			77,691			6.19				4,935,203			75,385			6.13
Other assets		425,913										423,779										426,626										433,659										439,569
Total assets	$	5,542,919									$	5,548,814									$	5,505,311									$	5,420,830									$	5,374,772
Liabilities and Shareholders' Equity
Interest-bearing demand deposits	$	2,577,915			13,629			2.12			$	2,534,291			13,796			2.21			$	2,471,895			14,078			2.26			$	2,450,034			14,145			2.29			$	2,463,687			13,880			2.26
Savings deposits		260,712			128			0.20				259,585			143			0.22				262,240			164			0.25				264,761			164			0.25				269,309			165			0.25
Time deposits		900,412			7,930			3.53				906,875			8,047			3.60				912,611			8,342			3.63				897,416			8,330			3.68				914,108			8,810			3.87
Total interest-bearing deposits		3,739,039			21,687			2.33				3,700,751			21,986			2.41				3,646,746			22,584			2.46				3,612,211			22,639			2.49				3,647,104			22,855			2.51
Securities sold under agreements to repurchase and federal funds purchased		12,024			29			0.98				23,674			97			1.66				27,348			105			1.52				27,772			107			1.53				25,917			106			1.64
FHLB advances and other borrowings		175,734			1,635			3.73				248,357			2,355			3.85				238,806			2,371			3.94				168,939			1,791			4.21				104,068			1,030			3.97
Subordinated notes and trust preferred debt		36,664			2,520			27.57				37,175			921			10.05				37,023			669			7.17				68,749			1,597			9.21				68,910			1,330			7.74
Total interest-bearing liabilities		3,963,461			25,871			2.62				4,009,957			25,359			2.56				3,949,923			25,729			2.58				3,877,671			26,134			2.67				3,845,999			25,321			2.64
Noninterest-bearing demand deposits		889,378										850,415										882,552										902,128										904,031
Other liabilities		81,981										89,112										93,977										89,086										89,058
Total liabilities		4,934,820										4,949,484										4,926,452										4,868,885										4,839,088
Shareholders' equity		608,099										599,330										578,859										551,945										535,684
Total	$	5,542,919									$	5,548,814									$	5,505,311									$	5,420,830									$	5,374,772
Taxable-equivalent net interest income / net interest spread					49,406			3.28	%						49,571			3.35	%						51,100			3.43	%						51,557			3.52	%						50,064			3.49	%
Taxable-equivalent net interest margin								3.87	%									3.90	%									4.00	%									4.11	%									4.07	%
Taxable-equivalent adjustment					(575	)									(566	)									(569	)									(569	)									(552	)
Net interest income				$	48,831									$	49,005									$	50,531									$	50,988									$	49,512
Ratio of average interest-earning assets to average interest-bearing liabilities								129	%									128	%									129	%									129	%									128	%
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 $4.3 million, $4.2 million, $4.7 million, $5.3 million and $4.9 million for the three months ended June 30, 2026, March 31, 2026, December 31, 2025, September 30, 2025 and June 30, 2025, respectively.

ANALYSIS OF NET INTEREST INCOME
Average Balances and Interest Rates, Taxable-Equivalent Basis (Unaudited)
(continued)
	Six Months Ended
	June 30, 2026										June 30, 2025
				Taxable-				Taxable-						Taxable-				Taxable-
	Average			Equivalent				Equivalent			Average			Equivalent				Equivalent
(In thousands)	Balance			Interest				Rate			Balance			Interest				Rate
Assets
Federal funds sold & interest-bearing bank balances	$	69,934		$	1,276			3.68	%		$	169,541		$	3,781			4.50	%
Investment securities (1)(2)		977,962			22,174			4.54				884,730			20,787			4.70
Loans (1)(3)(4)(5)		4,073,103			126,757			6.27				3,902,295			126,883			6.56
Total interest-earning assets		5,120,999			150,207			5.90				4,956,566			151,451			6.15
Other assets		424,852										443,528
Total assets	$	5,545,851									$	5,400,094
Liabilities and Shareholders' Equity
Interest-bearing demand deposits	$	2,556,224			27,424			2.16			$	2,468,589			28,036			2.29
Savings deposits		260,152			271			0.21				271,104			330			0.25
Time deposits		903,625			15,978			3.57				942,387			18,749			4.01
Total interest-bearing deposits		3,720,001			43,673			2.37				3,682,080			47,115			2.58
Securities sold under agreements to repurchase and federal funds purchased		17,817			126			1.43				26,039			190			1.47
FHLB advances and other borrowings		211,844			3,990			3.80				108,439			2,148			3.99
Subordinated notes and trust preferred debt		36,918			3,441			18.80				68,825			2,626			7.69
Total interest-bearing liabilities		3,986,580			51,230			2.59				3,885,383			52,079			2.70
Noninterest-bearing demand deposits		870,004										895,924
Other liabilities		85,528										89,067
Total liabilities		4,942,112										4,870,374
Shareholders' equity		603,739										529,720
Total liabilities and shareholders' equity	$	5,545,851									$	5,400,094
Taxable-equivalent net interest income / net interest spread					98,977			3.31	%						99,372			3.45	%
Taxable-equivalent net interest margin								3.89	%									4.04	%
Taxable-equivalent adjustment					(1,141	)									(1,099	)
Net interest income				$	97,836									$	98,273
Ratio of average interest-earning assets to average interest-bearing liabilities								128	%									128	%

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 accretion on purchase accounting marks of $8.5 million and $11.5 million for the six months ended June 30, 2026 and 2025, respectively.

ORRSTOWN FINANCIAL SERVICES, INC.
HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(In thousands)	June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025				June 30, 2025
Profitability for the quarter:
Net interest income	$	48,831			$	49,005			$	50,531			$	50,988			$	49,512
Net provision for credit losses on loans and unfunded loan commitments		338				352				75				396				109
Noninterest income		13,836				15,577				14,392				13,382				12,915
Noninterest expenses		37,666				36,728				37,355				36,297				37,614
Income before income taxes		24,663				27,502				27,493				27,677				24,704
Income tax expense		3,505				5,693				6,002				5,812				5,256
Net income	$	21,158			$	21,809			$	21,491			$	21,865			$	19,448
Financial ratios:
Return on average assets (1)		1.53	%			1.59	%			1.55	%			1.60	%			1.45	%
Return on average assets, adjusted(1)(3)(4)		n/a				n/a				n/a				n/a				1.51	%
Return on average equity (1)		13.96	%			14.76	%			14.73	%			15.72	%			14.56	%
Return on average equity, adjusted (1)(3)(4)		n/a				n/a				n/a				n/a				15.12	%
Net interest margin (1)		3.87	%			3.90	%			4.00	%			4.11	%			4.07	%
Net interest margin, adjusted (1)(2)(4)		4.00	%			n/a				n/a				n/a				n/a
Efficiency ratio		60.1	%			56.9	%			57.5	%			56.4	%			60.3	%
Efficiency ratio, adjusted (2)(3)(4)		58.6	%			n/a				n/a				n/a				58.7	%
Per share information:
Income per common share:
Basic	$	1.10			$	1.13			$	1.12			$	1.14			$	1.01
Basic, adjusted (3)(4)		n/a				n/a				n/a				n/a				1.05
Diluted		1.09				1.12				1.11				1.13				1.01
Diluted, adjusted (3)(4)		n/a				n/a				n/a				n/a				1.04
Book value		31.60				30.76				30.32				29.33				28.07
Tangible book value (4)		26.71				25.76				25.21				24.12				22.77
Average tangible common equity (4)		16.86				17.96				18.15				19.70				18.43
Cash dividends paid		0.30				0.30				0.27				0.27				0.26
Average basic shares		19,313				19,274				19,251				19,224				19,173
Average diluted shares		19,432				19,410				19,384				19,364				19,342
(1) Annualized.
(2) Ratio has been adjusted for accelerated amortization of the remaining fair value mark of $1.6 million from the redemption of the subordinated notes during the three months ended June 30, 2026.
(3) Ratio has been adjusted for non-recurring expenses for the three months ended June 30, 2025. There were no non-recurring expenses for the three months ended June 30, 2026, March 31, 2026, December 31, 2025 and September 30, 2025.
(4) 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)	June 30, 2026			March 31, 2026				December 31, 2025			September 30, 2025			June 30, 2025
Noninterest income:
Service charges	$	2,734		$	2,871			$	3,225		$	2,997		$	2,630
Interchange income		1,602			1,513				1,553			1,620			1,441
Swap fee income		651			1,339				1,112			816			669
Wealth management income		5,946			5,557				5,739			5,277			5,267
Mortgage banking activities		436			326				503			522			478
Income from life insurance		1,376			3,761				1,331			1,471			1,311
Other income		1,034			212				834			629			1,111
Investment securities gains (losses)		57			(2	)			95			50			8
Total noninterest income	$	13,836		$	15,577			$	14,392		$	13,382		$	12,915
Noninterest expenses:
Salaries and employee benefits	$	22,229		$	21,157			$	21,980		$	21,439		$	21,364
Occupancy, furniture and equipment		3,887			4,221				4,017			4,075			4,211
Data processing		1,703			1,537				1,292			1,116			965
Advertising and bank promotions		1,126			683				561			154			1,077
FDIC insurance		634			549				683			652			674
Professional services		1,202			1,221				1,947			1,703			2,016
Taxes other than income		392			1,025				574			828			295
Intangible asset amortization		2,179			2,239				2,348			2,410			2,472
Merger-related expenses		—			—				—			—			968
Other operating expenses		4,314			4,096				3,953			3,920			3,572
Total noninterest expenses	$	37,666		$	36,728			$	37,355		$	36,297		$	37,614

HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(continued)
(In thousands)	June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025				June 30, 2025
Balance Sheet at quarter end:
Cash and cash equivalents	$	144,841			$	161,136			$	149,774			$	184,146			$	149,377
Restricted investments in bank stocks		27,429				23,984				26,717				24,111				21,204
Securities available for sale		949,281				947,018				952,740				890,357				885,373
Loans held for sale, at fair value		3,639				3,366				6,090				6,026				5,206
Loans:
Commercial real estate:
Owner occupied		679,295				645,026				644,713				629,481				622,315
Non-owner occupied		1,305,379				1,322,251				1,260,198				1,254,959				1,203,038
Multi-family		229,425				216,658				236,703				234,782				239,388
Non-owner occupied residential		150,917				151,560				155,749				163,138				165,479
Agricultural		97,729				114,409				121,417				118,596				124,291
Commercial and industrial		489,247				481,815				489,371				479,929				487,063
Acquisition and development:
1-4 family residential construction		39,344				46,355				41,489				41,141				38,490
Commercial and land development		198,399				198,957				198,234				195,158				198,889
Municipal		33,950				27,744				25,302				28,664				28,693
Total commercial loans		3,223,685				3,204,775				3,173,176				3,145,848				3,107,646
Residential mortgage:
First lien		501,306				484,022				478,870				476,006				469,569
Home equity – term		5,401				5,685				5,972				5,800				5,784
Home equity – lines of credit		344,495				327,141				321,438				311,458				305,968
Other - term(1)		20,929				22,442				22,906				23,737				25,384
Installment and other loans		17,215				17,254				18,331				16,887				17,028
Total loans		4,113,031				4,061,319				4,020,693				3,979,736				3,931,379
Allowance for credit losses		(46,632	)			(47,463	)			(47,681	)			(48,105	)			(47,898	)
Net loans held for investment		4,066,399				4,013,856				3,973,012				3,931,631				3,883,481
Goodwill		69,751				69,751				69,751				69,751				69,751
Other intangible assets, net		33,572				35,751				37,990				40,338				42,748
Total assets		5,612,151				5,576,972				5,542,255				5,470,233				5,387,645
Total deposits		4,620,023				4,627,424				4,528,774				4,533,560				4,516,625
FHLB advances and other borrowings and Securities sold under agreements to repurchase		282,362				225,958				299,243				241,719				166,381
Subordinated notes and trust preferred debt		8,049				37,274				37,122				36,970				69,021
Total shareholders' equity		621,650				603,184				591,535				571,936				548,448
(1) Other - term includes property assessed clean energy ("PACE") loans.

HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(continued)
	June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025				June 30, 2025
Capital and credit quality measures(1):
Total risk-based capital:
Orrstown Financial Services, Inc.		13.2	%			13.5	%			13.3	%			13.1	%			13.3	%
Orrstown Bank		13.1	%			13.6	%			13.3	%			12.9	%			13.3	%
Tier 1 risk-based capital:
Orrstown Financial Services, Inc.		12.2	%			12.0	%			11.7	%			11.3	%			11.1	%
Orrstown Bank		12.1	%			12.5	%			12.2	%			11.8	%			12.1	%
Tier 1 common equity risk-based capital:
Orrstown Financial Services, Inc.		12.0	%			11.8	%			11.5	%			11.1	%			10.9	%
Orrstown Bank		12.1	%			12.5	%			12.2	%			11.8	%			12.1	%
Tier 1 leverage capital:
Orrstown Financial Services, Inc.		10.1	%			9.7	%			9.5	%			9.3	%			9.0	%
Orrstown Bank		10.0	%			10.2	%			9.9	%			9.6	%			9.8	%
Average equity to average assets		10.97	%			10.80	%			10.51	%			10.18	%			9.97	%
Allowance for credit losses to total loans		1.13	%			1.17	%			1.19	%			1.21	%			1.22	%
Total nonaccrual loans to total loans		0.58	%			0.74	%			0.70	%			0.66	%			0.57	%
Nonperforming assets to total assets		0.44	%			0.56	%			0.51	%			0.48	%			0.42	%
Allowance for credit losses to nonaccrual loans		196	%			158	%			170	%			184	%			214	%
Other information:
Net charge-offs	$	1,169			$	946			$	499			$	189			$	115
Classified loans		49,190				57,584				58,351				64,089				65,754
Nonperforming and other risk assets:
Nonaccrual loans		23,751				30,025				28,031				26,191				22,423
Other real estate owned		1,055				1,055				—				—				—
Total nonperforming assets		24,806				31,080				28,031				26,191				22,423
Financial difficulty modifications still accruing		1,794				949				1,253				1,245				5,759
Loans past due 90 days or more and still accruing		853				443				1,040				497				1,312
Total nonperforming and other risk assets	$	27,453			$	32,472			$	30,324			$	27,933			$	29,494
(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, which concluded at December 31, 2025. Starting with periods in 2026, the day-one impact of ASU 2016-13 was fully applied to the capital ratios.

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 $103.3 million and $107.7 million at June 30, 2026 and December 31, 2025, respectively. During the three and six months ended June 30, 2025, the Company incurred $1.0 million and $2.6 million in merger-related expenses, respectively. The Company did not incur merger-related or other non-recurring expenses during the three months ended June 30, 2026, March 31, 2026, December 31, 2025 and September 30, 2025.

On June 30, 2026, the Company redeemed the $31.0 million outstanding 4.50% fixed-to-floating rate subordinated notes assumed from Codorus Valley Bancorp, Inc. on July 1, 2024. During the three and six months ended June 30, 2026, the Company amortized the remaining fair value mark to interest expense as a result of the redemption, which reduced net interest margin.

Tangible book value per common share, tangible common equity, and the impact of the accelerated amortization of fair value marks on net interest margin and the efficiency ratio and merger-related 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		June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025				June 30, 2025
Shareholders' equity (most directly comparable GAAP-based measure)		$	621,650			$	603,184			$	591,535			$	571,936			$	548,448
Less: Goodwill			69,751				69,751				69,751				69,751				69,751
Other intangible assets			33,572				35,751				37,990				40,338				42,748
Related tax effect			(7,050	)			(7,508	)			(7,978	)			(8,471	)			(8,977	)
Tangible common equity (non-GAAP)		$	525,377			$	505,190			$	491,772			$	470,318			$	444,926
Common shares outstanding			19,670				19,611				19,507				19,501				19,536
Book value per share (most directly comparable GAAP-based measure)		$	31.60			$	30.76			$	30.32			$	29.33			$	28.07
Intangible assets per share			4.89				5.00				5.11				5.21				5.30
Tangible book value per share (non-GAAP)		$	26.71			$	25.76			$	25.21			$	24.12			$	22.77

Return on Average Common Equity		June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025				June 30, 2025
Net Income		$	21,158			$	21,809			$	21,491			$	21,865			$	19,448
Average shareholders' equity		$	608,099			$	599,330			$	578,859			$	551,945			$	535,684
Less: Average goodwill			69,751				69,751				69,751				69,751				68,126
Less: Average other intangible assets, gross			34,920				37,132				39,467				41,809				44,304
Average tangible equity		$	503,428			$	492,447			$	469,641			$	440,385			$	423,254
Return on average tangible equity(non-GAAP)(1)			16.86	%			17.96	%			18.15	%			19.70	%			18.43	%
(1) - Annualized

(In thousands)	Three Months Ended																				Six Months Ended
Adjusted Ratios for Non-recurring Charges	June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025				June 30, 2025				June 30, 2026				June 30, 2025
Net income (A) - most directly comparable GAAP-based measure	$	21,158			$	21,809			$	21,491			$	21,865			$	19,448			$	42,967			$	37,499
Plus: Merger-related expenses (B)		—				—				—				—				968				—				2,617
Less: Related tax effect (C)		—				—				—				—				(221	)			—				(590	)
Adjusted net income (D=A+B-C) - Non-GAAP	$	21,158			$	21,809			$	21,491			$	21,865			$	20,195			$	42,967			$	39,526
Average assets (E)	$	5,542,919			$	5,548,814			$	5,505,311			$	5,420,830			$	5,374,772			$	5,545,851			$	5,400,094
Return on average assets (= A / E) - most directly comparable GAAP-based measure(1)		1.53	%			1.59	%			1.55	%			1.60	%			1.45	%			1.56	%			1.40	%
Return on average assets, adjusted (= D / E) - Non-GAAP (1)		n/a				n/a				n/a				n/a				1.51	%			n/a				1.48	%
Average equity (F)	$	608,099			$	599,330			$	578,859			$	551,945			$	535,684			$	603,739			$	529,720
Return on average equity (= A / F) - most directly comparable GAAP-based measure(1)		13.96	%			14.76	%			14.73	%			15.72	%			14.56	%			14.35	%			14.28	%
Return on average equity, adjusted (= D / F) - Non-GAAP (1)		n/a				n/a				n/a				n/a				15.12	%			n/a				15.05	%
Weighted average shares - basic (G) - most directly comparable GAAP-based measure		19,313				19,274				19,251				19,224				19,173				19,293				19,165
Basic earnings (loss) per share (= A / G) - most directly comparable GAAP-based measure	$	1.10			$	1.13			$	1.12			$	1.14			$	1.01			$	2.23			$	1.96
Basic earnings per share, adjusted (= D / G) - Non-GAAP		n/a				n/a				n/a				n/a			$	1.05				n/a			$	2.06
Weighted average shares - diluted (H) - most directly comparable GAAP-based measure		19,432				19,410				19,384				19,364				19,342				19,421				19,335
Diluted earnings (loss) per share (= A / H) - most directly comparable GAAP-based measure	$	1.09			$	1.12			$	1.11			$	1.13			$	1.01			$	2.21			$	1.94
Diluted earnings per share, adjusted (= D / H) - Non-GAAP		n/a				n/a				n/a				n/a			$	1.04				n/a			$	2.04
continued

	Three Months Ended																				Six Months Ended
	June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025				June 30, 2025				June 30, 2026				June 30, 2025
Noninterest expense (I) - most directly comparable GAAP-based measure	$	37,666			$	36,728			$	37,355			$	36,297			$	37,614			$	74,394			$	75,790
Less: Merger-related expenses (B)		—				—				—				—				(968	)			—				(2,617	)
Adjusted noninterest expense (J = I - B) - Non-GAAP	$	37,666			$	36,728			$	37,355			$	36,297			$	36,646			$	74,394			$	73,173
Net interest income (K)	$	48,831			$	49,005			$	50,531			$	50,988			$	49,512			$	97,836			$	98,273
Noninterest income (L)		13,836				15,577				14,392				13,382				12,915				29,413				24,539
Total operating income (M = K + L) - most directly comparable GAAP-based measure	$	62,667			$	64,582			$	64,923			$	64,370			$	62,427			$	127,249			$	122,812
Plus: Accelerated amortization of fair value mark on redeemed subordinated notes (N)		1,624				—				—				—				—				1,624				—
Adjusted total operating income (O = M + N) - Non-GAAP	$	64,291			$	64,582			$	64,923			$	64,370			$	62,427			$	128,873			$	122,812
Efficiency ratio (= I / M) - most directly comparable GAAP-based measure		60.1	%			56.9	%			57.5	%			56.4	%			60.3	%			58.5	%			61.7	%
Efficiency ratio, adjusted (= J / N) - Non-GAAP		58.6	%			n/a				n/a				n/a				58.7	%			57.7	%			59.6	%
(1) Annualized

	Three Months Ended June 30, 2026
	Average Balance - most directly comparable GAAP-based measure			Taxable-Equivalent Interest - most directly comparable GAAP-based measure			Less: accelerated amortization on fair value mark from subordinated notes redemption				Adjusted Taxable-Equivalent Interest - Non-GAAP			Taxable-Equivalent Rate - most directly comparable GAAP-based measure			Adjusted Taxable-Equivalent Rate - Non-GAAP
Total interest-earning assets	$	5,117,006		$	75,277		$	—			$	75,277		5.90	%		5.90	%
Total interest-bearing liabilities	$	3,963,461		$	25,871		$	(1,624	)		$	24,247		2.62	%		2.45	%
Taxable-equivalent net interest income / net interest spread				$	49,406		$	1,624			$	51,030		3.28	%		3.45	%
Taxable-equivalent net interest margin														3.87	%		4.00	%
	Six Months Ended June 30, 2026
	Average Balance - most directly comparable GAAP-based measure			Taxable-Equivalent Interest - most directly comparable GAAP-based measure			Less: accelerated amortization on fair value mark from subordinated notes redemption				Adjusted Taxable-Equivalent Interest - Non-GAAP			Taxable-Equivalent Rate - most directly comparable GAAP-based measure			Adjusted Taxable-Equivalent Rate - Non-GAAP
Total interest-earning assets	$	5,120,999		$	150,207		$	—			$	150,207		5.90	%		5.90	%
Total interest-bearing liabilities	$	3,986,580		$	51,230		$	(1,624	)		$	49,606		2.59	%		2.51	%
Taxable-equivalent net interest income / net interest spread				$	98,977		$	1,624			$	100,601		3.31	%		3.40	%
Taxable-equivalent net interest margin														3.89	%		3.95	%

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 June 30, 2026:

(In thousands)

Sector	Portfolio Mix			Amortized Book			Fair Value			Credit Enhancement			AAA			AA			A			BBB			BB			NR			Collateral / Guarantee Type
Unsecured ABS	—	%		$	2,327		$	2,254		30	%		—	%		—	%		—	%		—	%		—	%		100	%		Unsecured Consumer Debt
Student Loan ABS	—				2,553			2,548		33			—			—			—			—			—			100			Seasoned Student Loans
Federal Family Education Loan ABS	7				66,511			66,295		12			—			49			31			7			13			—			Federal Family Education Loan (1)
PACE Loan ABS	—				1,602			1,469		8			100			—			—			—			—			—			PACE Loans (2)
Non-Agency CMBS	3				29,576			29,437		29			—			—			—			—			—			100
Non-Agency RMBS	5				42,114			41,031		20			94			6			—			—			—			—			Reverse Mortgages (3)
Municipal - General Obligation	10				99,568			93,435					16			78			6			—			—			—
Municipal - Revenue	12				119,287			110,693					—			75			19			—			—			6
SBA ReRemic (5)	—				1,226			1,214					—			100			—			—			—			—			SBA Guarantee (4)
Small Business Administration	—				2,648			2,699					—			100			—			—			—			—			SBA Guarantee (4)
Agency MBS	25				238,301			234,635					—			100			—			—			—			—			Residential Mortgages (4)
Agency CMO	36				351,736			348,092					—			100			—			—			—			—
U.S. Treasury securities	2				15,012			14,206					—			100			—			—			—			—			U.S. Government Guarantee (4)
Corporate bonds	—				953			975					—			—			—			100			—			—
	100	%		$	973,414		$	948,983					6	%		83	%		5	%		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 $5.6 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, 2025 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.

FAQ

How did Orrstown Financial Services (ORRF) perform in Q2 2026?

Orrstown reported Q2 2026 net income of $21.2 million, or $1.09 per diluted share. According to Orrstown, this compares with $21.8 million ($1.12) in Q1 2026 and $19.4 million ($1.01) in Q2 2025, reflecting year-over-year earnings growth.

What was Orrstown Financial Services (ORRF) net interest margin in the second quarter 2026?

Orrstown’s tax-equivalent net interest margin was 3.87% in Q2 2026, or 4.00%(1) excluding subordinated note amortization. According to Orrstown, the headline margin declined from 3.90% in Q1 2026, while lower deposit costs and core margin supported underlying profitability trends.

How did Orrstown Financial Services (ORRF) loans and asset quality change in Q2 2026?

Orrstown’s loans grew $51.7 million, about 5% annualized, in Q2 2026. According to Orrstown, classified loans fell by $8.4 million and nonaccrual loans declined by $6.2 million, improving the nonaccrual loans ratio to 0.58% of total loans from 0.74% in Q1 2026.

What were Orrstown Financial Services (ORRF) capital ratios and book value in Q2 2026?

Orrstown reported a tangible common equity ratio of 9.5% at June 30, 2026. According to Orrstown, tangible book value per common share increased to $26.71 from $25.76 at March 31, 2026, supported by net income and favorable other comprehensive income movements.

Did Orrstown Financial Services (ORRF) declare a dividend with its Q2 2026 results?

Yes. Orrstown’s Board declared a quarterly cash dividend of $0.30 per common share. According to Orrstown, the dividend is payable on August 11, 2026 to shareholders of record as of August 4, 2026, continuing regular capital returns.

How did noninterest income and expenses trend for Orrstown Financial Services (ORRF) in Q2 2026?

Noninterest income declined to $13.8 million, mainly due to prior-quarter life insurance death benefits. According to Orrstown, noninterest expenses increased to $37.7 million, driven by higher salaries and benefits, advertising tied to tax credit programs, and mark-to-market movements on non-hedging derivatives.

What impacted Orrstown Financial Services (ORRF) tax rate in the second quarter 2026?

Orrstown’s effective tax rate was 14.2% in Q2 2026, below the 21% federal rate. According to Orrstown, purchasing federal income tax credits reduced tax expense by $1.6 million, supplemented by tax-exempt income from loans, securities, and life insurance.