Orrstown Financial Services, Inc. Reports Third Quarter 2026 Results

The efficiency ratio improved to 56.0% from 60.1%, while the effective tax rate increased to 19.4% from 14.2%.

Rhea-AI Summary

Orrstown Financial Services (NASDAQ: ORRF) reported third-quarter 2026 net income of $22.8 million, exceeding both the previous quarter and year-earlier period. Diluted earnings per share were $1.17, compared with $1.09 in the second quarter and $1.13 a year earlier. Tax-equivalent net interest margin rose to 4.12% from 3.87%; the second-quarter margin excluding accelerated amortization on redeemed subordinated notes was 4.00%, a non-GAAP measure.

Loans increased $95.3 million during the quarter, while deposits fell $38.1 million. Borrowings rose to $417.3 million from $274.8 million. Nonaccrual loans declined to 0.54% of total loans from 0.58%, but loan-loss provision expense increased to $1.1 million from $0.4 million. Shareholders’ equity fell to $605.2 million from $621.7 million, primarily reflecting investment-related comprehensive losses. A $0.30 quarterly dividend is payable November 10, 2026, to holders of record November 3.

24 points · 0 major

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0 major · 16 points

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Positive

• Moderate pointThird-quarter 2026 net income of $22.8 million exceeded $21.2 million sequentially and $21.9 million a year earlier.
• Moderate pointDiluted EPS of $1.17 exceeded $1.09 in second-quarter 2026 and $1.13 in third-quarter 2025.
• Moderate pointNet interest income rose $4.5 million to $53.3 million in third-quarter 2026 versus the preceding quarter.
• Moderate pointTax-equivalent net interest margin reached 4.12%, versus 3.87% sequentially, or 4.00% excluding second-quarter accelerated amortization.
• Moderate pointLoan growth totaled $95.3 million, or approximately 9% annualized, from June 30 to September 30, 2026.
• Moderate pointThird-quarter 2026 efficiency ratio improved to 56.0% from 60.1% in the preceding quarter.

18 minor points

• Minor pointReturn on average assets rose to 1.60% in third-quarter 2026 from 1.53% in the second quarter.
• Minor pointReturn on average equity rose to 14.62% in third-quarter 2026 from 13.96% in the second quarter.
• Minor pointInterest-earning asset yield increased eight basis points in third-quarter 2026 versus the preceding quarter.
• Minor pointTax-equivalent interest expense fell to $24.4 million in third-quarter 2026 from $25.9 million sequentially.
• Minor pointDeposit costs declined five basis points in third-quarter 2026 versus the preceding quarter.
• Minor pointLoan prepayment fee income increased $335 thousand in third-quarter 2026 versus the preceding quarter.
• Minor pointClassified loans declined to $45.2 million at September 30, 2026, from $49.2 million at June 30.
• Minor pointNonaccrual loans fell to $22.9 million, or 0.54% of loans, from $23.8 million, or 0.58%, sequentially.
• Minor pointNet charge-offs declined to $1.0 million in third-quarter 2026 from $1.2 million in the second quarter.
• Minor pointWealth management income increased to $6.0 million in third-quarter 2026 from $5.9 million sequentially.
• Minor pointProfessional services expense fell to $1.0 million in third-quarter 2026 from $1.2 million sequentially.
• Minor pointOther operating expenses fell to $3.9 million in third-quarter 2026 from $4.3 million sequentially.
• Minor pointAdvertising and bank promotions expense fell to $0.4 million in third-quarter 2026 from $1.1 million sequentially.
• Minor pointAvailable alternative funding totaled $1.7 billion at September 30, 2026.
• Minor pointReturn on average tangible common equity, a non-GAAP measure, rose to 17.52% from 16.86% sequentially.
• Minor pointCommon equity tier 1 capital ratio rose to 12.1% at September 30, 2026, from 12.0% at June 30.
• Minor pointTier 1 capital ratio rose to 12.3% at September 30, 2026, from 12.2% at June 30.
• Minor pointTotal risk-based capital ratio rose to 13.3% at September 30, 2026, from 13.2% at June 30.

Negative

• Moderate pointDeposits declined $38.1 million, or 3% annualized, from June 30 to September 30, 2026.
• Moderate pointFHLB advances and other borrowings increased to $417.3 million at September 30, 2026, from $274.8 million at June 30.
• Moderate pointNet unrealized investment securities losses increased $41.6 million during third-quarter 2026. 5.1% of market cap
• Moderate pointPurchased federal tax-credit benefits declined to $0.4 million in third-quarter 2026 from $1.6 million sequentially.
• Minor pointLoan-to-deposit ratio increased to 92% at September 30, 2026, from 89% at June 30.

11 minor points

• Minor pointShareholders’ equity declined to $605.2 million at September 30, 2026, from $621.7 million at June 30.
• Minor pointTangible book value per share, a non-GAAP measure, fell to $25.96 from $26.71 at June 30, 2026.
• Minor pointTangible common equity ratio declined to 9.1% at September 30, 2026, from 9.5% at June 30.
• Minor pointLoan-loss provision expense increased to $1.1 million in third-quarter 2026 from $0.4 million sequentially.
• Minor pointAllowance coverage declined to 1.11% of loans at September 30, 2026, from 1.13% at June 30.
• Minor pointPurchase-accounting loan accretion declined to $3.9 million in third-quarter 2026 from $4.3 million sequentially.
• Minor pointSwap fee income fell to $0.4 million in third-quarter 2026 from $0.7 million sequentially.
• Minor pointMortgage banking income fell to $0.2 million in third-quarter 2026 from $0.4 million sequentially.
• Minor pointSalaries and benefits expense increased to $22.4 million in third-quarter 2026 from $22.2 million sequentially.
• Minor pointTaxes other than income increased to $1.0 million in third-quarter 2026 from $0.4 million sequentially.
• Minor pointEffective tax rate increased to 19.4% in third-quarter 2026 from 14.2% sequentially.

News Explained

The Bank’s reported capital ratios were above regulatory minimums for well-capitalized status at quarter-end.

In its third-quarter results, Orrstown disclosed that at September 30, 2026, the Bank had $1.7 billion in available alternative funding sources, including FHLB advances and other wholesale options.

The company also reported that all four of its applicable capital ratios were above regulatory minimums for “well capitalized” status at September 30, 2026.

Key Figures

Net income: $22.8 million Diluted EPS: $1.17 per diluted share Net interest margin: 4.12% +5 more

Net income

$22.8 million

Third quarter 2026

Diluted EPS

$1.17 per diluted share

Third quarter 2026

Net interest margin

4.12%

Third quarter 2026, tax-equivalent basis; up from 3.87% in Q2 2026

Net interest income

$53.3 million

Third quarter 2026; up from $48.8 million in Q2 2026

Total loans

Increased by $95.3 million

Q3 2026 versus June 30, 2026; 9% annualized

Total deposits

Decreased by $38.1 million

Q3 2026; 3% annualized

Nonaccrual loans to total loans

0.54%

At September 30, 2026, down from 0.58% at June 30, 2026

Cash dividend

$0.30 per common share

Payable November 10, 2026; record date November 3, 2026

Previous Earnings Reports

2 past events · Latest: Jul 21

Same Type 2 events

1. Jul 21

   2Q26 earnings

   24h Move

   +0.3%

   Reported $21.2 million net income and $1.09 diluted EPS, providing the sequential comparison.

2. Oct 21

   3Q25 earnings

   24h Move

   +4.4%

   Reported $21.9 million net income and $1.13 diluted EPS, the current report's year-ago comparison.

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

Key Terms

nonaccrual loans, available-for-sale, allowance for credit losses, non-gaap measure

4 terms

nonaccrual loans financial

"nonaccrual loans to total loans decreased to 0.54%"

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.

available-for-sale financial

"all of which are classified as available-for-sale"

A classification for bonds, stocks or other investments that a company plans to keep but might sell before they reach full term. Think of it like items a shop keeps on a shelf for potential sale: their market value can go up or down while the company holds them, and those unrealized gains or losses are shown separately from operating profit until they are sold. Investors watch this because large swings can change a company’s reported net worth and signal how much flexibility it has to raise cash quickly.

allowance for credit losses financial

"The allowance for credit losses ("ACL") on loans increased"

Allowance for credit losses is a reserve set aside by a financial institution to cover potential losses from borrowers who may not repay their loans. It acts like a safety net, helping the institution prepare for loans that might turn sour. For investors, it signals how cautious the institution is about the quality of its loans and potential risks to its financial health.

non-gaap measure financial

"(1) Non-GAAP measure."

A non-GAAP measure is a company-crafted financial metric that adjusts or excludes items from standard accounting numbers to highlight what management sees as the business’s core performance. Investors use these figures like a filtered photo to reveal trends or cash flow drivers that raw accounting totals might hide, but because companies decide which items to remove, these measures should be compared with standard statements to avoid being misled.

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

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• Net income of $22.8 million, or $1.17 per diluted share, for the three months ended September 30, 2026 compared to net income of $21.2 million, or $1.09 per diluted share, for the three months ended June 30, 2026;
• Net interest margin, on a tax equivalent basis, increased by 25 basis points to 4.12% in the third quarter of 2026 compared to 3.87% 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;
• Return on average assets was 1.60% and return on average equity was 14.62% for the three months ended September 30, 2026, compared to 1.53% and 13.96%, respectively, for the three months ended June 30, 2026;
• Total loans increased by $95.3 million, or 9% annualized, from June 30, 2026 to September 30, 2026; classified loans decreased by 8% during the third quarter of 2026; nonaccrual loans to total loans decreased to 0.54% at September 30, 2026 from 0.58% at June 30, 2026;
• Total deposits decreased by $38.1 million, or 3% annualized, from June 30, 2026 to September 30, 2026;
• Efficiency ratio was 56.0% for the three months ended September 30, 2026 compared to 60.1% for the three months ended June 30, 2026;
• Federal income tax credits purchased resulted in a $0.4 million income tax benefit for the third quarter of 2026 compared to an income tax benefit of $1.6 million from tax credit purchases during the second quarter of 2026;
• The Board of Directors declared a cash dividend of $0.30 per common share, payable November 10, 2026, to shareholders of record as of November 3, 2026.

HARRISBURG, Pa., Oct. 20, 2026 (GLOBE NEWSWIRE) -- Orrstown Financial Services, Inc. (the "Company") (NASDAQ: ORRF), the parent company of Orrstown Bank (the “Bank”), announced earnings for the three and nine months ended September 30, 2026. Net income totaled $22.8 million for the three months ended September 30, 2026, compared to net income of $21.2 million and $21.9 million for the three months ended June 30, 2026 and September 30, 2025, respectively. Diluted earnings per share was $1.17 for the three months ended September 30, 2026, compared to $1.09 and $1.13 for the three months ended June 30, 2026 and September 30, 2025, respectively.

Adam L. Metz, President and Chief Executive Officer, said, “Orrstown delivered strong third quarter results, with diluted earnings per common share of $1.17 and a return on average assets of 1.60%. The quarter demonstrated solid execution across the franchise, including a 25 basis point increase in net interest margin to 4.12%, a 56.0% efficiency ratio and 9% annualized loan growth. We also continued to see favorable trends in credit quality, with both classified loans and nonaccrual loans declining during the quarter. Our results reflect the progress we are making in growing core net interest income while actively managing funding costs and the declining benefit of purchase accounting accretion from our previous merger. Although the economic, interest rate and competitive environments remain dynamic, we enter the remainder of the year from a position of strength and are confident in our ability to execute across a range of economic conditions.”

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

DISCUSSION OF RESULTS

Balance Sheet

Loans

Loans held for investment increased by $95.3 million, or approximately 9% annualized, from $4.1 billion at June 30, 2026 to $4.2 billion at September 30, 2026. Commercial loans increased by $45.4 million, or approximately 6% annualized, from June 30, 2026 to September 30, 2026, with particularly strong growth in the commercial and industrial segment. Home equity lines of credit increased by $31.6 million, or approximately 36% annualized, which included purchases with a principal balance totaling $15.5 million. The retail teams have been successful in recent efforts over the past several quarters to drive growth in this category. First lien residential mortgages increased by $17.0 million, or approximately 13% annualized.

Investment Securities

Investment securities, all of which are classified as available-for-sale, decreased by $29.9 million to $919.4 million at September 30, 2026 from $949.3 million at June 30, 2026. During the three months ended September 30, 2026, net unrealized losses on investment securities increased by $41.6 million as a result of widening spreads and a rise in interest rates. The Bank purchased $34.9 million of investment securities, consisting of $24.9 million of agency mortgage backed securities and collateralized mortgage obligations and $10.0 million of non-agency collateralized mortgage obligations during the third quarter of 2026. The remaining change in investment securities during the quarter was due primarily to paydowns of $24.2 million, partially offset by net accretion of $1.4 million. The overall duration of the Company's investment securities portfolio was 4.2 years at September 30, 2026 compared to 4.5 years at June 30, 2026. See Appendix B for a summary of the Bank's investment securities at September 30, 2026, highlighting their concentrations and credit ratings.

Deposits

During the third quarter of 2026, deposits decreased by $38.1 million, or 3% annualized, and totaled $4.6 billion at both September 30, 2026 and June 30, 2026. Time deposits, interest-bearing demand deposits, non-interest bearing deposits and savings deposits decreased by $28.1 million, $25.1 million, $24.8 million and $8.7 million, respectively. The decreases were primarily due to normal seasonal activity as well as time deposit maturities. These decreases were partially offset by a $48.6 million increase in money market deposits resulting from both promotional activities and the purchase of $25.1 million of brokered deposits. The Bank's loan-to-deposit ratio was 92% at September 30, 2026 compared to 89% at June 30, 2026.

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 $417.3 million at September 30, 2026 compared to $274.8 million at June 30, 2026. The higher utilization of borrowings during the third quarter of 2026 was primarily to fund loan growth. 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 $1.7 billion at September 30, 2026.

Income Statement

Net Interest Income and Margin

Net interest income increased by $4.5 million to $53.3 million for the three months ended September 30, 2026 compared to $48.8 million for the three months ended June 30, 2026. The net interest margin, on a tax equivalent basis, increased by 25 basis points to 4.12% in the third quarter of 2026 from 3.87% in the second quarter of 2026. The yield on interest-earning assets increased by eight basis points and the cost of deposits decreased by five basis points during the three months ended September 30, 2026 compared to the three months ended June 30, 2026. In addition, the net interest margin in the second quarter of 2026 includes the $1.6 million accelerated amortization expense of the subordinated notes' fair value mark. 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.

Interest income on loans, on a tax equivalent basis, increased by $3.2 million to $66.7 million for the three months ended September 30, 2026 compared to $63.5 million for the three months ended June 30, 2026. Average loans increased by $92.6 million during the three months ended September 30, 2026 compared to the three months ended June 30, 2026. Interest income on loans includes accretion on purchase accounting marks of $3.9 million for the three months ended September 30, 2026 compared to $4.3 million for the three months ended June 30, 2026. Prepayment fee income on loans increased by $335 thousand during the third quarter of 2026 compared to the second quarter of 2026.

Interest expense, on a tax equivalent basis, decreased by $1.5 million to $24.4 million for the three months ended September 30, 2026 compared to $25.9 million for the three months ended June 30, 2026. Borrowing costs decreased by $1.1 million during the three months ended September 30, 2026 compared to the three months ended June 30, 2026 primarily due to the accelerated amortization of the remaining subordinated debt fair value mark of $1.6 million during the second quarter of 2026.

The cost of deposits decreased by five basis points during the three months ended September 30, 2026 compared to the three months ended June 30, 2026. Average interest-bearing deposits decreased by $27.9 million during the three months ended September 30, 2026 compared to the three months ended June 30, 2026. Average FHLB advances and other borrowings increased by $130.6 million from the three months ended June 30, 2026 to the three months ended September 30, 2026 driven by loan growth in addition to maintaining sufficient liquidity due to seasonal deposit activity during the third quarter of 2026.

Provision for Credit Losses on Loans

The allowance for credit losses ("ACL") on loans increased to $46.8 million at September 30, 2026 from $46.6 million at June 30, 2026. The ACL to total loans was 1.11% at September 30, 2026 compared to 1.13% at June 30, 2026. The Company recorded provision expense on loans of $1.1 million for the three months ended September 30, 2026 compared to $0.4 million for the three months ended June 30, 2026. The increase in provision expense resulted from strong loan growth, net charge-offs and updates to our qualitative factors, partially offset by a favorable GDP forecast and macroeconomic conditions. Net charge-offs were $1.0 million during the three months ended September 30, 2026 compared to $1.2 million during the three months ended June 30, 2026.

Classified loans decreased by $4.0 million to $45.2 million at September 30, 2026 from $49.2 million at June 30, 2026 due to repayments of $5.3 million and charge-offs of $1.0 million, partially offset by net downgrades of $2.3 million. Nonaccrual loans totaled $22.9 million at September 30, 2026 compared to $23.8 million at June 30, 2026. The decrease of $0.9 million in nonaccrual loans was due to repayments of $1.5 million and net charge offs totaling $1.0 million, partially offset by loans placed on nonaccrual status of $1.6 million. Nonaccrual loans to total loans decreased to 0.54% at September 30, 2026 from 0.58% at June 30, 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 $0.4 million to $13.4 million for the three months ended September 30, 2026 from $13.8 million for the three months ended June 30, 2026.

Swap fee income decreased by $0.3 million to $0.4 million for the three months ended September 30, 2026 compared to $0.7 million for the three months ended June 30, 2026. Swap fee income will fluctuate based on market conditions and client demand.

Mortgage banking income decreased by $0.2 million to $0.2 million for the three months ended September 30, 2026 from $0.4 million for the three months ended June 30, 2026. The decrease was due to a reduction in loan sale activity and a decrease in the fair value adjustment of loans held-for-sale and in the pipeline due to rising market interest rates.

Wealth management income was $6.0 million for the three months ended September 30, 2026 compared to $5.9 million for the three months ended June 30, 2026.

Noninterest Expenses

Noninterest expenses decreased by $0.4 million to $37.3 million for the three months ended September 30, 2026 from $37.7 million in the three months ended June 30, 2026.

Professional services expense decreased by $0.2 million to $1.0 million for the three months ended September 30, 2026 compared to $1.2 million for the three months ended June 30, 2026. The Company continues to focus on reducing third-party utilization.

Other operating expenses decreased by $0.4 million to $3.9 million for the three months ended September 30, 2026 compared to $4.3 million for the three months ended June 30, 2026. This was due primarily to an increase of $0.5 million in mark-to-market gains on non-hedging derivatives from the second quarter of 2026 to the third quarter of 2026.

Salaries and benefits expense increased by $0.2 million to $22.4 million for the three months ended September 30, 2026 compared to $22.2 million for the three months ended June 30, 2026. The third quarter of 2026 reflects a full quarter impact from the increase in merit-based salaries that went into effect in May 2026 and the impact of one extra day compared to the prior quarter.

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

Income Taxes

The Company's effective tax rate was 19.4% for the third quarter of 2026 compared to 14.2% for the second quarter of 2026. The Company's effective tax rate for the three months ended September 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 $0.4 million. During the three months ended June 30, 2026, the Company purchased federal income tax credits, which reduced income tax expense by $1.6 million. In addition, the effective tax rate for both periods 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. The Company regularly analyzes its projected taxable income and makes adjustments to the provision for income taxes accordingly.

Capital

Shareholders’ equity totaled $605.2 million at September 30, 2026 compared to $621.7 million at June 30, 2026. The decrease of $16.5 million is primarily due to other comprehensive losses of $34.5 million and dividends of $5.9 million, partially offset by net income of $22.8 million and share-based compensation activity of $1.1 million. The change in other comprehensive losses is primarily due to the increase in net unrealized losses on investment securities caused by the widening of spreads and a rise in interest rates.

Tangible book value per common share⁽¹⁾ was $25.96 at September 30, 2026 compared to $26.71 at June 30, 2026. The Company's tangible common equity ratio was 9.1% of total tangible assets at September 30, 2026 compared to 9.5% at June 30, 2026. Return on average tangible common equity per common share⁽¹⁾ was 17.52% for the three months ended September 30, 2026 compared to 16.86% for the three months ended June 30, 2026. The decreases in tangible book value per common share and the tangible common equity ratio were primarily due to the decrease in shareholders' equity caused by the increase in net unrealized losses on investment securities.

The Company's tier 1 common equity, tier 1 capital and total risk-based capital ratios were 12.1%, 12.3% and 13.3%, respectively, at September 30, 2026 compared to 12.0%, 12.2% and 13.2%, respectively, at June 30, 2026. The Company's Tier 1 leverage ratio increased to 10.2% at September 30, 2026 compared to 10.1% at June 30, 2026.

At September 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.

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

Investor Relations Contact:

Neelesh Kalani

Executive Vice President, Chief Financial Officer

Phone (717) 510-7097

FINANCIAL HIGHLIGHTS (Unaudited)
	Three Months Ended								Nine Months Ended
	September 30,				September 30,				September 30,				September 30,
(In thousands)		2026				2025				2026				2025
Profitability for the period:
Net interest income	$	53,320			$	50,988			$	151,156			$	149,261
Provision for credit losses - loans		1,126				396				2,192				51
Recovery of credit losses - unfunded loan commitments		(84	)			—				(460	)			(100	)
Noninterest income		13,378				13,382				42,791				37,921
Noninterest expenses		37,334				36,297				111,728				112,087
Income before income tax expense		28,322				27,677				80,487				75,144
Income tax expense		5,507				5,812				14,705				15,780
Net income available to common shareholders	$	22,815			$	21,865			$	65,782			$	59,364
Financial ratios:
Return on average assets (1)		1.60	%			1.60	%			1.58	%			1.47	%
Return on average assets, adjusted (1)(3)(4)	n/a				n/a				n/a					1.52	%
Return on average equity (1)		14.62	%			15.72	%			14.44	%			14.77	%
Return on average equity, adjusted (1)(3)(4)	n/a				n/a				n/a					15.28	%
Net interest margin (1)		4.12	%			4.11	%			3.97	%			4.06	%
Net interest margin, adjusted (1)(2)(4)	n/a				n/a					4.01	%		n/a
Efficiency ratio		56.0	%			56.4	%			57.6	%			59.9	%
Efficiency ratio, adjusted (2)(3)(4)	n/a				n/a					57.1	%			58.5	%
Income per common share:
Basic	$	1.18			$	1.14			$	3.40			$	3.09
Basic, adjusted (3)(4)	n/a				n/a				n/a				$	3.20
Diluted	$	1.17			$	1.13			$	3.38			$	3.07
Diluted, adjusted (3)(4)	n/a				n/a				n/a				$	3.17
Average equity to average assets		10.98	%			10.18	%			10.92	%			9.94	%
(1) Annualized for the three and nine months ended September 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 nine months ended September 30, 2026.
(3) Ratio has been adjusted for the merger-related expenses for the nine months ended 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.

FINANCIAL HIGHLIGHTS (Unaudited)
(continued)
	September 30,				December 31,
(Dollars in thousands, except per share amounts)		2026				2025
At period-end:
Total assets	$	5,707,243			$	5,542,255
Loans, net of allowance for credit losses		4,161,598				3,973,012
Loans held-for-sale, at fair value		3,924				6,090
Securities available for sale, at fair value		919,448				952,740
Total deposits		4,581,910				4,528,774
FHLB advances and other borrowings and Securities sold under agreements to repurchase		417,252				299,243
Subordinated notes and trust preferred debt		8,109				37,122
Shareholders' equity		605,200				591,535
Credit quality and capital ratios (1):
Allowance for credit losses to total loans		1.11	%			1.19	%
Total nonaccrual loans to total loans		0.54	%			0.70	%
Nonperforming assets to total assets		0.40	%			0.51	%
Allowance for credit losses to nonaccrual loans		204	%			170	%
Total risk-based capital:
Orrstown Financial Services, Inc.		13.3	%			13.3	%
Orrstown Bank		13.2	%			13.3	%
Tier 1 risk-based capital:
Orrstown Financial Services, Inc.		12.3	%			11.7	%
Orrstown Bank		12.2	%			12.2	%
Tier 1 common equity risk-based capital:
Orrstown Financial Services, Inc.		12.1	%			11.5	%
Orrstown Bank		12.2	%			12.2	%
Tier 1 leverage capital:
Orrstown Financial Services, Inc.		10.2	%			9.5	%
Orrstown Bank		10.1	%			9.9	%
Book value per common share	$	30.77			$	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 September 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)	September 30, 2026				December 31, 2025
Assets
Cash and due from banks	$	48,690			$	42,083
Interest-bearing deposits with banks		76,956				107,691
Cash and cash equivalents		125,646				149,774
Restricted investments in bank stocks		32,514				26,717
Securities available for sale (amortized cost of $985,444 and $972,138 at September 30, 2026 and December 31, 2025, respectively)		919,448				952,740
Loans held for sale, at fair value		3,924				6,090
Loans		4,208,373				4,020,693
Less: Allowance for credit losses		(46,775	)			(47,681	)
Net loans		4,161,598				3,973,012
Premises and equipment, net		49,948				51,029
Cash surrender value of life insurance		148,345				146,994
Goodwill		69,751				69,751
Other intangible assets, net		31,457				37,990
Accrued interest receivable		20,733				21,473
Deferred tax assets, net		43,126				33,931
Other assets		100,753				72,754
Total assets	$	5,707,243			$	5,542,255
Liabilities
Deposits:
Noninterest-bearing	$	896,069			$	870,906
Interest-bearing		3,685,841				3,657,868
Total deposits		4,581,910				4,528,774
Securities sold under agreements to repurchase and federal funds purchased		—				24,542
FHLB advances and other borrowings		417,252				274,701
Subordinated notes and trust preferred debt		8,109				37,122
Other liabilities		94,772				85,581
Total liabilities		5,102,043				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; 19,706,971 shares issued and 19,670,559 outstanding at September 30, 2026; 19,711,628 shares issued and 19,507,208 outstanding at December 31, 2025		1,026				1,026
Additional paid—in capital		422,956				424,596
Retained earnings		234,886				186,752
Accumulated other comprehensive loss		(52,318	)			(15,201	)
Treasury stock— 36,412 and 204,420 shares, at cost at September 30, 2026 and December 31, 2025, respectively		(1,350	)			(5,638	)
Total shareholders’ equity		605,200				591,535
Total liabilities and shareholders’ equity	$	5,707,243			$	5,542,255

ORRSTOWN FINANCIAL SERVICES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
		Three Months Ended							Nine Months Ended
		September 30,				September 30,			September 30,				September 30,
(Dollars in thousands, except per share amounts)			2026				2025			2026				2025
Interest income
Loans		$	66,454			$	65,751		$	192,764			$	192,219
Investment securities - taxable			9,901				9,367			29,658				27,717
Investment securities - tax-exempt			814				881			2,537				2,634
Short-term investments			567				1,123			1,843				4,904
Total interest income			77,736				77,122			226,802				227,474
Interest expense
Deposits			21,269				22,639			64,942				69,754
Securities sold under agreements to repurchase and federal funds purchased			6				107			132				297
FHLB advances and other borrowings			2,931				1,791			6,921				3,939
Subordinated notes and trust preferred debt			210				1,597			3,651				4,223
Total interest expense			24,416				26,134			75,646				78,213
Net interest income			53,320				50,988			151,156				149,261
Provision for credit losses - loans			1,126				396			2,192				51
Recovery of credit losses - unfunded loan commitments			(84	)			—			(460	)			(100	)
Net interest income after net provision for (recovery of) credit losses			52,278				50,592			149,424				149,310
Noninterest income
Service charges			2,916				2,997			8,521				8,022
Interchange income			1,597				1,620			4,712				4,488
Swap fee income			436				816			2,426				1,879
Wealth management income			5,968				5,277			17,471				15,959
Mortgage banking activities			212				522			974				1,302
Income from life insurance			1,410				1,471			6,547				4,071
Investment securities gains			15				50			70				71
Other income			824				629			2,070				2,129
Total noninterest income			13,378				13,382			42,791				37,921
Noninterest expenses
Salaries and employee benefits			22,400				21,439			65,786				63,191
Occupancy, furniture and equipment			4,109				4,075			12,217				12,961
Data processing			1,752				1,116			4,992				3,005
Advertising and bank promotions			423				154			2,232				1,730
FDIC insurance			627				652			1,810				2,150
Professional services			1,015				1,703			3,438				5,545
Taxes other than income			1,022				828			2,439				2,065
Intangible asset amortization			2,115				2,410			6,533				7,417
Merger-related expenses			—				—			—				2,617
Restructuring expenses			—				—			—				91
Other operating expenses			3,871				3,920			12,281				11,315
Total noninterest expenses			37,334				36,297			111,728				112,087
Income before income tax expense			28,322				27,677			80,487				75,144
Income tax expense			5,507				5,812			14,705				15,780
Net income		$	22,815			$	21,865		$	65,782			$	59,364
Share information:
Basic earnings per share		$	1.18			$	1.14		$	3.40			$	3.09
Diluted earnings per share		$	1.17			$	1.13		$	3.38			$	3.07
Dividends paid per share		$	0.30			$	0.27		$	0.90			$	0.79
Weighted average shares - basic			19,380				19,224			19,323				19,185
Weighted average shares - diluted			19,504				19,364			19,449				19,345

ANALYSIS OF NET INTEREST INCOME
Average Balances and Interest Rates, Taxable-Equivalent Basis (Unaudited)
	Three Months Ended
	9/30/2026										6/30/2026										3/31/2026										12/31/2025										9/30/2025
				Taxable-				Taxable-						Taxable-				Taxable-						Taxable-				Taxable-						Taxable-				Taxable-						Taxable-				Taxable-
	Average			Equivalent				Equivalent			Average			Equivalent				Equivalent			Average			Equivalent				Equivalent			Average			Equivalent				Equivalent			Average			Equivalent				Equivalent
(In thousands)	Balance			Interest				Rate			Balance			Interest				Rate			Balance			Interest				Rate			Balance			Interest				Rate			Balance			Interest				Rate
Assets
Federal funds sold & interest-bearing bank balances	$	62,164		$	567			3.62	%		$	69,784		$	639			3.67	%		$	70,086		$	637			3.69	%		$	103,886		$	1,017			3.88	%		$	101,728		$	1,123			4.38	%
Investment securities (1)(2)		973,344			11,064			4.54				971,932			11,096			4.57				984,060			11,079			4.51				976,957			11,177			4.58				906,399			10,593			4.67
Loans (1)(3)(4)(5)		4,167,877			66,679			6.35				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
Total interest-earning assets		5,203,385			78,310			5.98				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
Other assets		436,997										425,913										423,779										426,626										433,659
Total assets	$	5,640,382									$	5,542,919									$	5,548,814									$	5,505,311									$	5,420,830
Liabilities and Shareholders' Equity
Interest-bearing demand deposits	$	2,593,059			13,681			2.09			$	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
Savings deposits		254,541			126			0.20				260,712			128			0.20				259,585			143			0.22				262,240			164			0.25				264,761			164			0.25
Time deposits		863,559			7,462			3.43				900,412			7,930			3.53				906,875			8,047			3.60				912,611			8,342			3.63				897,416			8,330			3.68
Total interest-bearing deposits		3,711,159			21,269			2.27				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
Securities sold under agreements to repurchase and federal funds purchased		2,535			6			0.85				12,024			29			0.98				23,674			97			1.66				27,348			105			1.52				27,772			107			1.53
FHLB advances and other borrowings		306,346			2,931			3.80				175,734			1,635			3.73				248,357			2,355			3.85				238,806			2,371			3.94				168,939			1,791			4.21
Subordinated notes and trust preferred debt (6)		8,069			210			10.29				36,664			2,520			27.57				37,175			921			10.05				37,023			669			7.17				68,749			1,597			9.21
Total interest-bearing liabilities		4,028,109			24,416			2.40				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
Noninterest-bearing demand deposits		910,748										889,378										850,415										882,552										902,128
Other liabilities		82,378										81,981										89,112										93,977										89,086
Total liabilities		5,021,235										4,934,820										4,949,484										4,926,452										4,868,885
Shareholders' equity		619,147										608,099										599,330										578,859										551,945
Total	$	5,640,382									$	5,542,919									$	5,548,814									$	5,505,311									$	5,420,830
Taxable-equivalent net interest income / net interest spread					53,894			3.58	%						49,406			3.28	%						49,571			3.35	%						51,100			3.43	%						51,557			3.52	%
Taxable-equivalent net interest margin								4.12	%									3.87	%									3.90	%									4.00	%									4.11	%
Taxable-equivalent adjustment					(574	)									(575	)									(566	)									(569	)									(569	)
Net interest income				$	53,320									$	48,831									$	49,005									$	50,531									$	50,988
Ratio of average interest-earning assets to average interest-bearing liabilities								129	%									129	%									128	%									129	%									129	%
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 $3.9 million, $4.3 million, $4.2 million, $4.7 million and $5.3 million for the three months ended September 30, 2026, June 30, 2026, March 31, 2026, December 31, 2025 and September 30, 2025, respectively.
(6) Interest expense includes accelerated amortization of the of the fair value mark from the redeemed subordinated notes of $1.6 million for the three months ended June 30, 2026.

ANALYSIS OF NET INTEREST INCOME
Average Balances and Interest Rates, Taxable-Equivalent Basis (Unaudited)
(continued)
	Nine Months Ended
	September 30, 2026										September 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	$	67,316		$	1,843			3.66	%		$	146,688		$	4,904			4.47	%
Investment securities (1)(2)		976,406			33,238			4.54				892,033			31,379			4.69
Loans (1)(3)(4)(5)		4,105,041			193,435			6.30				3,928,159			192,858			6.56
Total interest-earning assets		5,148,763			228,516			5.93				4,966,880			229,141			6.17
Other assets		428,944										440,153
Total assets	$	5,577,707									$	5,407,033
Liabilities and Shareholders' Equity
Interest-bearing demand deposits	$	2,568,637			41,105			2.14			$	2,462,336			42,181			2.29
Savings deposits		258,261			398			0.21				268,966			494			0.25
Time deposits		890,123			23,439			3.52				927,232			27,079			3.90
Total interest-bearing deposits		3,717,021			64,942			2.34				3,658,534			69,754			2.55
Securities sold under agreements to repurchase and federal funds purchased		12,667			132			1.39				26,623			297			1.49
FHLB advances and other borrowings		243,691			6,921			3.80				128,827			3,939			4.09
Subordinated notes and trust preferred debt (6)		27,196			3,651			17.95				68,799			4,223			8.21
Total interest-bearing liabilities		4,000,575			75,646			2.53				3,882,783			78,213			2.69
Noninterest-bearing demand deposits		883,735										898,015
Other liabilities		84,466										89,025
Total liabilities		4,968,776										4,869,823
Shareholders' equity		608,931										537,210
Total liabilities and shareholders' equity	$	5,577,707									$	5,407,033
Taxable-equivalent net interest income / net interest spread					152,870			3.40	%						150,928			3.47	%
Taxable-equivalent net interest margin								3.97	%									4.06	%
Taxable-equivalent adjustment					(1,714	)									(1,667	)
Net interest income				$	151,156									$	149,261
Ratio of average interest-earning assets to average interest-bearing liabilities								129	%									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 $12.4 million and $16.7 million for the nine months ended September 30, 2026 and 2025, respectively.
(6) Interest expense includes accelerated amortization of the of the fair value mark from the redeemed subordinated notes of $1.6 million for the nine months ended September 30, 2026.

ORRSTOWN FINANCIAL SERVICES, INC.
HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(In thousands)	September 30, 2026				June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025
Profitability for the quarter:
Net interest income	$	53,320			$	48,831			$	49,005			$	50,531			$	50,988
Net provision for credit losses on loans and unfunded loan commitments		1,042				338				352				75				396
Noninterest income		13,378				13,836				15,577				14,392				13,382
Noninterest expenses		37,334				37,666				36,728				37,355				36,297
Income before income taxes		28,322				24,663				27,502				27,493				27,677
Income tax expense		5,507				3,505				5,693				6,002				5,812
Net income	$	22,815			$	21,158			$	21,809			$	21,491			$	21,865
Financial ratios:
Return on average assets (1)		1.60	%			1.53	%			1.59	%			1.55	%			1.60	%
Return on average equity (1)		14.62	%			13.96	%			14.76	%			14.73	%			15.72	%
Net interest margin (1)		4.12	%			3.87	%			3.90	%			4.00	%			4.11	%
Net interest margin, adjusted (1)(2)(3)	n/a					4.00	%		n/a				n/a				n/a
Efficiency ratio		56.0	%			60.1	%			56.9	%			57.5	%			56.4	%
Efficiency ratio, adjusted (2)(3)	n/a					58.6	%		n/a				n/a				n/a
Per share information:
Income per common share:
Basic	$	1.18			$	1.10			$	1.13			$	1.12			$	1.14
Diluted		1.17				1.09				1.12				1.11				1.13
Book value		30.77				31.60				30.76				30.32				29.33
Tangible book value(3)		25.96				26.71				25.76				25.21				24.12
Average tangible common equity(1)(3)		17.52				16.86				17.96				18.15				19.70
Cash dividends paid		0.30				0.30				0.30				0.27				0.27
Average basic shares		19,380				19,313				19,274				19,251				19,224
Average diluted shares		19,504				19,432				19,410				19,384				19,364
(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) 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)	September 30, 2026			June 30, 2026			March 31, 2026				December 31, 2025			September 30, 2025
Noninterest income:
Service charges	$	2,916		$	2,734		$	2,871			$	3,225		$	2,997
Interchange income		1,597			1,602			1,513				1,553			1,620
Swap fee income		436			651			1,339				1,112			816
Wealth management income		5,968			5,946			5,557				5,739			5,277
Mortgage banking activities		212			436			326				503			522
Income from life insurance		1,410			1,376			3,761				1,331			1,471
Other income		824			1,034			212				834			629
Investment securities gains (losses)		15			57			(2	)			95			50
Total noninterest income	$	13,378		$	13,836		$	15,577			$	14,392		$	13,382
Noninterest expenses:
Salaries and employee benefits	$	22,400		$	22,229		$	21,157			$	21,980		$	21,439
Occupancy, furniture and equipment		4,109			3,887			4,221				4,017			4,075
Data processing		1,752			1,703			1,537				1,292			1,116
Advertising and bank promotions		423			1,126			683				561			154
FDIC insurance		627			634			549				683			652
Professional services		1,015			1,202			1,221				1,947			1,703
Taxes other than income		1,022			392			1,025				574			828
Intangible asset amortization		2,115			2,179			2,239				2,348			2,410
Other operating expenses		3,871			4,314			4,096				3,953			3,920
Total noninterest expenses	$	37,334		$	37,666		$	36,728			$	37,355		$	36,297

HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(continued)
(In thousands)	September 30, 2026				June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025
Balance Sheet at quarter end:
Cash and cash equivalents	$	125,646			$	144,841			$	161,136			$	149,774			$	184,146
Restricted investments in bank stocks		32,514				27,429				23,984				26,717				24,111
Securities available for sale		919,448				949,281				947,018				952,740				890,357
Loans held for sale, at fair value		3,924				3,639				3,366				6,090				6,026
Loans:
Commercial real estate:
Owner occupied		680,146				679,295				645,026				644,713				629,481
Non-owner occupied		1,306,387				1,305,379				1,322,251				1,260,198				1,254,959
Multi-family		246,026				229,425				216,658				236,703				234,782
Non-owner occupied residential		145,716				150,917				151,560				155,749				163,138
Agricultural		91,094				97,729				114,409				121,417				118,596
Commercial and industrial		532,125				489,247				481,815				489,371				479,929
Acquisition and development:
1-4 family residential construction		54,370				39,344				46,355				41,489				41,141
Commercial and land development		178,823				198,399				198,957				198,234				195,158
Municipal		34,348				33,950				27,744				25,302				28,664
Total commercial loans		3,269,035				3,223,685				3,204,775				3,173,176				3,145,848
Residential mortgage:
First lien		518,321				501,306				484,022				478,870				476,006
Home equity – term		5,298				5,401				5,685				5,972				5,800
Home equity – lines of credit		376,096				344,495				327,141				321,438				311,458
Other - term(1)		20,424				20,929				22,442				22,906				23,737
Installment and other loans		19,199				17,215				17,254				18,331				16,887
Total loans		4,208,373				4,113,031				4,061,319				4,020,693				3,979,736
Allowance for credit losses		(46,775	)			(46,632	)			(47,463	)			(47,681	)			(48,105	)
Net loans held for investment		4,161,598				4,066,399				4,013,856				3,973,012				3,931,631
Goodwill		69,751				69,751				69,751				69,751				69,751
Other intangible assets, net		31,457				33,572				35,751				37,990				40,338
Total assets		5,707,243				5,612,151				5,576,972				5,542,255				5,470,233
Total deposits		4,581,910				4,620,023				4,627,424				4,528,774				4,533,560
FHLB advances and other borrowings and Securities sold under agreements to repurchase		417,252				282,362				225,958				299,243				241,719
Subordinated notes and trust preferred debt		8,109				8,049				37,274				37,122				36,970
Total shareholders' equity		605,200				621,650				603,184				591,535				571,936
(1) Other - term includes property assessed clean energy ("PACE") loans.

HISTORICAL TRENDS IN QUARTERLY FINANCIAL DATA (Unaudited)
(continued)
	September 30, 2026				June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025
Capital and credit quality measures(1):
Total risk-based capital:
Orrstown Financial Services, Inc.		13.3	%			13.2	%			13.5	%			13.3	%			13.1	%
Orrstown Bank		13.2	%			13.1	%			13.6	%			13.3	%			12.9	%
Tier 1 risk-based capital:
Orrstown Financial Services, Inc.		12.3	%			12.2	%			12.0	%			11.7	%			11.3	%
Orrstown Bank		12.2	%			12.1	%			12.5	%			12.2	%			11.8	%
Tier 1 common equity risk-based capital:
Orrstown Financial Services, Inc.		12.1	%			12.0	%			11.8	%			11.5	%			11.1	%
Orrstown Bank		12.2	%			12.1	%			12.5	%			12.2	%			11.8	%
Tier 1 leverage capital:
Orrstown Financial Services, Inc.		10.2	%			10.1	%			9.7	%			9.5	%			9.3	%
Orrstown Bank		10.1	%			10.0	%			10.2	%			9.9	%			9.6	%
Average equity to average assets		10.98	%			10.97	%			10.80	%			10.51	%			10.18	%
Allowance for credit losses to total loans		1.11	%			1.13	%			1.17	%			1.19	%			1.21	%
Total nonaccrual loans to total loans		0.54	%			0.58	%			0.74	%			0.70	%			0.66	%
Nonperforming assets to total assets		0.40	%			0.44	%			0.56	%			0.51	%			0.48	%
Allowance for credit losses to nonaccrual loans		204	%			196	%			158	%			170	%			184	%
Other information:
Net charge-offs	$	983			$	1,169			$	946			$	499			$	189
Classified loans		45,201				49,190				57,584				58,351				64,089
Nonperforming and other risk assets:
Nonaccrual loans		22,919				23,751				30,025				28,031				26,191
Other real estate owned		—				1,055				1,055				—				—
Total nonperforming assets		22,919				24,806				31,080				28,031				26,191
Financial difficulty modifications still accruing		1,629				1,794				949				1,253				1,245
Loans past due 90 days or more and still accruing		591				853				443				1,040				497
Total nonperforming and other risk assets	$	25,139			$	27,453			$	32,472			$	30,324			$	27,933
(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 $101.2 million and $107.7 million at September 30, 2026 and December 31, 2025, respectively. During the nine months ended September 30, 2025, the Company incurred $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 September 30, 2026, 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 nine months ended September 30, 2026, the Company amortized the remaining fair value mark of $1.6 million 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		September 30, 2026				June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025
Shareholders' equity (most directly comparable GAAP-based measure)		$	605,200			$	621,650			$	603,184			$	591,535			$	571,936
Less: Goodwill			69,751				69,751				69,751				69,751				69,751
Other intangible assets			31,457				33,572				35,751				37,990				40,338
Related tax effect			(6,606	)			(7,050	)			(7,508	)			(7,978	)			(8,471	)
Tangible common equity (non-GAAP)		$	510,598			$	525,377			$	505,190			$	491,772			$	470,318
Common shares outstanding			19,671				19,670				19,611				19,507				19,501
Book value per share (most directly comparable GAAP-based measure)		$	30.77			$	31.60			$	30.76			$	30.32			$	29.33
Intangible assets per share			4.81				4.89				5.00				5.11				5.21
Tangible book value per share (non-GAAP)		$	25.96			$	26.71			$	25.76			$	25.21			$	24.12
Return on Average Tangible Common Equity		September 30, 2026				June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025
Net Income		$	22,815			$	21,158			$	21,809			$	21,491			$	21,865
Average shareholders' equity		$	619,147			$	608,099			$	599,330			$	578,859			$	551,945
Less: Average goodwill			69,751				69,751				69,751				69,751				69,751
Less: Average other intangible assets, gross			32,793				34,920				37,132				39,467				41,809
Average tangible equity		$	516,603			$	503,428			$	492,447			$	469,641			$	440,385
Return on average tangible equity (non-GAAP) (1)			17.52	%			16.86	%			17.96	%			18.15	%			19.70	%
(1) - Annualized

(In thousands)	Three Months Ended																				Nine Months Ended
Adjusted Ratios for Non-recurring Charges	September 30, 2026				June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025				September 30, 2026				September 30, 2025
Net income (A) - most directly comparable GAAP-based measure	$	22,815			$	21,158			$	21,809			$	21,491			$	21,865			$	65,782			$	59,364
Plus: Merger-related expenses (B)		—				—				—				—				—				—				2,617
Less: Related tax effect (C)		—				—				—				—				—				—				(589	)
Adjusted net income (D=A+B-C) - Non-GAAP	$	22,815			$	21,158			$	21,809			$	21,491			$	21,865			$	65,782			$	61,392
Average assets (E)	$	5,640,382			$	5,542,919			$	5,548,814			$	5,505,311			$	5,420,830			$	5,577,707			$	5,407,033
Return on average assets (= A / E) - most directly comparable GAAP-based measure (1)		1.60	%			1.53	%			1.59	%			1.55	%			1.60	%			1.58	%			1.47	%
Return on average assets, adjusted (= D / E) - Non-GAAP (1)	n/a				n/a				n/a				n/a				n/a				n/a					1.52	%
Average equity (F)	$	619,147			$	608,099			$	599,330			$	578,859			$	551,945			$	608,931			$	537,210
Return on average equity (= A / F) - most directly comparable GAAP-based measure (1)		14.62	%			13.96	%			14.76	%			14.73	%			15.72	%			14.44	%			14.77	%
Return on average equity, adjusted (= D / F) - Non-GAAP (1)	n/a				n/a				n/a				n/a				n/a				n/a					15.28	%
Weighted average shares - basic (G) - most directly comparable GAAP-based measure		19,380				19,313				19,274				19,251				19,224				19,323				19,185
Basic earnings (loss) per share (= A / G) - most directly comparable GAAP-based measure	$	1.18			$	1.10			$	1.13			$	1.12			$	1.14			$	3.40			$	3.09
Basic earnings per share, adjusted (= D / G) - Non-GAAP	n/a				n/a				n/a				n/a				n/a				n/a				$	3.20
Weighted average shares - diluted (H) - most directly comparable GAAP-based measure		19,504				19,432				19,410				19,384				19,364				19,449				19,345
Diluted earnings (loss) per share (= A / H) - most directly comparable GAAP-based measure	$	1.17			$	1.09			$	1.12			$	1.11			$	1.13			$	3.38			$	3.07
Diluted earnings per share, adjusted (= D / H) - Non-GAAP	n/a				n/a				n/a				n/a				n/a				n/a				$	3.17
continued

	Three Months Ended																				Nine Months Ended
	September 30, 2026				June 30, 2026				March 31, 2026				December 31, 2025				September 30, 2025				September 30, 2026				September 30, 2025
Noninterest expense (I) - most directly comparable GAAP-based measure	$	37,334			$	37,666			$	36,728			$	37,355			$	36,297			$	111,728			$	112,087
Less: Merger-related expenses (B)		—				—				—				—				—				—				(2,617	)
Adjusted noninterest expense (J = I - B) - Non-GAAP	$	37,334			$	37,666			$	36,728			$	37,355			$	36,297			$	111,728			$	109,470
Net interest income (K)	$	53,320			$	48,831			$	49,005			$	50,531			$	50,988			$	151,156			$	149,261
Noninterest income (L)		13,378				13,836				15,577				14,392				13,382				42,791				37,921
Total operating income (M = K + L) - most directly comparable GAAP-based measure	$	66,698			$	62,667			$	64,582			$	64,923			$	64,370			$	193,947			$	187,182
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	$	66,698			$	64,291			$	64,582			$	64,923			$	64,370			$	195,571			$	187,182
Efficiency ratio (= I / M) - most directly comparable GAAP-based measure		56.0	%			60.1	%			56.9	%			57.5	%			56.4	%			57.6	%			59.9	%
Efficiency ratio, adjusted (= J / N) - Non-GAAP	n/a					58.6	%		n/a				n/a				n/a					57.1	%			58.5	%
(1) Annualized

	Nine Months Ended September 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	$	5,148,763		$	228,516		$	—			$	228,516		5.93	%		5.93	%
Total interest-bearing liabilities	$	4,000,575			75,646			(1,624	)			74,022		2.53	%		2.47	%
Taxable-equivalent net interest income / net interest spread				$	152,870		$	1,624			$	154,494		3.40	%		3.46	%
Taxable-equivalent net interest margin														3.97	%		4.01	%

	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	%

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 September 30, 2026:

(In thousands)

Sector	Portfolio Mix			Amortized Book			Fair Value			AAA			AA			A			BBB			BB			NR			Collateral / Guarantee Type
Unsecured ABS	—	%		$	2,203		$	2,173		—	%		—	%		—	%		—	%		—	%		100	%		Unsecured Consumer Debt
Student Loan ABS	—				2,342			2,343		—			—			—			—			—			100			Seasoned Student Loans
Federal Family Education Loan ABS	7				64,907			64,722		4			74			—			9			13			—			Federal Family Education Loan (1)
PACE Loan ABS	—				1,450			1,274		100			—			—			—			—			—			PACE Loans (2)
Non-Agency CMBS	4				38,629			37,415		—			—			—			—			—			100
Non-Agency RMBS	4				39,198			37,370		94			6			—			—			—			—			Reverse Mortgages (3)
Municipal - General Obligation	10				98,818			86,644		17			78			5			—			—			—
Municipal - Revenue	12				118,983			100,673		—			75			19			—			—			6
SBA ReRemic (5)	—				1,105			1,094		—			100			—			—			—			—			SBA Guarantee (4)
Small Business Administration	—				2,433			2,488		—			100			—			—			—			—			SBA Guarantee (4)
Agency MBS	26				252,259			234,756		—			100			—			—			—			—			Residential Mortgages (4)
Agency CMO	35				346,837			333,056		—			100			—			—			—			—
U.S. Treasury securities	2				15,010			14,166		—			100			—			—			—			—			U.S. Government Guarantee (4)
Corporate bonds	—				957			961		—			—			—			100			—			—
	100	%		$	985,131		$	919,135		6	%		84	%		3	%		1	%		1	%		5	%
(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 $5.7 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

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What were Orrstown Financial Services’ third-quarter 2026 earnings?

Orrstown earned $22.8 million, or $1.17 per diluted share, in third-quarter 2026. That compares with $21.2 million, or $1.09 per diluted share, in second-quarter 2026 and $21.9 million, or $1.13 per diluted share, in third-quarter 2025.

Why did Orrstown’s net interest margin improve in third-quarter 2026?

Orrstown’s margin improvement reflected an eight-basis-point increase in interest-earning asset yield and a five-basis-point decrease in deposit costs, alongside a second-quarter expense that did not recur. Second-quarter 2026 included $1.6 million of accelerated amortization on the redeemed subordinated notes’ fair value mark.

What drove Orrstown’s loan growth in third-quarter 2026?

Commercial loans increased $45.4 million, home equity lines increased $31.6 million, and first-lien residential mortgages increased $17.0 million during third-quarter 2026. The home equity increase included purchases with a principal balance totaling $15.5 million.

Why did Orrstown’s deposits decline in third-quarter 2026?

Orrstown attributed the deposit decreases primarily to normal seasonal activity and time deposit maturities. Time, interest-bearing demand, non-interest-bearing and savings deposits declined. Money market deposits increased $48.6 million, partially offsetting those decreases, reflecting promotional activity and the purchase of $25.1 million of brokered deposits.