Check the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):
Indicate by check mark whether the Registrant is an emerging growth company
as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934
(§240.12b-2 of this chapter).
If an emerging growth company, indicate by check mark if the Registrant
has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant
to Section 13(a) of the Exchange Act. ☐
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

| FOR IMMEDIATE RELEASE |
Contact: |
Douglas Barton |
| |
Phone: |
717-721-5267 |
ENB
Financial Corp Reports Third Quarter 2026 Results
(October 22, 2026) -- Ephrata, PA –
ENB Financial Corp (OTCQX: ENBP), reports net income for the third quarter of 2026 of $6,913,000, a $994,000, or 16.8% increase, over
the $5,919,000 earned during the third quarter of 2025. Net income for the nine months ended September 30, 2026, was $16,641,000, a $596,000,
or 3.7% increase, over the $16,045,000 earned for the nine months ended September 30, 2025. Basic and diluted earnings per share for the
third quarter of 2026 and 2025 were $1.21 and $1.04, and year-to-date earnings per share were $2.92 in 2026 compared to $2.83 in 2025.
On February 1, 2026, the Corporation completed
its acquisition of Cecil Bancorp (“Cecil”) and its wholly-owned subsidiary, Cecil Bank, which impacted the Corporation’s
balance sheet and earnings for 2026. The fair value of the net assets acquired totaled $24,617,000, including net loans of $147,400,000
and deposits of $186,384,000. Included in net income was $6,000 and $3,032,000 of merger and conversion-related expenses, net of taxes,
for the three and nine months ended September 30, 2026, and $392,000 for the three and nine months ended September 30, 2025. Adjusted
net income* (a non-GAAP measure), excluding merger and conversion-related charges, was $6,919,000 and $6,311,000 for the three months
ended September 30, 2026 and 2025, and $19,673,000 and $16,437,000 for the nine months ended September 30, 2026 and 2025. Adjusted diluted
earnings per share* (a non-GAAP measure), excluding merger and conversion-related charges, were $1.21 and $3.45 for the three and nine
months ended September 30, 2026, and $1.11 and $2.90 for the three and nine months ended September 30, 2025.
*-see reconciliation
of non-GAAP measures to GAAP measures on page 5.
The Corporation’s net interest income
(NII) increased by $4,078,000, or 22.4%, for the three months ended September 30, 2026, and $9,353,000, or 17.8% for the nine months ended
September 30, 2026, compared to the same periods in 2025. Interest income on loans increased by $4,858,000, or 23.5%, and $12,328,000,
or 20.6% for the three and nine months ended September 30, 2026, which was favorably impacted by the addition of Cecil’s loans and
organic loan growth. Interest income on securities decreased by $1,007,000, or 17.4% and $2,785,000, or 16.2%, for the three and nine
months ended September 30, 2026, compared to the same periods in 2025, due to both lower rates earned on securities as well as lower average
balances. Interest expense on deposits in both periods declined, despite the addition of Cecil’s deposits, due to lower offered
interest rates and management’s strategy to lower the cost of funds, including pricing decisions and calling higher-priced brokered
deposits. Interest expense on borrowings in both periods increased principally due to higher levels of subordinated debt, with newly issued
subordinated debt at a rate higher than previous issuances and a higher level of borrowings needed to fund loan growth.
The Corporation recorded a release of provision
for credit losses of $374,000 in the third quarter of 2026, compared to a provision expense of $20,000 for the third quarter of 2025.
For the year-to-date period, provision release was $858,000, compared to a provision expense of $632,000 recorded for the nine months
ended September 30, 2025. The provision release recorded in 2026 was primarily related to favorable loan workouts, declines in criticized
loans of 44% from December 31, 2025 to September 30, 2026, improvements in the economic outlook, and lowering expected usage of off-balance
sheet commitments. The Corporation added $1,998,000 in allowance for credit losses with the acquisition of Cecil. The allowance for credit
losses as a percentage of total loans was 1.04% as of September 30, 2026, 1.11% as of December 31, 2025, and 1.12% as of September 30,
2025.
( more )
Noninterest income increased by $134,000,
or 3.2%, and $1,670,000, or 15.0%, for the three and nine months ended September 30, 2026, compared to the same periods in the prior year.
Trust and investment services income increased $278,000, or 33.7%, and $612,000, or 24.7%, for the three and nine months ended September
30, 2026, due to increased estate fees, additional wealth management accounts, and favorable market conditions. Service fees increased
$73,000, or 7.7%, and $535,000, or 22.2%, for the three and nine months ended September 30, 2026, compared to the same periods in 2025
due to additional customers and accounts from the Cecil acquisition. Commissions increased $168,000, or 16.2%, and $317,000, or 10.4%,
for the three and nine months ended September 30, 2026, compared to the same periods in 2025 due to increased interchange fees with additional
customers. The Corporation recorded $23,000 in gains on securities transactions in the third quarter of 2026, compared to $63,000 in the
third quarter of 2025. For the year-to-date period, the Corporation recorded $70,000 in gains on securities transactions, compared to
$222,000 in losses during the same period in 2025. Losses on security transactions in 2025 were due to strategic sales of investment securities
to fund higher yielding loan growth, whereas the gains recognized in 2026 pertained to the liquidation of the Corporation’s bank
stock portfolio. Gains on the sale of mortgages decreased by $123,000, or 24.3%, and $5,000, or 0.4%, for the three and nine months ended
September 30, 2026, compared to the same periods in 2025, due to slower mortgage market activity as interest rates began to rise. Earnings
on bank owned life insurance increased by $11,000, or 3.7%, and $166,000, or 19.6%, for the three and nine months ended September 30,
2026, compared to the same periods in 2025, as death benefits were received related to two former directors in 2026 in the first half
of the year.
Total operating expenses increased by $3,357,000,
or 22.3%, and $11,667,000 or 26.9%, for the three and nine months ended September 30, 2026, compared to the same periods in 2025. Additional
personnel costs, occupancy expenses, and equipment charges that were necessitated by the acquisition were the primary drivers for higher
operating expenses in 2026. Salary and benefit expenses, which make up the largest portion of operating expenses, increased by $1,294,000,
or 14.5%, and $3,376,000, or 13.2%, for the three and nine months ended September 30, 2026, compared to the same periods in 2025. Staffing
four additional branches in Cecil County, merit-based increases, incentive accruals, and higher medical insurance costs contributed to
the increase. Computer software and data processing costs increased by $593,000, or 34.1%, and $1,663,000 or 31.1%, for the three and
nine months ended September 30, 2026, compared to the same periods in 2025, attributable to the evolution of enhanced products and services
to meet customers’ needs and increased transaction volumes. Additionally, in the year-to-date period, two operating systems were
maintained for the first five months after acquisition, until systems conversion at the of June 2026. The acquisition also resulted in
merger and conversion-related expenses of $4,000 for the three months ended September 30, 2026, and $3,722,000 for the nine months ended
September 30, 2026, including additional professional services and employee severance payments. This compared to $496,000 for the three
and nine months ended September 30, 2025.
The Corporation’s annualized return
on average assets (ROA) for the third quarter of 2026 increased to 1.14% from 1.06% and return on average stockholders’ equity (ROE)
for the third quarter of 2026 decreased to 15.89%, from 16.60% for the third quarter of 2025. For the nine months ended September 30,
2026, the Corporation’s annualized ROA was 0.93%, compared to 0.97% in 2025, while the ROE was 13.25%, compared to 15.66% in 2025.
The declines in both ratios during the nine months ended September 30, 2026 were primarily attributed to the non-recurring merger and
conversion-related expenses’ impact on net income.
As of September 30, 2026, the Corporation
had total assets of $2.40 billion, up 7.8%; gross loans of $1.71 billion, up 15.1%; total deposits of $2.0 billion, up 5.8%; and total
stockholders’ equity of $162.2 million, up 6.7%, from balances at September 30, 2025.
ENB Financial Corp, headquartered in Ephrata, PA,
is the bank holding company for its wholly-owned subsidiary, The Ephrata National Bank. Ephrata National Bank operates from eighteen
full-service locations in Lancaster County, southeastern Lebanon County, southern Berks County, Pennsylvania and Cecil County, Maryland
with the headquarters located at 31 E. Main Street, Ephrata, PA. Ephrata National Bank has been serving the community since 1881. For
more information about ENB Financial Corp, visit the Corporation’s web site at www.enbfc.com.
Notice Regarding Forward Looking Statements
This news release may constitute forward-looking statements
for purposes of the Securities Act of 1933, as amended, and the Securities Exchange Act of 1934, as amended, and as such may involve known
and unknown risk and uncertainties and other factors which may cause the actual results of ENB Financial Corp to be materially different
from future results expressed or implied by such forward-looking statements. These forward-looking statements can be identified by use
of terminology such as “expect”, “plan”, “anticipate”, “believe”, “estimate”,
and similar words that are intended to identify such forward-looking statements. These forward-looking statements are based on management’s
current expectations, assumptions, estimates, and projections about the Corporation, the financial services industry, and the economy.
The Private Securities Reform Act of 1995 provides safe harbor in the event the projected future operations are not met. There are a number
of future factors such as changes in fiscal or monetary policy, or changes in the economic climate that will influence the Corporation’s
future operations. These factors are difficult to predict with regard to how likely and to what degree or significance they would occur.
Actual results may differ materially from what may have been forecasted in the forward-looking statements. We are not obligated to publicly
update any forward-looking statements to reflect the effects of subsequent events.
The review period for subsequent events extends up
to and includes the filing date of the Corporation’s financial statements, when filed with the Securities and Exchange Commission.
Accordingly, the consolidated financial information presented in this earnings release is subject to change.
SUMMARY CONSOLIDATED FINANCIAL INFORMATION (Unaudited)
(in thousands, except per share and percentage data)
| | |
| |
| |
| |
Percent Change |
| | |
Sep 30, | |
Dec 31, | |
Sep 30, | |
Sep 30, 2026 vs |
| Balance Sheet | |
2026 | |
2025 | |
2025 | |
Dec 31, 2025 | |
Sep 30, 2025 |
| | |
| |
| |
| |
| |
|
| Securities | |
$ | 535,180 | | |
$ | 588,949 | | |
$ | 599,943 | | |
| -9.1 | % | |
| -10.8 | % |
| Total loans held for investment | |
| 1,706,152 | | |
| 1,515,745 | | |
| 1,482,275 | | |
| 12.6 | | |
| 15.1 | |
| Allowance for credit losses | |
| 17,718 | | |
| 16,886 | | |
| 16,637 | | |
| 4.9 | | |
| 6.5 | |
| Total assets | |
| 2,395,386 | | |
| 2,257,727 | | |
| 2,222,591 | | |
| 6.1 | | |
| 7.8 | |
| Deposits | |
| 1,994,038 | | |
| 1,873,361 | | |
| 1,884,749 | | |
| 6.4 | | |
| 5.8 | |
| Total borrowings | |
| 222,794 | | |
| 209,251 | | |
| 170,658 | | |
| 6.5 | | |
| 30.5 | |
| Stockholders' equity | |
| 162,224 | | |
| 161,054 | | |
| 151,988 | | |
| 0.7 | | |
| 6.7 | |
| | |
Three Months Ended | |
Nine Months Ended |
| Income Statement | |
Sep 30, | |
Sep 30, |
| | |
2026 | |
2025 | |
2026 | |
2025 |
| | |
| |
| |
| |
|
| Net interest income | |
$ | 22,297 | | |
$ | 18,219 | | |
$ | 62,007 | | |
$ | 52,654 | |
| (Release)/provision for credit losses | |
| (374 | ) | |
| 20 | | |
| (858 | ) | |
| 632 | |
| Noninterest income | |
| 4,360 | | |
| 4,226 | | |
| 12,801 | | |
| 11,131 | |
| Noninterest expense | |
| 18,444 | | |
| 15,087 | | |
| 54,994 | | |
| 43,327 | |
| Income before taxes | |
| 8,587 | | |
| 7,338 | | |
| 20,672 | | |
| 19,826 | |
| Provision for income taxes | |
| 1,674 | | |
| 1,419 | | |
| 4,031 | | |
| 3,781 | |
| Net income | |
| 6,913 | | |
| 5,919 | | |
| 16,641 | | |
| 16,045 | |
| | |
| | | |
| | | |
| | | |
| | |
| Per Share Data | |
| | | |
| | | |
| | | |
| | |
| Earnings per share | |
| 1.21 | | |
| 1.04 | | |
| 2.92 | | |
| 2.83 | |
| Dividends per share | |
| 0.18 | | |
| 0.18 | | |
| 0.54 | | |
| 0.54 | |
| | |
| | | |
| | | |
| | | |
| | |
| Earnings Ratios | |
| | | |
| | | |
| | | |
| | |
| Return on average assets (ROA) | |
| 1.14% | | |
| 1.06% | | |
| 0.93% | | |
| 0.97% | |
| Return on average stockholders equity (ROE) | |
| 15.89% | | |
| 16.60% | | |
| 13.25% | | |
| 15.66% | |
| Net Interest margin | |
| 3.86% | | |
| 3.38% | | |
| 3.61% | | |
| 3.28% | |
| Efficiency ratio | |
| 68.8% | | |
| 66.9% | | |
| 73.1% | | |
| 67.6% | |
Supplemental Reporting of Non-GAAP measures
Management believes providing certain “non-GAAP”
financial information will assist readers in their understanding of the effect on recent financial results from non-recurring charges
and the impact of intangible assets on our book value per share that resulted from our recent acquisition of Cecil.
Tangible book value per common share and impact of
the merger and conversion-related expenses on net income and associated ratios, as used by the Corporation in this supplemental reporting
presentation, are determined by methods other than those in accordance with generally accepted accounting principles (“GAAP”).
While the Corporation’s management believes this information is a useful supplement to the GAAP-based measures reported, 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.
The following table presents the computation of each
non-GAAP based measure shown together with its most directly comparable GAAP-based measure (amounts in thousands, except per share data):
| | |
September 30, | |
December 31, |
| | |
2026 | |
2025 |
| | |
$ | |
$ |
| Tangible Book Value per Common Share | |
| |
|
| Stockholders' equity (most directly comparable GAAP-based measure) | |
| 162,224 | | |
| 161,054 | |
| Less: Goodwill | |
| 6,712 | | |
| — | |
| Core deposit intangible | |
| 2,413 | | |
| — | |
| Related tax effect | |
| (551 | ) | |
| — | |
| Total | |
| 8,574 | | |
| — | |
| Tangible common equity (non-GAAP) | |
| 153,650 | | |
| 161,054 | |
| | |
| | | |
| | |
| Common shares outstanding | |
| 5,723 | | |
| 5,693 | |
| | |
| | | |
| | |
| Book value per share (most directly comparable GAAP-based measure) | |
| 28.35 | | |
| 28.29 | |
| Intangible assets per share | |
| 1.50 | | |
| — | |
| Tangible book value per share (non-GAAP) | |
| 26.85 | | |
| 28.29 | |
| | |
Three Months Ended | |
Nine Months Ended |
| | |
Sep 30, | |
Sep 30, |
| | |
2026 | |
2025 | |
2026 | |
2025 |
| | |
$ | |
$ | |
$ | |
$ |
| Adjusted Net Income and Adjusted Diluted Earnings Per Share | |
| | | |
| | | |
| | | |
| | |
| Net income (most directly comparable GAAP-based measure) | |
| 6,913 | | |
| 5,919 | | |
| 16,641 | | |
| 16,045 | |
| Plus: Merger and conversion related expenses | |
| 5 | | |
| 496 | | |
| 3,722 | | |
| 496 | |
| Less: Related tax effect | |
| 1 | | |
| (104 | ) | |
| (690 | ) | |
| (104 | ) |
| Adjusted net income (non-GAAP) | |
| 6,919 | | |
| 6,311 | | |
| 19,673 | | |
| 16,437 | |
| | |
| | | |
| | | |
| | | |
| | |
| Weighted average diluted shares outstanding | |
| 5,718 | | |
| 5,688 | | |
| 5,706 | | |
| 5,673 | |
| | |
| | | |
| | | |
| | | |
| | |
| Diluted earnings per share (most directly comparable GAAP-based measure) | |
| 1.21 | | |
| 1.04 | | |
| 2.92 | | |
| 2.83 | |
| Diluted earnings per share, adjusted (non-GAAP) | |
| 1.21 | | |
| 1.11 | | |
| 3.45 | | |
| 2.90 | |
| | |
| | | |
| | | |
| | | |
| | |
| Efficiency ratio | |
| | | |
| | | |
| | | |
| | |
| Operating expenses (most directly comparable GAAP-based measure) | |
| 18,444 | | |
| 15,087 | | |
| 54,994 | | |
| 43,327 | |
| Less: Merger and conversion-related expenses | |
| (5 | ) | |
| (496 | ) | |
| (3,722 | ) | |
| (496 | ) |
| Adjusted operating expenses | |
| 18,439 | | |
| 14,591 | | |
| 51,272 | | |
| 42,831 | |
| Net interest income on a tax-equivalent basis | |
| 22,442 | | |
| 18,323 | | |
| 62,438 | | |
| 52,944 | |
| Other operating income (most directly comparable GAAP-based measure) | |
| 4,360 | | |
| 4,226 | | |
| 12,801 | | |
| 11,131 | |
| Total revenues | |
| 26,802 | | |
| 22,549 | | |
| 75,239 | | |
| 64,075 | |
| Less: Realized gains (losses) on sales of securities | |
| (5 | ) | |
| 81 | | |
| 5 | | |
| (205 | ) |
| Total revenues, as adjusted | |
| 26,807 | | |
| 22,468 | | |
| 75,234 | | |
| 64,280 | |
| Efficiency ratio on GAAP basis (most directly comparable GAAP based measure) | |
| 68.8% | | |
| 66.9% | | |
| 73.1% | | |
| 67.6% | |
| Efficiency ratio, as adjusted | |
| 68.8% | | |
| 64.9% | | |
| 68.2% | | |
| 66.6% | |
(end)