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ENB Financial Corp calls its Annual Meeting of Shareholders for May 5, 2026 in Ephrata, Pennsylvania, with shareholders of record on March 10, 2026 entitled to vote. Investors will elect three Class C directors and vote on ratifying S.R. Snodgrass, P.C. as independent auditor for 2026.
The Board consists of 12 directors, 10 of whom are independent, and operates through audit, compensation, nominating and governance, building and expansion, and trust operations committees. The company describes an enterprise risk management program, insider trading and anti‑hedging policies, and a classified board structure with an age‑70 retirement limit.
Executive pay is built around salary plus annual incentives. In 2025, the Chairman, President and CEO received total compensation of $599,337, while the firm accrued $1,880,000 and paid $1,884,000 in Annual and Sales Incentive Plan awards in February 2026. Pay-versus-performance disclosure shows net income rising to $21,559,000 in 2025 and total shareholder return improving over the 2023–2025 period.
ENB Financial Corp, a Pennsylvania community bank holding company, files its annual report describing a traditional community banking model centered on Ephrata and surrounding counties, with deposits funding a mix of commercial, real estate, consumer lending, and wealth and insurance services.
Effective February 1, 2026, the company completed the cash acquisition of Cecil Bancorp for approximately $31.3 million, adding four Maryland branches and a balance sheet that included $218,663,000 in assets and $187,422,000 in deposits as of December 31, 2025. Management expects modest hiring to support this expansion.
The report highlights strong local positioning, including 45.7% deposit share in the Ephrata area and 10.0% share in Lancaster County as of June 30, 2025, but also details extensive risk factors. These include interest-rate sensitivity, credit risk in a commercial- and real estate–oriented loan book where 26.0% of loans are business credits, regulatory and compliance burdens, cybersecurity threats, competition from larger and digital institutions, and integration and goodwill risks tied to the Cecil acquisition.
ENB Financial Corp completed its previously announced acquisition of Cecil Bancorp, Inc. on February 1, 2026. ENB acquired Cecil through a merger of ENB South Acquisition Subsidiary into Cecil, making Cecil a wholly owned subsidiary, followed by Cecil’s liquidation and dissolution.
Immediately after this step, Cecil Bank merged into The Ephrata National Bank, ENB’s existing bank subsidiary, with Ephrata as the surviving bank. Each outstanding share of Cecil common stock was converted into the right to receive $1.88 in cash, and all outstanding, unexercised Cecil stock options were redeemed for cash. ENB issued an aggregate of approximately $31.3 million in cash in the merger.
ENB Financial Corp filed a current report to alert investors that it has released its earnings results for the fourth quarter of 2025. The company issued a press release on January 21, 2026, which is attached to the filing as Exhibit 99 and incorporated by reference. This press release contains the detailed financial and operating results for the period, while the report itself mainly serves as a formal notification of the earnings release.
ENB Financial Corp declared a 1st quarter cash dividend of $0.18 per share. The dividend will be paid on March 13, 2026 to shareholders who are on record as of February 13, 2026. The company also issued a press release on January 21, 2026 describing this dividend, which is included as an exhibit to the report.
ENB Financial Corp reported that it and its wholly owned subsidiary, The Ephrata National Bank, have received all required stockholder and regulatory approvals or waivers for the proposed acquisition of Cecil Bancorp, Inc. and its subsidiary, Cecil Bank. This means the necessary shareholders and oversight bodies have agreed or granted waivers so the banks can move forward toward closing the transaction, subject to any remaining conditions in the acquisition agreements.
ENB Financial Corp reported insider share sales by its Chief Human Resources Officer on 12/23/2025. The officer sold several blocks of ENB Financial Corp common stock in open market transactions coded as sales ("S") at prices of $23.21, $22.9164, and $22.55 per share. Following these transactions, the officer directly beneficially owned 60.8735 shares of ENB Financial Corp common stock.
ENB Financial Corp plans to redeem all of its outstanding 4.00% Fixed to Floating Rate Notes due December 31, 2030 on January 31, 2026. These notes have an aggregate principal amount of $20,000,000, and the redemption price will equal 100% of principal plus accrued and unpaid interest up to, but not including, the redemption date.
The company states it will use excess cash on hand to fund the redemption, with that cash arising from the issuance of $42,500,000 in new subordinated debt. This transaction effectively replaces one debt instrument with another while retiring the existing notes earlier than their stated maturity.
ENB Financial Corp entered into subordinated note purchase agreements with institutional investors and sold $42,500,000 of 6.50% fixed-to-floating rate subordinated notes due December 31, 2035 at 100% of face value. The notes pay a 6.50% fixed rate until December 31, 2030, then reset quarterly to the three month term SOFR plus 306 basis points and are redeemable at the company’s option at par, with accrued interest, generally beginning December 17, 2030. They are unsecured, rank junior to senior debt and are intended to qualify as Tier 2 capital. The company plans to use net proceeds for general corporate purposes, including acquisitions, growth initiatives, capital contributions to The Ephrata National Bank and potentially redeeming its 4.00% fixed-to-floating notes due December 31, 2030.
The notes were privately placed under Section 4(a)(2) and Rule 506(b) of Regulation D and are not convertible into other securities. The boards also appointed Rachel G. Bitner, President and Chief Executive Officer Elect, as a Class C director of the company and the bank, to serve until the 2026 annual meeting of shareholders.