STOCK TITAN

Franklin Financial (Nasdaq: FRAF) Q2 2026 earnings rise on stronger margin

(Moderate)
(Neutral)
Form Type
10-Q

Rhea-AI Filing Summary

Franklin Financial Services Corporation reported higher profitability for the three and six months ended June 30, 2026. Six‑month net income rose to $13.2 million from $9.8 million, with diluted EPS increasing to $2.94 from $2.20. Net interest income for the six months increased to $37.9 million from $32.8 million as interest expense declined, while provisions for credit losses also increased.

Total assets were $2.34 billion at June 30, 2026, up from $2.24 billion at year‑end 2025, driven mainly by loan growth to $1.61 billion and higher interest‑earning deposits with other banks. Total deposits grew to $1.92 billion, and shareholders’ equity rose to $183.8 million. The available‑for‑sale securities portfolio had a fair value of $452.3 million with $29.4 million in unrealized losses, contributing to accumulated other comprehensive loss of $23.5 million, slightly worse than year‑end. The allowance for credit losses on loans increased to $21.9 million, reflecting credit risk provisioning alongside balance‑sheet growth.

Positive

  • Net income grew to 13,248 (thousands of dollars) for the first six months of 2026 from 9,829, with diluted EPS rising to $2.94 from $2.20, indicating materially stronger earnings.
  • Six‑month net interest income increased to 37,867 (thousands) from 32,843 as total interest expense declined, supporting improved core banking profitability.
  • Total deposits expanded to $1,924,588 (thousands) and total assets to 2,335,181 (thousands), while shareholders’ equity rose to $183,845 (thousands), reflecting balance‑sheet and capital growth.

Negative

  • The allowance for credit losses on loans increased to 21,864 (thousands) from 20,655 and total credit loss provision for six months rose to 1,860 (thousands), indicating higher credit cost recognition.
  • Available‑for‑sale securities carried unrealized losses of 29,410 (thousands) on 409,404 (thousands) of fair value, worsening accumulated other comprehensive loss to 23,458 (thousands) from 21,589.

Filing Explained

Common-holder share count was 4,493,715 at June 30 after plan-related treasury-share issuances.

As a Form 10-Q, this is an unaudited interim update through June 30, 2026; it reports Franklin Financial Services Corporation had 4,710,972 common shares issued and 4,493,715 outstanding at quarter-end.

The filing reports treasury shares issued through its dividend reinvestment and stock-compensation plans, while authorized common shares remained 15,000,000; these are the disclosed mechanics affecting the outstanding share count.

Available-for-sale debt securities had a fair value of $452,345 thousand and unrealized losses of $29,410 thousand across 453 securities at quarter-end. The bank states those losses were not credit-related and recorded no allowance for credit losses on those investments.

Cash and cash equivalents increased from $127,721 thousand at December 31, 2025 to $195,031 thousand at June 30, 2026; six-month operating cash provided was $30,784 thousand, while investing activities used $49,141 thousand.

Total assets 2,335,181 (thousands of dollars) Balance sheet at June 30, 2026
Total deposits 1,924,588 (thousands of dollars) Customer deposits at June 30, 2026
Loans outstanding 1,610,619 (thousands of dollars) Gross loans at June 30, 2026
Net income (six months) 13,248 (thousands of dollars) Six months ended June 30, 2026 vs. 9,829 in 2025
Net interest income (six months) 37,867 (thousands of dollars) Six months ended June 30, 2026 vs. 32,843 in 2025
Allowance for credit losses on loans 21,864 (thousands of dollars) Reserve balance at June 30, 2026
AFS securities unrealized losses 29,410 (thousands of dollars) Unrealized losses on debt securities at June 30, 2026
Basic EPS (six months) $2.95 Six months ended June 30, 2026 vs. $2.21 in 2025
allowance for credit losses financial
"Allowance for credit losses | | ( 21,864 ) | | | ( 20,655 )"
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.
accumulated other comprehensive income (loss) financial
"Accumulated other comprehensive loss | | ( 23,458 ) | | | ( 21,589 )"
A balance-sheet line that tracks certain gains and losses that haven’t flowed through the company’s profit-and-loss statement, such as unrealized changes in the value of investments, foreign-currency adjustments, and some pension-related items. Think of it like a storage closet for value swings the company hasn’t ‘realized’ by selling or settling them yet; it changes shareholders’ equity and helps investors see hidden volatility or potential future impacts on book value.
debt securities available for sale financial
"Debt securities available for sale, at fair value | | 452,345"
Agency MBS & CMO financial
"Agency MBS & CMO | | 131,882 | | | 91 | | | ( 6,448 )"
Non-Agency MBS & CMO financial
"Non-Agency MBS & CMO | | 96,088 | | | 147 | | | ( 2,444 )"
Federal Home Loan Bank advances financial
"Federal Home Loan Bank advances | | 200,000 | | | 200,000"
Federal Home Loan Bank advances are loans that member banks and similar lenders borrow from a regional Federal Home Loan Bank, typically backed by the borrower’s assets and used for short- or long-term funding. For investors, these advances reveal how much a lender relies on wholesale borrowing to fund loans and operations—similar to watching a company tap a line of credit—and changes in advance levels or rates can signal shifts in liquidity, funding cost and balance-sheet risk.
Net income (six months) 13,248 (thousands of dollars) up from 9,829 (thousands) in the prior-year period
Net interest income (six months) 37,867 (thousands of dollars) up from 32,843 (thousands) a year earlier
Basic EPS (six months) $2.95 increased from $2.21 in the prior-year period
Total assets 2,335,181 (thousands of dollars) up from 2,239,018 (thousands) at December 31, 2025

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

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FAQ

How did Franklin Financial (FRAF) perform financially in the first half of 2026?

Franklin Financial reported net income of 13,248 (thousands of dollars) for the six months ended June 30, 2026, up from 9,829. Diluted EPS increased to $2.94 from $2.20, reflecting stronger profitability year over year.

What were Franklin Financial (FRAF)’s key balance-sheet figures at June 30, 2026?

At June 30, 2026, Franklin Financial reported total assets of 2,335,181 (thousands), total deposits of 1,924,588 (thousands), and loans of 1,610,619 (thousands). Shareholders’ equity was 183,845 (thousands), up from 175,242 at December 31, 2025.

How did net interest income for Franklin Financial (FRAF) change in 2026?

For the six months ended June 30, 2026, net interest income was 37,867 (thousands), compared with 32,843 in 2025. Three‑month net interest income also rose to 19,347 (thousands) from 17,238, supported by lower interest expense.

What were Franklin Financial (FRAF)’s credit loss provisions and reserves?

Total provision for credit losses for the six months ended June 30, 2026 was 1,860 (thousands), up from 1,414. The allowance for credit losses on loans increased to 21,864 (thousands), compared with 20,655 at December 31, 2025.

What is the status of Franklin Financial (FRAF)’s securities portfolio and unrealized losses?

Debt securities available for sale had a fair value of 452,345 (thousands) at June 30, 2026. These included unrealized losses totaling 29,410 (thousands), contributing to total accumulated other comprehensive loss of 23,458 (thousands).

What were Franklin Financial (FRAF)’s earnings per share in Q2 2026?

For the quarter ended June 30, 2026, basic and diluted earnings per share were both $1.47, up from $1.32 a year earlier. For the six‑month period, basic EPS was $2.95 and diluted EPS was $2.94.
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2026

or

¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from__________ to___________

Commission file number 001-38884

FRANKLIN FINANCIAL SERVICES CORPORATION

(Exact name of registrant as specified in its charter)

Pennsylvania

25-1440803

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

1500 Nitterhouse Drive, Chambersburg, PA

17201-0819

(Address of principal executive offices)

(Zip Code)

(717) 264-6116

(Registrant's telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:



Title of class

Symbol

Name of exchange on which registered

Common stock

FRAF

Nasdaq Capital Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No ¨

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨ Accelerated filer x Non-accelerated filer ¨ Smaller reporting company x Emerging growth company ¨

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. ¨

Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Act) Yes ¨ No x

There were 4,499,582 outstanding shares of the Registrant’s common stock as of July 31, 2026.


INDEX

Part I - FINANCIAL INFORMATION

Item 1

Financial Statements

Consolidated Balance Sheets as of June 30, 2026 and December 31, 2025 (unaudited)

1

Consolidated Statements of Income for the Three and Six Months ended June 30, 2026 and 2025 (unaudited)

2

Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months ended June 30, 2026 and 2025 (unaudited)

3

Consolidated Statements of Changes in Shareholders’ Equity for the Three and Six Months

4

ended June 30, 2026 and 2025 (unaudited)

Consolidated Statements of Cash Flows for the Six Months ended June 30, 2026

5

and 2025 (unaudited)

Notes to Consolidated Financial Statements (unaudited)

6

Item 2

Management’s Discussion and Analysis ofResults of Operations and Financial Condition

30

Item 3

Quantitative and Qualitative Disclosures about Market Risk

47

Item 4

Controls and Procedures 

47

Part II - OTHER INFORMATION

Item 1

Legal Proceedings

48

Item 1A

Risk Factors

48

Item 2

Unregistered Sales of Equity Securities and Use of Proceeds

48

Item 3

Defaults Upon Senior Securities

48

Item 4

Mine Safety Disclosures

48

Item 5

Other Information

48

Item 6

Exhibits

49

SIGNATURE PAGE

50


Part I FINANCIAL INFORMATION

Item 1. Financial Statements

Consolidated Balance Sheets

(Dollars in thousands, except share and per share data)

(unaudited)

June 30,

December 31,

2026

2025

Assets

Cash and due from banks

$

25,560 

$

22,446 

Short-term interest-earning deposits in other banks

169,471 

105,275 

Total cash and cash equivalents

195,031 

127,721 

Long-term interest-earning deposits in other banks

750 

999 

Debt securities available for sale, at fair value

452,345 

454,586 

Restricted stock

8,985 

8,897 

Loans held for sale

2,797 

18,929 

Loans

1,610,619 

1,561,238 

Allowance for credit losses

(21,864)

(20,655)

Net Loans

1,588,755 

1,540,583 

Premises and equipment, net

26,262 

27,138 

Right of use asset

4,048 

3,657 

Bank owned life insurance

22,519 

23,207 

Goodwill

9,016 

9,016 

Deferred tax asset, net

8,379 

7,881 

Other assets

16,294 

16,404 

Total assets

$

2,335,181 

$

2,239,018 

Liabilities

Deposits

Noninterest-bearing checking

$

341,103 

$

310,251 

Money management, savings, and interest checking

1,354,833 

1,301,198 

Time

228,652 

224,323 

Total deposits

1,924,588 

1,835,772 

Federal Home Loan Bank advances

200,000 

200,000 

Subordinate notes

10,855 

10,845 

Lease liability

4,251 

3,840 

Other liabilities

11,642 

13,319 

Total liabilities

2,151,336 

2,063,776 

Commitments and contingent liabilities (see Note 16)

 

 

Shareholders' equity

Common stock, $1 par value per share,15,000,000 shares authorized with

4,710,972 shares issued and 4,493,715 shares outstanding at June 30, 2026 and

4,710,972 shares issued and 4,481,149 shares outstanding at December 31, 2025

4,711 

4,711 

Capital stock no par value, 5,000,000 shares authorized with no

shares issued and outstanding

Additional paid-in capital

44,135 

43,932 

Retained earnings

165,085 

154,844 

Accumulated other comprehensive loss

(23,458)

(21,589)

Treasury stock, 217,257 shares at June 30, 2026 and 229,823 shares at

December 31, 2025, at cost

(6,628)

(6,656)

Total shareholders' equity

183,845 

175,242 

Total liabilities and shareholders' equity

$

2,335,181 

$

2,239,018 

The accompanying notes are an integral part of these unaudited financial statements. 

1


Consolidated Statements of Income

For the Three Months Ended

For the Six Months Ended

(Dollars in thousands, except per share data) (unaudited)

June 30,

June 30,

2026

2025

2026

2025

Interest income

Loans, including fees

$

23,159

$

21,425

$

45,727

$

41,289

Interest and dividends on investments:

Taxable interest

3,480

4,524

7,096

9,349

Tax exempt interest

265

269

530

540

Dividend income

201

189

404

379

Interest-earning deposits in other banks

1,826

2,193

2,944

4,101

Total interest income

28,931

28,600

56,701

55,658

Interest expense

Deposits

7,202

8,918

14,089

17,948

FHLB overnight borrowings and advances

2,181

2,181

4,339

4,339

Subordinate notes

201

263

406

528

Total interest expense

9,584

11,362

18,834

22,815

Net interest income

19,347

17,238

37,867

32,843

Provision for credit losses - loans

1,600

704

1,802

1,454

Provision for (reversal of) credit losses - unfunded commitments

39

(69)

58

(40)

Total provision for credit losses

1,639

635

1,860

1,414

Net interest income after credit loss expense

17,708

16,603

36,007

31,429

Noninterest income

Wealth management fees

2,567

2,419

4,873

4,633

Loan service charges

289

294

527

503

Gain on sale of loans

227

132

545

241

Deposit service charges and fees

694

613

1,341

1,218

Other service charges and fees

521

480

1,002

963

Debit card income

632

608

1,251

1,167

Increase in cash surrender value of life insurance

135

116

267

230

Change in fair value of equity securities

(7)

Other

84

441

703

716

Total noninterest income

5,149

5,103

10,509

9,664

Noninterest Expense

Salaries

6,453

6,210

12,690

12,386

Employee benefits

2,162

2,654

4,949

4,984

Net occupancy

1,178

1,146

2,419

2,371

Marketing and advertising

362

353

788

786

Legal and professional

556

537

1,251

1,064

Data processing

1,578

1,514

3,119

3,071

Pennsylvania bank shares tax

236

137

490

297

FDIC Insurance

367

409

850

954

ATM/debit card processing

383

344

760

683

Telecommunications

128

109

262

216

Other

1,206

976

2,382

2,153

Total noninterest expense

14,609

14,389

29,960

28,965

Income before income taxes

8,248

7,317

16,556

12,128

Income tax expense

1,637

1,409

3,308

2,299

Net income

$

6,611

$

5,908

$

13,248

$

9,829

Per share

Basic earnings per share

$

1.47

$

1.32

$

2.95

$

2.21

Diluted earnings per share

$

1.47

$

1.32

$

2.94

$

2.20

The accompanying notes are an integral part of these unaudited financial statements. 

2


Consolidated Statements of Comprehensive Income (Loss)

For the Three Months Ended

For the Six Months Ended

June 30,

June 30,

(Dollars in thousands) (unaudited)

2026

2025

2026

2025

Net Income

$

6,611 

$

5,908 

$

13,248 

$

9,829 

Debt Securities:

Unrealized gains (losses) arising during the period

(245)

1,971 

(2,265)

8,494 

Reclassification adjustment for gains (losses) realized in income on fair value hedge (1)

(614)

(101)

(2,514)

Net unrealized gain (loss)

(245)

1,357 

(2,366)

5,980 

Tax effect

52 

(285)

497 

(1,256)

Net of tax amount

(193)

1,072 

(1,869)

4,724 

Total Comprehensive Income (Loss)

$

6,418 

$

6,980 

$

11,379 

$

14,553 

(1) Reclassified to interest income

The accompanying notes are an integral part of these unaudited financial statements.


3


Consolidated Statements of Changes in Shareholders’ Equity

For the three and six months ended June 30, 2026 and 2025

Accumulated

Additional

Other

Shares

Common

Paid-in

Retained

Comprehensive

Treasury

(Dollars in thousands, except per share data) (unaudited)

Outstanding

Stock

Capital

Earnings

Income (Loss)

Stock

Total

Balance at April 1, 2026

4,493,002

$

4,711 

43,776 

$

160,001 

$

(23,265)

$

(6,479)

$

178,744 

Net income

6,611 

6,611 

Other comprehensive loss

(193)

(193)

Cash dividends declared, $0.34 per share

(1,527)

(1,527)

Acquisition of treasury stock

(5,950)

(350)

(350)

Treasury shares issued under dividend reinvestment plan

4,520

131 

136 

267 

Stock Compensation Plans:

Treasury shares issued

2,143

10 

65 

75 

Compensation expense

218 

218 

Balance at June 30, 2026

4,493,715

$

4,711 

$

44,135 

$

165,085 

$

(23,458)

$

(6,628)

$

183,845 

Balance at January 1, 2026

4,481,149

$

4,711 

$

43,932 

$

154,844 

$

(21,589)

$

(6,656)

$

175,242 

Net income

13,248 

13,248 

Other comprehensive loss

(1,869)

(1,869)

Cash dividends declared, $0.67 per share

(3,007)

(3,007)

Acquisition of treasury stock

(15,703)

52 

(807)

(755)

Treasury shares issued under dividend reinvestment plan

9,584

246 

284 

530 

Stock Compensation Plans:

Treasury shares issued

18,685

(469)

551 

82 

Compensation expense

374 

374 

Balance at June 30, 2026

4,493,715

$

4,711 

$

44,135 

$

165,085 

$

(23,458)

$

(6,628)

$

183,845 

Balance at April 1, 2025

4,454,382

$

4,711 

$

43,607 

$

141,967 

$

(31,856)

$

(7,038)

$

151,391 

Net income

5,908 

5,908 

Other comprehensive gain

1,072 

1,072 

Cash dividends declared, $0.33 per share

(1,472)

(1,472)

Acquisition of treasury stock

(8,345)

(296)

(296)

Treasury shares issued under dividend reinvestment plan

7,039

75 

195 

270 

Stock Compensation Plans:

Treasury shares issued

14,928

(200)

410 

210 

Compensation expense

281 

281 

Balance at June 30, 2025

4,468,004

$

4,711 

$

43,763 

$

146,403 

$

(30,784)

$

(6,729)

$

157,364 

Balance at January 1, 2025

4,427,362

$

4,711 

$

43,791 

$

139,463 

$

(35,508)

$

(7,741)

$

144,716 

Net income

9,829 

9,829 

Other comprehensive gain

4,724 

4,724 

Cash dividends declared, $0.65 per share

(2,889)

(2,889)

Acquisition of treasury stock

(12,267)

(438)

(438)

Treasury shares issued under dividend reinvestment plan

19,391

182 

532 

714 

Stock Compensation Plans:

Treasury shares issued

33,518

(685)

918 

233 

Compensation expense

475 

475 

Balance at June 30, 2025

4,468,004

$

4,711 

$

43,763 

$

146,403 

$

(30,784)

$

(6,729)

$

157,364 

The accompanying notes are an integral part of these unaudited financial statements.

4


Consolidated Statements of Cash Flows

Six Months Ended
June 30,

2026

2025

(Dollars in thousands) (unaudited)

Cash flows from operating activities

Net income

$

13,248 

$

9,829 

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization

1,029 

1,071 

Net amortization of loans and investment securities

336 

166 

Amortization of subordinate debt issuance costs

10 

20 

Provision for credit losses

1,860 

1,414 

Loss on sale of equity securities

7 

Loans originated for sale

(25,533)

(15,917)

Proceeds from sale of loans

42,210 

17,142 

Gain on sale of loans held for sale

(545)

(241)

Gain on sale of premise

(33)

Increase in cash surrender value of life insurance

(267)

(230)

Gain from claims on life insurance policies

(351)

Stock based compensation

374 

475 

Net decrease in other assets

118 

1,620 

Net decrease in other liabilities

(1,672)

(1,396)

Net cash provided by operating activities

30,784 

13,960 

Cash flows from investing activities

Net decrease in long-term interest-earning deposits in other banks

249 

500 

Proceeds from maturities, calls and pay-downs of securities available for sale

33,031 

35,818 

Purchase of investment securities available for sale

(33,228)

Increase in restricted stock

(88)

(119)

Net increase in loans

(50,423)

(121,154)

Proceeds from surrender of life insurance policies

1,306 

Proceeds from sale of equity securities

161 

Proceeds from sale of premises

830 

Capital expenditures

(818)

(433)

Net cash used in investing activities

(49,141)

(85,227)

Cash flows from financing activities

Net increase in demand deposits, interest-bearing checking, and savings accounts

84,487 

73,894 

Net increase in time deposits

4,329 

3,930 

Dividends paid

(3,007)

(2,889)

Purchase of Treasury shares

(755)

(438)

Cash received from option exercises

82 

233 

Treasury shares issued under dividend reinvestment plan

530 

714 

Net cash provided by financing activities

85,666 

75,444 

Increase in cash and cash equivalents

67,310 

4,177 

Cash and cash equivalents at the beginning of the period

127,721 

203,613 

Cash and cash equivalents at the end of the period

$

195,031 

$

207,790 

Supplemental Disclosures of Cash Flow Information

Cash paid during the period for:

Interest on deposits and other borrowed funds

$

19,063 

$

23,065 

Income taxes

3,108 

2,123 

Noncash Activities

Lease liabilities arising from obtaining right-of-use assets

692 

131 

 The accompanying notes are an integral part of these unaudited financial statements.

5


FRANKLIN FINANCIAL SERVICES CORPORATION and SUBSIDIARIES

UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Basis of Presentation

The consolidated financial statements include the accounts of Franklin Financial Services Corporation (the Corporation), and its wholly owned subsidiaries, Farmers and Merchants Trust Company of Chambersburg (the Bank) and Franklin Future Fund Inc. Farmers and Merchants Trust Company of Chambersburg is a commercial bank that has one wholly owned subsidiary, Franklin Financial Properties Corp. Franklin Financial Properties Corp. holds real estate assets that are leased by the Bank. Franklin Future Fund Inc. is a non-bank investment company. The activities of the non-bank subsidiary are not significant to the consolidated totals. All significant intercompany transactions and account balances have been eliminated.

In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the consolidated financial position, results of operations, and cash flows as of June 30, 2026, and for all other periods presented have been made.

Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted. It is suggested that these consolidated financial statements be read in conjunction with the audited consolidated financial statements and notes thereto included in the Corporation’s 2025 Annual Report on Form 10-K. The consolidated results of operations for the three and six months ended June 30, 2026 are not necessarily indicative of the operating results for the full year. Management has evaluated subsequent events for potential recognition and/or disclosure through the date these consolidated financial statements were issued.

The consolidated balance sheet at December 31, 2025 has been derived from the audited consolidated financial statements at that date but does not include all of the information and footnotes required by GAAP for complete consolidated financial statements.

For purposes of reporting cash flows, cash and cash equivalents include cash and due from banks, interest-bearing deposits in other banks and cash items with original maturities less than 90 days.

Earnings per share are computed based on the weighted average number of shares outstanding during each period end. A reconciliation of the weighted average shares outstanding used to calculate basic earnings per share and diluted earnings per share follows:

For the Three Months Ended

For the Six Months Ended

June 30,

June 30,

(Dollars and shares in thousands, except per share data)

2026

2025

2026

2025

Weighted average shares outstanding (basic)

4,493

4,461

4,489

4,449

Impact of common stock equivalents

10

10

11

13

Weighted average shares outstanding (diluted)

4,503

4,471

4,500

4,462

Anti-dilutive options excluded from calculation

Net income

$

6,611

$

5,908

$

13,248

$

9,829

Basic earnings per share

$

1.47

$

1.32

$

2.95

$

2.21

Diluted earnings per share

$

1.47

$

1.32

$

2.94

$

2.20

 


6


Note 2. Recent Accounting Pronouncements 

Recently adopted accounting standards

ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures

Description

This ASU is intended to improve the transparency of income tax disclosures by requiring consistent categories and greater disaggregation of information in the rate reconciliation table and income taxes paid to be disaggregated by jurisdiction. It also includes certain amendments to improve the effectiveness of income tax disclosures.

Effective Date

Effective for annual periods beginning after December 15, 2024.

Effect on the Consolidated Financial Statements

The Corporation adopted the ASU retrospectively in 2025. The adoption of this standard resulted in additional disclosures in the Corporation's Consolidated Financial Statements, but it did not materially impact the Corporation's results of operations.

Recently issued but not yet effective accounting standards

ASU 2024-03, Income Statement Expense Disaggregation Disclosures (Subtopic 220-40) Disaggregation of Income Statement Expense

Description

This ASU will change the disclosures about a public business entity's expenses and address requests from investors for more detailed information about the types of expenses (for example, employee compensation, depreciation, and amortization) in expense captions.

Effective Date

Fiscal years beginning after December 31, 2026 and interim periods within fiscal years beginning after December 31, 2027. Early adoption is permitted.

Effect on the Consolidated Financial Statements

The ASU is not expected to have an impact on the Corporation's financial statements.

ASU 2025-08, Financial Instruments - Credit Losses (Topic 326) Purchased Loans

Description

This ASU amends the guidance on the accounting for certain purchased loans. The new guidance makes significant changes to the accounting for certain acquired seasoned loans subject to the current expected credit loss model.

Effective Date

Effective beginning January 1, 2027. Early adoption is permitted.

Effect on the Consolidated Financial Statements

The ASU is not expected to have a significant impact on the Corporation's financial statements.

     

Note 3. Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss), net of income tax effects, included in shareholders' equity, are as follows:

June 30,

December 31,

(Dollars in thousands)

2026

2025

Net unrealized (losses) gains on debt securities

$

(29,083)

$

(26,717)

Tax effect

6,108

5,611

Net of tax amount

$

(22,975)

$

(21,106)

Accumulated pension adjustment

$

(611)

$

(611)

Tax effect

128

128

Net of tax amount

$

(483)

$

(483)

Total accumulated other comprehensive (loss) income

$

(23,458)

$

(21,589)

 


7


Note 4. Investments

Available for Sale (AFS) Securities

The amortized cost and estimated fair value of AFS securities as of June 30, 2026 and December 31, 2025 are as follows:

(Dollars in thousands)

Gross

Gross

Amortized

unrealized

unrealized

Fair

June 30, 2026

cost

gains

losses

Value

U.S. Treasury

$

65,781

$

$

(2,829)

$

62,952

Municipal

153,681

(16,765)

136,916

Corporate

8,479

(587)

7,892

Agency MBS & CMO

131,882

91

(6,448)

125,525

Non-Agency MBS & CMO

96,088

147

(2,444)

93,791

Asset-backed

25,517

89

(337)

25,269

Total

$

481,428

$

327

$

(29,410)

$

452,345

(Dollars in thousands)

Gross

Gross

Amortized

unrealized

unrealized

Fair

December 31, 2025

cost

gains

losses

value

U.S. Treasury

$

35,880

$

$

(2,617)

$

33,263

Municipal

154,301

(16,462)

137,839

Corporate

15,536

(861)

14,675

Agency MBS & CMO

135,308

136

(5,584)

129,860

Non-Agency MBS & CMO

112,860

477

(1,669)

111,668

Asset-backed

27,519

78

(316)

27,281

Total

$

481,404

$

691

$

(27,509)

$

454,586

At June 30, 2026 and December 31, 2025, the fair value of debt securities pledged to secure public deposits, trust deposits, FHLB borrowing commitments and Federal Reserve Bank discount window availability totaled $368.3 million and $353.5 million, respectively. The Bank has no investment in a single obligor that exceeds 10% of shareholders’ equity, except for securities issued by the U.S. Treasury and U.S. government sponsored entities.

The amortized cost and estimated fair value of debt securities at June 30, 2026, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities because of prepayment or call options embedded in the securities. Securities not due at a single maturity date are presented separately.

(Dollars in thousands)

Amortized
cost

Fair
value

Due in one year or less

$

31,053

$

31,013

Due after one year through five years

62,463

58,114

Due after five years through ten years

81,022

70,761

Due after ten years

53,403

47,872

227,941

207,760

MBS, CMO & ABS

253,487

244,585

Total

$

481,428

$

452,345

Credit Impairment:

The debt securities portfolio contained 453 securities in an unrealized loss position having a fair value of $409.4 million, with $29.4 million in unrealized losses at June 30, 2026, an increase of $1.9 million from the prior year-end.

AFS securities in an unrealized loss position are evaluated for credit impairment at least quarterly. For these securities, the Bank considers: (1) the extent to which the fair value is less than amortized cost; (2) adverse conditions specifically related to the security, industry or geographic area; (3) the payment structure of the debt security and the likelihood of the issuer being able to make payments that increase in the future; (4) failure of the issuer of the security to make scheduled interest or principal payments; and (5) any changes to the rating of the security by a rating agency. In addition, the Bank considers whether it intends to sell these securities or whether it will be forced to sell these securities before the earlier of

8


amortized cost recovery or maturity. The Bank does not have the intent to sell and does not believe it will more likely than not be required to sell any of these securities prior to a recovery of their fair value to amortized cost. The unrealized losses identified on debt securities and subject to evaluation at June 30, 2026 and December 31, 2025, were determined not to be attributable to credit related factors; therefore, the Bank does not have an allowance for credit loss for these investments.

The following table summarizes debt securities in the AFS portfolio in an unrealized loss position for which an allowance for credit losses has not been recorded, aggregated by investment category, length of time that individual securities have been in continuous unrealized loss position and the number of securities in each category as of June 30, 2026 and December 31, 2025:

June 30, 2026

Less than 12 months

12 months or more

Total

Fair

Unrealized

Fair

Unrealized

Fair

Unrealized

(Dollars in thousands)

Value

Losses

Count

Value

Losses

Count

Value

Losses

Count

U.S. Treasury

$

30,019 

$

(39)

1 

$

32,933 

$

(2,790)

13 

$

62,952 

$

(2,829)

14 

Municipal

882 

(122)

2 

136,034 

(16,643)

164 

136,916 

(16,765)

166 

Corporate

994 

(1)

1 

6,898 

(586)

16 

7,892 

(587)

17 

Agency MBS & CMO

36,401 

(841)

21 

76,550 

(5,607)

154 

112,951 

(6,448)

175 

Non-Agency MBS & CMO

50,701 

(1,118)

15 

21,574 

(1,326)

30 

72,275 

(2,444)

45 

Asset-backed

2,896 

(8)

5 

13,522 

(329)

31 

16,418 

(337)

36 

Total unrealized losses

$

121,893 

$

(2,129)

45 

$

287,511 

$

(27,281)

408 

$

409,404 

$

(29,410)

453 

December 31, 2025

Less than 12 months

12 months or more

Total

Fair

Unrealized

Fair

Unrealized

Fair

Unrealized

(Dollars in thousands)

Value

Losses

Count

Value

Losses

Count

Value

Losses

Count

U.S. Treasury

$

$

$

33,263 

$

(2,617)

13 

$

33,263 

$

(2,617)

13 

Municipal

1,683 

(192)

4 

136,156 

(16,270)

162 

137,839 

(16,462)

166 

Corporate

986 

(6)

1 

13,389 

(855)

26 

14,375 

(861)

27 

Agency MBS & CMO

776 

(2)

10 

118,183 

(5,582)

170 

118,959 

(5,584)

180 

Non-Agency MBS & CMO

1,870 

(3)

3 

74,365 

(1,666)

40 

76,235 

(1,669)

43 

Asset-backed

2,768 

(18)

5 

15,538 

(298)

32 

18,306 

(316)

37 

Total unrealized losses

$

8,083 

$

(221)

23 

$

390,894 

$

(27,288)

443 

$

398,977 

$

(27,509)

466 

 

Note 5. Loans

The Bank reports its loan portfolio based on the primary collateral of the loan. It further classifies these loans by the primary purpose, either consumer or commercial. The Bank’s mortgage loans include long-term loans to individuals and businesses secured by mortgages on the borrower’s real property. Construction loans are made to finance the purchase of land and the construction of residential and commercial buildings thereon and are secured by mortgages on real estate. Commercial loans are made to businesses of various sizes for a variety of purposes including construction, property, plant and equipment, and working capital. Commercial loans also include loans to government municipalities. Commercial lending is concentrated in the Bank’s primary market but also includes purchased loan participations. Consumer loans are comprised of installment, home equity and unsecured personal lines of credit.

Each class of loans involves a different kind of risk. However, risk factors such as changes in interest rates, general economic conditions and changes in collateral values are common across all classes. The risk of each loan class is presented below.

Residential Real Estate 1-4 family

The largest risk in residential real estate loans to retail customers is the borrower’s inability to repay the loan due to the loss of the primary source of income. The Bank attempts to mitigate this risk through prudent underwriting standards including employment history, current financial condition and credit history. These loans are generally owner occupied and serve as the borrower’s primary residence. The Bank usually holds a first lien position on these properties but may hold a second lien position in some home equity loans or lines of credit. Commercial purpose loans, secured by residential real

9


estate, are usually dependent upon repayment from the rental income or other business purposes. These loans are generally non-owner occupied. In addition to the real estate collateral, these loans may have personal guarantees or UCC filings on other business assets. If a payment default occurs on a 1-4 family residential real estate loan, the collateral serves as a source of repayment but may be subject to a change in value due to economic conditions.

Residential Real Estate Construction

This class includes loans to individuals for construction of a primary residence and to contractors and developers to improve real estate and construct residential properties. Construction loans to individuals generally bear the same risk as 1-4 family residential loans. Additional risks may include cost overruns, delays in construction or contractor problems.

Loans to contractors are primarily dependent on the sale of finished homes for repayment. Risks associated with these loans include the borrower’s character and capacity to complete a home, the effect of economic conditions on the valuation of homes, cost overruns, delays in construction or contractor problems. In addition to real estate collateral, these loans may have personal guarantees or UCC filings on other business assets, depending on the financial strength and experience of the contractor. Real estate construction loans are monitored on a regular basis by either an independent third party or the responsible loan officer, depending on the size and complexity of the project. This monitoring process includes at a minimum, the submission of invoices or American Institute of Architects (AIA) documents detailing the cost incurred by the borrower, on-site inspections, and an authorizing signature for disbursement of funds.

Commercial Real Estate

Commercial real estate loans may be secured by various types of commercial property including apartment buildings, retail space, office buildings, warehouses, hotels and motels, manufacturing facilities, agricultural land and may have personal guarantees or UCC filings on other business assets, depending on the financial strength of the borrower. Also included in this segment are loans for the construction of commercial real estate buildings and residential site development. Construction loans may incur additional risks such as cost overruns, delays in construction, or contractor problems. Residential site development loans are primarily dependent on the sale of improved lots for repayment. Construction loans are monitored on a regular basis by either an independent third party or the responsible loan officer, depending on the size and complexity of the project. This monitoring process includes at a minimum, the submission of invoices or AIA documents detailing the cost incurred by the borrower, on-site inspections, and an authorizing signature for disbursement of funds.

Commercial real estate loans present a higher level of risk than residential real estate loans. Repayment of these loans is normally dependent on cash-flow generated by the operation of a business that utilizes the real estate. The successful operation of the business, and therefore repayment ability, may be affected by general economic conditions outside of the control of the operator. On most commercial real estate loans ongoing monitoring of cash flow and other financial performance indicators is completed annually through financial statement analysis. In addition, the value of the collateral may be negatively affected by economic conditions and may be insufficient to repay the loan in the event of default. In the event of foreclosure, commercial real estate may be more difficult to liquidate than residential real estate.

Commercial

Commercial loans are made for various business purposes to finance equipment, inventory, accounts receivables, and operating liquidity. These loans are generally secured by business assets or equipment, non-real estate collateral and/or personal guarantees.

Commercial loans present a higher level of credit risk than other loans because repayment ability is usually dependent on cash-flow from a business operation that can be affected by general economic conditions. On most commercial loans ongoing monitoring of cash flow and other financial performance indicators occur at least annually through financial statement analysis. In the event of a default, collateral for these loans may be more difficult to liquidate, and the valuation of the collateral may decline more quickly than loans secured by other types of collateral.

Loans to governmental municipalities are also included in the Commercial class. These loans include general obligation notes, indicating that the loan is secured by the “full faith and credit” of the municipal government thereby pledging its taxing authority, and revenue backed loans to a municipal authority secured by revenue from a specific source. These loans generally present less risk than other commercial loans.

Consumer

These loans are made for a variety of reasons to consumers and include term loans and personal lines of credit. The loans may be secured or unsecured. Repayment is primarily dependent on the income of the borrower and to a lesser extent the sale of collateral. The underwriting of these loans is based on the consumer’s ability and willingness to repay and is determined by the borrower’s employment history, current financial condition and credit history. Collateral for these loans,

10


if any, usually depreciates quickly and therefore, may not be adequate to repay the loan if it is repossessed. Therefore, the overall health of the economy, including unemployment rates and wages, will have an effect on the credit quality in this loan class.

A summary of outstanding loans, by class, at the end of the reporting periods is as follows:

June 30,

December 31,

(Dollars in thousands)

2026

2025

Residential real estate 1-4 family

Consumer first liens

$

233,681

$

213,440

Commercial first lien

62,714

63,457

Total first liens

296,395

276,897

Consumer junior liens and lines of credit

89,192

84,650

Commercial junior liens and lines of credit

7,475

6,839

Total junior liens and lines of credit

96,667

91,489

Total residential real estate 1-4 family

393,062

368,386

Residential real estate - construction

Consumer

38,422

29,609

Commercial

15,656

24,516

Total residential real estate construction

54,078

54,125

Commercial real estate

949,366

903,571

Commercial

205,879

225,499

Total commercial

1,155,245

1,129,070

Consumer

8,234

9,657

1,610,619

1,561,238

Less: Allowance for credit losses

(21,864)

(20,655)

Net Loans

$

1,588,755

$

1,540,583

Included in the loan balances are the following:

Net unamortized deferred loan costs

$

2,013

$

1,766

Loans pledged as collateral for borrowings and commitments from:

FHLB

$

886,497

$

863,693

Federal Reserve Bank

100,627

193,640

$

987,124

$

1,057,333

 

Note 6. Loan Quality and Allowance for Credit Losses

The Bank categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt such as: current financial information, historical payment experience, credit documentation, and current economic trends, among other factors. Management utilizes a risk rating scale ranging from 1-Prime to 9-Loss to evaluate loan quality. This risk rating scale is used primarily for commercial purpose loans. Consumer purpose loans are identified as either performing or nonperforming based on the payment status of the loans. Nonperforming consumer loans are loans that are nonaccrual or 90 days or more past due and still accruing. The Bank uses the following definitions for risk ratings:

Pass (1-5): Loans are considered pass credits with lower or average risk and are not otherwise classified.

Other Assets Especially Mentioned (OAEM) (6): Loans classified as OAEM have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the borrower’s credit position at some future date.

Substandard (7): Loans classified as Substandard are inadequately protected by the current net worth and paying capacity of the borrower or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that

11


jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the Bank will sustain some loss if the deficiencies are not corrected.

Doubtful (8): Loans classified as Doubtful have all the weaknesses inherent in those classified as Substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable.

Loss (9): Loans classified as Loss are considered uncollectable and the loan will be charged-off in the period it is deemed uncollectable. There were no loans in this category.

Loans that do not share risk characteristics with pooled loans are evaluated on an individual basis. Loans evaluated individually are not included in the pool evaluation, this includes collateral dependent loans. Loans are considered Collateral Dependent when management determines that foreclosure is probable or when the borrower is experiencing financial difficulty at the reporting date and repayment is expected to be provided substantially through the sale of the collateral, the expected credit losses are based on the fair value of the collateral at the reporting date, adjusted for any discounts and selling costs as appropriate.

Management monitors loan performance on a monthly basis and performs a quarterly evaluation of the adequacy of the Allowance for Credit Loss for loans (ACL). The Bank begins enhanced monitoring of all loans rated 6–OAEM or worse and obtains a new appraisal or asset valuation for any loans placed on nonaccrual or rated 7-Substandard or worse. Management, at its discretion, may determine that additional adjustments to the appraisal or valuation are required. Valuation adjustments will be made as necessary based on factors, including, but not limited to: the economy, deferred maintenance, industry, type of property/equipment, age of the appraisal, etc. and the knowledge Management has about a particular situation. In addition, the cost to sell or liquidate the collateral is also estimated and deducted from the valuation in order to determine the net realizable value to the Bank. When determining the ACL, certain factors involved in the evaluation are inherently subjective and require material estimates that may be susceptible to significant change, including the amounts and timing of future cash flows. Management monitors the adequacy of the ACL on an ongoing basis and reports its adequacy quarterly to the Enterprise Risk Management Committee of the Board of Directors.

The Bank previously reported loans of $4.2 million (classified as Substandard, rated 7) to a related party of a Bank Director who was considered an “insider” under Regulation O. During the second quarter of 2026, there was a change in reporting status for this Director, as it relates to the borrower, and as of June 30, 2026, this loan is not considered a related party loan.


12


The following table presents loans by year of origination and internally assigned risk ratings:

(Dollars in thousands)

Revolving

Revolving

Term Loans

Loans

Loans

Amortized Cost Basis by Origination Year

Amortized

Converted

As of June 30, 2026

2026

2025

2024

2023

2022

Prior

Cost Basis

to Term

Total

Residential real estate 1-4 family:

Commercial:

Risk rating:

Pass (1-5)

$

5,883 

$

6,424 

$

4,552 

$

13,806 

$

5,984 

$

26,878 

$

6,342 

$

$

69,869 

OAEM (6)

95 

95 

Substandard (7)

225 

225 

Doubtful (8)

Total Commercial

5,883 

6,424 

4,552 

13,806 

5,984 

27,103 

6,437 

70,189 

Consumer:

Performing

20,392 

45,182 

43,310 

56,060 

26,714 

42,066 

73,349 

15,781 

322,854 

Nonperforming

19 

19 

Total Consumer

20,392 

45,182 

43,310 

56,060 

26,714 

42,066 

73,368 

15,781 

322,873 

Total

$

26,275 

$

51,606 

$

47,862 

$

69,866 

$

32,698 

$

69,169 

$

79,805 

$

15,781 

$

393,062 

Current period gross charge-offs

$

$

$

$

$

$

$

$

$

Residential real estate construction:

Commercial:

Risk rating:

Pass (1-5)

$

2,772 

$

3,237 

$

5,132 

$

907 

$

253 

$

2,036 

$

1,319 

$

$

15,656 

OAEM (6)

Substandard (7)

Doubtful (8)

Total Commercial

2,772 

3,237 

5,132 

907 

253 

2,036 

1,319 

15,656 

Consumer:

Performing

7,459 

25,460 

5,503 

38,422 

Nonperforming

Total Consumer

7,459 

25,460 

5,503 

38,422 

Total

$

10,231 

$

28,697 

$

10,635 

$

907 

$

253 

$

2,036 

$

1,319 

$

$

54,078 

Current period gross charge-offs

$

$

$

$

$

$

$

$

$

Commercial real estate:

Risk rating:

Pass (1-5)

$

57,170 

$

133,971 

141,092 

203,310 

$

92,414 

$

260,368 

$

15,667 

$

$

903,992 

OAEM (6)

12,376 

914 

6,676 

15 

19,981 

Substandard (7)

1,603 

21,875 

221 

1,694 

25,393 

Doubtful (8)

Total

$

58,773 

$

133,971 

$

141,092 

$

237,561 

$

93,549 

$

268,738 

$

15,682 

$

$

949,366 

Current period gross charge-offs

$

$

$

$

$

$

$

$

$

Commercial:

Risk rating:

Pass (1-5)

$

9,213 

$

13,656 

$

20,461 

$

8,422 

$

17,273 

$

93,488 

$

37,490 

$

$

200,003 

OAEM (6)

7 

328 

1,234 

198 

1,767 

Substandard (7)

381 

389 

3,339 

4,109 

Doubtful (8)

Total

$

9,213 

$

13,656 

$

20,842 

$

8,429 

$

17,990 

$

94,722 

$

41,027 

$

$

205,879 

Current period gross charge-offs

$

(2)

$

$

(55)

$

$

(209)

$

$

(645)

$

$

(911)

Consumer:

Performing

980 

1,256 

858 

521 

94 

1,435 

3,085 

8,229 

Nonperforming

5 

5 

Total

$

980 

$

1,256 

$

858 

$

521 

$

94 

$

1,435 

$

3,090 

$

$

8,234 

Current period gross charge-offs

$

(29)

$

$

$

(5)

$

$

(3)

$

(26)

$

$

(63)


13


(Dollars in thousands)

Revolving

Revolving

Term Loans

Loans

Loans

Amortized Cost Basis by Origination Year

Amortized

Converted

As of December 31, 2025

2025

2024

2023

2022

2021

Prior

Cost Basis

to Term

Total

Residential real estate 1-4 family:

Commercial:

Risk rating:

Pass (1-5)

$

6,601 

$

4,914 

$

14,483 

$

6,381 

$

8,982 

$

23,381 

$

5,237 

$

$

69,979 

OAEM (6)

95 

95 

Substandard (7)

222 

222 

Doubtful (8)

Total Commercial

6,601 

4,914 

14,483 

6,381 

8,982 

23,603 

5,332 

70,296 

Consumer:

Performing

35,726 

45,927 

60,145 

27,930 

13,385 

31,675 

67,410 

15,872 

298,070 

Nonperforming

20 

20 

Total Consumer

35,726 

45,927 

60,145 

27,930 

13,385 

31,675 

67,430 

15,872 

298,090 

Total

$

42,327 

$

50,841 

$

74,628 

$

34,311 

$

22,367 

$

55,278 

$

72,762 

$

15,872 

$

368,386 

Current period gross charge-offs

$

$

$

$

$

$

$

$

$

Residential real estate construction:

Commercial:

Risk rating:

Pass (1-5)

$

4,228 

$

16,503 

$

1,204 

$

$

1,093 

$

1,488 

$

$

$

24,516 

OAEM (6)

Substandard (7)

Doubtful (8)

Total Commercial

4,228 

16,503 

1,204 

1,093 

1,488 

24,516 

Consumer:

Performing

24,744 

4,865 

29,609 

Nonperforming

Total Consumer

24,744 

4,865 

29,609 

Total

$

28,972 

$

21,368 

$

1,204 

$

$

1,093 

$

1,488 

$

$

$

54,125 

Current period gross charge-offs

$

$

$

$

$

$

$

$

$

Commercial real estate:

Risk rating:

Pass (1-5)

$

137,253 

$

126,702 

$

206,916 

$

96,083 

$

84,154 

$

189,407 

$

12,236 

$

$

852,751 

OAEM (6)

12,956 

448 

689 

11,924 

26,017 

Substandard (7)

544 

22,040 

239 

1,980 

24,803 

Doubtful (8)

Total

$

137,253 

$

127,246 

$

241,912 

$

96,770 

$

84,843 

$

203,311 

$

12,236 

$

$

903,571 

Current period gross charge-offs

$

$

$

$

$

$

$

$

$

Commercial:

Risk rating:

Pass (1-5)

$

17,563 

$

23,890 

$

11,979 

$

19,675 

$

33,813 

$

65,515 

$

45,425 

$

$

217,860 

OAEM (6)

8 

359 

1,323 

198 

1,888 

Substandard (7)

553 

583 

4,615 

5,751 

Doubtful (8)

Total

$

17,563 

$

24,443 

$

11,987 

$

20,617 

$

35,136 

$

65,515 

$

50,238 

$

$

225,499 

Current period gross charge-offs

$

(9)

$

$

(17)

$

$

(2)

$

(8)

$

$

$

(36)

Consumer:

Performing

1,853 

1,145 

709 

201 

1,499 

4,245 

9,652 

Nonperforming

5 

5 

Total

$

1,853 

$

1,145 

$

709 

$

201 

$

1,499 

$

$

4,250 

$

$

9,657 

Current period gross charge-offs

$

(71)

$

(6)

$

(18)

$

(3)

$

(1)

$

(2)

$

(30)

$

$

(131)


14


The following table presents the amortized cost basis of loans on nonaccrual status and loans past due 90 days or more and still accruing as of the date presented:

June 30, 2026

December 31, 2025

(Dollars in thousands)

Nonaccrual and Loans past due 90 Days or more

Nonaccrual and Loans past due 90 Days or more

Loans past due

Loans past due

Nonaccrual

Nonaccrual

90 Days or more

Nonaccrual

Nonaccrual

90 Days or more

Without ACL

With ACL

Still Accruing

Without ACL

With ACL

Still Accruing

June 30, 2026

Residential Real Estate 1-4 Family

First liens

$

51 

$

$

$

$

$

Junior liens and lines of credit

19 

20 

Total

70 

20 

Residential real estate - construction

Commercial real estate

221 

17,387 

1,029 

7,119 

Commercial

49 

55 

290 

Consumer

5 

5 

Total

$

340 

$

17,387 

$

5 

$

1,104 

$

7,409 

$

5 

The following table presents the aging of payments of the loan portfolio:

(Dollars in thousands)

Loans Past Due

Total

Total

30-59 Days

60-89 Days

90 Days+

Past Due

Current

Loans

June 30, 2026

Residential Real Estate 1-4 Family

First liens

$

158 

$

597 

$

51 

$

806 

$

295,589 

$

296,395 

Junior liens and lines of credit

238 

160 

398 

96,269 

96,667 

Total

396 

757 

51 

1,204 

391,858 

393,062 

Residential real estate - construction

54,078 

54,078 

Commercial real estate

284 

7,027 

7,311 

942,055 

949,366 

Commercial

126 

49 

175 

205,704 

205,879 

Consumer

31 

28 

5 

64 

8,170 

8,234 

Total

$

837 

$

785 

$

7,132 

$

8,754 

$

1,601,865 

$

1,610,619 

Loans Past Due

Total

Total

30-59 Days

60-89 Days

90 Days+

Past Due

Current

Loans

December 31, 2025

Residential Real Estate 1-4 Family

First liens

$

145 

$

855 

$

$

1,000 

$

275,897 

$

276,897 

Junior liens and lines of credit

333 

160 

20 

513 

90,976 

91,489 

Total

478 

1,015 

20 

1,513 

366,873 

368,386 

Residential real estate - construction

54,125 

54,125 

Commercial real estate

542 

1,029 

1,571 

902,000 

903,571 

Commercial

500 

1 

345 

846 

224,653 

225,499 

Consumer

55 

19 

5 

79 

9,578 

9,657 

Total

$

1,575 

$

1,035 

$

1,399 

$

4,009 

$

1,557,229 

$

1,561,238 

At June 30, 2026, the Bank had $17.4 million of loans considered to be collateral dependent.  These loans are comprised of a commercial real estate construction loan totaling $8.6 million for a mixed-use project with a specific reserve of $1.2 million and a commercial real estate loan totaling $8.8 million secured by six commercial office buildings with a specific reserve of $734 thousand, to unrelated borrowers. At December 31, 2025, collateral dependent loans totaled $7.1 million for a commercial real estate construction loan for a mixed-use project with a specific reserve of $892 thousand. At June 30,

15


2025, the Bank had two commercial relationships for $10.3 million that were considered to be collateral dependent and there was no specific reserve for these loans.

At June 30, 2026 and December 31, 2025, the Bank had $0 of residential properties in the process of foreclosure.

The Bank may modify loans to borrowers experiencing financial difficulty (BEFD) by providing modifications such as principal forgiveness, term extension, an other-than-insignificant payment delay or interest rate reduction. When principal forgiveness is provided, the amount of forgiveness is charged-off against the allowance for credit loss. The Bank may also provide multiple types of concessions on one loan.

During the second quarter of 2026, the Bank provided modifications to two unrelated BEFD. One $7.0 million CRE loan was modified with a term extension that had a more-than-significant payment delay. As of June 30, 2026, this loan had matured and repayment has been delayed under the terms of a forbearance agreement. As part of the forbearance agreement, the Bank has committed to lend $2.5 million to the borrower and had advanced $1.6 million as of June 30, 2026, for a total of $8.6 million outstanding to this BEFD as of June 30, 2026. The payment terms of the new loan are also covered by the terms of the forbearance agreement. This loan is on nonaccrual status as of June 30, 2026, and a $1.2 million specific reserve has been established for this loan. The second loan modification was for an $8.8 million CRE loan that was granted interest only payments until the third quarter of 2026 when it is scheduled to return to full principal and interest payments. The Bank has no commitment to lend additional amounts to this borrower. As of June 30, 2026, this loan was on nonaccrual and had a specific reserve of $734 thousand.

The following table presents the amortized cost basis of loans at June 30, 2026 that were both experiencing financial difficulty and modified during the three months ended June 30, 2026, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers experiencing financial difficulty as compared to the amortized cost basis of each class of financing receivable is also presented below. There were no loans modified during the first quarter of 2026; therefore, the loans modified for the six months ended June 30, 2026 equals those modified during the second quarter of 2026. There were no loans modified during the three and six month periods ended June 30, 2025.

Combination

Combination

Term Extension

Term Extension

Total Class

(Dollars in thousands)

Principal

Payment

Term

Interest Rate

and Principal

and Interest

of Financing

Forgiveness

Delay

Extension

Reduction

Forgiveness

Rate Reduction

Receivable

June 30, 2026

Commercial real estate

$

$

15,786 

$

$

$

$

1.66%

The Bank closely monitors the performance of loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The following table presents the performance of such loans that have been modified in the last 12 months:

(Dollars in thousands)

Loans Past Due

Total

Current

30-59 Days

60-89 Days

90 Days+

Past Due

June 30, 2026

Commercial real estate

$

8,759 

$

$

$

7,027 

$

7,027 

The following table presents the financial effect of the loan modifications presented above to borrowers experiencing financial difficulty for the three months ended June 30, 2026:

Weighted-

Weighted-

Average

Average

(Dollars in thousands)

Principal

Interest Rate

Term

Forgiveness

Reduction

Extension

June 30, 2026

Commercial real estate

0.00%

0.5 years

As of December 31, 2025 there were no modifications made to borrowers experiencing financial difficulty that had a payment default and were modified in the twelve months prior to that default. Default is determined at 90 or more days past due, upon charge-off, or upon foreclosure.


16


The following table presents, by class, the activity in the Allowance for Credit Losses (ACL) for the periods shown:

Residential Real Estate 1-4 Family

First

Junior Liens &

Commercial

(Dollars in thousands)

Liens

Lines of Credit

Construction

Real Estate

Commercial

Consumer

Total

ACL at March 31, 2026

$

1,733 

$

510 

$

692 

$

14,580 

$

3,037 

$

177 

$

20,729 

Charge-offs

(564)

(22)

(586)

Recoveries

100 

21 

121 

Provision

50 

14 

(36)

1,838 

(209)

(57)

1,600 

ACL at June 30, 2026

$

1,783 

$

524 

$

656 

$

16,418 

$

2,364 

$

119 

$

21,864 

ACL at December 31, 2025

$

1,665 

$

500 

$

652 

$

14,042 

$

3,641 

$

155 

$

20,655 

Charge-offs

(911)

(63)

(974)

Recoveries

67 

279 

35 

381 

Provision

118 

24 

(63)

2,376 

(645)

(8)

1,802 

ACL at June 30, 2026

$

1,783 

$

524 

$

656 

$

16,418 

$

2,364 

$

119 

$

21,864 

ACL at March 31, 2025

$

1,529 

$

470 

$

455 

$

12,480 

$

3,394 

$

116 

$

18,444 

Charge-offs

(10)

(43)

(53)

Recoveries

21 

6 

27 

Provision

108 

18 

106 

372 

55 

45 

704 

ACL at June 30, 2025

$

1,637 

$

488 

$

561 

$

12,852 

$

3,460 

$

124 

$

19,122 

ACL at December 31, 2024

$

1,497 

$

461 

$

376 

$

12,004 

$

3,182 

$

133 

$

17,653 

Charge-offs

(13)

(61)

(74)

Recoveries

3 

75 

11 

89 

Provision

140 

27 

182 

848 

216 

41 

1,454 

ACL at June 30, 2025

$

1,637 

$

488 

$

561 

$

12,852 

$

3,460 

$

124 

$

19,122 

Note 7. Leases

The Corporation leases various assets in the course of its operations that are subject to recognition on the balance sheet. The Corporation considers all of its leases to be operating leases and it has no finance leases. The leased assets may include equipment, and buildings and land (collectively real estate). The equipment leases are shorter term than the real estate leases, and generally have a fixed payment over a defined term without renewal options. Certain equipment leases have purchase options and it was determined the option was not reasonably certain to be exercised. The real estate leases are longer-term and may contain renewal options after the initial term, but none of the real estate leases contain a purchase option. The renewal options on real estate leases were reviewed and if it was determined the option was reasonably certain to be renewed, the option term was considered in the determination of the lease liability. There is only one real estate lease with a variable payment based on an index included in the lease liability. None of the leases contain any restrictive covenants and there are no significant leases that have not yet commenced. The discount rate used to determine the lease liability is based on the Bank’s fully secured borrowing rate from the Federal Home Loan Bank for a term similar to the lease term. Operating lease expense is included in net occupancy expense in the consolidated statements of income.

Lease costs:

The components of total lease cost were as follows:

Three Months Ended
June 30,

Six Months Ended
June 30,

(Dollars in thousands)

2026

2025

2026

2025

Operating lease cost

$

186

$

179

$

371

$

358

Short-term lease cost

4

4

8

8

Variable lease cost

44

41

87

81

Total lease cost

$

234

$

224

$

466

$

447

17


Supplemental Lease Information:

Six Months Ended
June 30,

(Dollars in thousands)

2026

2025

Cash paid for amounts included in the measurement of lease liabilities:

Operating cash flows from operating leases

$

360

$

357

Weighted-average remaining lease term (years)

10.2

11.3

Weighted-average discount rate

3.65%

3.54%

Lease Obligations:

Future undiscounted lease payments for operating leases with initial terms of one year or more as of June 30, 2026, are as follows:

(Dollars in thousands)

2026

$

367

2027

597

2028

549

2029

545

2030

526

2031 and beyond

2,545

Undiscounted cash flow

5,129

Imputed Interest

(878)

Total lease liability

$

4,251

Note 8. Other Real Estate Owned

The Bank had no other real estate owned at June 30, 2026 and December 31, 2025.

 

Note 9. Derivatives

The Corporation is exposed to certain risks arising from both its business operations and economic conditions.  The Corporation principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Corporation manages economic risks, including interest rate, liquidity, and credit risk, primarily by managing the amount, sources, and duration of its assets and liabilities. 

Fair Value Hedges – The Corporation entered into certain interest rate swap contracts designated as fair value portfolio layer hedges of certain available-for-sale investment securities. The Corporation makes a fixed payment and receives a variable payment over the life of the contracts. The hedges were determined to be effective during all periods presented. On March 16, 2026, the Corporation terminated the interest rate swap contracts and recognized $69 thousand of interest income on investments, and no cash collateral was posted as of June 30, 2026.

Derivatives Not Designated as Hedges – These derivatives result from participations in interest rate swaps provided by external lenders as part of loan participation arrangements, therefore, are not used to manage interest rate risk in the Corporation’s assets or liabilities. Derivatives not designated as hedges are not speculative and result from a service the Corporation provides to certain lenders which participate in loans.


18


The table below presents the fair value of the Corporation’s derivative financial instruments as well as their classification on the Balance Sheet.

(Dollars in thousands)

As of June 30, 2026

As of December 31, 2025

Notional amount

Balance Sheet Location

Fair Value

Notional amount

Balance Sheet Location

Fair Value

Derivatives designated as hedging instruments

Interest rate swaps

$

-

-

$

$

100,344 

Other Assets

$

124 

Total derivatives designated as hedging instruments

$

$

124 

Derivatives not designated as hedging instruments

Other Contracts

$

5,744

Other Liabilities

$

$

5,853 

Other Liabilities

$

Total derivatives not designated as hedging instruments

$

$

The table below presents the effect of the Corporation’s derivative financial instruments that are designated as hedging instruments on the Income Statement.

Effect of Derivatives Designated as Hedging Instruments on the Statement of Financial Performance

Derivatives Designated as Hedging Instruments under Subtopic 815-20

Location of Gain or (Loss) Recognized in Income on Derivative

Amount of Gain or (Loss) Recognized in Income on Derivatives

Three Months Ended

Six Months Ended

(Dollars in thousands)

June 30,

June 30,

2026

2025

2026

2025

Interest rate swaps

Investment income

$

-

$

202

$

53

$

401

The income effect of the derivative not designated as a hedging instrument was $0 as of June 30, 2026 and 2025.

The table below presents the carrying amount of the derivative financial instruments for the periods shown:

Carrying amount of the hedged items

(Dollars in thousands)

As of June 30,

2026

2025

Investment securities, AFS (1)

$

-

$

108,250

(1)The amounts represent the amortized cost basis of closed portfolios used to designate hedging relationships in which the hedged item is the stated amount of assets in the closed portfolio anticipated to be outstanding for the designated hedge period.

   

Note 10. Pension

The components of pension expense for the periods presented are as follows:

Three Months Ended

Six Months Ended

June 30,

June 30,

(Dollars in thousands)

2026

2025

2026

2025

Components of net periodic cost:

Service cost

$

45

$

53

$

90

$

106

Interest cost

192

199

384

399

Expected return on plan assets

(225)

(206)

(454)

(414)

Recognized net actuarial loss

35

24

70

44

Total pension expense

$

47

$

70

$

90

$

135

The service cost component of pension expense is recorded in the salaries line and all other cost components are recorded in the other expense line of the Consolidated Statements of Income. 

19


Note 11. Fair Value Measurements and Fair Values of Financial Instruments

Management uses its best judgment in estimating the fair value of the Corporation’s financial instruments; however, there are inherent weaknesses in any estimation technique. Therefore, for substantially all financial instruments, the fair value estimates herein are not necessarily indicative of the amounts the Corporation could have realized in a sales transaction on the dates indicated. The estimated fair value amounts have been measured as of their respective period-ends and have not been re-evaluated or updated for purposes of these financial statements subsequent to those respective dates. As such, the estimated fair values of these financial instruments subsequent to the respective reporting dates may be different than the amounts reported at each year-end. The Corporation uses the exit price notion to measure the fair value of financial instruments.

FASB ASC Topic 820, “Fair Value Measurements”, requires disclosure of the fair value of financial assets and liabilities, including those financial assets and liabilities that are not measured and reported at fair value on a recurring and nonrecurring basis. The Corporation does not report any nonfinancial assets at fair value. FASB ASC Topic 820 establishes a fair value hierarchy that prioritizes the inputs to valuation methods used to measure fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). The three levels of the fair value hierarchy under FASB ASC Topic 820 are as follows:

Level 1: Valuation is based on unadjusted, quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2: Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market. There may be substantial differences in the assumptions used for securities within the same level. For example, prices for U.S. Agency securities have fewer assumptions and are closer to level 1 valuations than the private label mortgage-backed securities that require more assumptions and are closer to level 3 valuations.

Level 3: Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect the Corporation’s assumptions regarding what market participants would assume when pricing a financial instrument.

An asset’s or liability’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

The following information regarding the fair value of the Corporation’s financial instruments should not be interpreted as an estimate of the fair value of the entire Corporation since a fair value calculation is only provided for a limited portion of the Corporation’s assets and liabilities. Due to a wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Corporation’s disclosures and those of other companies may not be meaningful.

The following methods and assumptions were used to estimate the fair values of the Corporation’s financial instruments

Investment securities: Fair values of investment securities available-for-sale were primarily measured using information from a third-party pricing service. This service provides pricing information by utilizing evaluated pricing models supported with market data information. Standard inputs include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data from market research publications. Level 2 investment securities are primarily comprised of debt securities issued by states and municipalities, corporations, mortgage-backed securities issued by government agencies, and government-sponsored enterprises. Fair values were estimated primarily by obtaining quoted prices for similar assets in active markets or through the use of pricing models. Investment securities are measured at fair value on a recurring basis.

Collateral Dependent Loans: The fair value of collateral dependent loans with specific allocations of the allowance for credit losses is generally based on recent real estate appraisals conducted by an independent, licensed appraiser, less cost to sell. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach (Level 2). If the appraiser makes an adjustment to account for differences between the comparable sales and income data available for similar loans, or if management adjusts the appraised value, then the fair value is considered Level 3. Non-real estate collateral may be valued using an appraisal, net book value per the borrower’s financial statements, or aging reports, adjusted or discounted based on management’s historical knowledge, changes in market conditions from the time of the valuation, and management’s expertise and knowledge of the client and client’s business, resulting in a Level 3 fair value classification. Collateral dependent loans are evaluated on a quarterly basis for additional

20


impairment and adjusted in accordance with the allowance policy. No partial charge-offs on these loans were taken in the first six months of 2026. Collateral dependent loans are measured at fair value on a nonrecurring basis.

Derivatives: The fair value of derivatives are based on valuation methods using observable market data as of the measurement date (Level 2). The fair value of derivatives are determined using quantitative models using multiple market inputs. The inputs will vary based on the type of derivative, but could include interest rates, prices and indices to generate continuous yield or pricing curves, prepayment rates and other factors to value the position. The majority of market inputs are actively quoted and can be validated through external sources including, brokers, market transactions and third-party pricing services. The fair value represents an estimate of the amount the Corporation would receive or pay to terminate the derivative contract.

Other Real Estate Owned: Assets acquired through or instead of loan foreclosure are initially recorded at the lower of cost or the fair value less costs to sell when acquired. These assets are subsequently accounted for at lower of cost or fair value less estimated costs to sell. Fair value is commonly based on recent real estate appraisals which are updated no less frequently than annually. These appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and the income approach with data from comparable properties (Level 2). If the appraiser makes an adjustment to account for differences between the comparable sales and income data available for similar loans, or if management adjusts the appraised value, then the fair value is considered Level 3. In connection with the measurement and initial recognition of other real estate owned, losses are recognized through the allowance for loan losses. Subsequent charge-offs are recognized as an expense. Other real estate owned properties are evaluated on a quarterly basis for additional impairment and adjusted accordingly.

Fair Value Measurements

The following table presents assets measured at fair value and the basis of measurement used for the periods presented:

(Dollars in thousands)

Fair Value at June 30, 2026

Assets

Basis

Level 1

Level 2

Level 3

Total

Available for sale:

U.S. Treasury

62,952 

62,952 

Municipal

136,916 

136,916 

Corporate

7,892 

7,892 

Agency MBS & CMO

125,525 

125,525 

Non-Agency MBS & CMO

93,791 

93,791 

Asset-backed

25,269 

25,269 

Total available for sale

Recurring

$

62,952 

$

389,393 

$

$

452,345 

Collateral dependent loans (1)

Nonrecurring

15,861 

15,861 

(Dollars in thousands)

Fair Value at December 31, 2025

Assets

Basis

Level 1

Level 2

Level 3

Total

Available for sale:

U.S. Treasury

33,263 

33,263 

Municipal

137,839 

137,839 

Corporate

14,675 

14,675 

Agency MBS & CMO

129,860 

129,860 

Non-Agency MBS & CMO

111,668 

111,668 

Asset-backed

27,281 

27,281 

Total available for sale

Recurring

$

33,263 

$

421,323 

$

$

454,586 

Collateral dependent loans (1)

Nonrecurring

6,227 

6,227 

Derivatives

Recurring

124 

124 

(1)Collateral dependent loans with a specific reserve are reported at the fair value of the underlying collateral if repayment is expected solely from the collateral. Collateral values are estimated using Level 3 inputs based on customized discounting criteria.

For financial assets and liabilities measured at fair value on a recurring basis, there were no transfers of financial assets or liabilities between Level 1 and Level 2 during the period ending June 30, 2026.


21


The following table presents additional quantitative information about Level 3 assets measured at fair value on a nonrecurring basis for the periods shown.

(Dollars in thousands)

Range

June 30, 2026

Fair Value

Valuation Technique

Unobservable Input

(Weighted Average)

Collateral Dependent

$

15,861

Appraisal

Appraisal adjustment on

Real estate assets

0 - 20%

Cost to sell

10%

Range

December 31, 2025

Fair Value

Valuation Technique

Unobservable Input

(Weighted Average)

Collateral Dependent

$

6,227

Appraisal

Appraisal adjustment on

Real estate assets

20%

Cost to sell

10%

Collateral Dependent (1)

$

-

Appraisal

Valuation of

Business assets

100%

Cost to sell

0%

(1)This loan has a carrying value of $290 thousand and a specific reserve of $290 thousand.

The carrying amounts and estimated fair value of financial instruments not carried at fair value are as follows:

June 30, 2026

Carrying

Fair

(Dollars in thousands)

Amount

Value

Level 1

Level 2

Level 3

Financial assets, carried at cost:

Cash and cash equivalents

$

195,031

$

195,031

$

195,031

$

$

Long-term interest-earning deposits in other banks

750

750

750

Loans held for sale

2,797

2,851

2,851

Net loans

1,588,755

1,577,561

1,577,561

Accrued interest receivable

8,459

8,459

8,459

Financial liabilities:

Deposits

$

1,924,588

$

1,924,340

$

$

1,924,340

$

FHLB advances

200,000

200,411

200,411

Subordinate notes

10,855

9,532

9,532

Accrued interest payable

3,623

3,623

3,623

December 31, 2025

Carrying

Fair

(Dollars in thousands)

Amount

Value

Level 1

Level 2

Level 3

Financial assets, carried at cost:

Cash and cash equivalents

$

127,721

$

127,721

$

127,721

$

$

Long-term interest-earning deposits in other banks

999

999

999

Loans held for sale

18,929

19,161

19,161

Net loans

1,540,583

1,537,281

1,537,281

Accrued interest receivable

8,084

8,084

8,084

Financial liabilities:

Deposits

$

1,835,772

$

1,835,884

$

$

1,835,884

$

FHLB Advances

200,000

201,732

201,732

Subordinate notes

10,845

9,532

9,532

Accrued interest payable

3,852

3,852

3,852

 


22


Note 12. Deposits

June 30,

December 31,

(Dollars in thousands)

2026

2025

Noninterest-bearing checking

$

341,103

$

310,251

Interest-bearing checking

409,088

431,843

Money management

848,023

771,231

Savings

97,722

98,124

Total interest-bearing checking and savings

1,354,833

1,301,198

Time deposits

206,595

202,266

Time - brokered deposits

22,057

22,057

Total time deposits

228,652

224,323

Total deposits

$

1,924,588

$

1,835,772

Overdrawn deposit accounts reclassified as loans

$

111

$

178

Time deposits greater than $250,000 at June 30, 2026 and December 31, 2025 were $56.0 million and $55.9 million, respectively.

Note 13. Borrowings

On June 30, 2026, the Bank had $200.0 million in total borrowings from the Federal Home Loan Bank of Pittsburgh (FHLB), compared to $200.0 million on December 31, 2025. The borrowings have a rate of 4.32% and are due January 12, 2027.

On June 30, 2026, the Corporation had $11.0 million of unsecured subordinated debt notes payable of which $6.0 million mature on September 1, 2030 and $5.0 million mature on September 1, 2035. The notes are recorded on the consolidated balance sheet net of remaining debt issuance costs totaling $145 thousand which is being amortized on a pro-rata basis, based on the maturity date of the notes, on an effective interest method. The subordinated notes totaling $6.0 million have a variable interest rate of 90-day Average Secured Overnight Financing Rate (SOFR) plus 4.93% and resets quarterly. The subordinated notes totaling $5.0 million have a fixed interest rate of 5.25% through June 29, 2030, then convert to a variable rate of 90-day SOFR plus 4.92% for the applicable interest periods through maturity. The Corporation may, at its option, redeem the notes at par, in whole or in part, at any time 5-years prior to the maturity. The notes are structured to qualify as Tier 2 Capital for the Corporation and there are no debt covenants on the notes.

Note 14. Capital Ratios

Capital adequacy for the Bank is currently defined by regulatory agencies through the use of several minimum required ratios. The capital ratios to be considered “well capitalized” are shown in the table below. In addition, a capital conservation buffer of 2.5% is applicable to all of the capital ratios except for the Tier 1 Leverage ratio. The capital conservation buffer is equal to the lowest value of the three applicable capital ratios less the regulatory minimum for each respective capital measurement. The Bank’s capital conservation buffer at June 30, 2026 was 5.73% compared to the regulatory buffer of 2.5%. Compliance with the capital conservation buffer is required in order to avoid limitations to certain capital distributions and is in addition to the minimum required capital requirements. As of June 30, 2026, the Bank was “well capitalized.”

In 2019, the Community Bank Leverage Ratio (CBLR) was approved by federal banking agencies as an optional capital measure available to Qualifying Community Banking Organizations (QCBO). If a bank qualifies as a QCBO and maintains a CBLR of 9% or greater, the bank would be considered “well-capitalized” for regulatory capital purposes and exempt from complying with the risk-based capital rule described above. The CBLR rule took effect January 1, 2020 and banks could opt-in through an election in the first quarter 2020 regulatory filing. The Bank met the criteria of a QCBO but did not opt-in to the CBLR.

In 2026, the federal banking agencies amended the CBLR to decrease the CBLR ratio from 9% to 8% effective July 1, 2026. The revisions to the CBLR also provide for a longer grace period for banks that fall out of compliance with the new ratio to regain compliance. Adoption of the new CBLR may be made on the bank’s quarterly call report. The Bank does not expect to adopt the new CBLR ratio.

23


The consolidated asset limit on small bank holding companies is $3.0 billion and a company with assets under that limit is not subject to the consolidated capital rules but may file reports that include capital amounts and ratios. The Corporation has elected to file those reports.

The following table summarizes the regulatory capital requirements and results as of June 30, 2026 and December 31, 2025 for the Corporation and the Bank:

Regulatory Ratios

Adequately

Well

June 30,

December 31,

Capitalized

Capitalized

(Dollars in thousands)

2026

2025

Minimum

Minimum

Common Equity Tier 1 Risk-based Capital Ratio (1)

Franklin Financial Services Corporation

11.93%

11.45%

N/A

N/A

Farmers & Merchants Trust Company

12.47%

12.02%

4.50%

6.50%

Tier 1 Risk-based Capital Ratio (2)

Franklin Financial Services Corporation

11.93%

11.45%

N/A

N/A

Farmers & Merchants Trust Company

12.47%

12.02%

6.00%

8.00%

Total Risk-based Capital Ratio (3)

Franklin Financial Services Corporation

13.77%

13.27%

N/A

N/A

Farmers & Merchants Trust Company

13.73%

13.27%

8.00%

10.00%

Tier 1 Leverage Ratio (4)

Franklin Financial Services Corporation

8.44%

8.17%

N/A

N/A

Farmers & Merchants Trust Company

8.83%

8.57%

4.00%

5.00%

(1)Common equity Tier 1 capital / total risk-weighted assets

(2)Tier 1 capital / total risk-weighted assets

(3)Total risk-based capital / total risk-weighted assets

(4)Tier 1 capital / average quarterly assets

Note 15. Revenue Recognition

All of the Corporation’s revenue from contracts with customers within the scope of ASC 606 is recognized in non-interest income as presented in its consolidated statements of income. Revenue generating activities that fall within the scope of ASC 606 are described as follows:

Wealth Management Fees – these represent fees from wealth management (assets under management), fees from the management and settlement of estates and commissions from the sale of investment and insurance products. Asset management fees are generally assessed based on a tiered fee schedule, based on the value of assets under management, and are recognized monthly when the service obligation is completed. Fees for estate management services are based on the estimated fair value of the estate. These fees are generally recognized monthly over an 18-month period that Management has determined to represent the average time to fulfill the performance obligations of the contract. Management has the discretion to adjust this time period as needed based upon the nature and complexity of an individual estate. Commissions from the sale of investment and insurance products are recognized upon the completion of the transaction.

The following table presents Wealth Management Fees for the three and six months ended June 30, 2026 and 2025:

For the Three Months Ended

For the Six Months Ended

(Dollars in thousands)

June 30,

June 30,

Wealth Management Fees

2026

2025

2026

2025

Asset Management Fees

$

2,430

$

2,205

$

4,615

$

4,200

Estate Management Fees

81

146

148

282

Commissions

56

68

110

151

Total

$

2,567

$

2,419

$

4,873

$

4,633

24


Loan Service Charges – these represent fees on loans for services or charges that occur after the loan has been booked, for example, late payment fees. These also include fees for mortgages settled for third-party mortgage companies. All of these fees are transactional in nature and are recognized upon completion of the transaction which represents the performance obligation.

Deposit Service Charges and Fees – these represent fees from deposit customers for transaction based, account maintenance, and overdraft services. Transaction based fees include, but are not limited to, stop payment fees and overdraft fees. These fees are recognized at the time of the transaction when the performance obligation has been fulfilled. Account maintenance fees and account analysis fees are earned over the course of a month, representing the period of the performance obligation, and are recognized monthly.

Debit Card Income – this represents interchange fees from cardholder transactions conducted through the card payment network. Cardholders use the debit card to conduct point-of-sale transactions that produce interchange fees. The fees are transaction based and the fee is recognized with the processing of the transaction. These fees are reported net of cardholder rewards.

Other Service Charges and Fees – these are comprised primarily of merchant card fees, credit card fees, ATM surcharges and interchange fees and wire transfer fees. Merchant card fees represent fees the Bank earns from a first party for enrolling a customer in the processor’s program. Credit card fees represent a fee earned by the Bank for a successful referral to a card-issuing company. ATM surcharges and interchange fees are the result of Bank customers conducting ATM transactions that generate fee income and are processed through multiple card networks. All of these fees are transaction based and are recognized at the time of the transaction.

Gains/Losses on the Sale of Other Real Estate – these are recognized when control of the property transfers to the buyer.

Contract Balances

A contract asset balance occurs when an entity performs a service for a customer before the customer pays consideration (resulting in a contract receivable) or before payment is due (resulting in a contract asset). A contract liability balance is an entity’s obligation to transfer a service to a customer for which the entity has already received payment (or payment is due) from the customer. The Company’s noninterest revenue streams are largely based on transactional activity, or standard month-end revenue accruals such as asset management fees based on month-end market values. Consideration is often received immediately or shortly after the Company satisfies its performance obligation and revenue is recognized. The Company does not typically enter into longer-term revenue contracts with customers, and therefore, does not experience significant contract balances.

Contract Acquisition Costs

The Corporation expenses all contract acquisition costs as costs are incurred.

1Note 16. Commitments and Contingencies

In the normal course of business, the Bank is a party to financial instruments that are not reflected in the accompanying financial statements and are commonly referred to as off-balance-sheet instruments. These financial instruments are entered into primarily to meet the financing needs of the Bank’s customers and include commitments to extend credit and standby letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk not recognized in the consolidated balance sheet.

The Corporation’s exposure to credit loss in the event of nonperformance by other parties to the financial instruments for commitments to extend credit and standby letters of credit is represented by the contract or notional amount of those instruments. The Bank uses the same credit policies in making commitments and conditional obligations as they do for on-balance-sheet instruments.


25


The Bank had the following outstanding commitments for the periods presented:

June 30,

December 31,

(Dollars in thousands)

2026

2025

Financial instruments whose contract amounts represent credit risk

Commercial commitments to extend credit

$

302,860

$

300,228

Consumer commitments to extend credit (secured)

143,151

153,183

Consumer commitments to extend credit (unsecured)

8,211

7,083

$

454,222

$

460,494

Standby letters of credit

$

38,274

$

29,880

ACL - Unfunded Commitments (1)

$

1,957

$

1,899

(1) Reported in Other Liabilities on the Consolidated Balance Sheets

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses with the exception of home equity lines and personal lines of credit and may require payment of a fee. Since many of the commitments are expected to expire without being drawn upon, the total commitment amounts do not necessarily represent future cash requirements. The Bank evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Bank, is based on Management’s credit evaluation of the counterparty. Collateral for most commercial commitments varies but may include accounts receivable, inventory, property, plant, and equipment, and income-producing commercial properties. Collateral for secured consumer commitments consists of liens on residential real estate.

Standby letters of credit are instruments issued by the Bank, which guarantee the beneficiary payment by the Bank in the event of default by the Bank’s customer in the nonperformance of an obligation or service. Most standby letters of credit are extended for one-year periods. Generally, the credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers. The Bank holds collateral supporting those commitments for which collateral is deemed necessary primarily in the form of certificates of deposit and liens on real estate. Management believes that the proceeds obtained through a liquidation of such collateral would be sufficient to cover the maximum potential amount of future payments required under the corresponding guarantees.

Most of the Bank’s business activity is with customers located within its primary market and does not involve any significant concentrations of credit to any one entity or industry.

Legal Proceedings

The nature of the Corporation’s business generates a certain amount of litigation.

The Corporation establishes accruals for legal proceedings when information related to the loss contingencies represented by those matters indicates both that a loss is probable, and the amount of the loss can be reasonably estimated. When the Corporation is able to do so, it also determines estimates of possible losses, whether in excess of any accrued liability or where there is no accrued liability.

These assessments are based on the analysis of currently available information and are subject to significant judgment and a variety of assumptions and uncertainties. As new information is obtained, the Corporation may change its assessments and, as a result, take or adjust the amounts of its accruals and change its estimates of possible losses or ranges of possible losses. Due to the inherent subjectivity of the assessments and the unpredictability of outcomes of legal proceedings, any amounts that may be accrued or included in estimates of possible losses or ranges of possible losses may not represent the actual loss to the Corporation from any legal proceeding. Its exposure and ultimate losses may be higher, possibly significantly higher, than amounts it may accrue or amounts it may estimate.


26


In management’s opinion, the Corporation does not anticipate, at the present time, that the ultimate aggregate liability, if any, arising out of all litigation to which the Corporation is a party at this time will have a material adverse effect on its financial position. The Corporation cannot now determine, however, whether or not any claim asserted against it will have a material adverse effect on its results of operations in any future reporting period, which will depend on, among other things, the amount of loss resulting from the claim and the amount of income otherwise reported for the reporting period. Thus, at June 30, 2026, the Corporation is unable to provide an evaluation of the likelihood of an unfavorable outcome or an estimate of the amount or range of potential loss with respect to such other matters and, accordingly, have not yet established any specific accrual for such other matters.

Note 17. Segment Reporting

The Corporation’s reportable segments are determined by the President and Chief Operating Officer of the Bank, who is the designated chief operating decision maker (CODM), based upon information provided about the Corporation’s products and services offered primarily between community banking and wealth management segments. The segments are also distinguished by the level of information provided to the CODM, who uses such information to review the performance of various components of the business, which are then aggregated if operating performance, products/services, and customer are similar. The CODM evaluates the financial performance of the Corporation’s business segments by evaluating revenue streams, significant expenses, and budget to actual results to assess the performance of the segments and to determine allocation of resources. This evaluation is also used to assess the performance of each segment to evaluate compensation of certain employees.

Segment pretax profit or loss is used to assess the performance of the community banking segment by monitoring net interest income, fee income and noninterest expense. In this segment, interest income on loans and securities, and banking service fees are the primary source of revenue. Interest expense, the provision for credit losses, and salaries and benefits are the primary expenses.

Segment pretax profit or loss is used to assess the performance of the wealth management segment by monitoring fee income and operating expense, and by assets under management. In this segment, fees from assets under management are the primary source of revenue, while salaries and benefits are the primary expense.

For the Three Months Ended

For the Six Months Ended

June 30, 2026

June 30, 2026

Reportable Segments

Reportable Segments

(Dollars in thousands)

Community Banking

Wealth

Other (1)

Consolidated Total

Community Banking

Wealth

Other (1)

Consolidated Total

Interest and dividend Income

$

28,931

$

$

$

28,931

$

56,701

$

$

$

56,701

Noninterest income

2,582

2,567

5,149

5,636

4,873

10,509

Total consolidated revenue

34,080

67,210

Interest expense

9,383

201

9,584

18,428

406

18,834

Provision for credit losses

1,639

1,639

1,860

1,860

Salaries and benefit expense

7,679

936

8,615

15,730

1,909

17,639

Other noninterest expense (2)

5,074

322 

598 

5,994

10,521

630 

1,170 

12,321

Income before income taxes

7,738

1,309 

(799)

8,248

15,798

2,334 

(1,576)

16,556

Income tax expense

1,800

(163)

1,637

3,639

(331)

3,308

Net income

$

5,938

$

1,309

$

(636)

$

6,611

$

12,159

$

2,334

$

(1,245)

$

13,248

Total assets for reportable segments

$

2,333,397

$

1,575

209

$

2,335,181

$

2,333,397

$

1,575

209

$

2,335,181

(1)Includes parent company expense not allocated to a reportable segment and is provided to reconcile to the consolidated totals.

(2)Includes all noninterest expense items reported on the Consolidated Statement of Income, excluding salaries and benefit expense for the Community Banking Segment. Includes professional fees, data processing services, other miscellaneous expense and overhead allocations for the Wealth Segment.


27


For the Three Months Ended

For the Six Months Ended

June 30, 2025

June 30, 2025

Reportable Segments

Reportable Segments

(Dollars in thousands)

Community Banking

Wealth

Other (1)

Consolidated Total

Community Banking

Wealth

Other (1)

Consolidated Total

Interest and dividend Income

$

28,600

$

$

$

28,600

$

55,658

$

$

$

55,658

Noninterest income

2,691

2,419

(7)

5,103

5,038

4,633

(7)

9,664

Total consolidated revenue

33,703

65,322

Interest expense

11,099

263

11,362

22,287

528

22,815

Provision for credit losses

635

635

1,414

1,414

Salaries and benefit expense

7,824

1,040

8,864

15,309

2,061

17,370

Other noninterest expense (2)

4,608

291 

626 

5,525

9,835

566 

1,194 

11,595

Income before income taxes

7,125

1,088 

(896)

7,317

11,851

2,006 

(1,729)

12,128

Income tax expense

1,635

(226)

1,409

2,525

(226)

2,299

Net income

$

5,490

$

1,088

$

(670)

$

5,908

$

9,326

$

2,006

$

(1,503)

$

9,829

Total assets for reportable segments

$

2,284,241

$

1,461

$

1,043

$

2,286,745

$

2,284,241

$

1,461

1,043

$

2,286,745

(1)Includes parent company expense not allocated to a reportable segment and is provided to reconcile to the consolidated totals.

(2)Includes all noninterest expense items reported on the Consolidated Statement of Income, excluding salaries and benefit expense for the Community Banking Segment. Includes professional fees, data processing services, other miscellaneous expense and overhead allocations for the Wealth Segment.

Note 18. Reclassifications

Certain prior period amounts may have been reclassified to conform to the current year presentation. Such reclassifications did not affect prior year net income or shareholders’ equity.

Note 19. Subsequent Events

On August 2, 2026, an $8.6 million nonaccrual loan (see Note 6, Loan Quality and Allowance for Loan Loss) defaulted under the terms of a forbearance agreement with the Bank. As of the filing date of this Quarterly Report on Form 10-Q, the borrower remained within the cure period provided by the forbearance agreement, and the Bank was reviewing its rights and remedies under the terms of the agreement. Management evaluated the event and concluded that no adjustment to the consolidated financial statements as of June 30, 2026 was required.


28


Item 2. Management’s Discussion and Analysis of Results of Operations and Financial Condition

Management’s Discussion and Analysis of Results of Operations and Financial Condition

For the Three and Six Months Ended June 30, 2026 and 2025

Forward Looking Statements

Certain statements appearing herein which are not historical in nature are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements refer to a future period or periods, reflecting management’s current views as to likely future developments, and use words such as “may,” “will,” “expect,” “believe,” “estimate,” “anticipate,” or similar terms. Because forward-looking statements involve certain risks, uncertainties and other factors over which the Corporation has no direct control, actual results could differ materially from those contemplated in such statements. These factors include (but are not limited to) the following: general economic conditions, changes in the rates of inflation and the effects of inflation, changes in interest rates, disruption in the financial services industry caused by bank failures and uncertainties involving various banks, changes in the Corporation’s cost of funds, changes in government monetary policy, changes in government regulation and taxation of financial institutions, changes in technology, the intensification of competition within the Corporation’s market area, and other similar factors.

We caution readers not to place undue reliance on these forward-looking statements. They only reflect management’s analysis as of this date. The Corporation does not revise or update these forward-looking statements to reflect events or changed circumstances.

Critical Accounting Policies

Management has identified critical accounting policies for the Corporation. These policies are particularly sensitive,

requiring significant judgements, estimates and assumptions to be made by Management.

There were no changes to the critical accounting policies disclosed in the 2025 Annual Report on Form 10-K in regards to application or related judgments and estimates used as of June 30, 2026. Please refer to Item 7 of the Corporation’s 2025 Annual Report on Form 10-K for a more detailed disclosure of the critical accounting policies.

Results of Operations

Summary

A summary of operating results for Franklin Financial Services Corporation for the three and six months ended June 30, 2026 are as follows:

Net income: $6.6 million (basic and diluted earnings per share $1.47) for the second quarter of 2026 compared to $5.9 million (basic and diluted earnings per share $1.32) for the second quarter of 2025, an increase of 11.9%. Net income for the first six months of 2026 was $13.2 million (basic earnings per share $2.95 and diluted earnings per share $2.94) compared to $9.8 million (basic earnings per share $2.21 and diluted earnings per share $2.20) for the same period in 2025, an increase of 34.8%

Wealth Management: $2.6 million in fees for the second quarter of 2026, an increase of 6.1% from $2.4 million in the second quarter of 2025. Fees were $4.9 million for the first six months of 2026 compared to $4.6 million for the first six months of 2025, an increase of 5.2%. Assets under management were $1.481 billion on June 30, 2026. 

Asset Growth: $2.335 billion in total assets on June 30, 2026, an increase of 4.3% from $2.239 billion at year-end 2025. 

Loan Growth: Net loans totaled $1.589 billion on June 30, 2026, an increase of 3.1% from $1.541 billion on December 31, 2025.

Deposit Growth: Total deposits of $1.925 billion, an increase of 4.8% from $1.836 billion on December 31, 2025.

Quarterly Performance Metrics: Return on Average Assets (ROA) of 1.14%, Return on Average Equity (ROE) of 14.80%, and Net Interest Margin (NIM) of 3.50%, on an annualized basis for the second quarter of 2026, compared to an ROA of 1.04%, ROE of 15.64% and NIM of 3.21% for the second quarter of 2025.   

On July 16, 2026, the Board of Directors declared $0.34 per share regular quarterly cash dividend for the third quarter of 2026 to be paid on August 26, 2026, to shareholders of record at the close of business on August 7, 2026.  This dividend represents a 3.0% increase over the third quarter 2025 dividend. 

29


Key performance ratios as of, or for the periods ended as shown:

Six Months Ended

Twelve Months Ended

June 30,

June 30,

December 31,

(Dollars in thousands, except per share) (Unaudited)

2026

2025

2025

Balance Sheet Highlights

Total assets

$

2,335,181 

$

2,286,745 

$

2,239,018 

Debt securities available for sale

452,345 

481,259 

454,586 

Loans, net

1,588,755 

1,500,035 

1,540,583 

Deposits

1,924,588 

1,893,471 

1,835,772 

Other borrowings

200,000 

200,000 

200,000 

Shareholders' equity

183,845 

157,364 

175,242 

Summary of Operations

Interest income

$

56,701 

$

55,658 

$

114,371 

Interest expense

18,834 

22,815 

44,725 

Net interest income

37,867 

32,843 

69,646 

Provision for credit losses - loans

1,802 

1,454 

3,030 

Provision for (reversal of) credit losses - unfunded commitments

58 

(40)

(131)

Total provision for credit losses

1,860 

1,414 

2,899 

Net interest income after provision for credit losses

36,007 

31,429 

66,747 

Noninterest income

10,509 

9,664 

19,176 

Noninterest expense

29,960 

28,965 

59,656 

Income before income taxes

16,556 

12,128 

26,267 

Total income tax expense

3,308 

2,299 

5,041 

Net income

$

13,248 

$

9,829 

$

21,226 

Performance Measurements

Return on average assets*

1.17%

0.89%

0.94%

Return on average equity*

14.96%

13.27%

13.55%

Return on average tangible equity (1)*

15.63%

14.01%

14.38%

Efficiency ratio (1)

61.33%

67.35%

66.48%

Net interest margin*

3.52%

3.13%

3.25%

Shareholders' Value (per common share)

Diluted earnings per share

$

2.95

$

2.21

$

4.74

Basic earnings per share

2.94

2.20

4.76

Regular cash dividends declared

0.67

0.65

1.31

Book value

40.91

35.22

39.11

Tangible book value (1)

38.90

33.20

37.10

Market value

62.60

34.63

50.20

Market value/book value ratio

153.02%

98.31%

128.36%

Market value/tangible book value ratio

160.91%

104.28%

135.33%

Price/earnings multiple (year-to-date)*

10.65

6.56

10.59

Dividend yield (year-to-date)**

2.16%

3.81%

2.63%

Dividend payout ratio (year-to-date)

22.70%

29.39%

27.54%

Safety and Soundness

Average equity/average assets

7.81%

6.67%

6.92%

Risk-based capital ratio (Total)

13.77%

13.33%

13.27%

Leverage ratio (Tier 1)

8.44%

7.78%

8.17%

Common equity ratio (Tier 1)

11.93%

10.91%

11.45%

Nonperforming loans / gross loans

1.10%

0.71%

0.55%

Nonperforming assets/total assets

0.76%

0.47%

0.38%

Allowance for credit losses as a % of loans

1.36%

1.26%

1.32%

Net loans (charged-off) recovered / average loans*

-0.07%

0.00%

0.00%

Assets under Management

Trust assets under management (fair value)

$

1,326,643 

$

1,221,333 

$

1,273,421 

Held at third-party brokers (fair value)

154,826 

138,763 

147,880 

$

1,481,469 

$

1,360,096 

$

1,421,301 

*Year-to-date annualized

(1)   See the section titled “GAAP versus Non-GAAP Presentation” that follows.

30


GAAP versus non-GAAP Presentations – The Corporation supplements its traditional GAAP measurements with certain non-GAAP measurements to evaluate its performance and to eliminate the effect of intangible assets.  By eliminating intangible assets (Goodwill), the Corporation believes it presents a measurement that is comparable to companies that have no intangible assets or to companies that have eliminated intangible assets in similar calculations. However, not all companies may use the same calculation method for each measurement. The non-GAAP measurements are not intended to be used as a substitute for the related GAAP measurements. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, our reported results prepared in accordance with GAAP. In the event of such a disclosure or release, the Securities and Exchange Commission’s Regulation G requires: (i) the presentation of the most directly comparable financial measure calculated and presented in accordance with GAAP and (ii) a reconciliation of the differences between the non-GAAP financial measure presented and the most directly comparable financial measure calculated and presented in accordance with GAAP. The following table shows the calculation of the non-GAAP measurements as of, or for the six months ended June 30, 2026 and 2025 and the year ended December 31, 2025.

(Dollars in thousands, except per share)

June 30, 2026

June 30, 2025

December 31, 2025

Return on Tangible Equity (non-GAAP)

Net income

$

13,248

$

9,829

$

21,226

Average shareholders' equity

178,541

149,377

156,638

Less average intangible assets

(9,016)

(9,016)

(9,016)

Average tangible equity (non-GAAP)

169,525

140,361

147,622

Return on average tangible equity (non-GAAP)*

15.63%

14.01%

14.38%

Tangible Book Value (per share) (non-GAAP)

Shareholders' equity

$

183,845

$

157,364

$

175,242

Less intangible assets

(9,016)

(9,016)

(9,016)

Tangible book value (non-GAAP)

174,829

148,348

166,226

Shares outstanding (in thousands)

4,494

4,468

4,481

Tangible book value per share (non-GAAP)

$

38.90

$

33.20

$

37.10

Efficiency Ratio

Noninterest expense

$

29,960

$

28,965

$

59,656

Net interest income

37,867

32,843

69,646

Plus tax equivalent adjustment to net interest income

474

490

904

Plus noninterest income, net of securities transactions

10,509

9,671

19,183

Total revenue

48,850

43,004

89,733

Efficiency ratio (Noninterest expense/total revenue)

61.33%

67.35%

66.48%

* Year-to-date annualized

Net Interest Income

The largest source of the Corporation’s earnings is net interest income, which is defined as the difference between income on interest-earning assets and the expense of interest-bearing liabilities supporting those assets. Principal categories of interest-earning assets are loans and securities, while deposits, short-term borrowings and long-term debt are the principal categories of interest-bearing liabilities. Demand deposits enhance net interest income because they are noninterest-bearing deposits. For the purpose of this discussion, balance sheet items refer to the average balance for the year and net interest income is adjusted to a fully taxable-equivalent basis. This tax-equivalent adjustment facilitates performance comparisons between taxable and tax-free assets by increasing the tax-free income by an amount equivalent to the Federal income taxes that would have been paid if this income were taxable at the Corporation’s 21% Federal statutory rate.

Comparison of the three months ended June 30, 2026 to the three months ended June 30, 2025:

Tax equivalent net interest income increased $2.1 million to $19.6 million in the second quarter of 2026 compared to $17.5 million for the same period in 2025. Tax equivalent net interest income increased $1.8 million from balance sheet volume changes and $300 thousand from interest rate changes.

31


The following table presents average balances, tax-equivalent (T/E) interest income, and yields earned or rates paid on the assets or liabilities. Loans are classified by type of collateral and residential loans include commercial purpose loans and nonaccrual loans are included in the average loan balance used to calculate the yield. All nontaxable interest income has been adjusted to a tax-equivalent basis using a tax rate of 21%.

For the Three Months Ended June 30,

2026

2025

Average

Income or

Average

Average

Income or

Average

(Dollars in thousands)

balance

expense

yield/rate

balance

expense

yield/rate

Interest-earning assets:

Deposits in other banks

$

197,385 

$

1,826 

3.71%

$

197,429 

$

2,193 

4.46%

Investment securities:

Taxable securities

394,588 

3,480 

3.54%

440,685 

4,524 

4.12%

Tax-exempt securities

50,018 

330 

2.65%

48,863 

333 

2.73%

Restricted stock

8,978 

201 

8.96%

8,892 

189 

8.53%

Total investment securities

453,584 

4,011 

3.55%

498,440 

5,046 

4.06%

Gross loans:

Residential real estate 1-4 family:

First liens

291,897 

4,237 

5.82%

254,786 

3,591 

5.65%

Junior liens and lines of credit

94,652 

1,323 

5.61%

85,584 

1,279 

5.99%

Residential real estate - construction

59,749 

870 

5.84%

47,073 

816 

6.95%

Commercial real estate

925,256 

13,957 

6.05%

853,228 

12,535 

5.89%

Commercial

209,724 

2,729 

5.22%

238,373 

3,203 

5.39%

Consumer

10,555 

215 

8.17%

7,910 

182 

9.23%

Total gross loans

1,591,833 

23,331 

5.88%

1,486,954 

21,606 

5.83%

Total interest-earning assets

2,242,802 

$

29,168 

5.22%

2,182,823 

$

28,845 

5.30%

Noninterest-earning assets

87,815 

92,430 

Total assets

$

2,330,617 

$

2,275,253 

Interest-bearing liabilities:

Deposits:

Interest checking

$

424,622 

$

608 

0.57%

$

411,391 

$

627 

0.61%

Money management

832,272 

4,577 

2.21%

760,422 

4,992 

2.63%

Savings

97,081 

14 

0.06%

96,213 

19 

0.08%

Time

207,760 

1,767 

3.41%

231,272 

2,320 

4.02%

Time - brokered

22,057 

236 

4.29%

87,057 

960 

4.42%

Total interest-bearing deposits

1,583,792 

7,202 

1.82%

1,586,355 

8,918 

2.25%

Subordinate notes

10,852 

201 

7.41%

19,713 

263 

5.34%

Federal Home Loan Bank borrowings

200,000 

2,181 

4.32%

200,000 

2,181 

4.32%

Total interest-bearing liabilities

1,794,644 

9,584 

2.14%

1,806,068 

11,362 

2.52%

Noninterest checking

339,881 

301,240 

Other liabilities

16,886 

16,470 

Shareholders' equity

179,206 

151,475 

Total liabilities and shareholders' equity

$

2,330,617 

$

2,275,253 

T/E net interest income/Net interest margin

19,584 

3.50%

17,483 

3.21%

Tax equivalent adjustment

(237)

(245)

Net interest income

$

19,347 

$

17,238 

Net Interest Spread

3.08%

2.78%

Cost of Funds

1.80%

2.16%

Cost of Deposits

1.50%

1.90%

32


Provision for Credit Losses

For the second quarter of 2026, the provision for credit losses on loans was $1.6 million compared to $704 thousand for the second quarter of 2025. The increase is due primarily to an additional $934 thousand of specific reserves on two collateral dependent loans to unrelated borrowers. See the Loan Quality discussion for additional information on these loans. The ACL ratio for loans was 1.36% on June 30, 2026 and 1.32% on December 31, 2025.

The provision for credit losses on unfunded commitments was $39 thousand compared to reversal of $69 thousand for the same period in 2025. The ACL for unfunded commitments was $2.0 million on June 30, 2026 and December 31, 2025, respectively. For more information refer to the Loan Quality and Allowance for Credit Losses discussion in the Financial Condition section.

Noninterest Income

For the second quarter of 2026, noninterest income increased $46 thousand compared to the same period in 2025. Wealth Management fees increased, primarily because of growth in assets under management. Nearly all categories of noninterest income increased compared to the prior year period, but increases were partially offset by a decrease in other income from a state tax refund received in 2025.

The following table presents a comparison of noninterest income for the three months ended June 30, 2026 and 2025:

For the Three Months Ended

June 30,

Change

(Dollars in thousands)

2026

2025

Amount

%

Noninterest Income

Wealth management fees

$

2,567

$

2,419

$

148

6.1

Loan service charges

289

294

(5)

(1.7)

Gain on sale of loans

227

132

95

72.0

Deposit service charges and fees

694

613

81

13.2

Other service charges and fees

521

480

41

8.5

Debit card income

632

608

24

3.9

Increase in cash surrender value of life insurance

135

116

19

16.4

Other

84

441

(357)

(81.0)

Total noninterest income

$

5,149

$

5,103

$

46

0.9

Noninterest Expense

Noninterest expense for the second quarter of 2026 increased $220 thousand compared to the same period in 2025. Salary expense increased $243 thousand. Employee benefits decreased, primarily in health insurance ($300 thousand). Other expense increased primarily from armored car expense and in loan collection expense.

The following table presents a comparison of noninterest expense for the three months ended June 30, 2026 and 2025:

For the Three Months Ended

(Dollars in thousands)

June 30,

Change

Noninterest Expense

2026

2025

Amount

%

Salaries

$

6,453

$

6,210

$

243

3.9

Employee benefits

2,162

2,654

(492)

(18.5)

Net occupancy

1,178

1,146

32

2.8

Marketing and advertising

362

353

9

2.5

Legal and professional

556

537

19

3.5

Data processing

1,578

1,514

64

4.2

Pennsylvania bank shares tax

236

137

99

72.3

FDIC insurance

367

409

(42)

(10.3)

ATM/debit card processing

383

344

39

11.3

Telecommunications

128

109

19

17.4

Other

1,206

976

230

23.6

Total noninterest expense

$

14,609

$

14,389

$

220

1.5

33


Provision for Income Taxes

For the second quarter of 2026, total income tax was $1.6 million, comprised of $1.5 million in Federal income tax and $89 thousand in state income taxes. Income tax for the second quarter increased by $228 thousand compared to the second quarter of 2025, due to higher pre-tax income in 2026. The effective tax rate for the second quarter of 2026 was 19.9% compared to 19.3% for the same period in 2025. The federal statutory tax rate is 21% for 2026 and 2025.

Comparison of the six months ended June 30, 2026 to the six months ended June 30, 2025:

Tax equivalent net interest income increased $5.0 million to $38.3 million in the first six months of 2026 compared to $33.3 million for the same period in 2025. Tax equivalent net interest income increased $3.6 million from balance sheet volume changes and $1.4 million from interest rate changes.


34


The following table presents average balances, tax-equivalent (T/E) interest income, and yields earned or rates paid on the assets or liabilities. Loans are classified by type of collateral and residential loans include commercial purpose loans and nonaccrual loans are included in the average loan balance used to calculate the yield. All nontaxable interest income has been adjusted to a tax-equivalent basis using a tax rate of 21%.

For the Six Months Ended June 30,

2026

2025

Average

Income or

Average

Average

Income or

Average

(Dollars in thousands)

balance

expense

yield/rate

balance

expense

yield/rate

Interest-earning assets:

Deposits in other banks

$

160,181 

$

2,944 

3.71%

$

185,567 

$

4,101 

4.46%

Investment securities:

Taxable securities

396,543 

7,096 

3.61%

447,097 

9,349 

4.22%

Tax-exempt securities

50,376 

660 

2.64%

49,616 

667 

2.71%

Restricted stock

8,938 

404 

9.04%

8,831 

379 

8.65%

Total investment securities

455,857 

8,160 

3.61%

505,544 

10,395 

4.15%

Gross loans:

Residential real estate 1-4 family:

First liens

293,639 

8,433 

5.79%

249,664 

6,882 

5.56%

Junior liens and lines of credit

93,791 

2,602 

5.59%

84,363 

2,494 

5.96%

Residential real estate - construction

58,376 

1,777 

6.14%

40,883 

1,384 

6.83%

Commercial real estate

917,187 

27,286 

6.00%

834,940 

24,246 

5.86%

Commercial

208,925 

5,552 

5.36%

236,669 

6,288 

5.36%

Consumer

10,282 

421 

8.26%

7,925 

358 

9.11%

Total gross loans

1,582,200 

46,071 

5.87%

1,454,444 

41,652 

5.78%

Total interest-earning assets

2,198,238 

$

57,175 

5.25%

2,145,555 

$

56,148 

5.28%

Noninterest-earning assets

87,033 

92,328 

Total assets

$

2,285,271 

$

2,237,883 

Interest-bearing liabilities:

Deposits:

Interest checking

$

422,186 

$

1,187 

0.57%

$

407,940 

$

1,218 

0.60%

Money management

801,988 

8,756 

2.20%

744,778 

9,883 

2.68%

Savings

97,555 

34 

0.07%

96,629 

59 

0.12%

Time

209,886 

3,642 

3.50%

225,896 

4,651 

4.15%

Time - brokered

22,057 

470 

4.30%

87,057 

2,137 

4.95%

Total interest-bearing deposits

1,553,672 

14,089 

1.83%

1,562,300 

17,948 

2.32%

Subordinate notes

10,850 

406 

7.48%

19,708 

528 

5.36%

Federal Home Loan Bank borrowings

200,000 

4,339 

4.32%

200,000 

4,339 

4.32%

Total interest-bearing liabilities

1,764,522 

18,834 

2.15%

1,782,008 

22,815 

2.58%

Noninterest checking

324,753 

289,464 

Other liabilities

17,455 

17,034 

Shareholders' equity

178,541 

149,377 

Total liabilities and shareholders' equity

$

2,285,271 

$

2,237,883 

T/E net interest income/Net interest margin

38,341 

3.52%

33,333 

3.13%

Tax equivalent adjustment

(474)

(490)

Net interest income

$

37,867 

$

32,843 

Net Interest Spread

3.10%

2.70%

Cost of Funds

1.82%

2.22%

Cost of Deposits

1.51%

1.95%


35


Provision for Credit Losses

For the first half of 2026, the provision for credit losses on loans was $1.8 million compared to $1.5 million for the same period in 2025. The increase is due primarily to an additional $1.0 million of specific reserves on two collateral dependent loans to unrelated borrowers, which was partially offset by a change in management’s reassessment of the municipal loans portfolio and qualitative factor decreases for municipal loans. See the Loan Quality discussion for additional information on these loans. The ACL ratio for loans was 1.36% on June 30, 2026 and 1.32% on December 31, 2025.

The provision for credit losses on unfunded commitments was $58 thousand compared to a reversal of $40 thousand for the same period in 2025. The ACL for unfunded commitments was $2.0 million on June 30, 2026 and $1.9 million on December 31, 2025, respectively. For more information refer to the Loan Quality and Allowance for Credit Losses discussion in the Financial Condition section.

Noninterest Income

For the first half of 2026, noninterest income, before securities transactions, increased $838 thousand compared to the same period in 2025. Wealth Management fees increased, primarily because of growth in assets under management, the gain on sale of loans increased due to a one-time sale of mortgages and deposit service charges and fees increased due to a higher volume of account analysis fees.

The following table presents a comparison of noninterest income for the six months ended June 30, 2026 and 2025:

For the Six Months Ended

June 30,

Change

(Dollars in thousands)

2026

2025

Amount

%

Noninterest Income

Wealth management fees

$

4,873

$

4,633

$

240

5.2

Loan service charges

527

503

24

4.8

Gain on sale of loans

545

241

304

126.1

Deposit service charges and fees

1,341

1,218

123

10.1

Other service charges and fees

1,002

963

39

4.0

Debit card income

1,251

1,167

84

7.2

Increase in cash surrender value of life insurance

267

230

37

16.1

Other

703

716

(13)

(1.8)

Noninterest income before securities transactions

10,509

9,671

838

8.7

Change in fair value of equity securities

(7)

7

(100.0)

Total noninterest income

$

10,509

$

9,664

$

845

8.7

Noninterest Expense

Noninterest expense for the first half of 2026 increased $995 thousand compared to the same period in 2025. Salaries increased $304 thousand. Legal and professional fees increased primarily in audit and consulting fees, and PA shares tax expense increased in 2026 compared to the same period in 2025. FDIC insurance decreased due to an improvement in performance metrics.


36


The following table presents a comparison of noninterest expense for the six months ended June 30, 2026 and 2025:

For the Six Months Ended

(Dollars in thousands)

June 30,

Change

Noninterest Expense

2026

2025

Amount

%

Salaries

$

12,690

$

12,386

$

304

2.5

Employee benefits

4,949

4,984

(35)

(0.7)

Net occupancy

2,419

2,371

48

2.0

Marketing and advertising

788

786

2

0.3

Legal and professional

1,251

1,064

187

17.6

Data processing

3,119

3,071

48

1.6

Pennsylvania bank shares tax

490

297

193

65.0

FDIC insurance

850

954

(104)

(10.9)

ATM/debit card processing

760

683

77

11.3

Telecommunications

262

216

46

21.3

Other

2,382

2,153

229

10.6

Total noninterest expense

$

29,960

$

28,965

$

995

3.4

Provision for Income Taxes

For the first half of 2026, total income tax was $3.3 million, comprised of $3.0 million in Federal income tax and $319 thousand in state income taxes. Income tax for the first half of 2026 increased by $1.0 million compared to the first half of 2025, due to higher pre-tax income in 2026. The effective tax rate for the first half of 2026 was 20.0% compared to 19.0% for the same period in 2025. The federal statutory tax rate is 21% for 2026 and 2025.

Financial Condition

Cash and Cash Equivalents:

Cash and cash equivalents totaled $195.0 million on June 30, 2026, an increase of $67.3 million from the prior year-end balance of $127.7 million, as deposit growth has outpaced loan growth during the first half of 2026. Short-term interest-earning deposits are held primarily at the Federal Reserve ($168.9 million).

Investment Securities:

Available for Sale (AFS) Securities: At June 30, 2026, the AFS securities portfolio had an amortized cost of $481.4 million, unchanged from the prior year-end, and a fair value of $452.3 million, a decrease of $2.2 million from the prior year-end. During the first six months of 2026, the portfolio returned $33.0 million of principal and $33.2 million was purchased. The Bank did not sell any investments in the first six months of 2026. The AFS portfolio had a net unrealized loss of $29.1 million at June 30, 2026 compared to a net unrealized loss of $26.8 million at the prior year-end. The AFS portfolio averaged $444.6 million with a tax equivalized yield of 3.50% for the six months ended June 30, 2026. This compares to an average of $489.5 million and a tax-equivalized yield of 4.07% for the same period in 2025.

The AFS portfolio holdings are classified by type of security issuer. U.S. Agency mortgage-backed and collateralized mortgage obligations are issued by a U.S. Government Agency or a government sponsored entity and securitized by pools of residential and commercial mortgages. Municipal securities are issued by state and local government entities and consist of taxable and tax-exempt securities. Many municipal securities have credit enhancements in the form of private bond insurance or other credit support. Corporate securities are mostly subordinated notes issued by community banks with the remainder consisting of four trust preferred securities. Non-Agency mortgage-backed and collateralized mortgage obligation securities are issued by private entities and securitized by residential and commercial mortgages. Many of these securities benefit from credit enhancements in the form of subordinated tranches and overcollateralization. Asset-backed securities are issued by or insured by a U.S. Government Agency and securitized by loan pools other than mortgages.

Restricted Stock at Cost: The Bank held $9.0 million of restricted stock at June 30, 2026 and $8.9 million at December 31, 2025. Except for $30 thousand, this investment represents stock in Federal Home Loan Bank of Pittsburgh (the FHLB). The Bank is required to hold this stock to be a member of FHLB and it is carried at cost of $100 per share. The level of FHLB stock held is determined by FHLB and is comprised of a minimum membership amount plus a variable activity amount. FHLB stock is evaluated for impairment primarily based on an assessment of the ultimate recoverability of its cost. As a government sponsored entity, FHLB has the ability to raise funding through the U.S. Treasury that can be used to support its operations. There is no public market for FHLB stock and the benefits of FHLB membership (e.g., liquidity and

37


low-cost funding) add value to the stock beyond purely financial measures. Management intends to remain a member of the FHLB and believes that it will be able to fully recover the cost basis of this investment.

See Note 4 of the accompanying financial statements for additional information on Investment Securities.

Loans:

The following table presents a summary of loans outstanding, by class as of:

June 30,

December 31,

Change

(Dollars in thousands)

2026

2025

Amount

%

Residential real estate 1-4 family

Consumer first liens

$

233,681

$

213,440

$

20,241

9.5

Commercial first lien

62,714

63,457

(743)

(1.2)

Total first liens

296,395

276,897

19,498

7.0

Consumer junior liens and lines of credit

89,192

84,650

4,542

5.4

Commercial junior liens and lines of credit

7,475

6,839

636

9.3

Total junior liens and lines of credit

96,667

91,489

5,178

5.7

Total residential real estate 1-4 family

393,062

368,386

24,676

6.7

Residential real estate - construction

Consumer

38,422

29,609

8,813

29.8

Commercial

15,656

24,516

(8,860)

(36.1)

Total residential real estate construction

54,078

54,125

(47)

(0.1)

Commercial real estate

949,366

903,571

45,795

5.1

Commercial

205,879

225,499

(19,620)

(8.7)

Total commercial

1,155,245

1,129,070

26,175

2.3

Consumer

8,234

9,657

(1,423)

(14.7)

1,610,619

1,561,238

49,381

3.2

Less: Allowance for credit losses

(21,864)

(20,655)

(1,209)

5.9

Net Loans

$

1,588,755

$

1,540,583

$

48,172

3.1

Residential real estate: This category is comprised of consumer purpose loans secured by residential real estate and to a lesser extent, commercial purpose loans secured by residential real estate. The consumer purpose category represents traditional residential mortgage loans and home equity products (primarily junior liens and lines of credit). Commercial purpose loans in this category represent loans made for various business needs but are secured with residential real estate. In addition to the real estate collateral, it is possible that additional security is provided by personal guarantees or UCC filings. These loans are underwritten as commercial loans and are not originated to be sold.

Total residential real estate loans increased by $24.7 million over the prior year-end, primarily in consumer first lien loans. For the first six months of 2026, the Bank originated $62.1 million in mortgages, including $25.5 million for sale through the secondary market compared to $54.8 million of total originations for the same period in 2025. The Bank does not originate or hold any loans that would be considered sub-prime or Alt-A and does not generally originate mortgages outside of its primary market area.

Residential real estate construction: This category contains loans for the vertical construction of 1-4 family residential properties. The largest component of this category ($38.4 million) represents loans for individuals to construct personal residences, while loans to residential real estate developers totaled $15.7 million at June 30, 2026. The Bank’s exposure to residential construction loans is concentrated primarily in south central Pennsylvania. All real estate construction loans are underwritten in the same manner, regardless of the use of an interest reserve.

Commercial real estate (CRE): This category includes commercial, industrial, farm and agricultural loans and land development loans, where real estate serves as the primary collateral for the loans. Total CRE loans increased to $949.4 million at June 30, 2026 from $903.6 million at the end of the prior year. Included in CRE are approximately $755 million of nonowner occupied loans located primarily in the Bank’s market area of south-central Pennsylvania. The Bank’s CRE concentration ratio is 348.2% of risk-based capital at June 30, 2026 compared to 349.9% at December 31, 2025.

38


The following table presents the largest non-owner occupied CRE by collateral:

(Dollars in thousands)

June 30, 2026

December 31, 2025

Commercial Real Estate (CRE)

Owner Occupied

Non-owner

Owner Occupied

Non-owner

Apartments

$

-

$

161,924 

$

-

$

163,356 

Hotels & motels

-

105,838 

5,963 

96,231 

Shopping centers

131 

95,705 

140 

87,793 

Office buildings

26,222 

73,841 

24,384 

68,241 

Land development

-

97,768 

-

88,884 

Included in CRE are real estate construction loans totaling $220.7 million. At June 30, 2026, the Bank had $94.3 million in real estate construction loans funded with an interest reserve and capitalized $1.3 million of interest in the first six months of 2026 from these reserves on active projects for commercial construction. Real estate construction loans are monitored on a regular basis by either an independent third-party inspector or the assigned loan officer depending on loan amount or complexity of the project. This monitoring process includes at a minimum, the submission of invoices and AIA documents (depending on the complexity of the project) detailing costs incurred by the borrower, on-site inspections, and a signature by the assigned loan officer for disbursement of funds.

Commercial: This category includes commercial, industrial, farm, agricultural, and municipal loans. Commercial loans decreased $19.6 million to $205.9 million at June 30, 2026, compared to $225.5 million at the end of the prior year. On June 30, 2026, the Bank had $97.8 million in tax-free loans compared to $102.0 million at December 31, 2025.

The following table presents the largest sectors by industry in the commercial category:

(Dollars in thousands)

Commercial

June 30, 2026

% of Commercial

December 31, 2025

% of Commercial

Public administration

$

37,436 

18%

$

40,095 

18%

Utilities

36,131 

18%

35,621 

16%

Construction

14,823 

7%

15,017 

7%

Manufacturing

14,785 

7%

19,930 

9%

Participations: The Bank may supplement its own commercial loan production by purchasing loan participations. These participations are primarily located in south-central Pennsylvania. On June 30, 2026, the outstanding commercial participations were $96.4 million, or 7.8%, of commercial purpose loans and 6.0% of total gross loans compared to $100.8 million at December 31, 2025, or 8.2%, of commercial purpose loans and 6.5% of total gross loans. The Bank’s total exposure (including outstanding balances and unfunded commitments) to purchased participations is $118.7 million, compared to $129.3 million at December 31, 2025. The commercial loan participations are comprised of $23.6 million of commercial loans and $72.8 million of CRE loans, reported in the respective loan class.

Consumer loans: This category had a balance of $8.2 million at June 30, 2026, compared to $9.7 million at prior year-end and is comprised primarily of installment loans and personal lines of credit.

Loan Quality:

Management utilizes a risk rating scale ranging from 1-Prime to 9-Loss to evaluate loan quality. This risk rating scale is used primarily for commercial purpose loans. Consumer purpose loans are identified as either a performing or nonperforming rating based on the performance status of the loans. Nonperforming loans are loans that are 90 days or more past due and still accruing. Loans rated 1 – 4 are considered pass credits. Loans that are rated 5-Pass Watch are credits that have been identified as credits that are likely to warrant additional attention and monitoring. Loans rated 6-Other Asset Especially Mentioned (OAEM) or worse begin to receive enhanced monitoring and reporting by the Bank. Loans rated 7-Substandard or 8-Doubtful exhibit the greatest financial weakness and present the greatest possible risk of loss to the Bank. Nonaccrual loans are rated no better than 7-Substandard. The following represent some of the factors used in determining the risk rating of a borrower: cash flow, debt coverage, liquidity, management, and collateral. Risk ratings, for pass credits, are generally reviewed annually for term debt and at renewal for revolving or renewing debt. The Bank monitors overall loan quality of the portfolio by reviewing three primary measurements: (1) loans rated 6-OAEM or worse (collectively “watch list”), (2) delinquent loans, and (3) net-charge-offs.

Watch list loans (commercial loans rated 6, 7 or 8) exhibit financial weaknesses that increase the potential risk of default or loss to the Bank. However, inclusion on the watch list, does not by itself mean a loss is certain. The watch list includes

39


both performing and nonperforming loans. Watch list loans totaled $51.6 million at June 30, 2026 compared to $58.8 million at December 31, 2025. The composition of the watch list (commercial loans rated 6, 7 or 8), by primary collateral, is shown in Note 6 of the accompanying financial statements.

The composition of the Watch list by risk rating is shown below:

June 30,

December 31,

(Dollars in thousands)

2026

2025

OAEM - 6

$

21,843

$

28,000

Substandard - 7

29,727

30,776

Doubtful - 8

Loss - 9

Total

$

51,570

$

58,776

Delinquent loans are a result of borrowers’ cash flow and/or alternative sources of cash being insufficient to repay loans. The Bank’s likelihood of collateral liquidation to repay the loans becomes more probable the further behind a borrower falls, particularly when loans reach 90 days or more past due. Management monitors the performance status of loans by the use of an aging report. The aging report can provide an early indicator of loans that may become severely delinquent and possibly result in a loss to the Bank. See Note 6 in the accompanying financial statements for information on the age of payments in the loan portfolio.

Nonaccruing loans generally represent Management’s determination that the borrower will be unable to repay the loan in accordance with its contractual terms and that collateral liquidation may or may not fully repay both interest and principal. It is the Bank’s policy to evaluate the probable collectability of principal and interest due under terms of loan contracts for all loans 90-days or more, nonaccrual loans, or impaired loans. Further, it is the Bank’s policy to discontinue accruing interest on loans that are not adequately secured and in the process of collection. Upon determination of nonaccrual status, the Bank subtracts any current year accrued and unpaid interest from its income, and any prior year accrued and unpaid interest from the allowance for loan losses. Management continually monitors the status of nonperforming loans, the value of any collateral and potential for risk of loss. Nonaccrual loans are rated no better than 7-Substandard.

The Bank’s Loan Management Committee reviews these loans and risk ratings on a quarterly basis in order to proactively identify and manage problem loans. In addition, a committee meets monthly to discuss possible workout strategies for all credits rated 7-Substandard or worse. Management also tracks other commercial loan risk measurements including high loan to value loans, concentrations, participations and policy exceptions and reports these to the Board Enterprise Risk Management Committee of the Board of Directors. The Bank also uses an external loan review consultant to assist with internal loan review with a goal of reviewing up to 80% of commercial loans each year. The FDIC defines certain supervisory loan-to-value lending limits. The Bank’s internal loan–to-value limits are all equal to or have a lower loan-to-value limit than the supervisory limits. However, in certain instances, the Bank may make a loan that exceeds the supervisory loan-to-value limit. At June 30, 2026, the Bank had loans of $15.0 million (0.9% of gross loans) that exceeded the supervisory loan-to value limit, compared to 1.0% at the prior year end.

Loan quality, as measured by nonaccrual loans, totaled $17.7 million at June 30, 2026 compared to $8.5 million at December 31, 2025 and the nonperforming loan to total loans ratio was 1.10% at June 30, 2026 compared to 0.55% at December 31, 2025. Loans past due 90-days or more, but still accruing, totaled $5 thousand at June 30, 2026 and December 31, 2025. The increase in nonaccrual loans in 2026 was largely due to one commercial real estate loan for $8.8 million that was put on nonaccrual in the second quarter of 2026. This loan is current on payments as of June 30, 2026 and a specific reserve of $734 thousand has been established for this loan based on its risk rating and collateral values.

The nonaccrual loans are comprised primarily of two (2) CRE loans to unrelated borrowers totaling $17.4 million. Of these two CRE loans, one is for a matured $7.0 million construction loan on a mixed-use commercial project. During the second quarter, the Bank committed to provide additional funding of up to $2.5 million (with $1.6 million advanced as of June 30, 2026) to fully enclose the property and protect the collateral, and to pay all past due construction costs. In total, $8.6 million is in nonaccrual for this borrower as of June 30, 2026. As part of this funding commitment, a forbearance agreement was signed by the developer that ceased all construction until funding from new sources was acquired, established specific performance criteria for the developer, and established specific remedies for the Bank in the event of non-compliance with the forbearance agreement. Based on a discounted “as-is” appraisal received in the first quarter of 2026 and the additional funding committed, the Bank increased its specific reserve from $1.0 million on March 31, 2026, to $1.2 million on June 30, 2026. The second CRE loan totals $8.8 million and is secured by six (6) commercial office buildings. This loan is a purchased participation loan where the Bank is not the lead lender. The loan was placed on nonaccrual status

40


during the second quarter of 2026, and as of June 30, 2026, the Bank has a specific reserve of $734 thousand based on a recent appraisal.

The Bank may modify loans to borrowers experiencing financial difficulty (BEFD) by providing modifications such as principal forgiveness, term extension, an other-than-insignificant payment delay or interest rate reduction. When principal forgiveness is provided, the amount of forgiveness is charged-off against the allowance for credit loss. The Bank may also provide multiple types of concessions on one loan.

During the second quarter of 2026, the Bank provided modifications to two unrelated BEFD. One $7.0 million CRE loan was modified with a term extension that had a more-than-significant payment delay. As of June 30, 2026, this loan had matured and repayment has been delayed under the terms of a forbearance agreement. As part of the forbearance agreement, the Bank has committed to lend $2.5 million to the borrower and had advanced $1.6 million as of June 30, 2026, for a total of $8.6 million outstanding to this BEFD as of June 30, 2026. The payment terms of the new loan are also covered by the terms of the forbearance agreement. This loan is on nonaccrual status as of June 30, 2026, and a $1.2 million specific reserve has been established for this loan. The second loan modification was for an $8.8 million CRE loan that was granted interest only payments until the third quarter of 2026 when it is scheduled to return to full principal and interest payments. The Bank has no commitment to lend additional amounts to this borrower. As of June 30, 2026, this loan was on nonaccrual and had a specific reserve of $734 thousand.

Allowance for Credit Losses:

Allowance for Credit Losses – Loans

The ACL for loans is established through provisions for credit losses charged against income. Loans deemed to be uncollectible are charged against the ACL, and subsequent recoveries, if any, are credited to the ACL.

The ACL for loans is an estimate of the losses expected to be realized over the life of the loan portfolio. The ACL is determined for two distinct categories of loans: 1) loans evaluated individually for expected credit losses (specific reserve), and 2) loans evaluated collectively for expected credit losses (pooled reserve). Management’s periodic evaluation of the adequacy of the ACL for loans is based on the Bank’s past loan loss experience, known and inherent risks in the portfolio, adverse situations that may affect the borrower’s ability to repay, the estimated value of any underlying collateral, composition of the loan portfolio, current economic forecasts and conditions, diversification of the loan portfolio, delinquency statistics, results of internal loan reviews, borrowers’ actual or perceived financial and managerial strengths, and other relevant factors. This evaluation is inherently subjective, as it requires material assumptions and estimates that may be susceptible to significant change, including the amounts and timing of future cash flows expected to be received on loans evaluated individually.

Loans evaluated individually for credit losses are primarily commercial purpose loans that do not share similar characteristics with those loans evaluated in the pool. These loans may exhibit performance characteristics where it is probable that the Bank will be unable to collect the scheduled payments of principal or interest when due according to the contractual terms of the loan agreement. All commercial purpose loans greater than $250 thousand and rated Substandard (7), Doubtful (8) or on nonaccrual status may be considered for individual evaluation. Impairment is measured on a loan-by-loan basis by one of the following methods: the fair value of the collateral if the loan is collateral dependent, the present value of expected future cash flows discounted at the loan’s effective interest rate or the loan’s obtainable market price. Commercial purpose loans with a balance less than $250 thousand, and consumer purpose loans are not evaluated individually for a specific reserve but are included in the pooled reserve calculation. Loans that are evaluated for a specific reserve, but not needing a specific reserve are not included in the pooled reserve calculation.

The Corporation has elected to exclude accrued interest receivable from the measurement of the ACL. When a loan is placed on nonaccrual status, any outstanding current accrued interest is reversed against income and prior year accrued interest is deducted from the ACL.

The Corporation has also elected the practical expedient to estimate expected credit losses based on the collateral’s fair value less cost to sell. A loan is considered collateral-dependent when the repayment is expected to be provided primarily through the sale or operation of the collateral.

The pooled reserve represents the ACL for pools of homogenous loans, not evaluated individually. The pooled reserve is calculated using a quantitative and qualitative component for the loan pools.


41


The following inputs are used to calculate the quantitative component for the loan pool:

Segregating loans into homogeneous pools by the FRB Call Code which is primarily a collateral-based and secondarily a purpose-based segmentation.

The average remaining life of each pool is calculated using the weighted average remaining maturity method (WARM). The WARM method produces an estimated remaining balance by pool, by year, until maturity.

A historical credit loss rate is calculated for each pool, using the average historical loss, by FRB Call Code, for a peer group of Pennsylvania community banks over the last eight quarters. The loss rate is calculated over a historical period the Bank believes best represents a period that will be the most similar and relevant to the next four quarters.

The historical credit loss rate is applied to each WARM bucket through the next four quarter period.

At the end of the four-quarter period, the credit loss rate applied to each WARM bucket reverts to the peer group historical loss rate for the respective pool.

Collectively these estimated losses represent the quantitative component of the pooled reserve.

The qualitative component for the pool utilizes a risk matrix comprised of eight risk factors and assigns a risk level to each factor. The risk factors give consideration to changes in: lending policy, procedures and practice; economic conditions; nature and volume of loans; experience of lending team; volume of past due loans; quality of the loan review system; concentrations of credit; and other external factors. The risk factors are weighted to reflect Management’s estimate of how the factor affects potential losses. The risk levels within each factor are measured in basis points and range from minimal risk to very high risk and are determined independently for commercial loans, residential mortgage loans and consumer loans.

The ACL for pooled loans is the sum of the quantitative and qualitative loss estimates. At June 30, 2026, the pooled loan reserve was $19.9 million and approximately 68% of the pooled reserve was from the qualitative component. On June 30, 2026 the Bank had specific reserves of $1.9 million on two CRE loans compared to $1.2 million of specific reserves as of December 31, 2025.

Allowance for Credit Losses – Unfunded Commitments

The ACL for unfunded commitments is recorded in other liabilities on the consolidated balance sheet. The ACL represents management’s estimate of expected losses from unfunded commitments and is determined by estimating future usage of the commitments, based on historical usage. The estimated loss is calculated in a manner similar to that used for the ACL for loans, previously described. The ACL is increased or decreased through the provision for credit losses. The ACL for unfunded commitments was $2.0 million on June 30, 2026 and $1.9 million on December 31, 2025.


42


The following table shows the allocation of the ACL and other loan performance ratios, by class, as of June 30, 2026 and December 31, 2025:

(Dollars in thousands)

Residential Real Estate 1-4 Family

Junior Liens &

Commercial

First Liens

Lines of Credit

Construction

Real Estate

Commercial

Consumer

Total

2026

Loans at June 30, 2026

$

296,395 

$

96,667 

$

54,078 

$

949,366 

$

205,879 

$

8,234 

$

1,610,619 

Average Loans through June 30, 2026

293,639 

93,791 

58,376 

917,187 

208,925 

10,282 

1,582,200 

Nonaccrual Loans at June 30, 2026

51 

19 

17,608 

49 

17,727 

Allowance for Credit Loss at June 30, 2026

1,783 

524 

656 

16,418 

2,364 

119 

21,864 

YTD Net (Charge-offs)/Recoveries at June 30, 2026

67 

(632)

(28)

(593)

Loans/Total Gross Loans at June 30, 2026

18%

6%

3%

59%

13%

1%

100%

Nonaccrual Loans/Total Gross Loans at June 30, 2026

0.02%

0.02%

0.00%

1.85%

0.02%

0.00%

1.10%

Allowance for Credit Loss/Gross Loans at June 30, 2026

0.60%

0.54%

1.21%

1.73%

1.15%

1.45%

1.36%

Net (Charge-offs) Recoveries/Average Loans at June 30, 2026*

0.00%

0.00%

0.23%

0.00%

-0.61%

-0.54%

-0.07%

Allowance for Credit Loss/Nonaccrual Loans at June 30, 2026

123.34%

2025

Loans at December 31, 2025

$

276,897 

$

91,489 

$

54,125 

$

903,571 

$

225,499 

$

9,657 

$

1,561,238 

Average Loans for 2025

263,557 

87,410 

45,862 

865,233 

234,148 

8,531 

1,504,741 

Nonaccrual Loans at December 31, 2025

20 

8,148 

345 

8,513 

Allowance for Credit Losses at December 31, 2025

1,665 

500 

652 

14,042 

3,641 

155 

20,655 

Net Recoveries/(Charge-offs) for 2025

11 

57 

(97)

(28)

Loans/Total Gross Loans at December 31, 2025

18%

6%

3%

58%

14%

1%

100%

Nonaccrual Loans/Total Gross Loans at December 31, 2025

0.00%

0.02%

0.00%

0.90%

0.15%

0.00%

0.55%

Allowance for Credit Loss/Gross Loans at December 31, 2025

0.60%

0.55%

1.20%

1.55%

1.61%

1.61%

1.32%

Net Recoveries(Charge-offs)/Average Loans for 2025

0.00%

0.00%

0.02%

0.00%

0.02%

-1.14%

0.00%

Allowance for Credit Loss/Nonaccrual Loans at December 31, 2025

242.63%

*Annualized

Deposits:

Total deposits increased $88.8 million during the first six months of 2026 to $1.925 billion. Noninterest checking increased $30.9 million to $341.1 million (17.7% of total deposits), primarily in municipal and small business accounts. Interest-bearing checking decreased by $22.8 million, primarily in retail deposits, while the Bank’s money management product increased $76.8 million across all sectors. Time deposits increased $4.3 million.

As of June 30, 2026, the Bank had deposits of $289.5 million placed in a reciprocal deposit program ($105.5 million in interest-bearing checking and $184.0 million in money management) and $37.9 million in a reciprocal time deposit program included in time deposits. These programs allow the Bank to offer full FDIC coverage to large depositors, but with the convenience to the customer of only having to deal with one bank. The Bank solicits these deposits from within its market and it believes they present no greater risk than any other local deposit. Only reciprocal deposits that exceed 20% of liabilities are considered brokered deposits for regulatory reporting purposes. At June 30, 2026, the Bank’s reciprocal deposits were 15.3% of the Bank’s total liabilities compared to 17.0% at the previous year-end.

In July 2026, the 21st Century Road to Housing Act (the Act) became law. The Act expands the limit on the use of reciprocal deposits that can be excluded from brokered deposit treatment by banks. The Act prescribes a tiered calculation for reciprocal deposits and is expected to more than double the Bank’s capacity for non-brokered reciprocal deposits.

The Bank estimates that approximately 90% of its deposits are FDIC insured or collateralized as of June 30, 2026, compared to 87% at December 31, 2025.


43


The following table presents a summary of deposits for the periods ended:

June 30,

December 31,

Change

(Dollars in thousands)

2026

2025

Amount

%

Noninterest-bearing checking

$

341,103

$

310,251

$

30,852

9.9

Interest-bearing checking

409,088

431,843

(22,755)

(5.3)

Money management

848,023

771,231

76,792

10.0

Savings

97,722

98,124

(402)

(0.4)

Total interest-bearing checking and savings

1,354,833

1,301,198

53,635

4.1

Time deposits

206,595

202,266

4,329

2.1

Time - brokered deposits

22,057

22,057

Total time deposits

228,652

224,323

4,329

1.9

Total deposits

$

1,924,588

$

1,835,772

$

88,816

4.8

Overdrawn deposit accounts reclassified as loans

$

111

$

178

Borrowings:

At June 30, 2026, the Bank had $200.0 million in total borrowings from the Federal Home Loan Bank of Pittsburgh (FHLB), with a rate of 4.32%, due January 12, 2027. The Bank’s decision on how this borrowing is paid off or restructured will be made closer to the maturity date.

At June 30, 2026, the Corporation had $11.0 million of unsecured subordinated debt notes remaining outstanding of which $6.0 million mature on September 1, 2030 and $5.0 million mature on September 1, 2035. The notes are recorded on the consolidated balance sheet net of remaining debt issuance costs totaling $145 thousand which is being amortized on a pro-rata basis, based on the maturity date of the notes, on an effective interest method. The subordinated notes totaling $6.0 million have a variable interest rate of 90-day Average Secured Overnight Financing Rate (SOFR) plus 4.93% and resets quarterly. The subordinated notes totaling $5.0 million have a fixed interest rate of 5.25% through June 29, 2030, then convert to a variable rate of 90-day SOFR plus 4.92% for the applicable interest periods through maturity. The Corporation may, at its option, redeem the notes at par, in whole or in part, at any time 5-years prior to the maturity. The notes are structured to qualify as Tier 2 Capital for the Corporation and there are no debt covenants on the notes.

Shareholders’ Equity:

Total shareholders’ equity increased $8.6 million to $183.8 million as of June 30, 2026 from December 31, 2025. Retained earnings increased $10.2 million in 2026, with net income of $13.2 million partially offset by cash dividends of $3.0 million. Accumulated other comprehensive loss (AOCL) increased $1.9 million since year-end 2025. The Corporation’s Dividend Reinvestment Plan (DRIP) added $36 thousand in new capital from optional cash contributions and $495 thousand from the reinvestment of quarterly dividends. The Corporation’s dividend payout ratio was 22.70% for the first six months of 2026 compared to 29.39% for the same period in 2025.

As part of its quarterly dividend decision, the Corporation considers, among other factors, current and future income projections, dividend yield, payout ratio, current and future capital ratios, reserves and allocations. For the second quarter of 2026, the Corporation paid a $0.34 per share dividend, compared to $0.33 paid in the first quarter of 2026. On July 16, 2026, the Board of Directors declared a $0.34 per share regular quarterly dividend for the third quarter of 2026, which will be paid on August 26, 2026. This represents a 3.0% increase over the third quarter 2025 dividend.

In December 2025, the Board of Directors authorized a repurchase plan for the repurchase of up to 150,000 shares of the Corporation’s $1.00 par value common stock at market prices in open market or privately negotiated transactions over a one-year period. During the first six months of 2026, 10,950 shares were purchased to fund the quarterly dividend reinvestment plan.

Capital adequacy for the Bank is currently defined by regulatory agencies through the use of several minimum required ratios. The capital ratios to be considered “well capitalized” are shown in the table below. In addition, a capital conservation buffer of 2.5% is applicable to all of the capital ratios except for the Tier 1 Leverage ratio. The capital conservation buffer is equal to the lowest value of the three applicable capital ratios less the regulatory minimum for each respective capital measurement. The Bank’s capital conservation buffer at June 30, 2026 was 5.73% compared to the regulatory buffer of 2.5%. Compliance with the capital conservation buffer is required in order to avoid limitations to certain capital distributions and is in addition to the minimum required capital requirements. As of June 30, 2026, the Bank was “well capitalized.”

44


In 2019, the Community Bank Leverage Ratio (CBLR) was approved by federal banking agencies as an optional capital measure available to Qualifying Community Banking Organizations (QCBO). If a bank qualifies as a QCBO and maintains a CBLR of 9% or greater, the bank would be considered “well-capitalized” for regulatory capital purposes and exempt from complying with the risk-based capital rule described above. The CBLR rule took effect January 1, 2020 and banks could opt-in through an election in the first quarter 2020 regulatory filing. The Bank met the criteria of a QCBO but did not opt-in to the CBLR.

In 2026, the federal banking agencies amended the CBLR to decrease the CBLR ratio from 9% to 8% effective July 1, 2026. The revisions to the CBLR also provide for a longer grace period for banks that fall out of compliance with the new ratio to regain compliance. Adoption of the new CBLR may be made on the bank’s quarterly call report. The Bank does not expect to adopt the new CBLR ratio.

The consolidated asset limit on small bank holding companies is $3.0 billion and a company with assets under that limit is not subject to the consolidated capital rules but may file reports that include capital amounts and ratios. The Corporation has elected to file those reports.

The following table summarizes the regulatory capital requirements and results as of June 30, 2026 and December 31, 2025 for the Corporation and the Bank:

Regulatory Ratios

Adequately

Well

June 30,

December 31,

Capitalized

Capitalized

(Dollars in thousands)

2026

2025

Minimum

Minimum

Common Equity Tier 1 Risk-based Capital Ratio (1)

Franklin Financial Services Corporation

11.93%

11.45%

N/A

N/A

Farmers & Merchants Trust Company

12.47%

12.02%

4.50%

6.50%

Tier 1 Risk-based Capital Ratio (2)

Franklin Financial Services Corporation

11.93%

11.45%

N/A

N/A

Farmers & Merchants Trust Company

12.47%

12.02%

6.00%

8.00%

Total Risk-based Capital Ratio (3)

Franklin Financial Services Corporation

13.77%

13.27%

N/A

N/A

Farmers & Merchants Trust Company

13.73%

13.27%

8.00%

10.00%

Tier 1 Leverage Ratio (4)

Franklin Financial Services Corporation

8.44%

8.17%

N/A

N/A

Farmers & Merchants Trust Company

8.83%

8.57%

4.00%

5.00%

(1)Common equity Tier 1 capital / total risk-weighted assets

(2)Tier 1 capital / total risk-weighted assets

(3)Total risk-based capital / total risk-weighted assets

(4)Tier 1 capital / average quarterly assets

Economy

The Corporation’s primary market area includes Franklin, Fulton, Cumberland, Huntingdon, and Dauphin Counties, PA, and Washington County, MD. This area is diverse in demographic and economic composition. County populations range from a low of approximately 15,000 in Fulton County to over 289,000 in Dauphin County. The market area has a diverse economic base and local industries include warehousing, truck and rail shipping centers, light and heavy manufacturers, health care, higher education institutions, farming and agriculture, and a varied service sector. The market area provides easy access to the major metropolitan markets on the east coast via trucking and rail transportation. Because of this, warehousing and distribution companies continue to find the area attractive. The local economy is not overly dependent on any one industry or business and Management believes that the Bank’s primary market area continues to be well suited for growth.

Impact of Inflation

The impact of inflation upon financial institutions such as the Corporation differs from its effect upon other commercial enterprises. Unlike many companies, the assets and liabilities of the Corporation are financial in nature. As such, interest rates and changes in interest rates may have a more significant effect on the Corporation’s financial results than on other

45


types of industries. Because of this, the Corporation watches the actions of the Federal Reserve Open Market Committee (FOMC) as it makes decisions about interest rate changes and how such changes affect market rates and the Corporation. Although inflation (and inflation expectations) may affect the interest rate environment, it is not possible to measure with any precision the effect of inflation on the Corporation.

Liquidity

The Corporation must meet the financial needs of the customers that it serves, while providing a satisfactory return on the shareholders’ investment. In order to accomplish this, the Corporation must maintain sufficient liquidity in order to respond quickly to the changing level of funds required for both loan and deposit activity. The goal of liquidity management is to meet the ongoing cash flow requirements of depositors who want to withdraw funds and of borrowers who request loan disbursements. The Bank regularly reviews its liquidity position by measuring its projected net cash flows (in and out) at a 30 and 90-day interval. The Bank stresses the measurements by assuming a level of deposit out-flows that have not historically been realized. In addition to this forecast, other funding sources are reviewed as a method to provide emergency funding if necessary. The objective of this measurement is to identify the amount of cash that could be raised quickly without the need to liquidate assets. The Bank also stresses its liquidity position utilizing different longer-term scenarios. The varying degrees of stress create pressure on deposit flows in its local market, reduce access to wholesale funding and limit access of funds available through brokered deposit channels. In addition to stressing cash flow, specific liquidity risk indicators are monitored to help identify risk areas. This analysis helps identify and quantify the potential cash surplus/deficit over a variety of time horizons to ensure the Bank has adequate funding resources. Assumptions used for liquidity stress testing are subjective. Should an evolving liquidity situation or business cycle present new data, potential assumption changes will be considered. The Bank believes it can meet all anticipated liquidity demands.

Historically, the Corporation has satisfied its liquidity needs from earnings, repayment of loans and amortizing investment securities, maturing investment securities, loan sales, deposit growth and its ability to access existing lines of credit. All investment securities are classified as available for sale; therefore, marketable securities that are unencumbered ($81.3 million fair value) are an additional source of readily available liquidity, either by selling the security or, more preferably, to provide collateral for additional borrowing. The Bank also has access to other wholesale funding via the brokered CD market and reciprocal deposits via its Wealth Management service.

The FHLB system has always been a major funding source for the Bank. There are no current indicators that lead the Bank to believe the FHLB would discontinue its lending function or restrict the Bank’s ability to borrow. If either of these events would occur, it would have a negative effect on the Bank, and it is unlikely that the Bank could replace the level of FHLB funding in a short time. The Bank has also established credit at the Federal Reserve Discount Window and unsecured lines of credit at correspondent banks.

The following table shows the Bank’s available liquidity from borrowing sources at June 30, 2026.

(Dollars in thousands)

Liquidity Source

Capacity

Outstanding

Available

Federal Home Loan Bank

$

691,741

$

200,000

$

491,741

Federal Reserve Bank Discount Window

66,210

66,210

Correspondent Banks

76,000

76,000

Total

$

833,951

$

200,000

$

633,951


46


Off Balance Sheet Commitments

The Corporation’s financial statements do not reflect various commitments that are made in the normal course of business, which may involve some liquidity risk. These commitments consist mainly of unfunded loans and letters of credit made under the same standards as on-balance sheet instruments. Because these instruments have fixed maturity dates, and because many of them will expire without being drawn upon, they do not generally present any significant liquidity risk to the Corporation.

June 30,

December 31,

(Dollars in thousands)

2026

2025

Financial instruments whose contract amounts represent credit risk

Commercial commitments to extend credit

$

302,860

$

300,228

Consumer commitments to extend credit (secured)

143,151

153,183

Consumer commitments to extend credit (unsecured)

8,211

7,083

$

454,222

$

460,494

Standby letters of credit

$

38,274

$

29,880

ACL - Unfunded Commitments (1)

$

1,957

$

1,899

(1) Reported in Other Liabilities on the Consolidated Balance Sheets

The Corporation has entered into various contractual obligations to make future payments. These obligations include time deposits, long-term debt, operating leases, deferred compensation and pension payments. These amounts have not changed materially, except as reported, from those reported in the Corporation’s 2025 Annual Report on Form 10-K.

Management believes that any amounts actually drawn upon can be funded in the normal course of operations. The Corporation has no investment in or financial relationship with any unconsolidated entities that are reasonably likely to have a material effect on liquidity.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

There were no material changes in the Corporation’s exposure to market risk during the six months ended June 30, 2026. For more information on market risk refer to the Corporation’s 2025 Annual Report on Form 10-K.

Item 4. Controls and Procedures

Evaluation of Controls and Procedures

The Corporation carried out an evaluation, under the supervision and with the participation of the Corporation’s management, including the Corporation’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of its disclosure controls and procedures, as defined in Exchange Act Rules 13a-15(e) and 15d-15(e). Based upon the evaluation, the Corporation’s Chief Executive Officer and Chief Financial Officer concluded that as of June 30, 2026, the Corporation’s disclosure controls and procedures are effective. Disclosure controls and procedures are controls and procedures that are designed to ensure that information required to be disclosed in the Corporation’s reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms. There were no changes in the Corporation’s internal control over financial reporting during the quarterly period ended June 30, 2026, that have materially affected, or are reasonably likely to materially affect, the internal control over financial reporting.

The management of the Corporation is responsible for establishing and maintaining adequate internal control over financial reporting. The Corporation’s internal control system is designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.


47


Part II – OTHER INFORMATION

Item 1. Legal Proceedings

The nature of the Corporation’s business generates a certain amount of litigation in the ordinary course of business.

In management’s opinion, there are no legal proceedings pending to which the Corporation is a party or to which its property is subject which, if determined adversely to the Corporation, would be material to the Corporation’s financial condition or results of operations. No material proceedings are pending or are known to be threatened or contemplated against us by any governmental authorities.

Item 1A. Risk Factors

There were no material changes in the Corporation’s risk factors during the six months ended June 30, 2026. For more information, refer to the Corporation’s 2025 Annual Report on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

In December 2025, the Board of Directors approved an open market repurchase plan to repurchase 150,000 shares of the Corporation’s $1.00 par value common stock at market prices in open market or privately negotiated transactions during 2026. During the three months ended June 30, 2026 there were no shares repurchased under the approved plan and 150,000 shares remain to be repurchased. During the first six months of 2026, 10,950 shares were purchased, outside of the plan, to fund the quarterly dividend reinvestment plan.

Item 3. Defaults Upon Senior Securities

None

Item 4. Mine Safety Disclosures

Not Applicable

Item 5. Other Information

None of our directors or executive officers adopted or terminated a Rule 10b5-1 trading arrangement or adopted or terminated a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the quarter ended June 30, 2026.


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Item 6.   Exhibits

Exhibits

3.1

Amended and Restated Articles of Incorporation of the Corporation (Filed as Exhibit 3.1 to Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 and incorporated herein by reference).

3.2

Bylaws of the Corporation. (Filed on Form 8-K, as Exhibit 99.2 with the Commission on January 20, 2026 and incorporated herein by reference).

31.1

Rule 13a – 14(a)/15d-14(a) Certifications – Principal Executive Officer

31.2

Rule 13a – 14(a)/15d-14(a) Certifications – Principal Financial Officer

32.1

Section 1350 Certifications – Principal Executive Officer

32.2

Section 1350 Certifications – Principal Financial Officer

101

Interactive Data File (XBRL)

104

Cover Page Interactive Data File (the cover page XBRL tags are embedded in the XBRL document)


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FRANKLIN FINANCIAL SERVICES CORPORATION

and SUBSIDIARIES

SIGNATURES

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.

Franklin Financial Services Corporation

August 10, 2026

/s/ Craig W. Best

Craig W. Best

Chief Executive Officer

(Principal Executive Officer)

August 10, 2026

/s/ Mark R. Hollar

Mark R. Hollar

Treasurer and Chief Financial Officer

(Principal Financial and Accounting Officer)

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