Mid Penn Bancorp (MPB) insider records fractional share rollover sale

Rhea-AI Filing Summary

Mid Penn Bancorp director and Chief Corp Development Officer Kenneth John Stephon reported a very small fractional share sale tied to a retirement-account rollover. On February 24, 2026, an indirect holding of 0.818 Mid Penn Bancorp common shares was liquidated at $32.58 per share as part of moving stock from a William Penn Bank 401(k) plan into his individual IRA, a transaction noted as exempt under Rule 16b-3(c).

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Stephon Kenneth John

(Last) (First) (Middle)

2407 PARK DRIVE

(Street)

HARRISBURG PA 17110

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MID PENN BANCORP INC [ MPB ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Corp Development Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/24/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Mid Penn Bancorp, Inc. Common Stock	02/24/2026		S		0.818(1)	D	$32.58	37,837	I	By IRA(2)
Mid Penn Bancorp, Inc. Common Stock								40,085(2)	D
Mid Penn Bancorp, Inc. Common Stock								949.475	I	By ESOP(2)
Mid Penn Bancorp, Inc. Common Restricted Stock								21,538(3)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Stock Option (right to buy)	$27.26							05/17/2023(4)	05/17/2032	Mid Penn Bancorp, Inc. Common Stock	134,616		134,616	D

Explanation of Responses:

1. Represents a fractional share that was liquidated for cash as part of a rollover of Mid Penn Bancorp, Inc. Common Stock from Mr. Stephon's William Penn Bank 401(k) plan to his individual IRA. This transaction has been initiated, but as of the date of this filing is still in process.

2. This form reflects changes in beneficial ownership resulting from exempt transactions pursuant to Rule 16b-3(c).

3. Restricted stock granted pursuant to the William Penn Bancorporation 2022 Equity Incentive Plan, which vest ratably over five years commencing May 17, 2023.

4. Stock options granted pursuant to the William Penn Bancorporation 2022 Equity Incentive Plan, which vest ratably over five years commencing May 17, 2023.

Remarks:

	/s/ Kenneth J. Stephon	02/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did MPB’s Kenneth John Stephon report?

Kenneth John Stephon reported a very small fractional share sale of Mid Penn Bancorp stock. Exactly 0.818 common shares were liquidated at $32.58 each as part of rolling retirement plan holdings into his individual IRA, rather than a discretionary market trade.

Was the MPB insider transaction an open-market sale or a rollover event?

The MPB insider transaction reflects a rollover-related event, not a typical discretionary open-market sale. A 0.818-share fraction was liquidated for cash as part of moving Mid Penn Bancorp stock from a William Penn Bank 401(k) plan into Kenneth Stephon’s individual IRA.

How many Mid Penn Bancorp shares does Kenneth Stephon hold after this Form 4?

After this Form 4, Kenneth Stephon indirectly holds 37,837 Mid Penn Bancorp common shares in an IRA. He also has additional direct holdings, including 40,085 common shares and 21,538 restricted shares, plus 134,616 stock options granted under the 2022 equity incentive plan.

Why is the MPB insider transaction described as exempt under Rule 16b-3(c)?

The transaction is described as exempt under Rule 16b-3(c) because it reflects changes in beneficial ownership from plan-related movements. The Form 4 notes that changes, including the fractional share liquidation during the rollover, result from exempt transactions rather than standard insider trading activity.

What retirement plans are involved in Kenneth Stephon’s MPB Form 4 filing?

The filing involves a rollover from a William Penn Bank 401(k) plan to Kenneth Stephon’s individual IRA. A fractional Mid Penn Bancorp common share, 0.818 in total, was liquidated for cash as part of this rollover process, creating the reported insider transaction.