宾州中部银行 2025年度报告

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December31, 2025 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 1-13677MID PENN BANCORP, INC.(Exact Name of Registrant as Specified in its Charter) Pennsylvania(State or Other Jurisdiction ofIncorporation or Organization)2407 Park DriveHarrisburg, Pennsylvania(Address of Principal Executive Offices) Registrant’s telephone number, including area code1.866.642.7736 Name of each exchange on which registered Securities registered pursuant to Section 12(g) of the Act: None. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.YesNo Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.YesNo 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 thepreceding 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 90days.Yes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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 emerginggrowth company. See definition of "large accelerated filer", "accelerated filer", "smaller reporting company", and "emerging growth company" in Rule 12b-2 of theExchange Act. Large accelerated filerAccelerated FilerEmerging Growth CompanyNon-accelerated FilerSmaller Reporting 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 revisedfinancial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect thecorrection of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of theregistrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b). Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).YesNoThe aggregate market value of the registrant’s voting and non-voting common equity held by non-affiliates computed by reference to the closing price of the common equity of $28.20 per share, as reported by The NASDAQ Stock Market LLC ("NASDAQ"), on June. 30, 2025, the last business day of the registrant’s most recentlycompleted second quarter was approximately $604.5 million. As of February28, 2026, the registrant had 23,176,156 shares of common stock outstanding, par value$1.00 per share. DOCUMENTS INCORPORATED BY REFERENCE Portions of the definitive proxy statement of the Registrant for the 2026 Annual Meeting of Shareholders are incorporated by reference in Part III. Auditor Firm ID: 49Auditor Name: RSM US LLPAuditor Location: Philadelphia, PA USA FORM 10-KTABLE OF CONTENTS PART I Item 1 -Business5Item 1A -Risk Factors18Item 1B -Unresolved Staff Comments28Item 1C -Cybersecurity29Item 2 -Properties30Item 3 -Legal Proceedings30Item 4 -Mine Safety Disclosures30PART IIItem 5 -Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer Purchases of EquitySecurities31Item 6 -[Reserved]33Item 7 -Management’s Discussion and Analysis of Financial Condition and Results of Operations34Item 7A -Quantitative and Qualitative Disclosures About Market Risk58Item 8 -Financial Statements and Supplementary Data59Item 9 -Changes In and Disagreements With Accountants on Accounting and Financial Disclosure148Item 9A -Controls and Procedures148Item 9B -Other Information148Item 9C -Disclosure Regarding Foreign Jurisdictions that Prevent Inspections148PART IIIItem 10 -Directors, Executive Officers and Corporate Governance149Item 11 -Executive Compensation149Item 1