富兰克林金融服务 2025年度报告

Washington, D.C. 20549 FORM 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Securities registered pursuant to Section 12(b) of the Act: 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 of1934 during the preceding 12 months (or for such shorter periods that the Registrant was required to file such reports), and (2) has been subject tosuch filing requirements for the past 90 days. YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405of 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 suchfiles). YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or anemerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growthcompany” in Rule 12b-2 of the Exchange Act. Large accelerated filerAccelerated filerNon-accelerated filerSmaller reporting company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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internalcontrol over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm thatprepared 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 inthe filing reflect the correction 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 compensationreceived by any of the registrant’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 4,038,884 shares of the Registrant's common stock held by nonaffiliates of the Registrant as of June 30, 2025based on the price of such shares was $139,866,553. There were 4,482,893 outstanding shares of the Registrant's common stock as of February28, 2026. DOCUMENTS INCORPORATED BY REFERENCE Portions of the definitive annual proxy statement to be filed, pursuant to Reg. 14A within 120 days after December31, 2025, are incorporated intoPart III. FRANKLIN FINANCIAL SERVICES CORPORATIONFORM 10-KINDEX Part I PageItem 1.Business3Item 1A.Risk Factors8Item 1B.Unresolved Staff Comments14Item 1C.Cybersecurity14Item 2.Properties16Item 3.Legal Proceedings16Item 4.Mine Safety Disclosures16 Item 5.Market for Registrant's Common Equity, Related Shareholder Matters and Issuer Purchases of EquitySecurities16Item 6.[Reserved]19Item 7.Management's Discussion and Analysis of Financial Condition and Results of Operations20Item 7A.Quantitative and Qualitative Disclosures About Market Risk40Item 8.Financial Statements and Supplementary Data40Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure83Item 9A.Controls and Procedures84Item 9B.Other Information85Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections85 Part III Item 10.Directors, Executive Officer and Corporate Governance84Item 11.Executive Compensation85Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters86Item 13.Certain Relationships and Related Transaction, and Director Independence86Item 14.Principal Accountant Fees and Services86 Part IV Item 15.Exhibits, Financial Statement Schedules86Item 16.Form 10-K Summary86Signatures87 Part I Item 1. Business GeneralFranklin Financial Services Corporation (the “Corporation”) was organized as a Pennsylvania business corporation on June1, 1983 and is a registered bank holding company under the Bank Holding Company Act of 1956, as amended (the “BHCA”).OnJanuary16, 1984, pursuant to a plan of reorganization approved by the shareholders of Farmers and Merchants Trust Company ofChambersburg (“F&M Trust” or “the Bank”) and the appropriate regulatory agencies, the Corporation exchanged a