Основная статистика
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| CIK | 826154 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Orrstown Financial Services, Inc.
SEC Filings (Chronological Order)
На этой странице представлен полный хронологический список документов SEC, за исключением документов о собственности, которые мы предоставляем в других местах.
| August 29, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 27, 2025 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporatio |
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| August 8, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 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: 001-34292 ORR |
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| July 23, 2025 |
Exhibit 99.1 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Second Quarter 2025 Results and Announces Dividend Increase •Net income of $19.4 million, or $1.01 per diluted share, for the three months ended June 30, 2025 compared to net income of $18.1 million, or $0.93 per diluted share, for the three months ended March 31, 2025; the second quarter of 2025 included $1.0 million in |
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| July 23, 2025 |
Investor Presentation of Orrstown Financial Services, Inc. issued July 23, 2025 Exhibit 99.2 |
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| July 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 22, 2025 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| July 2, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 30, 2025 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| July 2, 2025 |
Deferred Compensation Agreement between Orrstown Bank and Neelesh Kalani Exhibit 10.1 DEFERRED COMPENSATION AGREEMENT THIS DEFERRED COMPENSATION AGREEMENT (this “Agreement”), adopted this 30th day of June, 2025, by and between Orrstown Bank, located in Harrisburg, Pennsylvania (the “Employer”), and Neelesh Kalani (the “Executive”), formalizes the agreements and understanding between the Employer and the Executive. WITNESSETH: WHEREAS, the Executive is employed by the E |
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| June 23, 2025 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 20, 2025 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| June 23, 2025 |
Orrstown Financial Services, Inc. Approves Stock Repurchase Program Exhibit 99 Orrstown Financial Services, Inc. Approves Stock Repurchase Program Harrisburg, PA, June 23, 2025 – Orrstown Financial Services, Inc. (NASDAQ: ORRF) (the “Company”) today announced that the Board of Directors has authorized the Company to repurchase up to 500,000 shares of its common stock, representing approximately 2.5% percent of the Company’s outstanding common stock. Repurchases un |
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| May 9, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 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: 001-34292 OR |
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| May 7, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2025 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) ( |
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| May 6, 2025 |
Form of Restricted Stock Units Award Agreement Exhibit 10.3 RESTRICTED STOCK UNIT AWARD AGREEMENT UNDER THE ORRSTOWN FINANCIAL SERVICES, INC. 2025 STOCK INCENTIVE PLAN Pursuant to the Orrstown Financial Services, Inc. 2025 Stock Incentive Plan, as amended through the date hereof (the “Plan”), Orrstown Financial Services, Inc. (the “Company”) hereby grants an award of the number of Restricted Stock Units specified in the Summary of Grant (an “A |
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| May 6, 2025 |
of the Registrant's registration statement on Form S-8 filed May 6, 2025. Exhibit 10.1 ORRSTOWN FINANCIAL SERVICES, INC. 2025 STOCK INCENTIVE PLAN SECTION 1. GENERAL PURPOSE OF THE PLAN; DEFINITIONS The name of the plan is the Orrstown Financial Services, Inc. 2025 Stock Incentive Plan (as amended from time to time, the “Plan”). The purpose of the Plan is to provide designated officers, employees, Non-Employee Directors and Consultants of Orrstown Financial Services, In |
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| May 6, 2025 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 6, 2025 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) ( |
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| May 6, 2025 |
Exhibit 107.1 CALCULATION OF FILING FEE TABLE FORM S-8 (Form Type) Orrstown Financial Services, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, no |
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| May 6, 2025 |
As filed with the Securities and Exchange Commission on May 6, 2025 As filed with the Securities and Exchange Commission on May 6, 2025 Registration No. |
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| May 6, 2025 |
Form of Restricted Stock Award Agreement Exhibit 10.2 RESTRICTED STOCK AWARD AGREEMENT UNDER THE ORRSTOWN FINANCIAL SERVICES, INC. 2025 STOCK INCENTIVE PLAN Pursuant to the Orrstown Financial Services, Inc. 2025 Stock Incentive Plan (the “Plan”) as amended through the date hereof, Orrstown Financial Services, Inc. (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named in the Summary of Grant delivered wi |
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| May 6, 2025 |
Annual Shareholder Meeting dated May 6, 2025 Exhibit 99 |
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| April 23, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 22, 2025 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 23, 2025 |
Orrstown Financial Services, Inc. Reports First Quarter 2025 Results Exhibit 99.1 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports First Quarter 2025 Results •Net income of $18.1 million, or $0.93 per diluted share, for the three months ended March 31, 2025 compared to net income of $13.7 million, or $0.71 per diluted share, for the three months ended December 31, 2024; the first quarter of 2025 included $1.6 million in expenses related to the merge |
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| April 23, 2025 |
Investor Presentation of Orrstown Financial Services, Inc. issued April 23, 2025 Exhibit 99.2 |
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| April 4, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) x Def |
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| March 31, 2025 |
Subsidiaries of the registrant Exhibit 21 SUBSIDIARIES OF THE REGISTRANT 1. Orrstown Bank, Harrisburg, Pennsylvania; a state-chartered bank organized under the Pennsylvania Banking Code of 1965. |
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| March 31, 2025 |
Insider Trading Policies and Procedures Exhibit 19.1 Orrstown Financial Services, Inc. Insider Trading Policy Policy Overview As a public company, Orrstown Financial Services, Inc. (the “Company” or “Orrstown”) is subject to various federal and state laws and regulations governing trading in its securities. It is the policy of the Company, and its wholly-owned subsidiaries, including Orrstown Bank, to comply fully, and to assist its emp |
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| March 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ 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: 001-34292 ORRSTOWN FINANCIAL SERVICES, |
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| March 18, 2025 |
SEC File Number: 001-34292 CUSIP Number: 687380105 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| February 13, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 13, 2025 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporat |
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| February 13, 2025 |
Exhibit 99.1 Orrstown Financial Services, Inc. Announces Promotion of Adam Metz to Senior Executive Vice President and Chief Operating Officer Harrisburg, PA, February 13, 2025 – Orrstown Financial Services, Inc. (NASDAQ: ORRF) (the “Company”) today announced that Adam L. Metz has been promoted to Senior Executive Vice President and Chief Operating Officer of the Company and its subsidiary bank, O |
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| February 3, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 1, 2025 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| February 3, 2025 |
Orrstown Financial Services, Inc. Announces Appointment of Barbara Brobst to the Board of Directors Exhibit 99.1 Orrstown Financial Services, Inc. Announces Appointment of Barbara Brobst to the Board of Directors Harrisburg, PA, February 3, 2025 – Orrstown Financial Services, Inc. (NASDAQ: ORRF) (the “Company”) today announced that Barbara E. Brobst has been appointed to an open position on the Boards of Directors of the Company and its principal subsidiary, Orrstown Bank, effective February 1, |
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| January 31, 2025 |
Orrstown Financial Services, Inc. Reports Fourth Quarter 2024 Results Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Fourth Quarter 2024 Results •Net income of $13.7 million, or $0.71 per diluted share, for the three months ended December 31, 2024 compared to net loss of $7.9 million, or $0.41 per diluted share, for the three months ended September 30, 2024; the fourth quarter of 2024 included $3.9 million in expenses related to the merg |
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| January 31, 2025 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 31, 2025 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| November 14, 2024 |
SC 13G 1 orrf-sc13g093024.htm SCHEDULE TO REPORT BENEFICIAL OWNERSHIP UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Amendment No.)* Under the Securities Exchange Act of 1934 ORRSTOWN FINANCIAL SERVICES INC. (Name of Issuer) Common Stock, no par value (Titles of Class of Securities) 687380105 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Fil |
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| November 12, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 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: 001-3429 |
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| November 12, 2024 |
Exhibit 10.2 FIRST AMENDMENT TO ORRSTOWN EMPLOYER SALARY CONTINUATION AGREEMENT THIS FIRST AMENDMENT (the “Amendment”) is adopted September 30, 2024, by and between Orrstown Bank (the “Employer”) and Craig L. Kauffman (the “Executive”). The Employer and the Executive are parties to a Salary Continuation Agreement adopted July 8, 2024 (the “Agreement”) which provides deferred compensation benefits |
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| October 22, 2024 |
Orrstown Financial Services, Inc. Reports Third Quarter 2024 Results Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Third Quarter 2024 Results •Orrstown Financial Services, Inc. ("Orrstown" or the “Company”) closed the merger of equals transaction with Codorus Valley Bancorp, Inc. ("Codorus") on July 1, 2024, creating a premier Pennsylvania and Maryland community bank; as a result, the Company's results for the three months ended Septem |
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| October 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 22, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| September 25, 2024 |
Exhibit 10.1 RETIREMENT AGREEMENT This Retirement Agreement (this “Agreement”) is entered into by and between Craig L. Kauffman (“Mr. Kauffman”) and both Orrstown Financial Services, Inc. (“Orrstown”) and Orrstown Bank, a wholly owned subsidiary of Orrstown (the “Bank” and, together with Orrstown, the “Employer”), effective as of the Effective Date, as defined below. Mr. Kauffman, Orrstown and the |
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| September 25, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 25, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorpora |
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| September 24, 2024 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 2) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdictio |
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| September 17, 2024 |
UNAUDITED PRO FORMA COMBINED CONSOLIDATED FINANCIAL INFORMATION Exhibit 99.3 UNAUDITED PRO FORMA COMBINED CONSOLIDATED FINANCIAL INFORMATION The unaudited pro forma combined consolidated financial information has been prepared using the acquisition method of accounting under the provisions of the Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 805, Business Combinations (“ASC 805”), giving effect to the merger of Codorus Va |
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| September 17, 2024 |
Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 1, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdictio |
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| August 8, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 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: 001-34292 ORR |
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| August 5, 2024 |
Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| July 30, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 30, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| July 30, 2024 |
Exhibit 99 |
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| July 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 23, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| July 23, 2024 |
Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Second Quarter 2024 Results and Increases Quarterly Dividend by $0.03 per Share •Orrstown Financial Services, Inc. ("Orrstown" or the “Company”) closed the merger of equals transaction with Codorus Valley Bancorp, Inc. ("Codorus") on July 1, 2024; as a result, the second quarter results reported in this release reflect Orr |
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| July 11, 2024 |
Exhibit 10.2 SECOND AMENDMENT TO ORRSTOWN BANK SALARY CONTINUATION AGREEMENT THIS SECOND AMENDMENT (the “Amendment”) is adopted July 8, 2024, by and between Orrstown Bank (the “Bank”) and Thomas R. Quinn Jr. (the “Executive”). The Bank and the Executive are parties to a Salary Continuation Agreement adopted December 22, 2009 (as amended, the “Agreement”) which provides deferred compensation benefi |
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| July 11, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 8, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| July 11, 2024 |
Exhibit 10.1 SALARY CONTINUATION AGREEMENT This Salary Continuation Agreement (the “Agreement”), by and between Orrstown Bank (the “Employer”) and Craig Kauffman (the “Executive”), made effective as of July 8, 2024, formalizes the agreements and understanding between the Employer and the Executive. WITNESSETH: WHEREAS, the Executive is employed by the Employer; WHEREAS, the Employer recognizes the |
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| July 1, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-1 (Form Type) Orrstown Financial Services, Inc. |
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| July 1, 2024 |
Exhibit 3.1 AMENDED AND RESTATED BY-LAWS OF ORRSTOWN FINANCIAL SERVICES, INC. (Revised as of July 1, 2024) ARTICLE I – OFFICES Section 1-1. Registered Office. The registered office of the corporation shall be located within the Commonwealth of Pennsylvania, at such place as the Board of Directors shall, from time to time, determine. Section 1-2. Other Offices. The corporation may also have offices |
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| July 1, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): July 1, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation o |
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| July 1, 2024 |
As filed with the U.S. Securities and Exchange Commission on July 1, 2024 Registration No. 333- As filed with the U.S. Securities and Exchange Commission on July 1, 2024 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Orrstown Financial Services, Inc. (Exact name of registrant as specified in its charter) Pennsylvania 6021 23-2530374 (State or Other Jurisdiction of Incorporation or |
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| July 1, 2024 |
Orrstown Financial Services and Codorus Valley Bancorp Successfully Complete Merger of Equals Exhibit 99.1 Orrstown Financial Services and Codorus Valley Bancorp Successfully Complete Merger of Equals Harrisburg, PA, July 1, 2024: Orrstown Financial Services, Inc. (NASDAQ: ORRF), the holding company for Orrstown Bank (“Orrstown”), and Codorus Valley Bancorp, Inc. (NASDAQ: CVLY), the holding company for PeoplesBank, A Codorus Valley Company (“Codorus Valley”), today announced the successful |
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| June 17, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): June 17, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| June 17, 2024 |
Exhibit 99.1 Orrstown Financial Services, Inc. and Codorus Valley Bancorp, Inc. Announce Receipt of Regulatory Approvals for Merger of Equals SHIPPENSBURG, PA and YORK, PA, June 17, 2024 (GLOBE NEWSWIRE) - Orrstown Financial Services, Inc. (“Orrstown”) (NASDAQ: ORRF), the parent company of Orrstown Bank, and Codorus Valley Bancorp, Inc. (“Codorus Valley”) (NASDAQ: CVLY), the parent company of Peop |
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| May 31, 2024 |
Financial Statements and Exhibits, Other Events, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 30, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation o |
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| May 31, 2024 |
Exhibit 99.1 Orrstown Financial Services, Inc. and Codorus Valley Bancorp, Inc. Announce Receipt of Shareholder Approvals for Merger of Equals SHIPPENSBURG, PA and YORK, PA, May 30, 2024 (GLOBE NEWSWIRE) - Orrstown Financial Services, Inc. (“Orrstown”) (NASDAQ: ORRF), the parent company of Orrstown Bank, and Codorus Valley Bancorp, Inc. (“Codorus Valley”) (NASDAQ: CVLY), the parent company of Peop |
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| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 24, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation o |
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| May 24, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): May 24, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation o |
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| May 9, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 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: 001-34292 OR |
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| April 30, 2024 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 30, 2024 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 30, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 30, 2024 |
Annual Shareholder Meeting dated April 30, 2024 Exhibit 99 |
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| April 30, 2024 |
TABLE OF CONTENTS Filed Pursuant to Rule 424(b)(3) Registration No. 333-278364 To the Shareholders of Codorus Valley Bancorp, Inc. and the Shareholders of Orrstown Financial Services, Inc. MERGER PROPOSED — YOUR VOTE IS VERY IMPORTANT On behalf of the boards of directors of Orrstown Financial Services, Inc. (“ORRF”) and Codorus Valley Bancorp, Inc., (“CVLY”), we are pleased to enclose the accompan |
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| April 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 23, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 23, 2024 |
Orrstown Financial Services, Inc. Reports First Quarter 2024 Results Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports First Quarter 2024 Results •Net income of $8.5 million and diluted earnings per share of $0.81 for the three months ended March 31, 2024 compared to net income of $7.6 million and diluted earnings per share of $0.73 for the three months ended December 31, 2023; •Excluding the impact of $0.7 million in expenses related to t |
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| April 19, 2024 |
As filed with the Securities and Exchange Commission on April 19, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on April 19, 2024 Registration Statement No. |
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| April 19, 2024 |
VIA EDGAR April 19, 2024 United States Securities and Exchange Commission Division of Corporation Finance Mail Stop 456 100 F Street, N. |
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| April 19, 2024 |
Exhibit 99.4 |
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| April 19, 2024 |
Consent of Raymond James & Associates, Inc. Exhibit 99.2 Consent of Raymond James & Associates, Inc. Raymond James & Associates, Inc. (“Raymond James”) consents to (i) the inclusion and description of our opinion letter dated December 12, 2023 to the Board of Directors of Orrstown Financial Services, Inc. (the “Company”) included as Appendix B to the joint proxy statement/prospectus relating to the proposed merger of the Company and Codorus |
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| April 19, 2024 |
Exhibit 99.3 |
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| March 29, 2024 |
CONSENT OF PROSPECTIVE DIRECTOR Exhibit 99.7 CONSENT OF PROSPECTIVE DIRECTOR In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in this Registration Statement on Form S-4, to which this consent is an exhibit, filed by Orrstown Financial Services, Inc. (the “Registrant”) with the Securities and Exchange Commission, and all amendments (including post-effective a |
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| March 29, 2024 |
As filed with the Securities and Exchange Commission on March 29, 2024 TABLE OF CONTENTS As filed with the Securities and Exchange Commission on March 29, 2024 Registration Statement No. |
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| March 29, 2024 |
CONSENT OF PROSPECTIVE DIRECTOR Exhibit 99.5 CONSENT OF PROSPECTIVE DIRECTOR In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in this Registration Statement on Form S-4, to which this consent is an exhibit, filed by Orrstown Financial Services, Inc. (the “Registrant”) with the Securities and Exchange Commission, and all amendments (including post-effective a |
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| March 29, 2024 |
CONSENT OF PROSPECTIVE DIRECTOR Exhibit 99.9 CONSENT OF PROSPECTIVE DIRECTOR In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in this Registration Statement on Form S-4, to which this consent is an exhibit, filed by Orrstown Financial Services, Inc. (the “Registrant”) with the Securities and Exchange Commission, and all amendments (including post-effective a |
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| March 29, 2024 |
CONSENT OF PROSPECTIVE DIRECTOR Exhibit 99.6 CONSENT OF PROSPECTIVE DIRECTOR In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in this Registration Statement on Form S-4, to which this consent is an exhibit, filed by Orrstown Financial Services, Inc. (the “Registrant”) with the Securities and Exchange Commission, and all amendments (including post-effective a |
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| March 29, 2024 |
CONSENT OF KEEFE, BRUYETTE & WOODS, INC. Exhibit 99.1 CONSENT OF KEEFE, BRUYETTE & WOODS, INC. We hereby consent to the inclusion of our opinion letter to the Board of Directors of Codorus Valley Bancorp, Inc. (“CVLY”), as Appendix C to the joint proxy statement/prospectus which forms a part of the Registration Statement on Form S-4 filed on the date hereof (the “Registration Statement”) relating to the proposed merger of CVLY with and i |
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| March 29, 2024 |
Exhibit 107 Calculation of Filing Fee Tables Form S-4 (Form Type) ORRSTOWN FINANCIAL SERVICES, INC. |
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| March 29, 2024 |
CONSENT OF PROSPECTIVE DIRECTOR Exhibit 99.8 CONSENT OF PROSPECTIVE DIRECTOR In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in this Registration Statement on Form S-4, to which this consent is an exhibit, filed by Orrstown Financial Services, Inc. (the “Registrant”) with the Securities and Exchange Commission, and all amendments (including post-effective a |
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| March 29, 2024 |
CONSENT OF PROSPECTIVE DIRECTOR Exhibit 99.10 CONSENT OF PROSPECTIVE DIRECTOR In accordance with Rule 438 promulgated under the Securities Act of 1933, as amended, I hereby consent to my being named in this Registration Statement on Form S-4, to which this consent is an exhibit, filed by Orrstown Financial Services, Inc. (the “Registrant”) with the Securities and Exchange Commission, and all amendments (including post-effective |
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| March 29, 2024 |
Consent of Raymond James & Associates, Inc. Exhibit 99.2 Consent of Raymond James & Associates, Inc. Raymond James & Associates, Inc. (“Raymond James”) consents to (i) the inclusion and description of our opinion letter dated December 12, 2023 to the Board of Directors of Orrstown Financial Services, Inc. (the “Company”) included as Appendix B to the joint proxy statement/prospectus relating to the proposed merger of the Company and Codorus |
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| March 22, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) x Def |
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| March 14, 2024 |
Orrstown Financial Services, Inc. Compensation Recovery Policy Exhibit 97 ORRSTOWN FINANCIAL SERVICES, INC. COMPENSATION RECOVERY POLICY Adopted as of October 8, 2023 Orrstown Financial Services, Inc. (the “Company”) has adopted a Compensation Recovery Policy (this “Policy”) as described below. 1. Overview The Policy sets forth the circumstances and procedures under which the Company shall recover Erroneously Awarded Compensation from Covered Persons (as defi |
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| March 14, 2024 |
Subsidiaries of the registrant Exhibit 21 SUBSIDIARIES OF THE REGISTRANT 1. Orrstown Bank, Shippensburg, Pennsylvania; a state-chartered bank organized under the Pennsylvania Banking Code of 1965. |
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| March 14, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 ☐ 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: 001-34292 ORRSTOWN FINANCIAL SERVICES, |
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| February 13, 2024 |
ORRF / Orrstown Financial Services, Inc. / VANGUARD GROUP INC - SCHEDULE 13G Passive Investment SC 13G 1 tv01630-orrstownfinancialser.htm SCHEDULE 13G SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 Name of issuer: Orrstown Financial Services Inc Title of Class of Securities: Common Stock CUSIP Number: 687380105 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to designate the r |
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| January 23, 2024 |
Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Fourth Quarter 2023 Results and Record Earnings for Full Year 2023 •Net income of $7.6 million and diluted earnings per share of $0.73 for the three months ended December 31, 2023 compared to net income of $9.0 million and diluted earnings per share of $0.87 for the three months ended September 30, 2023; net income of $35. |
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| January 23, 2024 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 23, 2024 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| December 13, 2023 |
Exhibit 99.2 Orrstown Financial Services, Inc. (Nasdaq: ORRF) Merger of Equals with Codorus Valley Bancorp, Inc. (Nasdaq: CVLY) Investor Presentation December 12, 2023 1 Disclaimer Forward Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the financial condition, results of operations, busin |
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| December 13, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 12, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorpor |
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| December 13, 2023 |
425 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 12, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of inco |
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| December 12, 2023 |
EX-99.2 December 12, 2023 Investor Presentation Orrstown Financial Services, Inc. (Nasdaq: ORRF) Merger of Equals with Codorus Valley Bancorp, Inc. (Nasdaq: CVLY) Exhibit 99.2 Forward Looking Statements This presentation contains "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the financial condition, results of operations, business |
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| December 12, 2023 |
EX-3.2 Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF ORRSTOWN FINANCIAL SERVICES, INC. (as of December 12, 2023) ARTICLE I – OFFICES Section 1-1. Registered Office. The registered office of the corporation shall be located within the Commonwealth of Pennsylvania, at such place as the Board of Directors shall, from time to time, determine. Section 1-2. Other Offices. The corporation may also have off |
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| December 12, 2023 |
Change in Control Agreement between Orrstown Financial Services, Inc., Orrstown Bank and EX-10.2 Exhibit 10.2 CHANGE IN CONTROL AGREEMENT This Change in Control Agreement (“Agreement”) is entered into as of the closing of the transactions contemplated by the Merger Agreement (as defined below) (the “Effective Date”), by and among Orrstown Financial Services, Inc., a Pennsylvania corporation (“Orrstown”), Orrstown Bank, a bank and trust company organized under the Pennsylvania Banking |
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| December 12, 2023 |
EX-99.1 Exhibit 99.1 Orrstown Financial Services, Inc. and Codorus Valley Bancorp, Inc. Announce a Merger of Equals to Create a Premier Pennsylvania and Maryland Community Banking Franchise SHIPPENSBURG, PA and YORK, PA, December 12, 2023 (GLOBE NEWSWIRE)—Orrstown Financial Services, Inc. (“Orrstown”) (NASDAQ: ORRF), the parent company of Orrstown Bank, and Codorus Valley Bancorp, Inc. (“Codorus V |
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| December 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 12, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporat |
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| December 12, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): December 12, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporat |
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| December 12, 2023 |
EX-2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER by and between ORRSTOWN FINANCIAL SERVICES, INC. and CODORUS VALLEY BANCORP, INC. Dated as of December 12, 2023 ARTICLE I THE MERGER 1 1.1 The Merger 1 1.2 Effective Time 2 1.3 Effects of the Merger 2 1.4 Closing 2 1.5 Articles of Incorporation and Bylaws 2 1.6 Directors of the Surviving Corporation 2 1.7 Officers of the Surviving Corporation 2 1.8 B |
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| December 12, 2023 |
EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is effective as of the closing of the transactions contemplated by the Merger Agreement (as defined below) (the “Effective Date”), by and among Orrstown Financial Services, Inc., a Pennsylvania corporation (“Orrstown”), Orrstown Bank, a bank and trust company organized under the Pennsylvania Banking Code of 1965 and |
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| November 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 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: 001-3429 |
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| October 24, 2023 |
Orrstown Financial Services, Inc. Reports Earnings for the Third Quarter 2023 Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Earnings for the Third Quarter 2023 •Net income of $9.0 million and diluted earnings per share of $0.87 for the three months ended September 30, 2023 compared to net income of $9.8 million and diluted earnings per share of $0.94 for the three months ended June 30, 2023; •Net interest margin, on a tax equivalent basis, was |
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| October 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 24, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| August 10, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| August 8, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 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: 001-34292 ORR |
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| July 31, 2023 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 31, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| July 31, 2023 |
Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 Exhibit 99 |
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| July 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 25, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| July 25, 2023 |
Orrstown Financial Services, Inc. Reports Earnings for the Second Quarter 2023 Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Earnings for the Second Quarter 2023 •Net income of $9.8 million and diluted earnings per share of $0.94 for the three months ended June 30, 2023 compared to net income of $9.2 million and diluted earnings per share of $0.87 for the three months ended March 31, 2023 and net income of $8.9 million and diluted earnings per s |
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| July 11, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction |
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| May 12, 2023 |
Exhibit 99.1 The Juniata Valley Bank and Orrstown Bank Announce Completion of the Sale of Orrstown’s Path Valley Branch Location to Juniata MIFFLINTOWN, Pa. and SHIPPENSBURG, Pa. (May 12, 2023) – The Juniata Valley Bank, a wholly-owned subsidiary of Juniata Valley Financial Corp. (OTCQX:JUVF) (“Juniata”), and Orrstown Bank, a wholly-owned subsidiary of Orrstown Financial Services, Inc. (NASDAQ: OR |
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| May 12, 2023 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 12, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| May 9, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 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: 001-34292 OR |
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| May 3, 2023 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) ( |
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| May 2, 2023 |
Annual Shareholder Meeting dated May 2, 2023 Exhibit 99 |
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| May 2, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 2, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) ( |
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| April 25, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 25, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 25, 2023 |
Orrstown Financial Services, Inc. Reports Earnings for the First Quarter 2023 Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Earnings for the First Quarter 2023 •Net income of $9.2 million and diluted earnings per share of $0.87 for the three months ended March 31, 2023 compared to net income of $9.6 million and diluted earnings per share of $0.91 for the three months ended December 31, 2022 and net income of $8.4 million and diluted earnings pe |
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| April 6, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No. 14) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) 1 ORRSTOWN FINANCIAL SERVICES, INC (Name of Issuer) Common Stock (Title of Class of Securities) 687380105 (CUSIP Number) December 31, 2022 |
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| March 31, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) x Def |
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| March 17, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 13, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| March 16, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 ☐ 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: 001-34292 ORRSTOWN FINANCIAL SERVICES, |
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| March 16, 2023 |
Exhibit 10.27 ORRSTOWN FINANCIAL SERVICES, INC. RESTRICTED SECURITY GRANT AGREEMENT FOR EMPLOYEES Pursuant to the 2011 Incentive Stock Plan This Restricted Security Grant Agreement (this “Agreement”) is delivered by Orrstown Financial Services, Inc., a Pennsylvania corporation (the “Company”), pursuant to the Summary of Grant delivered with this Agreement to the individual named in the Summary of |
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| March 16, 2023 |
Exhibit 10.28 ORRSTOWN FINANCIAL SERVICES, INC. RESTRICTED SECURITY GRANT AGREEMENT FOR NON-EMPLOYEE DIRECTORS Pursuant to the 2011 Incentive Stock Plan This Restricted Security Grant Agreement (this “Agreement”) is delivered by Orrstown Financial Services, Inc., a Pennsylvania corporation (the “Company”), pursuant to the Summary of Grant delivered with this Agreement to the individual named in th |
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| March 16, 2023 |
Subsidiaries of the registrant Exhibit 21 SUBSIDIARIES OF THE REGISTRANT 1. Orrstown Bank, Shippensburg, Pennsylvania; a state-chartered bank organized under the Pennsylvania Banking Code of 1965. |
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| March 16, 2023 |
Exhibit 10.21 ORRSTOWN FINANCIAL SERVICES, INC. AND ITS WHOLLY OWNED SUBSIDIARIES DIRECTOR/EXECUTIVE OFFICER DEFERRED COMPENSATION PLAN WHEREAS, ORRSTOWN FINANCIAL SERVICES, INC. AND ITS WHOLLY-OWNED SUBSIDIARIES, hereinafter collectively called “ Company,” have previously adopted the Orrstown Financial Services, Inc. Director/Executive Officer Deferred Compensation Plan effective September 1, 199 |
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| January 24, 2023 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 24, 2023 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| January 24, 2023 |
Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Earnings for the Fourth Quarter 2022 and Full Year 2022 Results •Net income of $9.6 million and diluted earnings per share of $0.91 for the three months ended December 31, 2022 compared to a net loss of $4.8 million and diluted loss per share of $0.47 for the three months ended September 30, 2022; net income of $22.0 milli |
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| December 28, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 23, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporat |
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| December 28, 2022 |
Exhibit 2.1 PURCHASE AND ASSUMPTION AGREEMENT between ORRSTOWN BANK as Seller and THE JUNIATA VALLEY BANK as Purchaser December 23, 2022 ARTICLE I ? SALE OF ASSETS AND ASSUMPTION OF LIABILITIES 1.1 Effective Date and Closing 1 1.2 Sale of Assets and Assumption of Liabilities 1 1.3 Closing Payment; Adjustment of Income and Expenses; Settlement Procedure 4 1.4 Obligations of Seller on the Effective |
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| December 28, 2022 |
EX-99.1 3 exhibit99112-23x2022.htm EX-99.1 Exhibit 99.1 The Juniata Valley Bank and Orrstown Bank Announce Definitive Agreement for Sale of Orrstown’s Path Valley Branch to Juniata MIFFLINTOWN, PA AND SHIPPENSBURG, PA (December 23, 2022 – The Juniata Valley Bank, a wholly-owned subsidiary of Juniata Valley Financial Corp. (OTCQX:JUVF) (“Juniata”), and Orrstown Bank, a wholly-owned subsidiary of Or |
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| December 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 16, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporat |
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| December 19, 2022 |
Exhibit 10.1 DEFERRED COMPENSATION AGREEMENT THIS DEFERRED COMPENSATION AGREEMENT (this ?Agreement?), adopted this 15th day of December, 2022, by and between Orrstown Bank, located in Shippensburg, Pennsylvania (the ?Employer?), and Adam L. Metz (the ?Executive?), formalizes the agreements and understanding between the Employer and the Executive. WITNESSETH: WHEREAS, the Executive is employed by t |
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| December 13, 2022 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 7, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| December 13, 2022 |
Stipulation and Agreement of Settlement Exhibit 10.1 CHIMICLES SCHWARTZ KRINER & DONALDSON-SMITH LLP Nicholas E. Chimicles, Pa. Id. No. 17928 Kimberly Donaldson Smith, Pa. Id. No. 84116 Timothy N. Mathews, Pa. Id. No. 91430 One Haverford Centre 361 West Lancaster Avenue Haverford, PA 19041 Phone (610) 642-8500 Fax (610) 649-3633 UNITED STATES DISTRICT COURT MIDDLE DISTRICT OF PENNSYLVANIA SOUTHEASTERN PENNSYLVANIA TRANSPORTATION AUTHORI |
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| November 14, 2022 |
ORRSTOWN FINANCIAL SERVICES, INC. 77 East King Street, PO Box 250 Shippensburg, Pennsylvania 17257 November 14, 2022 VIA EDGAR United States Securities and Exchange Commission Division of Corporate Finance 100 F Street, N.E. Washington, D.C. 20549 Attn: John Stickel Re: Request for Acceleration of Effectiveness Orrstown Financial Services, Inc. Registration Statement on Form S-3 (File No. 333-2681 |
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| November 9, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 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: 001-3429 |
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| November 8, 2022 |
Exhibit 99 ORRSTOWN FINANCIAL SERVICES, INC. FINANCIAL HIGHLIGHTS (Unaudited) Three Months Ended Nine Months Ended (Dollars in thousands) September 30, 2022 September 30, 2021 September 30, 2022 September 30, 2021 Profitability for the period: Net interest income $ 25,455 $ 20,620 $ 72,146 $ 64,376 Provision for loan losses 1,500 365 3,575 (10 ) Noninterest income 6,058 7,651 20,726 21,859 Noninte |
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| November 8, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 7, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| November 4, 2022 |
EX-FILING FEES 2 exhibit10711-04x2022.htm EX-FILING FEES Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Orrstown Financial Services, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit M |
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| November 4, 2022 |
As filed with the Securities and Exchange Commission on November 4, 2022 As filed with the Securities and Exchange Commission on November 4, 2022 Registration No. |
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| October 18, 2022 |
Orrstown Financial Services, Inc. Reports Third Quarter 2022 Results Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Third Quarter 2022 Results ?Net income of $5.4 million and diluted earnings per share of $0.52 for the quarter ended September 30, 2022 compared to net income of $8.9 million and diluted earnings per share of $0.83 for the quarter ended June 30, 2022; ?Excluding the impact from the previously announced restructuring charge |
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| October 18, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 18, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| September 28, 2022 |
Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Announces Strategic Initiatives to Drive Long-Term Growth and Improve Operating Efficiencies SHIPPENSBURG, PA (September 28, 2022) - Orrstown Financial Services, Inc. ("Orrstown" or the ?Company?) (NASDAQ: ORRF), the parent company of Orrstown Bank (the ?Bank?), today announced initiatives designed to drive long-term growth, focus |
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| September 28, 2022 |
Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 28, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorpora |
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| August 4, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 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: 001-34292 ORR |
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| August 2, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| August 2, 2022 |
Exhibit 99 |
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| July 19, 2022 |
Orrstown Financial Services, Inc. Reports Second Quarter 2022 Results Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Second Quarter 2022 Results ?Net income of $8.9 million and diluted earnings per share of $0.83 for the quarter ended June 30, 2022 compared to net income of $8.4 million and diluted earnings per share of $0.76 for the quarter ended March 31, 2022; earnings grew despite a significant reduction in Small Business Administrat |
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| July 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| June 16, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 16, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| June 16, 2022 |
Investor presentation slide deck Exhibit 99 |
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| May 27, 2022 |
As filed with the Securities and Exchange Commission on May 27, 2022 As filed with the Securities and Exchange Commission on May 27, 2022 Registration No. |
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| May 27, 2022 |
Exhibit 10.1 2011 ORRSTOWN FINANCIAL SERVICES, INC. STOCK INCENTIVE PLAN (as amended and restated effective April 26, 2022) The purpose of the 2011 Orrstown Financial Services, Inc. Stock Incentive Plan (the ?Plan?) is to provide (i) designated officers (including officers who are also directors) and other designated employees of Orrstown Financial Services, Inc., a Pennsylvania corporation (the ? |
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| May 27, 2022 |
Exhibit 107.1 FORM S-8 (Form Type) Orrstown Financial Services, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, no par value (1) 400,000 (2) $23.9 |
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| May 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 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: 001-34292 OR |
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| April 27, 2022 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 26, 2022 |
Annual Shareholder Meeting dated April 26, 2022 Exhibit 99 |
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| April 26, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 26, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 19, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 19, 2022 |
Orrstown Financial Services, Inc. Reports First Quarter 2022 Results Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports First Quarter 2022 Results ?Net income of $8.4 million and diluted earnings per share of $0.76 for the quarter ended March 31, 2022 compared to net income of $6.7 million and diluted earnings per share of $0.60 for the quarter ended December 31, 2021 ?Net interest margin increased to 3.49% in the first quarter of 2022 from |
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| April 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 11, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 11, 2022 |
Exhibit 10.1 AMENDED AND RESTATED CHANGE IN CONTROL AGREEMENT This Amended and Restated Change in Control Agreement (?Agreement?) is entered into this 11th day of April, 2022, (the ?Effective Date?), by and among Orrstown Financial Services, Inc., a Pennsylvania corporation (?Orrstown?), Orrstown Bank, a bank and trust company organized under the Pennsylvania Banking Code of 1965 and a wholly owne |
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| April 5, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No. 13) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) 1 ORRSTOWN FINANCIAL SERVICES, INC (Name of Issuer) Common Stock (Title of Class of Securities) 687380105 (CUSIP Number) December 31, 2021 |
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| March 25, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) x Def |
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| March 11, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 ? 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: 001-34292 ORRSTOWN FINANCIAL SERVICES, |
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| March 11, 2022 |
Form of Restricted Stock Grant Agreement - Nonemployee Directors Exhibit 10.27 ORRSTOWN FINANCIAL SERVICES, INC. RESTRICTED STOCK SHARE GRANT AGREEMENT Pursuant to the 2011 Incentive Stock Plan This Restricted Stock Grant Agreement (this ?Agreement?) is delivered by Orrstown Financial Services, Inc., a Pennsylvania corporation (the ?Company?), pursuant to the Summary of Grant delivered with this Agreement to the individual named in the Summary of Grant (the "Pa |
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| March 11, 2022 |
Exhibit 4.5 DESCRIPTION OF EQUITY SECURITIES REGISTERED UNDER SECTION 12 OF THE EXCHANGE ACT Orrstown Financial Services, Inc. (the ?Company?) has one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended: common stock, no par value per share (the ?Common Stock?). The Company?s Common Stock is traded on the NASDAQ Capital Market under the symbol ?ORRF.? |
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| March 11, 2022 |
Form of Restricted Stock Grant Agreement - Employees Exhibit 10.26 ORRSTOWN FINANCIAL SERVICES, INC. RESTRICTED STOCK SHARE GRANT AGREEMENT Pursuant to the 2011 Incentive Stock Plan This Restricted Stock Grant Agreement (this ?Agreement?) is delivered by Orrstown Financial Services, Inc., a Pennsylvania corporation (the ?Company?), pursuant to the Summary of Grant delivered with this Agreement to the individual named in the Summary of Grant (the "Pa |
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| March 11, 2022 |
Subsidiaries of the registrant Exhibit 21 SUBSIDIARIES OF THE REGISTRANT 1. Orrstown Bank, Shippensburg, Pennsylvania; a state-chartered bank organized under the Pennsylvania Banking Code of 1965. |
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| March 10, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 10, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| March 10, 2022 |
ORRSTOWN FINANCIAL SERVICES, INC. ANNOUNCES APPOINTMENT OF MEERA MODI TO BOARD OF DIRECTORS Exhibit 99 FOR IMMEDIATE RELEASE ORRSTOWN FINANCIAL SERVICES, INC. ANNOUNCES APPOINTMENT OF MEERA MODI TO BOARD OF DIRECTORS SHIPPENSBURG, PA (March 10, 2022) ? Orrstown Financial Services, Inc. (NASDAQ: ORRF) (the ?Company?) today announced that Meera R. Modi has been appointed to an open position on the Boards of Directors of the Company and its principal subsidiary, Orrstown Bank, effective imm |
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| February 8, 2022 |
Exhibit 99 February 8, 2022 Dear Shareholder: RECENT FINANCIAL RESULTS I am pleased to report that Orrstown Financial Services, Inc. |
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| February 8, 2022 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| January 19, 2022 |
EX-99 2 ex992021-q4earningsrelease.htm EX-99 Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Record Earnings for Full Year 2021 and Fourth Quarter Results •Net income of $32.9 million and diluted earnings per share of $2.96 for the year ended December 31, 2021 compared to $26.5 million and diluted earnings per share of $2.40 for the year ended December 31, 2020; net inc |
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| January 19, 2022 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 19, 2022 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| December 10, 2021 |
Investor presentation slide deck - December 2021 Exhibit 99 |
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| December 10, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 10, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporat |
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| November 8, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| November 8, 2021 |
Exhibit 99 November 8, 2021 Dear Shareholder, THIRD QUARTER RESULTS Our 2021 third quarter results continued the strong performance of recent quarters. |
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| November 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 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: 001-3429 |
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| October 28, 2021 |
Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 28, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| October 19, 2021 |
Orrstown Financial Services, Inc. Reports Third Quarter 2021 Results Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Third Quarter 2021 Results ?Net income of $7.2 million for the quarter; diluted third quarter 2021 EPS of $0.65 per share versus $0.45 per share in the third quarter of 2020; net income of $26.2 million for the nine months ended September 30, 2021 ?Second consecutive quarter of significant commercial loan growth; excluding |
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| October 19, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 19, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| August 9, 2021 |
Exhibit 99 August 9, 2021 Dear Shareholder: SECOND QUARTER RESULTS Our 2021 second quarter results continued the strong performance of 2020 and the first quarter of 2021. |
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| August 9, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| August 5, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 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: 001-34292 ORR |
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| August 2, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 2, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| August 2, 2021 |
Investor presentation slide deck Exhibit 99 |
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| July 23, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 19, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| July 20, 2021 |
EX-99 2 ex992021-q2earningsrelease.htm EX-99 Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Second Quarter 2021 Results and Announces Increased Quarterly Dividend •Net income of $8.8 million for the quarter; diluted second quarter 2021 EPS of $0.79 per share versus $0.92 per share in the first quarter of 2021 and $0.58 per share in the second quarter of 2020 •The Board |
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| July 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 20, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| June 28, 2021 |
VIA EDGAR June 28, 2021 Michael Henderson, Staff Accountant Cara Lubit, Staff Accountant Division of Corporate Finance Securities and Exchange Commission 100 F Street, N. |
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| June 8, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 7, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| June 2, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 27, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| June 2, 2021 |
Amended and Restated Bylaws of Orrstown Financial Services, Inc. Exhibit 3.2 AMENDED AND RESTATED BY-LAWS OF ORRSTOWN FINANCIAL SERVICES, INC. (Revised as of May 27, 2021) ARTICLE I ? OFFICES Section 1-1. Registered Office. The registered office of the corporation shall be located within the Commonwealth of Pennsylvania, at such place as the Board of Directors shall, from time to time, determine. Section 1-2. Other Offices. The corporation may also have offices |
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| May 18, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 18, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| May 18, 2021 |
Investor presentation slide deck EX-99 2 investorpresentationslided.htm EX-99 Exhibit 99 |
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| May 10, 2021 |
Exhibit 99 May 10, 2021 Dear Shareholder, FIRST QUARTER RESULTS Our 2021 first quarter results continued the strong performance of 2020. |
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| May 10, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 10, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| May 7, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 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: 001-34292 OR |
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| May 4, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| May 4, 2021 |
EX-10.1 2 employmentagreement-kalani.htm EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT This Employment Agreement (“Agreement”) is effective as of April 28, 2021 (the “Effective Date”), by and among Orrstown Financial Services, Inc., a Pennsylvania corporation (“Orrstown”), Orrstown Bank, a bank and trust company organized under the Pennsylvania Banking Code of 1965 and a wholly owned subsidiary of Orr |
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| May 4, 2021 |
EX-10.2 3 cicagreement-kalanix04x28x.htm EX-10.2 Exhibit 10.2 Change in Control Agreement This Change in Control Agreement (“Agreement”) is entered into this 28th day of April, 2021, (the “Effective Date”), by and among Orrstown Financial Services, Inc., a Pennsylvania corporation (“Orrstown”), Orrstown Bank, a bank and trust company organized under the Pennsylvania Banking Code of 1965 and a whol |
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| April 29, 2021 |
Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 27, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 27, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 27, 2021 |
Annual Shareholder Meeting dated April 27, Exhibit 99 |
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| April 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 20, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 20, 2021 |
Orrstown Financial Services, Inc. Reports First Quarter 2021 Results EX-99 2 ex992021-q1earningsrelease.htm EX-99 Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports First Quarter 2021 Results •Net income of $10.2 million for the quarter; diluted first quarter 2021 EPS of $0.92 per share versus $0.91 per share in the fourth quarter of 2020 as revenue generation continued at an elevated level, expenses declined and the impact of the COVID-19 |
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| April 7, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G (Rule 13d-102) (Amendment No. 12) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED PURSUANT TO RULE 13d-2(b) 1 ORRSTOWN FINANCIAL SERVICES, INC (Name of Issuer) Common Stock (Title of Class of Securities) 687380105 (CUSIP Number) December 31, 2020 |
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| March 31, 2021 |
EX-99 2 exhibit99march312021.htm EX-99 Exhibit 99 Orrstown Financial Services, Inc., Announces Retirement of Thomas R. Brugger; Names Neelesh Kalani Executive Vice President and Chief Financial Officer SHIPPENSBURG, PA, March 31, 2021— Orrstown Financial Services, Inc. (the “Company”) (NASDAQ: ORRF), the parent company of Orrstown Bank (the “Bank”), announced today that Thomas R. Brugger, Executiv |
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| March 31, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 30, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| March 26, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14(a)-6(e)(2)) x Def |
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| March 15, 2021 |
EX-10.5 2 exhibit105holtchangeincont.htm EX-10.5 Exhibit 10.5 |
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| March 15, 2021 |
EX-21 5 ex212020123110k.htm EX-21 Exhibit 21 SUBSIDIARIES OF THE REGISTRANT 1. Orrstown Bank, Shippensburg, Pennsylvania; a state-chartered bank organized under the Pennsylvania Banking Code of 1965. |
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| March 15, 2021 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐ 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: 001-34292 ORRSTOWN F |
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| March 15, 2021 |
EX-10.30 4 exhibit1030holtdeferredcom.htm EX-10.30 Exhibit 10.30 |
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| March 15, 2021 |
Exhibit 10.24 |
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| February 9, 2021 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 4, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| February 9, 2021 |
EX-99 2 shareholderletter02-04x2021.htm EXHIBIT Exhibit 99 February 4, 2021 Dear Shareholder, FOURTH QUARTER RESULTS Our fourth quarter results capped a strong year, despite continued negative impacts from COVID-19. In terms of revenue, the fourth quarter was our strongest ever, resulting in $10.1 million in earnings, which represents diluted earnings per share of $0.91. Net interest income was so |
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| January 20, 2021 |
Orrstown Financial Services, Inc. Reports Fourth Quarter and Full Year 2020 Results EX-99 2 ex992020-q4earningsrelease.htm EX-99 Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Fourth Quarter and Full Year 2020 Results •Diluted fourth quarter 2020 EPS of $0.91 per share versus $0.45 per share in the third quarter of 2020 due to robust revenue growth combined with expense reductions; full year diluted EPS of $2.40 per share •Tangible book value per shar |
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| January 20, 2021 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 20, 2021 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| December 2, 2020 |
Investor presentation slide deck Exhibit 99 |
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| December 2, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 2, 2020 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| November 10, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2020 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| November 10, 2020 |
Exhibit 99 November 9, 2020 Dear Shareholder, THIRD QUARTER RESULTS The Company reported third quarter 2020 earnings per share of $0. |
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| November 5, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 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: 001-3429 |
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| November 5, 2020 |
Exhibit 10.1 |
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| October 20, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 20, 2020 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporati |
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| October 20, 2020 |
Orrstown Financial Services, Inc. Reports Third Quarter 2020 Results Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Third Quarter 2020 Results •Diluted EPS of $0.45 per share; adjusted diluted EPS(1) totaled $0.57 per share, excluding the impact of charges related to branch consolidations, office space reductions and staffing model adjustments •Tangible book value per share(1) increased to $18.70 at September 30, 2020 from $18.03 at Jun |
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| September 24, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 24, 2020 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorpora |
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| September 24, 2020 |
Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Announces Focus on Strategic Investments and Operational Efficiencies SHIPPENSBURG, PA (September 24, 2020) - Orrstown Financial Services, Inc. ("Orrstown"), the holding company for Orrstown Bank (the "Bank") is announcing a series of steps to adjust its near-term tactical plans due to the COVID-19 pandemic. These changes involve |
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| September 18, 2020 |
Deferred Compensation Agreement between Orrstown Bank and Thomas R. Brugger EX-10.1 2 exhibit10109-17x2020.htm EX-10.1 Exhibit 10.1 DEFERRED COMPENSATION AGREEMENT THIS DEFERRED COMPENSATION AGREEMENT (this “Agreement”), adopted this 17th day of September, 2020, by and between Orrstown Bank, located in Shippensburg, Pennsylvania (the “Employer”), and Thomas R. Brugger (the “Executive”), formalizes the agreements and understanding between the Employer and the Executive. WI |
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| September 18, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 17, 2020 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorpora |
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| August 10, 2020 |
Exhibit 99 August 10, 2020 Dear Shareholder, SECOND QUARTER RESULTS As you review our activity for the second quarter of 2020, it is important to keep in mind that, while we were pleased with our performance, the results were affected by recognition of revenue associated with the Paycheck Protection Program (PPP) offered by the Small Business Administration (SBA) to assist small businesses during the pandemic. |
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| August 10, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2020 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: 001-34292 ORR |
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| August 10, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2020 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporatio |
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| July 28, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 28, 2020 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| July 28, 2020 |
Investor presentation slide deck dated July 28, 2020 Exhibit 99 |
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| July 21, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 21, 2020 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| July 21, 2020 |
Exhibit 99 FOR IMMEDIATE RELEASE: Orrstown Financial Services, Inc. Reports Second Quarter 2020 diluted EPS of $0.58 and Announces Quarterly Dividend of $0.17 per Share •Continued efforts to assist clients, employees and communities affected by COVID-19 •Second quarter closings of U.S Small Business Administration Paycheck Protection Program ("SBA PPP") loans were approximately $460 million with $ |
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| June 25, 2020 |
Regulation FD Disclosure, Financial Statements and Exhibits UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 25, 2020 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| June 25, 2020 |
Investor presentation slide deck dated June 25, 2020 Exhibit 99 |
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| June 1, 2020 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 1, 2020 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation) |
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| June 1, 2020 |
ORRSTOWN FINANCIAL SERVICES, INC. ANNOUNCES ELECTION OF LINFORD WEAVER TO BOARD OF DIRECTORS Exhibit 99 FOR IMMEDIATE RELEASE ORRSTOWN FINANCIAL SERVICES, INC. ANNOUNCES ELECTION OF LINFORD WEAVER TO BOARD OF DIRECTORS SHIPPENSBURG, PA (June 1, 2020) – Orrstown Financial Services, Inc. (NASDAQ: ORRF) today announced that Linford (Lin) Weaver has been elected to the Boards of Directors of the Company and its principal subsidiary, Orrstown Bank, effective June 1, 2020. Mr. Weaver currently |
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| May 7, 2020 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2020 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: 001-34292 OR |
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| April 30, 2020 |
Submission of Matters to a Vote of Security Holders UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 28, 2020 ORRSTOWN FINANCIAL SERVICES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 001-34292 23-2530374 (State or other jurisdiction of incorporation |
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| April 28, 2020 |
Presentation - Annual Shareholder Meeting dated April 28, 2020 Exhibit 99 |
