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Filings
Filed
Aug 10, 2026, 4:07 PM EDT
Fiscal quarter
Q2 FY2026
Calendar quarter
Q2 2026
Accession
0000723646-26-000074

Part I FINANCIAL INFORMATION

Item 1. Financial Statements

Item 1F. Financial Statements Consolidated Balance Sheets

Dollars in thousands, except share and per share data ยท unaudited

View SEC source
Line itemJune 30, 2026December 31, 2025
Assets
Cash and due from banks
Short-term interest-earning deposits in other banks
Total cash and cash equivalents195,031127,721
Long-term interest-earning deposits in other banks
Debt securities available for sale, at fair value
Restricted stock
Loans held for sale2,79718,929
Loans
Allowance for credit losses()()
Net Loans
Premises and equipment, net
Right of use asset
Bank owned life insurance
Goodwill
Deferred tax asset, net
Other assets
Total assets
Liabilities
Deposits
Noninterest-bearing checking$341,103$310,251
Money management, savings, and interest checking
Time
Total deposits
Federal Home Loan Bank advances200,000200,000
Subordinate notes10,85510,845
Lease liability
Other liabilities11,64213,319
Total liabilities2,151,3362,063,776
Commitments and contingent liabilities (see Note 16)
Shareholders' equity
Common stock, par value per share, shares authorized with
shares issued and shares outstanding at June 30, 2026 and
shares issued and shares outstanding at December 31, 2025
Capital stock no par value, shares authorized with
shares issued and outstandingโ€”โ€”
Additional paid-in capital
Retained earnings165,085154,844
Accumulated other comprehensive loss(23,458)(21,589)
Treasury stock, shares at June 30, 2026 and shares at
December 31, 2025, at cost()()
Total shareholders' equity183,845175,242
Total liabilities and shareholders' equity

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

1

Consolidated Statements of Income

View SEC source
(Dollars in thousands, except per share data) (unaudited)For the Three Months EndedJune 30, 2026For the Three Months EndedJune 30, 2025For the Six Months EndedJune 30, 2026For the Six Months EndedJune 30, 2025
Interest income
Loans, including fees
Interest and dividends on investments:
Taxable interest3,4804,5247,0969,349
Tax exempt interest265269530540
Dividend income201189404379
Interest-earning deposits in other banks
Total interest income
Interest expense
Deposits
FHLB overnight borrowings and advances2,1812,1814,3394,339
Subordinate notes
Total interest expense
Net interest income
Provision for credit losses - loans
Provision for (reversal of) credit losses - unfunded commitments39(69)58(40)
Total provision for credit losses
Net interest income after credit loss expense
Noninterest income
Wealth management fees
Loan service charges
Gain on sale of loans
Deposit service charges and fees
Other service charges and fees
Debit card income
Increase in cash surrender value of life insurance
Change in fair value of equity securitiesโ€”โ€”โ€”()
Other
Total noninterest income
Noninterest Expense
Salaries
Employee benefits
Net occupancy
Marketing and advertising362353788786
Legal and professional
Data processing
Pennsylvania bank shares tax
FDIC Insurance
ATM/debit card processing
Telecommunications128109262216
Other1,2069762,3822,153
Total noninterest expense
Income before income taxes
Income tax expense
Net income
Per share
Basic earnings per share
Diluted earnings per share

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

2

Consolidated Statements of Comprehensive Income (Loss)

View SEC source
(Dollars in thousands) (unaudited)For the Three Months EndedJune 30, 2026For the Three Months EndedJune 30, 2025For the Six Months EndedJune 30, 2026For the Six Months EndedJune 30, 2025
Net Income
Debt Securities:
Unrealized gains (losses) arising during the period()()
Reclassification adjustment for gains (losses) realized in income on fair value hedge (1)โ€”(614)(101)(2,514)
Net unrealized gain (loss)(245)1,357(2,366)5,980
Tax effect52(285)497(1,256)
Net of tax amount(193)1,072(1,869)4,724
Total Comprehensive Income (Loss)
(1) Reclassified to interest income

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

โ€Ž

3

Consolidated Statements of Changes in Shareholdersโ€™ Equity

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

(Dollars in thousands, except per share data) (unaudited)SharesOutstandingCommonStockAdditional ยท Paid-inCapitalRetainedEarningsAccumulated ยท Other ยท ComprehensiveIncome (Loss)TreasuryStockTotal
Balance at April 1, 20264,493,002$4,71143,776$160,001$(23,265)$(6,479)$178,744
Net incomeโ€”โ€”6,611โ€”โ€”
Other comprehensive lossโ€”โ€”โ€”(193)โ€”()
Cash dividends declared, per shareโ€”โ€”(1,527)โ€”โ€”()
Acquisition of treasury stock(5,950)โ€”โ€”โ€”โ€”(350)()
Treasury shares issued under dividend reinvestment plan4,520โ€”131โ€”โ€”136
Stock Compensation Plans:
Treasury shares issued2,143โ€”10โ€”โ€”6575
Compensation expenseโ€”218โ€”โ€”โ€”
Balance at June 30, 20264,493,715$4,711$44,135$165,085$(23,458)$(6,628)$183,845
Balance at January 1, 20264,481,149$4,711$43,932$154,844$(21,589)$(6,656)$175,242
Net incomeโ€”โ€”13,248โ€”โ€”
Other comprehensive lossโ€”โ€”โ€”(1,869)โ€”()
Cash dividends declared, per shareโ€”โ€”(3,007)โ€”โ€”()
Acquisition of treasury stock(15,703)โ€”52โ€”โ€”(807)()
Treasury shares issued under dividend reinvestment plan9,584โ€”246โ€”โ€”284
Stock Compensation Plans:
Treasury shares issued18,685โ€”(469)โ€”โ€”55182
Compensation expenseโ€”374โ€”โ€”โ€”
Balance at June 30, 20264,493,715$4,711$44,135$165,085$(23,458)$(6,628)$183,845
Balance at April 1, 2025$4,454,382$4,711$43,607$141,967$(31,856)$(7,038)151,391
Net incomeโ€”โ€”5,908โ€”โ€”
Other comprehensive gainโ€”โ€”โ€”1,072โ€”
Cash dividends declared, per shareโ€”โ€”(1,472)โ€”โ€”()
Acquisition of treasury stock(8,345)โ€”โ€”โ€”โ€”(296)()
Treasury shares issued under dividend reinvestment plan7,039โ€”75โ€”โ€”195
Stock Compensation Plans:
Treasury shares issued14,928โ€”(200)โ€”โ€”410210
Compensation expenseโ€”281โ€”โ€”โ€”
Balance at June 30, 2025$4,468,004$4,711$43,763$146,403$(30,784)$(6,729)157,364
Balance at January 1, 2025$4,427,362$4,711$43,791$139,463$(35,508)$(7,741)144,716
Net incomeโ€”โ€”9,829โ€”โ€”
Other comprehensive gainโ€”โ€”โ€”4,724โ€”
Cash dividends declared, per shareโ€”โ€”(2,889)โ€”โ€”()
Acquisition of treasury stock(12,267)โ€”โ€”โ€”โ€”(438)()
Treasury shares issued under dividend reinvestment plan19,391โ€”182โ€”โ€”532
Stock Compensation Plans:
Treasury shares issued33,518โ€”(685)โ€”โ€”918233
Compensation expenseโ€”475โ€”โ€”โ€”
Balance at June 30, 2025$4,468,004$4,711$43,763$146,403$(30,784)$(6,729)157,364

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

4

Consolidated Statements of Cash Flows

View SEC source
Line itemSix Months Endedโ€ŽJune 30, 2026Six Months Endedโ€ŽJune 30, 2025
(Dollars in thousands) (unaudited)
Cash flows from operating activities
Net income
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization1,0291,071
Net amortization of loans and investment securities
Amortization of subordinate debt issuance costs
Provision for credit losses
Loss on sale of equity securitiesโ€”
Loans originated for sale()()
Proceeds from sale of loans
Gain on sale of loans held for sale(545)(241)
Gain on sale of premise()โ€”
Increase in cash surrender value of life insurance()()
Gain from claims on life insurance policies()โ€”
Stock based compensation
Net decrease in other assets
Net decrease in other liabilities()()
Net cash provided by operating activities
Cash flows from investing activities
Net decrease in long-term interest-earning deposits in other banks
Proceeds from maturities, calls and pay-downs of securities available for sale
Purchase of investment securities available for sale()โ€”
Increase in restricted stock(88)(119)
Net increase in loans()()
Proceeds from surrender of life insurance policiesโ€”
Proceeds from sale of equity securitiesโ€”
Proceeds from sale of premisesโ€”
Capital expenditures()()
Net cash used in investing activities()()
Cash flows from financing activities
Net increase in demand deposits, interest-bearing checking, and savings accounts
Net increase in time deposits
Dividends paid()()
Purchase of Treasury shares()()
Cash received from option exercises
Treasury shares issued under dividend reinvestment plan
Net cash provided by financing activities
Increase in cash and cash equivalents67,3104,177
Cash and cash equivalents at the beginning of the period127,721203,613
Cash and cash equivalents at the end of the period$195,031$207,790
Supplemental Disclosures of Cash Flow Information
Cash paid during the period for:
Interest on deposits and other borrowed funds
Income taxes
Noncash Activities
Lease liabilities arising from obtaining right-of-use assets

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

5

FRANKLIN FINANCIAL SERVICES CORPORATION and SUBSIDIARIES

UNAUDITED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1. Basis of Presentation

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

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

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

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

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

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

(Dollars and shares in thousands, except per share data)For the Three Months EndedJune 30, 2026For the Three Months EndedJune 30, 2025For the Six Months EndedJune 30, 2026For the Six Months EndedJune 30, 2025
Weighted average shares outstanding (basic)
Impact of common stock equivalents
Weighted average shares outstanding (diluted)
Anti-dilutive options excluded from calculationโ€”โ€”โ€”โ€”
Net income
Basic earnings per share
Diluted earnings per share

โ€Ž

6

Note 2. Recent Accounting Pronouncements

Recently adopted accounting standards

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

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

Effective Date Effective for annual periods beginning after December 15, 2024.

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

Recently issued but not yet effective accounting standards

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

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

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

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

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

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

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

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

Note 3. Accumulated Other Comprehensive Income (Loss)

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

(Dollars in thousands)June 30, 2026December 31, 2025
Net unrealized (losses) gains on debt securities$(29,083)$(26,717)
Tax effect6,1085,611
Net of tax amount$(22,975)$(21,106)
Accumulated pension adjustment$(611)$(611)
Tax effect128128
Net of tax amount$(483)$(483)
Total accumulated other comprehensive (loss) income$(23,458)$(21,589)

โ€Ž

7

Note 4. Investments

Available for Sale (AFS) Securities

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

(Dollars in thousands)June 30, 2026AmortizedcostGross ยท unrealizedgainsGross ยท unrealizedlossesFairValue
U.S. Treasury$65,781โ€”$(2,829)$62,952
Municipal153,681โ€”(16,765)136,916
Corporate8,479โ€”(587)7,892
Agency MBS & CMO131,88291(6,448)125,525
Non-Agency MBS & CMO96,088147(2,444)93,791
Asset-backed25,51789(337)25,269
Total$()
(Dollars in thousands)December 31, 2025AmortizedcostGross ยท unrealizedgainsGross ยท unrealizedlossesFairvalue
U.S. Treasury$35,880โ€”$(2,617)$33,263
Municipal154,301โ€”(16,462)137,839
Corporate15,536โ€”(861)14,675
Agency MBS & CMO135,308136(5,584)129,860
Non-Agency MBS & CMO112,860477(1,669)111,668
Asset-backed27,51978(316)27,281
Total$()

At June 30, 2026 and December 31, 2025, the fair value of debt securities pledged to secure public deposits, trust deposits, FHLB borrowing commitments and Federal Reserve Bank discount window availability totaled $368.3 million and $353.5 million, respectively. The Bank has investment in a single obligor that exceeds % of shareholdersโ€™ equity, except for securities issued by the U.S. Treasury and U.S. government sponsored entities.

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

(Dollars in thousands)Amortizedโ€ŽcostFairโ€Žvalue
Due in one year or less
Due after one year through five years
Due after five years through ten years
Due after ten years
MBS, CMO & ABS244,585
Total

Credit Impairment:

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

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

8

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

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

June 30, 2026

View SEC source
Less than 12 months12 months or moreTotal
FairUnrealizedFairUnrealizedFairUnrealized
(Dollars in thousands)ValueLossesCountValueLossesCountValueLossesCount
U.S. Treasury$30,019$(39)1$32,933$(2,790)13$62,952$(2,829)14
Municipal882(122)2136,034(16,643)164136,916(16,765)166
Corporate994(1)16,898(586)167,892(587)17
Agency MBS & CMO36,401(841)2176,550(5,607)154112,951(6,448)175
Non-Agency MBS & CMO50,701(1,118)1521,574(1,326)3072,275(2,444)45
Asset-backed2,896(8)513,522(329)3116,418(337)36
Total unrealized losses$()45$()$()

December 31, 2025

View SEC source
Less than 12 months12 months or moreTotal
FairUnrealizedFairUnrealizedFairUnrealized
(Dollars in thousands)ValueLossesCountValueLossesCountValueLossesCount
U.S. Treasury$โ€”$โ€”โ€”$33,263$(2,617)13$33,263$(2,617)13
Municipal1,683(192)4136,156(16,270)162137,839(16,462)166
Corporate986(6)113,389(855)2614,375(861)27
Agency MBS & CMO776(2)10118,183(5,582)170118,959(5,584)180
Non-Agency MBS & CMO1,870(3)374,365(1,666)4076,235(1,669)43
Asset-backed2,768(18)515,538(298)3218,306(316)37
Total unrealized losses$()23$()$()

Note 5. Loans

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

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

Residential Real Estate 1-4 family

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

9

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

Residential Real Estate Construction

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

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

Commercial Real Estate

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

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

Commercial

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

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

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

Consumer

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

10

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

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

(Dollars in thousands)June 30, 2026December 31, 2025
Residential real estate 1-4 family
Consumer first liens$233,681$213,440
Commercial first lien62,71463,457
Total first liens296,395276,897
Consumer junior liens and lines of credit89,19284,650
Commercial junior liens and lines of credit7,4756,839
Total junior liens and lines of credit96,66791,489
Total residential real estate 1-4 family393,062368,386
Residential real estate - construction
Consumer38,42229,609
Commercial15,65624,516
Total residential real estate construction54,07854,125
Commercial real estate949,366903,571
Commercial205,879225,499
Total commercial1,155,2451,129,070
Consumer8,2349,657
Less: Allowance for credit losses()()
Net Loans
Included in the loan balances are the following:
Net unamortized deferred loan costs$2,013$1,766
Loans pledged as collateral for borrowings and commitments from:
FHLB$886,497$863,693
Federal Reserve Bank100,627193,640

Note 6. Loan Quality and Allowance for Credit Losses

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

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

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

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

11

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

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

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

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

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

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

โ€Ž

12

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

(Dollars in thousands)As of June 30, 2026Term Loans ยท Amortized Cost Basis by Origination Year2026Term Loans ยท Amortized Cost Basis by Origination Year2025Term Loans ยท Amortized Cost Basis by Origination Year2024Term Loans ยท Amortized Cost Basis by Origination Year2023Term Loans ยท Amortized Cost Basis by Origination Year2022Term Loans ยท Amortized Cost Basis by Origination YearPriorRevolving ยท Loans ยท AmortizedCost BasisRevolving ยท Loans ยท Convertedto TermTotal
Residential real estate 1-4 family:
Commercial:
Risk rating:
Pass (1-5)$5,883$6,424$4,552$13,806$5,984$26,878$6,342โ€”$69,869
OAEM (6)โ€”โ€”โ€”โ€”โ€”โ€”95โ€”95
Substandard (7)โ€”โ€”โ€”โ€”โ€”225โ€”โ€”225
Doubtful (8)โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Total Commercial5,8836,4244,55213,8065,98427,1036,437โ€”70,189
Consumer:
Performing20,39245,18243,31056,06026,71442,06673,34915,781322,854
Nonperformingโ€”โ€”โ€”โ€”โ€”โ€”19โ€”19
Total Consumer20,39245,18243,31056,06026,71442,06673,36815,781322,873
Total$26,275$51,606$47,862$69,866$32,698$69,169$79,805$15,781$393,062
Current period gross charge-offsโ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Residential real estate construction:
Commercial:
Risk rating:
Pass (1-5)$2,772$3,237$5,132$907$253$2,036$1,319โ€”$15,656
OAEM (6)โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Substandard (7)โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Doubtful (8)โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Total Commercial2,7723,2375,1329072532,0361,319โ€”15,656
Consumer:
Performing7,45925,4605,503โ€”โ€”โ€”โ€”โ€”38,422
Nonperformingโ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Total Consumer7,45925,4605,503โ€”โ€”โ€”โ€”โ€”38,422
Total$10,231$28,697$10,635$907$253$2,036$1,319โ€”$54,078
Current period gross charge-offsโ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Commercial real estate:
Risk rating:
Pass (1-5)$57,170$133,971141,092203,310$92,414$260,368$15,667โ€”$903,992
OAEM (6)โ€”โ€”โ€”12,3769146,67615โ€”19,981
Substandard (7)1,603โ€”โ€”21,8752211,694โ€”โ€”25,393
Doubtful (8)โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Total$58,773$133,971$141,092$237,561$93,549$268,738$15,682โ€”$949,366
Current period gross charge-offsโ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Commercial:
Risk rating:
Pass (1-5)$9,213$13,656$20,461$8,422$17,273$93,488$37,490โ€”$200,003
OAEM (6)โ€”โ€”โ€”73281,234198โ€”1,767
Substandard (7)โ€”โ€”381โ€”389โ€”3,339โ€”4,109
Doubtful (8)โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Total$9,213$13,656$20,842$8,429$17,990$94,722$41,027โ€”$205,879
Current period gross charge-offs$(2)โ€”$(55)โ€”$(209)โ€”$(645)โ€”$(911)
Consumer:
Performing9801,256858521941,4353,085โ€”8,229
Nonperformingโ€”โ€”โ€”โ€”โ€”โ€”5โ€”5
Total$980$1,256$858$521$94$1,435$3,090โ€”$8,234
Current period gross charge-offs$(29)โ€”โ€”$(5)โ€”$(3)$(26)โ€”$(63)

โ€Ž

13

(Dollars in thousands)As of December 31, 2025Term Loans ยท Amortized Cost Basis by Origination Year2025Term Loans ยท Amortized Cost Basis by Origination Year2024Term Loans ยท Amortized Cost Basis by Origination Year2023Term Loans ยท Amortized Cost Basis by Origination Year2022Term Loans ยท Amortized Cost Basis by Origination Year2021Term Loans ยท Amortized Cost Basis by Origination YearPriorRevolving ยท Loans ยท AmortizedCost BasisRevolving ยท Loans ยท Convertedto TermTotal
Residential real estate 1-4 family:
Commercial:
Risk rating:
Pass (1-5)$6,601$4,914$14,483$6,381$8,982$23,381$5,237โ€”$69,979
OAEM (6)โ€”โ€”โ€”โ€”โ€”โ€”95โ€”95
Substandard (7)โ€”โ€”โ€”โ€”โ€”222โ€”โ€”222
Doubtful (8)โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Total Commercial6,6014,91414,4836,3818,98223,6035,332โ€”70,296
Consumer:
Performing35,72645,92760,14527,93013,38531,67567,41015,872298,070
Nonperformingโ€”โ€”โ€”โ€”โ€”โ€”20โ€”20
Total Consumer35,72645,92760,14527,93013,38531,67567,43015,872298,090
Total$42,327$50,841$74,628$34,311$22,367$55,278$72,762$15,872$368,386
Current period gross charge-offsโ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Residential real estate construction:
Commercial:
Risk rating:
Pass (1-5)$4,228$16,503$1,204โ€”$1,093$1,488โ€”โ€”$24,516
OAEM (6)โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Substandard (7)โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Doubtful (8)โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Total Commercial4,22816,5031,204โ€”1,0931,488โ€”โ€”24,516
Consumer:
Performing24,7444,865โ€”โ€”โ€”โ€”โ€”โ€”29,609
Nonperformingโ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Total Consumer24,7444,865โ€”โ€”โ€”โ€”โ€”โ€”29,609
Total$28,972$21,368$1,204โ€”$1,093$1,488โ€”โ€”$54,125
Current period gross charge-offsโ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Commercial real estate:
Risk rating:
Pass (1-5)$137,253$126,702$206,916$96,083$84,154$189,407$12,236โ€”$852,751
OAEM (6)โ€”โ€”12,95644868911,924โ€”โ€”26,017
Substandard (7)โ€”54422,040239โ€”1,980โ€”โ€”24,803
Doubtful (8)โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Total$137,253$127,246$241,912$96,770$84,843$203,311$12,236โ€”$903,571
Current period gross charge-offsโ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Commercial:
Risk rating:
Pass (1-5)$17,563$23,890$11,979$19,675$33,813$65,515$45,425โ€”$217,860
OAEM (6)โ€”โ€”83591,323โ€”198โ€”1,888
Substandard (7)โ€”553โ€”583โ€”โ€”4,615โ€”5,751
Doubtful (8)โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”โ€”
Total$17,563$24,443$11,987$20,617$35,136$65,515$50,238โ€”$225,499
Current period gross charge-offs$(9)โ€”$(17)โ€”$(2)$(8)โ€”โ€”$(36)
Consumer:
Performing1,8531,1457092011,499โ€”4,245โ€”9,652
Nonperformingโ€”โ€”โ€”โ€”โ€”โ€”5โ€”5
Total$1,853$1,145$709$201$1,499โ€”$4,250โ€”$9,657
Current period gross charge-offs$(71)$(6)$(18)$(3)$(1)$(2)$(30)โ€”$(131)

โ€Ž

14

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

June 30, 2026Nonaccrual and Loans past due 90 Days or moreDecember 31, 2025Nonaccrual and Loans past due 90 Days or moreDecember 31, 2025 ยท Nonaccrual and Loans past due 90 Days or moreLoans past due
NonaccrualNonaccrual90 Days or more
With ACLWith ACLStill Accruing
โ€”โ€”โ€”
โ€”โ€”โ€”
โ€”โ€”โ€”
โ€”โ€”โ€”
17,3877,119โ€”
โ€”290โ€”
โ€”โ€”5

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

(Dollars in thousands)Loans Past DueTotal
90 Days+CurrentLoans
June 30, 2026
Residential Real Estate 1-4 Family
First liens$51$295,589$296,395
Junior liens and lines of creditโ€”96,26996,667
Total51391,858393,062
Residential real estate - constructionโ€”54,07854,078
Commercial real estate7,027942,055949,366
Commercial49205,704205,879
Consumer58,1708,234
Total$7,132$1,601,865
Line itemLoans Past DueTotal
90 Days+CurrentLoans
December 31, 2025
Residential Real Estate 1-4 Family
First liensโ€”$275,897$276,897
Junior liens and lines of credit2090,97691,489
Total20366,873368,386
Residential real estate - constructionโ€”54,12554,125
Commercial real estate1,029902,000903,571
Commercial345224,653225,499
Consumer59,5789,657
Total$1,399$1,557,229

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

15

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

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

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

During the second quarter of 2026, the Bank provided modifications to two unrelated BEFD. One $7.0 million CRE loan was modified with a term extension that had a more-than-significant payment delay. As of June 30, 2026, this loan had matured and repayment has been delayed under the terms of a forbearance agreement. As part of the forbearance agreement, the Bank has committed to lend $2.5 million to the borrower and had advanced $1.6 million as of June 30, 2026, for a total of $8.6 million outstanding to this BEFD as of June 30, 2026. The payment terms of the new loan are also covered by the terms of the forbearance agreement. This loan is on nonaccrual status as of June 30, 2026, and a $1.2 million specific reserve has been established for this loan. The second loan modification was for an $8.8 million CRE loan that was granted interest only payments until the third quarter of 2026 when it is scheduled to return to full principal and interest payments. The Bank has commitment to lend additional amounts to this borrower. As of June 30, 2026, this loan was on nonaccrual and had a specific reserve of $734 thousand.

The following table presents the amortized cost basis of loans at June 30, 2026 that were both experiencing financial difficulty and modified during the three months ended June 30, 2026, by class and by type of modification. The percentage of the amortized cost basis of loans that were modified to borrowers experiencing financial difficulty as compared to the amortized cost basis of each class of financing receivable is also presented below. There were loans modified during the first quarter of 2026; therefore, the loans modified for the six months ended June 30, 2026 equals those modified during the second quarter of 2026. There were loans modified during the three and six month periods ended June 30, 2025.

(Dollars in thousands)June 30, 2026PrincipalForgivenessPaymentDelayTermExtensionInterest RateReductionCombination ยท Term Extension ยท and PrincipalForgivenessCombination ยท Term Extension ยท and InterestRate ReductionTotal Class ยท of FinancingReceivable
Commercial real estateโ€”$15,786โ€”โ€”โ€”โ€”1.66%

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

Line itemLoans Past DueTotal
Current90 Days+Past Due
$8,759$7,027$7,027

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

(Dollars in thousands)June 30, 2026PrincipalForgivenessWeighted- ยท Average ยท Interest RateReductionWeighted- ยท Average ยท TermExtension
Commercial real estateโ€”0.00%0.5 years

As of December 31, 2025 there were modifications made to borrowers experiencing financial difficulty that had a payment default and were modified in the twelve months prior to that default. Default is determined at 90 or more days past due, upon charge-off, or upon foreclosure.

โ€Ž

16

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

(Dollars in thousands)Residential Real Estate 1-4 Family ยท FirstLiensResidential Real Estate 1-4 Family ยท Junior Liens &Lines of CreditResidential Real Estate 1-4 FamilyConstructionCommercialReal EstateCommercialConsumerTotal
ACL at March 31, 2026$1,733$510$692$14,580$3,037$177
Charge-offsโ€”โ€”โ€”โ€”(564)(22)()
Recoveriesโ€”โ€”โ€”โ€”10021
Provision5014(36)1,838(209)(57)
ACL at June 30, 2026$1,783$524$656$16,418$2,364$119
ACL at December 31, 2025$1,665$500$652$14,042$3,641$155
Charge-offsโ€”โ€”โ€”โ€”(911)(63)()
Recoveriesโ€”โ€”67โ€”27935
Provision11824(63)2,376(645)(8)
ACL at June 30, 2026$1,783$524$656$16,418$2,364$119
ACL at March 31, 2025$1,529$470$455$12,480$3,394$116
Charge-offsโ€”โ€”โ€”โ€”(10)(43)()
Recoveriesโ€”โ€”โ€”โ€”216
Provision108181063725545
ACL at June 30, 2025$1,637$488$561$12,852$3,460$124
ACL at December 31, 2024$1,497$461$376$12,004$3,182$133
Charge-offsโ€”โ€”โ€”โ€”(13)(61)()
Recoveriesโ€”โ€”3โ€”7511
Provision1402718284821641
ACL at June 30, 2025$1,637$488$561$12,852$3,460$124

Note 7. Leases

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

Lease costs:

The components of total lease cost were as follows:

(Dollars in thousands)Three Months Endedโ€ŽJune 30, 2026Three Months Endedโ€ŽJune 30, 2025Six Months Endedโ€ŽJune 30, 2026Six Months Endedโ€ŽJune 30, 2025
Operating lease cost$186$179$371$358
Short-term lease cost4488
Variable lease cost
Total lease cost

17

Supplemental Lease Information:

(Dollars in thousands)Six Months Endedโ€ŽJune 30, 2026Six Months Endedโ€ŽJune 30, 2025
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases
Weighted-average remaining lease term (years)10.211.3
Weighted-average discount rate%%

Lease Obligations:

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

(Dollars in thousands)
$2026$367
2027597
2028549
2029545
2030526
2031 and beyond
Undiscounted cash flow
Imputed Interest()
Total lease liability

Note 8. Other Real Estate Owned

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

Note 9. Derivatives

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

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

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

โ€Ž

18

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

(Dollars in thousands)As of June 30, 2026Notional amountAs of June 30, 2026Balance Sheet LocationAs of June 30, 2026Fair ValueAs of December 31, 2025Notional amountAs of December 31, 2025Balance Sheet LocationAs of December 31, 2025Fair Value
Derivatives designated as hedging instruments
Interest rate swaps--โ€”100,344Other Assets124
Total derivatives designated as hedging instrumentsโ€”$124
Derivatives not designated as hedging instruments
Other Contracts$5,744Other Liabilitiesโ€”5,853Other Liabilitiesโ€”
Total derivatives not designated as hedging instrumentsโ€”โ€”

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

Effect of Derivatives Designated as Hedging Instruments on the Statement of Financial PerformanceLocation of Gain or (Loss) Recognized in Income on DerivativeEffect of Derivatives Designated as Hedging Instruments on the Statement of Financial Performance ยท Amount of Gain or (Loss) Recognized in Income on Derivatives ยท Three Months EndedJune 30, 2026Effect of Derivatives Designated as Hedging Instruments on the Statement of Financial Performance ยท Amount of Gain or (Loss) Recognized in Income on Derivatives ยท Three Months EndedJune 30, 2025Amount of Gain or (Loss) Recognized in Income on Derivatives ยท Six Months EndedJune 30, 2026Amount of Gain or (Loss) Recognized in Income on Derivatives ยท Six Months EndedJune 30, 2025
Investment income-$202$53401

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

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

(Dollars in thousands)Carrying amount of the hedged itemsAs of June 30, 2026Carrying amount of the hedged itemsAs of June 30, 2025
Investment securities, AFS (1)-$108,250

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

Note 10. Pension

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

(Dollars in thousands)Three Months EndedJune 30, 2026Three Months EndedJune 30, 2025Six Months EndedJune 30, 2026Six Months EndedJune 30, 2025
Components of net periodic cost:
Service cost
Interest cost
Expected return on plan assets(225)(206)(454)(414)
Recognized net actuarial loss
Total pension expense

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

19

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

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

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

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

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

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

An assetโ€™s or liabilityโ€™s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement.

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

The following methods and assumptions were used to estimate the fair values of the Corporationโ€™s financial instruments

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

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

20

impairment and adjusted in accordance with the allowance policy. partial charge-offs on these loans were taken in the first six months of 2026. Collateral dependent loans are measured at fair value on a nonrecurring basis.

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

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

Fair Value Measurements

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

(Dollars in thousands)AssetsFair Value at June 30, 2026BasisFair Value at June 30, 2026Level 1Fair Value at June 30, 2026Level 2Fair Value at June 30, 2026Level 3Fair Value at June 30, 2026Total
Available for sale:
U.S. Treasury62,952โ€”โ€”62,952
Municipalโ€”136,916โ€”136,916
Corporateโ€”7,892โ€”7,892
Agency MBS & CMOโ€”125,525โ€”125,525
Non-Agency MBS & CMOโ€”93,791โ€”93,791
Asset-backedโ€”25,269โ€”25,269
Total available for saleRecurring$62,952$389,393โ€”$452,345
Collateral dependent loans (1)Nonrecurringโ€”โ€”15,86115,861
(Dollars in thousands)AssetsFair Value at December 31, 2025BasisFair Value at December 31, 2025Level 1Fair Value at December 31, 2025Level 2Fair Value at December 31, 2025Level 3Fair Value at December 31, 2025Total
Available for sale:
U.S. Treasury33,263โ€”โ€”33,263
Municipalโ€”137,839โ€”137,839
Corporateโ€”14,675โ€”14,675
Agency MBS & CMOโ€”129,860โ€”129,860
Non-Agency MBS & CMOโ€”111,668โ€”111,668
Asset-backed27,28127,281
Total available for saleRecurring$33,263$421,323โ€”$454,586
Collateral dependent loans (1)Nonrecurringโ€”โ€”6,2276,227
DerivativesRecurringโ€”124โ€”124

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

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

โ€Ž

21

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

(Dollars in thousands)June 30, 2026Fair ValueValuation TechniqueUnobservable Input
Collateral Dependent$15,861AppraisalAppraisal adjustment on
Real estate assets
Cost to sell
December 31, 2025Fair ValueValuation TechniqueUnobservable Input
Collateral Dependent$6,227AppraisalAppraisal adjustment on
Real estate assets
Cost to sell
Collateral Dependent (1)-AppraisalValuation of
Business assets
Cost to sell

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

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

June 30, 2026

View SEC source
(Dollars in thousands)CarryingAmountFairValueLevel 1Level 2Level 3
Financial assets, carried at cost:
Cash and cash equivalents$195,031$195,031$195,031โ€”โ€”
Long-term interest-earning deposits in other banks750750750โ€”โ€”
Loans held for sale2,7972,851โ€”2,851โ€”
Net loans1,588,7551,577,561โ€”โ€”1,577,561
Accrued interest receivable8,4598,459โ€”โ€”8,459
Financial liabilities:
Deposits$1,924,588$1,924,340โ€”$1,924,340โ€”
FHLB advances200,000200,411โ€”200,411โ€”
Subordinate notes10,8559,532โ€”9,532โ€”
Accrued interest payable3,6233,623โ€”3,623โ€”
December 31, 2025
CarryingFair
(Dollars in thousands)AmountValueLevel 1Level 2Level 3
Financial assets, carried at cost:
Cash and cash equivalents$127,721$127,721$127,721โ€”โ€”
Long-term interest-earning deposits in other banks999999999
Loans held for sale18,92919,161โ€”19,161โ€”
Net loans1,540,5831,537,281โ€”โ€”1,537,281
Accrued interest receivable8,0848,084โ€”โ€”8,084
Financial liabilities:
Deposits$1,835,772$1,835,884โ€”$1,835,884โ€”
FHLB Advances200,000201,732201,732
Subordinate notes10,8459,532โ€”9,532โ€”
Accrued interest payable3,8523,852โ€”3,852โ€”

โ€Ž

22

Note 12. Deposits

(Dollars in thousands)June 30, 2026December 31, 2025
Noninterest-bearing checking$341,103$310,251
Interest-bearing checking409,088431,843
Money management848,023771,231
Savings
Total interest-bearing checking and savings
Time deposits
Time - brokered deposits22,05722,057
Total time deposits
Total deposits
Overdrawn deposit accounts reclassified as loans

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

Note 13. Borrowings

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

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

Note 14. Capital Ratios

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

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

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

23

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

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

(Dollars in thousands)June 30, 2026December 31, 2025Regulatory Ratios ยท Adequately ยท CapitalizedMinimumRegulatory Ratios ยท Well ยท CapitalizedMinimum
Common Equity Tier 1 Risk-based Capital Ratio (1)
Franklin Financial Services Corporation11.93%11.45%N/AN/A
Farmers & Merchants Trust Company12.47%12.02%4.50%6.50%
Tier 1 Risk-based Capital Ratio (2)
Franklin Financial Services Corporation11.93%11.45%N/AN/A
Farmers & Merchants Trust Company12.47%12.02%6.00%8.00%
Total Risk-based Capital Ratio (3)
Franklin Financial Services Corporation13.77%13.27%N/AN/A
Farmers & Merchants Trust Company13.73%13.27%8.00%10.00%
Tier 1 Leverage Ratio (4)
Franklin Financial Services Corporation8.44%8.17%N/AN/A
Farmers & Merchants Trust Company8.83%8.57%4.00%5.00%

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

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

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

(4) Tier 1 capital / average quarterly assets

Note 15. Revenue Recognition

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

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

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

(Dollars in thousands)Wealth Management FeesFor the Three Months EndedJune 30, 2026For the Three Months EndedJune 30, 2025For the Six Months EndedJune 30, 2026For the Six Months EndedJune 30, 2025
Asset Management Fees
Estate Management Fees
Commissions
Total

24

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

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

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

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

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

Contract Balances

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

Contract Acquisition Costs

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

1Note 16. Commitments and Contingencies

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

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

โ€Ž

25

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

(Dollars in thousands)June 30, 2026December 31, 2025
Financial instruments whose contract amounts represent credit risk
Commercial commitments to extend credit$302,860$300,228
Consumer commitments to extend credit (secured)143,151153,183
Consumer commitments to extend credit (unsecured)8,2117,083
$454,222$460,494
Standby letters of credit$38,274$29,880
ACL - Unfunded Commitments (1)$1,957$1,899
(1) Reported in Other Liabilities on the Consolidated Balance Sheets

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

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

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

Legal Proceedings

The nature of the Corporationโ€™s business generates a certain amount of litigation.

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

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

โ€Ž

26

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

Note 17. Segment Reporting

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

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

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

(Dollars in thousands)For the Three Months Ended ยท June 30, 2026 ยท Reportable SegmentsCommunity BankingFor the Three Months Ended ยท June 30, 2026 ยท Reportable SegmentsWealthFor the Three Months Ended ยท June 30, 2026Other (1)For the Three Months Ended ยท June 30, 2026Consolidated TotalFor the Six Months Ended ยท June 30, 2026 ยท Reportable SegmentsCommunity BankingFor the Six Months Ended ยท June 30, 2026 ยท Reportable SegmentsWealthFor the Six Months Ended ยท June 30, 2026Other (1)For the Six Months Ended ยท June 30, 2026Consolidated Total
Interest and dividend Incomeโ€”โ€”โ€”โ€”
Noninterest incomeโ€”โ€”
Total consolidated revenue
Interest expenseโ€”201โ€”406
Provision for credit lossesโ€”โ€”โ€”โ€”
Salaries and benefit expenseโ€”โ€”
Other noninterest expense (2)5981,170
Income before income taxes(799)(1,576)
Income tax expenseโ€”(163)โ€”(331)
Net income$(636)$(1,245)
Total assets for reportable segments209209

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

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

โ€Ž

27

(Dollars in thousands)For the Three Months Ended ยท June 30, 2025 ยท Reportable SegmentsCommunity BankingFor the Three Months Ended ยท June 30, 2025 ยท Reportable SegmentsWealthFor the Three Months Ended ยท June 30, 2025Other (1)For the Three Months Ended ยท June 30, 2025Consolidated TotalFor the Six Months Ended ยท June 30, 2025 ยท Reportable SegmentsCommunity BankingFor the Six Months Ended ยท June 30, 2025 ยท Reportable SegmentsWealthFor the Six Months Ended ยท June 30, 2025Other (1)For the Six Months Ended ยท June 30, 2025Consolidated Total
Interest and dividend Incomeโ€”โ€”โ€”โ€”
Noninterest income(7)(7)
Total consolidated revenue
Interest expenseโ€”263โ€”528
Provision for credit lossesโ€”โ€”โ€”โ€”
Salaries and benefit expenseโ€”โ€”
Other noninterest expense (2)6261,194
Income before income taxes(896)(1,729)
Income tax expenseโ€”(226)โ€”(226)
Net income$(670)$(1,503)
Total assets for reportable segments$1,0431,043

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

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

Note 18. Reclassifications

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

Note 19. Subsequent Events

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

โ€Ž

Item 2. Managementโ€™s Discussion and Analysis of Results of Operations and Financial Condition

Managementโ€™s Discussion and Analysis of Results of Operations and Financial Condition

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

Results of Operations

Summary

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

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

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

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

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

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

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

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

29

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

(Dollars in thousands, except per share) (Unaudited)Six Months EndedJune 30, 2026Six Months EndedJune 30, 2025Twelve Months EndedDecember 31, 2025
Balance Sheet Highlights
Total assets$2,335,181$2,286,745$2,239,018
Debt securities available for sale452,345481,259454,586
Loans, net1,588,7551,500,0351,540,583
Deposits1,924,5881,893,4711,835,772
Other borrowings200,000200,000200,000
Shareholders' equity183,845157,364175,242
Summary of Operations
Interest income$56,701$55,658$114,371
Interest expense18,83422,81544,725
Net interest income37,86732,84369,646
Provision for credit losses - loans1,8021,4543,030
Provision for (reversal of) credit losses - unfunded commitments58(40)(131)
Total provision for credit losses1,8601,4142,899
Net interest income after provision for credit losses36,00731,42966,747
Noninterest income10,5099,66419,176
Noninterest expense29,96028,96559,656
Income before income taxes16,55612,12826,267
Total income tax expense3,3082,2995,041
Net income$13,248$9,829$21,226
Performance Measurements
Return on average assets*1.17%0.89%0.94%
Return on average equity*14.96%13.27%13.55%
Return on average tangible equity (1)*15.63%14.01%14.38%
Efficiency ratio (1)61.33%67.35%66.48%
Net interest margin*3.52%3.13%3.25%
Shareholders' Value (per common share)
Diluted earnings per share$2.95$2.21$4.74
Basic earnings per share2.942.204.76
Regular cash dividends declared0.670.651.31
Book value40.9135.2239.11
Tangible book value (1)38.9033.2037.10
Market value62.6034.6350.20
Market value/book value ratio153.02%98.31%128.36%
Market value/tangible book value ratio160.91%104.28%135.33%
Price/earnings multiple (year-to-date)*10.656.5610.59
Dividend yield (year-to-date)**2.16%3.81%2.63%
Dividend payout ratio (year-to-date)22.70%29.39%27.54%
Safety and Soundness
Average equity/average assets7.81%6.67%6.92%
Risk-based capital ratio (Total)13.77%13.33%13.27%
Leverage ratio (Tier 1)8.44%7.78%8.17%
Common equity ratio (Tier 1)11.93%10.91%11.45%
Nonperforming loans / gross loans1.10%0.71%0.55%
Nonperforming assets/total assets0.76%0.47%0.38%
Allowance for credit losses as a % of loans1.36%1.26%1.32%
Net loans (charged-off) recovered / average loans*-0.07%0.00%0.00%
Assets under Management
Trust assets under management (fair value)$1,326,643$1,221,333$1,273,421
Held at third-party brokers (fair value)154,826138,763147,880
$1,481,469$1,360,096$1,421,301

*Year-to-date annualized

(1) See the section titled โ€œGAAP versus Non-GAAP Presentationโ€ that follows.

30

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

(Dollars in thousands, except per share)June 30, 2026June 30, 2025December 31, 2025
Return on Tangible Equity (non-GAAP)
Net income$13,248$9,829$21,226
Average shareholders' equity178,541149,377156,638
Less average intangible assets(9,016)(9,016)(9,016)
Average tangible equity (non-GAAP)169,525140,361147,622
Return on average tangible equity (non-GAAP)*15.63%14.01%14.38%
Tangible Book Value (per share) (non-GAAP)
Shareholders' equity$183,845$157,364$175,242
Less intangible assets(9,016)(9,016)(9,016)
Tangible book value (non-GAAP)174,829148,348166,226
Shares outstanding (in thousands)4,4944,4684,481
Tangible book value per share (non-GAAP)$38.90$33.20$37.10
Efficiency Ratio
Noninterest expense$29,960$28,965$59,656
Net interest income37,86732,84369,646
Plus tax equivalent adjustment to net interest income474490904
Plus noninterest income, net of securities transactions10,5099,67119,183
Total revenue48,85043,00489,733
Efficiency ratio (Noninterest expense/total revenue)61.33%67.35%66.48%
* Year-to-date annualized

Net Interest Income

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

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

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

31

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

(Dollars in thousands)For the Three Months Ended June 30, 2026 ยท AveragebalanceFor the Three Months Ended June 30, 2026 ยท Income orexpenseFor the Three Months Ended June 30, 2026 ยท Averageyield/rateFor the Three Months Ended June 30, 2025 ยท AveragebalanceFor the Three Months Ended June 30, 2025 ยท Income orexpenseFor the Three Months Ended June 30, 2025 ยท Averageyield/rate
Interest-earning assets:
Deposits in other banks$197,385$1,8263.71%$197,429$2,1934.46%
Investment securities:
Taxable securities394,5883,4803.54%440,6854,5244.12%
Tax-exempt securities50,0183302.65%48,8633332.73%
Restricted stock8,9782018.96%8,8921898.53%
Total investment securities453,5844,0113.55%498,4405,0464.06%
Gross loans:
Residential real estate 1-4 family:
First liens291,8974,2375.82%254,7863,5915.65%
Junior liens and lines of credit94,6521,3235.61%85,5841,2795.99%
Residential real estate - construction59,7498705.84%47,0738166.95%
Commercial real estate925,25613,9576.05%853,22812,5355.89%
Commercial209,7242,7295.22%238,3733,2035.39%
Consumer10,5552158.17%7,9101829.23%
Total gross loans1,591,83323,3315.88%1,486,95421,6065.83%
Total interest-earning assets2,242,802$29,1685.22%2,182,823$28,8455.30%
Noninterest-earning assets87,81592,430
Total assets$2,330,617$2,275,253
Interest-bearing liabilities:
Deposits:
Interest checking$424,622$6080.57%$411,391$6270.61%
Money management832,2724,5772.21%760,4224,9922.63%
Savings97,081140.06%96,213190.08%
Time207,7601,7673.41%231,2722,3204.02%
Time - brokered22,0572364.29%87,0579604.42%
Total interest-bearing deposits1,583,7927,2021.82%1,586,3558,9182.25%
Subordinate notes10,8522017.41%19,7132635.34%
Federal Home Loan Bank borrowings200,0002,1814.32%200,0002,1814.32%
Total interest-bearing liabilities1,794,6449,5842.14%1,806,06811,3622.52%
Noninterest checking339,881301,240
Other liabilities16,88616,470
Shareholders' equity179,206151,475
Total liabilities and shareholders' equity$2,330,617$2,275,253
T/E net interest income/Net interest margin19,5843.50%17,4833.21%
Tax equivalent adjustment(237)(245)
Net interest income$19,347$17,238
Net Interest Spread3.08%2.78%
Cost of Funds1.80%2.16%
Cost of Deposits1.50%1.90%

32

Provision for Credit Losses

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

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

Noninterest Income

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

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

(Dollars in thousands)For the Three Months EndedJune 30, 2026For the Three Months EndedJune 30, 2025ChangeAmountChange%
Noninterest Income
Wealth management fees$2,567$2,419$1486.1
Loan service charges289294(5)(1.7)
Gain on sale of loans2271329572.0
Deposit service charges and fees6946138113.2
Other service charges and fees521480418.5
Debit card income632608243.9
Increase in cash surrender value of life insurance1351161916.4
Other84441(357)(81.0)
Total noninterest income$5,149$5,103$460.9

Noninterest Expense

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

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

(Dollars in thousands)Noninterest ExpenseFor the Three Months EndedJune 30, 2026For the Three Months EndedJune 30, 2025ChangeAmountChange%
Salaries$6,453$6,210$2433.9
Employee benefits2,1622,654(492)(18.5)
Net occupancy1,1781,146322.8
Marketing and advertising36235392.5
Legal and professional556537193.5
Data processing1,5781,514644.2
Pennsylvania bank shares tax2361379972.3
FDIC insurance367409(42)(10.3)
ATM/debit card processing3833443911.3
Telecommunications1281091917.4
Other1,20697623023.6
Total noninterest expense$14,609$14,389$2201.5

33

Provision for Income Taxes

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

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

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

โ€Ž

34

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

(Dollars in thousands)For the Six Months Ended June 30, 2026 ยท AveragebalanceFor the Six Months Ended June 30, 2026 ยท Income orexpenseFor the Six Months Ended June 30, 2026 ยท Averageyield/rateFor the Six Months Ended June 30, 2025 ยท AveragebalanceFor the Six Months Ended June 30, 2025 ยท Income orexpenseFor the Six Months Ended June 30, 2025 ยท Averageyield/rate
Interest-earning assets:
Deposits in other banks$160,181$2,9443.71%$185,567$4,1014.46%
Investment securities:โ€”
Taxable securities396,5437,0963.61%447,0979,3494.22%
Tax-exempt securities50,3766602.64%49,6166672.71%
Restricted stock8,9384049.04%8,8313798.65%
Total investment securities455,8578,1603.61%505,54410,3954.15%
Gross loans:
Residential real estate 1-4 family:
First liens293,6398,4335.79%249,6646,8825.56%
Junior liens and lines of credit93,7912,6025.59%84,3632,4945.96%
Residential real estate - construction58,3761,7776.14%40,8831,3846.83%
Commercial real estate917,18727,2866.00%834,94024,2465.86%
Commercial208,9255,5525.36%236,6696,2885.36%
Consumer10,2824218.26%7,9253589.11%
Total gross loans1,582,20046,0715.87%1,454,44441,6525.78%
Total interest-earning assets2,198,238$57,1755.25%2,145,555$56,1485.28%
Noninterest-earning assets87,03392,328
Total assets$2,285,271$2,237,883
Interest-bearing liabilities:
Deposits:
Interest checking$422,186$1,1870.57%$407,940$1,2180.60%
Money management801,9888,7562.20%744,7789,8832.68%
Savings97,555340.07%96,629590.12%
Time209,8863,6423.50%225,8964,6514.15%
Time - brokered22,0574704.30%87,0572,1374.95%
Total interest-bearing deposits1,553,67214,0891.83%1,562,30017,9482.32%
Subordinate notes10,8504067.48%19,7085285.36%
Federal Home Loan Bank borrowings200,0004,3394.32%200,0004,3394.32%
Total interest-bearing liabilities1,764,52218,8342.15%1,782,00822,8152.58%
Noninterest checking324,753289,464
Other liabilities17,45517,034
Shareholders' equity178,541149,377
Total liabilities and shareholders' equity$2,285,271$2,237,883
T/E net interest income/Net interest margin38,3413.52%33,3333.13%
Tax equivalent adjustment(474)(490)
Net interest income$37,867$32,843
Net Interest Spread3.10%2.70%
Cost of Funds1.82%2.22%
Cost of Deposits1.51%1.95%

โ€Ž

35

Provision for Credit Losses

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

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

Noninterest Income

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

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

(Dollars in thousands)For the Six Months EndedJune 30, 2026For the Six Months EndedJune 30, 2025ChangeAmountChange%
Noninterest Income
Wealth management fees$4,873$4,633$2405.2
Loan service charges527503244.8
Gain on sale of loans545241304126.1
Deposit service charges and fees1,3411,21812310.1
Other service charges and fees1,002963394.0
Debit card income1,2511,167847.2
Increase in cash surrender value of life insurance2672303716.1
Other703716(13)(1.8)
Noninterest income before securities transactions10,5099,6718388.7
Change in fair value of equity securitiesโ€”(7)7(100.0)
Total noninterest income$10,509$9,664$8458.7

Noninterest Expense

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

โ€Ž

36

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

(Dollars in thousands)Noninterest ExpenseFor the Six Months EndedJune 30, 2026For the Six Months EndedJune 30, 2025ChangeAmountChange%
Salaries$12,690$12,386$3042.5
Employee benefits4,9494,984(35)(0.7)
Net occupancy2,4192,371482.0
Marketing and advertising78878620.3
Legal and professional1,2511,06418717.6
Data processing3,1193,071481.6
Pennsylvania bank shares tax49029719365.0
FDIC insurance850954(104)(10.9)
ATM/debit card processing7606837711.3
Telecommunications2622164621.3
Other2,3822,15322910.6
Total noninterest expense$29,960$28,965$9953.4

Provision for Income Taxes

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

Financial Condition

Cash and Cash Equivalents:

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

Investment Securities:

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

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

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

37

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

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

Loans:

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

(Dollars in thousands)June 30, 2026December 31, 2025ChangeAmountChange%
Residential real estate 1-4 family
Consumer first liens$233,681$213,44020,2419.5
Commercial first lien62,71463,457(743)(1.2)
Total first liens296,395276,89719,4987.0
Consumer junior liens and lines of credit89,19284,6504,5425.4
Commercial junior liens and lines of credit7,4756,8396369.3
Total junior liens and lines of credit96,66791,4895,1785.7
Total residential real estate 1-4 family393,062368,38624,6766.7
Residential real estate - construction
Consumer38,42229,6098,81329.8
Commercial15,65624,516(8,860)(36.1)
Total residential real estate construction54,07854,125(47)(0.1)
Commercial real estate949,366903,57145,7955.1
Commercial205,879225,499(19,620)(8.7)
Total commercial1,155,2451,129,07026,1752.3
Consumer8,2349,657(1,423)(14.7)
1,610,6191,561,23849,3813.2
Less: Allowance for credit losses(21,864)(20,655)(1,209)5.9
Net Loans$1,588,755$1,540,58348,1723.1

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

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

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

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

38

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

(Dollars in thousands)Commercial Real Estate (CRE)June 30, 2026Owner OccupiedJune 30, 2026Non-ownerDecember 31, 2025Owner OccupiedDecember 31, 2025Non-owner
Apartments-$161,924-$163,356
Hotels & motels-105,8385,96396,231
Shopping centers13195,70514087,793
Office buildings26,22273,84124,38468,241
Land development-97,768-88,884

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

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

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

(Dollars in thousands)CommercialJune 30, 2026% of CommercialDecember 31, 2025% of Commercial
Public administration$37,43618%$40,09518%
Utilities36,13118%35,62116%
Construction14,8237%15,0177%
Manufacturing14,7857%19,9309%

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

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

Loan Quality:

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

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

39

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

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

(Dollars in thousands)June 30, 2026December 31, 2025
OAEM - 6$21,843$28,000
Substandard - 729,72730,776
Doubtful - 8โ€”โ€”
Loss - 9โ€”โ€”
Total$51,570$58,776

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

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

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

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

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

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

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

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

Allowance for Credit Losses:

Allowance for Credit Losses โ€“ Loans

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

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

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

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

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

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

โ€Ž

41

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

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

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

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

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

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

๏‚ทCollectively these estimated losses represent the quantitative component of the pooled reserve.

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

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

Allowance for Credit Losses โ€“ Unfunded Commitments

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

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42

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

(Dollars in thousands)Residential Real Estate 1-4 FamilyFirst LiensResidential Real Estate 1-4 Family ยท Junior Liens &Lines of CreditResidential Real Estate 1-4 FamilyConstructionCommercialReal EstateCommercialConsumerTotal
2026
Loans at June 30, 2026$296,395$96,667$54,078$949,366$205,879$8,234$1,610,619
Average Loans through June 30, 2026293,63993,79158,376917,187208,92510,2821,582,200
Nonaccrual Loans at June 30, 20265119โ€”17,60849โ€”17,727
Allowance for Credit Loss at June 30, 20261,78352465616,4182,36411921,864
YTD Net (Charge-offs)/Recoveries at June 30, 2026โ€”โ€”67โ€”(632)(28)(593)
Loans/Total Gross Loans at June 30, 202618%6%3%59%13%1%100%
Nonaccrual Loans/Total Gross Loans at June 30, 20260.02%0.02%0.00%1.85%0.02%0.00%1.10%
Allowance for Credit Loss/Gross Loans at June 30, 20260.60%0.54%1.21%1.73%1.15%1.45%1.36%
Net (Charge-offs) Recoveries/Average Loans at June 30, 2026*0.00%0.00%0.23%0.00%-0.61%-0.54%-0.07%
Allowance for Credit Loss/Nonaccrual Loans at June 30, 2026123.34%
2025
Loans at December 31, 2025$276,897$91,489$54,125$903,571$225,499$9,6571,561,238
Average Loans for 2025263,55787,41045,862865,233234,1488,5311,504,741
Nonaccrual Loans at December 31, 2025โ€”20โ€”8,148345โ€”8,513
Allowance for Credit Losses at December 31, 20251,66550065214,0423,64115520,655
Net Recoveries/(Charge-offs) for 2025โ€”โ€”11157(97)(28)
Loans/Total Gross Loans at December 31, 202518%6%3%58%14%1%100%
Nonaccrual Loans/Total Gross Loans at December 31, 20250.00%0.02%0.00%0.90%0.15%0.00%0.55%
Allowance for Credit Loss/Gross Loans at December 31, 20250.60%0.55%1.20%1.55%1.61%1.61%1.32%
Net Recoveries(Charge-offs)/Average Loans for 20250.00%0.00%0.02%0.00%0.02%-1.14%0.00%
Allowance for Credit Loss/Nonaccrual Loans at December 31, 2025242.63%
*Annualized

Deposits:

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

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

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

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

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43

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

(Dollars in thousands)June 30, 2026December 31, 2025ChangeAmountChange%
Noninterest-bearing checking$341,103$310,25130,8529.9
Interest-bearing checking409,088431,843(22,755)(5.3)
Money management848,023771,23176,79210.0
Savings97,72298,124(402)(0.4)
Total interest-bearing checking and savings1,354,8331,301,19853,6354.1
Time deposits206,595202,2664,3292.1
Time - brokered deposits22,05722,057โ€”โ€”
Total time deposits228,652224,3234,3291.9
Total deposits$1,924,588$1,835,77288,8164.8
Overdrawn deposit accounts reclassified as loans$111$178

Borrowings:

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

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

Shareholdersโ€™ Equity:

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

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

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

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

44

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

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

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

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

(Dollars in thousands)June 30, 2026December 31, 2025Regulatory Ratios ยท Adequately ยท CapitalizedMinimumRegulatory Ratios ยท Well ยท CapitalizedMinimum
Common Equity Tier 1 Risk-based Capital Ratio (1)
Franklin Financial Services Corporation11.93%11.45%N/AN/A
Farmers & Merchants Trust Company12.47%12.02%4.50%6.50%
Tier 1 Risk-based Capital Ratio (2)
Franklin Financial Services Corporation11.93%11.45%N/AN/A
Farmers & Merchants Trust Company12.47%12.02%6.00%8.00%
Total Risk-based Capital Ratio (3)
Franklin Financial Services Corporation13.77%13.27%N/AN/A
Farmers & Merchants Trust Company13.73%13.27%8.00%10.00%
Tier 1 Leverage Ratio (4)
Franklin Financial Services Corporation8.44%8.17%N/AN/A
Farmers & Merchants Trust Company8.83%8.57%4.00%5.00%

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

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

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

(4) Tier 1 capital / average quarterly assets

Economy

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

Impact of Inflation

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

45

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

Liquidity

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

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

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

The following table shows the Bankโ€™s available liquidity from borrowing sources at June 30, 2026.

(Dollars in thousands)Liquidity SourceCapacityOutstandingAvailable
Federal Home Loan Bank$691,741$200,000491,741
Federal Reserve Bank Discount Window66,210โ€”66,210
Correspondent Banks76,000โ€”76,000
Total$833,951$200,000633,951

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46

Off Balance Sheet Commitments

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

(Dollars in thousands)June 30, 2026December 31, 2025
Financial instruments whose contract amounts represent credit risk
Commercial commitments to extend credit$302,860$300,228
Consumer commitments to extend credit (secured)143,151153,183
Consumer commitments to extend credit (unsecured)8,2117,083
$454,222$460,494
Standby letters of credit$38,274$29,880
ACL - Unfunded Commitments (1)$1,957$1,899
(1) Reported in Other Liabilities on the Consolidated Balance Sheets

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

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

Item 2M. Managementโ€™s Discussion and Analysis ofResults of Operations and Financial Condition

28

Item 2. Managementโ€™s Discussion and Analysis of Results of Operations and Financial Condition

Managementโ€™s Discussion and Analysis of Results of Operations and Financial Condition

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

Results of Operations

Summary

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

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

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

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

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

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

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

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

29

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

(Dollars in thousands, except per share) (Unaudited)Six Months EndedJune 30, 2026Six Months EndedJune 30, 2025Twelve Months EndedDecember 31, 2025
Balance Sheet Highlights
Total assets$2,335,181$2,286,745$2,239,018
Debt securities available for sale452,345481,259454,586
Loans, net1,588,7551,500,0351,540,583
Deposits1,924,5881,893,4711,835,772
Other borrowings200,000200,000200,000
Shareholders' equity183,845157,364175,242
Summary of Operations
Interest income$56,701$55,658$114,371
Interest expense18,83422,81544,725
Net interest income37,86732,84369,646
Provision for credit losses - loans1,8021,4543,030
Provision for (reversal of) credit losses - unfunded commitments58(40)(131)
Total provision for credit losses1,8601,4142,899
Net interest income after provision for credit losses36,00731,42966,747
Noninterest income10,5099,66419,176
Noninterest expense29,96028,96559,656
Income before income taxes16,55612,12826,267
Total income tax expense3,3082,2995,041
Net income$13,248$9,829$21,226
Performance Measurements
Return on average assets*1.17%0.89%0.94%
Return on average equity*14.96%13.27%13.55%
Return on average tangible equity (1)*15.63%14.01%14.38%
Efficiency ratio (1)61.33%67.35%66.48%
Net interest margin*3.52%3.13%3.25%
Shareholders' Value (per common share)
Diluted earnings per share$2.95$2.21$4.74
Basic earnings per share2.942.204.76
Regular cash dividends declared0.670.651.31
Book value40.9135.2239.11
Tangible book value (1)38.9033.2037.10
Market value62.6034.6350.20
Market value/book value ratio153.02%98.31%128.36%
Market value/tangible book value ratio160.91%104.28%135.33%
Price/earnings multiple (year-to-date)*10.656.5610.59
Dividend yield (year-to-date)**2.16%3.81%2.63%
Dividend payout ratio (year-to-date)22.70%29.39%27.54%
Safety and Soundness
Average equity/average assets7.81%6.67%6.92%
Risk-based capital ratio (Total)13.77%13.33%13.27%
Leverage ratio (Tier 1)8.44%7.78%8.17%
Common equity ratio (Tier 1)11.93%10.91%11.45%
Nonperforming loans / gross loans1.10%0.71%0.55%
Nonperforming assets/total assets0.76%0.47%0.38%
Allowance for credit losses as a % of loans1.36%1.26%1.32%
Net loans (charged-off) recovered / average loans*-0.07%0.00%0.00%
Assets under Management
Trust assets under management (fair value)$1,326,643$1,221,333$1,273,421
Held at third-party brokers (fair value)154,826138,763147,880
$1,481,469$1,360,096$1,421,301

*Year-to-date annualized

(1) See the section titled โ€œGAAP versus Non-GAAP Presentationโ€ that follows.

30

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

(Dollars in thousands, except per share)June 30, 2026June 30, 2025December 31, 2025
Return on Tangible Equity (non-GAAP)
Net income$13,248$9,829$21,226
Average shareholders' equity178,541149,377156,638
Less average intangible assets(9,016)(9,016)(9,016)
Average tangible equity (non-GAAP)169,525140,361147,622
Return on average tangible equity (non-GAAP)*15.63%14.01%14.38%
Tangible Book Value (per share) (non-GAAP)
Shareholders' equity$183,845$157,364$175,242
Less intangible assets(9,016)(9,016)(9,016)
Tangible book value (non-GAAP)174,829148,348166,226
Shares outstanding (in thousands)4,4944,4684,481
Tangible book value per share (non-GAAP)$38.90$33.20$37.10
Efficiency Ratio
Noninterest expense$29,960$28,965$59,656
Net interest income37,86732,84369,646
Plus tax equivalent adjustment to net interest income474490904
Plus noninterest income, net of securities transactions10,5099,67119,183
Total revenue48,85043,00489,733
Efficiency ratio (Noninterest expense/total revenue)61.33%67.35%66.48%
* Year-to-date annualized

Net Interest Income

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

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

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

31

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

(Dollars in thousands)For the Three Months Ended June 30, 2026 ยท AveragebalanceFor the Three Months Ended June 30, 2026 ยท Income orexpenseFor the Three Months Ended June 30, 2026 ยท Averageyield/rateFor the Three Months Ended June 30, 2025 ยท AveragebalanceFor the Three Months Ended June 30, 2025 ยท Income orexpenseFor the Three Months Ended June 30, 2025 ยท Averageyield/rate
Interest-earning assets:
Deposits in other banks$197,385$1,8263.71%$197,429$2,1934.46%
Investment securities:
Taxable securities394,5883,4803.54%440,6854,5244.12%
Tax-exempt securities50,0183302.65%48,8633332.73%
Restricted stock8,9782018.96%8,8921898.53%
Total investment securities453,5844,0113.55%498,4405,0464.06%
Gross loans:
Residential real estate 1-4 family:
First liens291,8974,2375.82%254,7863,5915.65%
Junior liens and lines of credit94,6521,3235.61%85,5841,2795.99%
Residential real estate - construction59,7498705.84%47,0738166.95%
Commercial real estate925,25613,9576.05%853,22812,5355.89%
Commercial209,7242,7295.22%238,3733,2035.39%
Consumer10,5552158.17%7,9101829.23%
Total gross loans1,591,83323,3315.88%1,486,95421,6065.83%
Total interest-earning assets2,242,802$29,1685.22%2,182,823$28,8455.30%
Noninterest-earning assets87,81592,430
Total assets$2,330,617$2,275,253
Interest-bearing liabilities:
Deposits:
Interest checking$424,622$6080.57%$411,391$6270.61%
Money management832,2724,5772.21%760,4224,9922.63%
Savings97,081140.06%96,213190.08%
Time207,7601,7673.41%231,2722,3204.02%
Time - brokered22,0572364.29%87,0579604.42%
Total interest-bearing deposits1,583,7927,2021.82%1,586,3558,9182.25%
Subordinate notes10,8522017.41%19,7132635.34%
Federal Home Loan Bank borrowings200,0002,1814.32%200,0002,1814.32%
Total interest-bearing liabilities1,794,6449,5842.14%1,806,06811,3622.52%
Noninterest checking339,881301,240
Other liabilities16,88616,470
Shareholders' equity179,206151,475
Total liabilities and shareholders' equity$2,330,617$2,275,253
T/E net interest income/Net interest margin19,5843.50%17,4833.21%
Tax equivalent adjustment(237)(245)
Net interest income$19,347$17,238
Net Interest Spread3.08%2.78%
Cost of Funds1.80%2.16%
Cost of Deposits1.50%1.90%

32

Provision for Credit Losses

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

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

Noninterest Income

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

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

(Dollars in thousands)For the Three Months EndedJune 30, 2026For the Three Months EndedJune 30, 2025ChangeAmountChange%
Noninterest Income
Wealth management fees$2,567$2,419$1486.1
Loan service charges289294(5)(1.7)
Gain on sale of loans2271329572.0
Deposit service charges and fees6946138113.2
Other service charges and fees521480418.5
Debit card income632608243.9
Increase in cash surrender value of life insurance1351161916.4
Other84441(357)(81.0)
Total noninterest income$5,149$5,103$460.9

Noninterest Expense

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

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

(Dollars in thousands)Noninterest ExpenseFor the Three Months EndedJune 30, 2026For the Three Months EndedJune 30, 2025ChangeAmountChange%
Salaries$6,453$6,210$2433.9
Employee benefits2,1622,654(492)(18.5)
Net occupancy1,1781,146322.8
Marketing and advertising36235392.5
Legal and professional556537193.5
Data processing1,5781,514644.2
Pennsylvania bank shares tax2361379972.3
FDIC insurance367409(42)(10.3)
ATM/debit card processing3833443911.3
Telecommunications1281091917.4
Other1,20697623023.6
Total noninterest expense$14,609$14,389$2201.5

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Provision for Income Taxes

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

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

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

โ€Ž

34

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

(Dollars in thousands)For the Six Months Ended June 30, 2026 ยท AveragebalanceFor the Six Months Ended June 30, 2026 ยท Income orexpenseFor the Six Months Ended June 30, 2026 ยท Averageyield/rateFor the Six Months Ended June 30, 2025 ยท AveragebalanceFor the Six Months Ended June 30, 2025 ยท Income orexpenseFor the Six Months Ended June 30, 2025 ยท Averageyield/rate
Interest-earning assets:
Deposits in other banks$160,181$2,9443.71%$185,567$4,1014.46%
Investment securities:โ€”
Taxable securities396,5437,0963.61%447,0979,3494.22%
Tax-exempt securities50,3766602.64%49,6166672.71%
Restricted stock8,9384049.04%8,8313798.65%
Total investment securities455,8578,1603.61%505,54410,3954.15%
Gross loans:
Residential real estate 1-4 family:
First liens293,6398,4335.79%249,6646,8825.56%
Junior liens and lines of credit93,7912,6025.59%84,3632,4945.96%
Residential real estate - construction58,3761,7776.14%40,8831,3846.83%
Commercial real estate917,18727,2866.00%834,94024,2465.86%
Commercial208,9255,5525.36%236,6696,2885.36%
Consumer10,2824218.26%7,9253589.11%
Total gross loans1,582,20046,0715.87%1,454,44441,6525.78%
Total interest-earning assets2,198,238$57,1755.25%2,145,555$56,1485.28%
Noninterest-earning assets87,03392,328
Total assets$2,285,271$2,237,883
Interest-bearing liabilities:
Deposits:
Interest checking$422,186$1,1870.57%$407,940$1,2180.60%
Money management801,9888,7562.20%744,7789,8832.68%
Savings97,555340.07%96,629590.12%
Time209,8863,6423.50%225,8964,6514.15%
Time - brokered22,0574704.30%87,0572,1374.95%
Total interest-bearing deposits1,553,67214,0891.83%1,562,30017,9482.32%
Subordinate notes10,8504067.48%19,7085285.36%
Federal Home Loan Bank borrowings200,0004,3394.32%200,0004,3394.32%
Total interest-bearing liabilities1,764,52218,8342.15%1,782,00822,8152.58%
Noninterest checking324,753289,464
Other liabilities17,45517,034
Shareholders' equity178,541149,377
Total liabilities and shareholders' equity$2,285,271$2,237,883
T/E net interest income/Net interest margin38,3413.52%33,3333.13%
Tax equivalent adjustment(474)(490)
Net interest income$37,867$32,843
Net Interest Spread3.10%2.70%
Cost of Funds1.82%2.22%
Cost of Deposits1.51%1.95%

โ€Ž

35

Provision for Credit Losses

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

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

Noninterest Income

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

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

(Dollars in thousands)For the Six Months EndedJune 30, 2026For the Six Months EndedJune 30, 2025ChangeAmountChange%
Noninterest Income
Wealth management fees$4,873$4,633$2405.2
Loan service charges527503244.8
Gain on sale of loans545241304126.1
Deposit service charges and fees1,3411,21812310.1
Other service charges and fees1,002963394.0
Debit card income1,2511,167847.2
Increase in cash surrender value of life insurance2672303716.1
Other703716(13)(1.8)
Noninterest income before securities transactions10,5099,6718388.7
Change in fair value of equity securitiesโ€”(7)7(100.0)
Total noninterest income$10,509$9,664$8458.7

Noninterest Expense

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

โ€Ž

36

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

(Dollars in thousands)Noninterest ExpenseFor the Six Months EndedJune 30, 2026For the Six Months EndedJune 30, 2025ChangeAmountChange%
Salaries$12,690$12,386$3042.5
Employee benefits4,9494,984(35)(0.7)
Net occupancy2,4192,371482.0
Marketing and advertising78878620.3
Legal and professional1,2511,06418717.6
Data processing3,1193,071481.6
Pennsylvania bank shares tax49029719365.0
FDIC insurance850954(104)(10.9)
ATM/debit card processing7606837711.3
Telecommunications2622164621.3
Other2,3822,15322910.6
Total noninterest expense$29,960$28,965$9953.4

Provision for Income Taxes

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

Financial Condition

Cash and Cash Equivalents:

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

Investment Securities:

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

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

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

37

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

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

Loans:

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

(Dollars in thousands)June 30, 2026December 31, 2025ChangeAmountChange%
Residential real estate 1-4 family
Consumer first liens$233,681$213,44020,2419.5
Commercial first lien62,71463,457(743)(1.2)
Total first liens296,395276,89719,4987.0
Consumer junior liens and lines of credit89,19284,6504,5425.4
Commercial junior liens and lines of credit7,4756,8396369.3
Total junior liens and lines of credit96,66791,4895,1785.7
Total residential real estate 1-4 family393,062368,38624,6766.7
Residential real estate - construction
Consumer38,42229,6098,81329.8
Commercial15,65624,516(8,860)(36.1)
Total residential real estate construction54,07854,125(47)(0.1)
Commercial real estate949,366903,57145,7955.1
Commercial205,879225,499(19,620)(8.7)
Total commercial1,155,2451,129,07026,1752.3
Consumer8,2349,657(1,423)(14.7)
1,610,6191,561,23849,3813.2
Less: Allowance for credit losses(21,864)(20,655)(1,209)5.9
Net Loans$1,588,755$1,540,58348,1723.1

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

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

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

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

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

(Dollars in thousands)Commercial Real Estate (CRE)June 30, 2026Owner OccupiedJune 30, 2026Non-ownerDecember 31, 2025Owner OccupiedDecember 31, 2025Non-owner
Apartments-$161,924-$163,356
Hotels & motels-105,8385,96396,231
Shopping centers13195,70514087,793
Office buildings26,22273,84124,38468,241
Land development-97,768-88,884

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

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

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

(Dollars in thousands)CommercialJune 30, 2026% of CommercialDecember 31, 2025% of Commercial
Public administration$37,43618%$40,09518%
Utilities36,13118%35,62116%
Construction14,8237%15,0177%
Manufacturing14,7857%19,9309%

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

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

Loan Quality:

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

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

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

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

(Dollars in thousands)June 30, 2026December 31, 2025
OAEM - 6$21,843$28,000
Substandard - 729,72730,776
Doubtful - 8โ€”โ€”
Loss - 9โ€”โ€”
Total$51,570$58,776

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

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

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

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

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

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

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

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

Allowance for Credit Losses:

Allowance for Credit Losses โ€“ Loans

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

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

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

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

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

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

โ€Ž

41

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

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

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

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

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

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

๏‚ทCollectively these estimated losses represent the quantitative component of the pooled reserve.

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

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

Allowance for Credit Losses โ€“ Unfunded Commitments

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

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42

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

(Dollars in thousands)Residential Real Estate 1-4 FamilyFirst LiensResidential Real Estate 1-4 Family ยท Junior Liens &Lines of CreditResidential Real Estate 1-4 FamilyConstructionCommercialReal EstateCommercialConsumerTotal
2026
Loans at June 30, 2026$296,395$96,667$54,078$949,366$205,879$8,234$1,610,619
Average Loans through June 30, 2026293,63993,79158,376917,187208,92510,2821,582,200
Nonaccrual Loans at June 30, 20265119โ€”17,60849โ€”17,727
Allowance for Credit Loss at June 30, 20261,78352465616,4182,36411921,864
YTD Net (Charge-offs)/Recoveries at June 30, 2026โ€”โ€”67โ€”(632)(28)(593)
Loans/Total Gross Loans at June 30, 202618%6%3%59%13%1%100%
Nonaccrual Loans/Total Gross Loans at June 30, 20260.02%0.02%0.00%1.85%0.02%0.00%1.10%
Allowance for Credit Loss/Gross Loans at June 30, 20260.60%0.54%1.21%1.73%1.15%1.45%1.36%
Net (Charge-offs) Recoveries/Average Loans at June 30, 2026*0.00%0.00%0.23%0.00%-0.61%-0.54%-0.07%
Allowance for Credit Loss/Nonaccrual Loans at June 30, 2026123.34%
2025
Loans at December 31, 2025$276,897$91,489$54,125$903,571$225,499$9,6571,561,238
Average Loans for 2025263,55787,41045,862865,233234,1488,5311,504,741
Nonaccrual Loans at December 31, 2025โ€”20โ€”8,148345โ€”8,513
Allowance for Credit Losses at December 31, 20251,66550065214,0423,64115520,655
Net Recoveries/(Charge-offs) for 2025โ€”โ€”11157(97)(28)
Loans/Total Gross Loans at December 31, 202518%6%3%58%14%1%100%
Nonaccrual Loans/Total Gross Loans at December 31, 20250.00%0.02%0.00%0.90%0.15%0.00%0.55%
Allowance for Credit Loss/Gross Loans at December 31, 20250.60%0.55%1.20%1.55%1.61%1.61%1.32%
Net Recoveries(Charge-offs)/Average Loans for 20250.00%0.00%0.02%0.00%0.02%-1.14%0.00%
Allowance for Credit Loss/Nonaccrual Loans at December 31, 2025242.63%
*Annualized

Deposits:

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

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

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

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

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43

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

(Dollars in thousands)June 30, 2026December 31, 2025ChangeAmountChange%
Noninterest-bearing checking$341,103$310,25130,8529.9
Interest-bearing checking409,088431,843(22,755)(5.3)
Money management848,023771,23176,79210.0
Savings97,72298,124(402)(0.4)
Total interest-bearing checking and savings1,354,8331,301,19853,6354.1
Time deposits206,595202,2664,3292.1
Time - brokered deposits22,05722,057โ€”โ€”
Total time deposits228,652224,3234,3291.9
Total deposits$1,924,588$1,835,77288,8164.8
Overdrawn deposit accounts reclassified as loans$111$178

Borrowings:

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

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

Shareholdersโ€™ Equity:

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

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

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

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

44

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

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

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

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

(Dollars in thousands)June 30, 2026December 31, 2025Regulatory Ratios ยท Adequately ยท CapitalizedMinimumRegulatory Ratios ยท Well ยท CapitalizedMinimum
Common Equity Tier 1 Risk-based Capital Ratio (1)
Franklin Financial Services Corporation11.93%11.45%N/AN/A
Farmers & Merchants Trust Company12.47%12.02%4.50%6.50%
Tier 1 Risk-based Capital Ratio (2)
Franklin Financial Services Corporation11.93%11.45%N/AN/A
Farmers & Merchants Trust Company12.47%12.02%6.00%8.00%
Total Risk-based Capital Ratio (3)
Franklin Financial Services Corporation13.77%13.27%N/AN/A
Farmers & Merchants Trust Company13.73%13.27%8.00%10.00%
Tier 1 Leverage Ratio (4)
Franklin Financial Services Corporation8.44%8.17%N/AN/A
Farmers & Merchants Trust Company8.83%8.57%4.00%5.00%

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

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

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

(4) Tier 1 capital / average quarterly assets

Economy

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

Impact of Inflation

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

45

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

Liquidity

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

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

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

The following table shows the Bankโ€™s available liquidity from borrowing sources at June 30, 2026.

(Dollars in thousands)Liquidity SourceCapacityOutstandingAvailable
Federal Home Loan Bank$691,741$200,000491,741
Federal Reserve Bank Discount Window66,210โ€”66,210
Correspondent Banks76,000โ€”76,000
Total$833,951$200,000633,951

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46

Off Balance Sheet Commitments

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

(Dollars in thousands)June 30, 2026December 31, 2025
Financial instruments whose contract amounts represent credit risk
Commercial commitments to extend credit$302,860$300,228
Consumer commitments to extend credit (secured)143,151153,183
Consumer commitments to extend credit (unsecured)8,2117,083
$454,222$460,494
Standby letters of credit$38,274$29,880
ACL - Unfunded Commitments (1)$1,957$1,899
(1) Reported in Other Liabilities on the Consolidated Balance Sheets

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

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

Item 3. Quantitative and Qualitative Item 3Q. Quantitative and Qualitative Disclosures about Market Risk Disclosures about Market Risk

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

Item 4. Controls and Pr Item 4C. Controls and Procedures ocedures

Evaluation of Controls and Procedures

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

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

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

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47

Part II โ€“ OTHER INFORMATION

Item 1. Item 1L. Legal Proceedings Legal Proceedings

The nature of the Corporationโ€™s business generates a certain amount of litigation in the ordinary course of business.

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

Item 1A. Risk Factors

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

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

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

Item 3. Defaults Item 3D. Defaults Upon Senior Securities Upon Senior Securities

None

Item 4. Mine Safety Item 4M. Mine Safety Disclosures Disclosures

Not Applicable

Item 5. Other In Item 5O. Other Information formation

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

Item 6. Exhibits

Exhibits

3.1Amended and Restated Articles of Incorporation of the Corporation (Filed as Exhibit 3.1 to Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 and incorporated herein by reference).
3.2Bylaws of the Corporation. (Filed on Form 8-K, as Exhibit 99.2 with the Commission on January 20, 2026 and incorporated herein by reference).
31.1Rule 13a โ€“ 14(a)/15d-14(a) Certifications โ€“ Principal Executive Officer
31.2Rule 13a โ€“ 14(a)/15d-14(a) Certifications โ€“ Principal Financial Officer
32.1Section 1350 Certifications โ€“ Principal Executive Officer
32.2Section 1350 Certifications โ€“ Principal Financial Officer
101Interactive Data File (XBRL)
104Cover Page Interactive Data File (the cover page XBRL tags are embedded in the XBRL document)

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49

FRANKLIN FINANCIAL SERVICES CORPORATION

and SUBSIDIARIES

50

Item 6E. Exhibits

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48

Item 6. Exhibits

Exhibits

3.1Amended and Restated Articles of Incorporation of the Corporation (Filed as Exhibit 3.1 to Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 and incorporated herein by reference).
3.2Bylaws of the Corporation. (Filed on Form 8-K, as Exhibit 99.2 with the Commission on January 20, 2026 and incorporated herein by reference).
31.1Rule 13a โ€“ 14(a)/15d-14(a) Certifications โ€“ Principal Executive Officer
31.2Rule 13a โ€“ 14(a)/15d-14(a) Certifications โ€“ Principal Financial Officer
32.1Section 1350 Certifications โ€“ Principal Executive Officer
32.2Section 1350 Certifications โ€“ Principal Financial Officer
101Interactive Data File (XBRL)
104Cover Page Interactive Data File (the cover page XBRL tags are embedded in the XBRL document)

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49

FRANKLIN FINANCIAL SERVICES CORPORATION

and SUBSIDIARIES

50