ACNB ACNB Form 10-Q filing Q2 FY2026

Part I – Financial Information

Item 1. Consolidated Statements of Condition (Unaudited) 4

Consolidated Statements of Income (Unaudited) 5

Consolidated Statements of Comprehensive Income (Unaudited) 6

Consolidated Statements of Changes in Stockholders’ Equity (Unaudited) 7

Consolidated Statements of Cash Flows (Unaudited) 9

Notes to Consolidated Financial Statements 11

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations 34

Item 3. Quantitative and Qualitative Disclosures about Market Risk 51

Item 4. Controls and Procedures 53

Part II – Other Information

Item 1. Legal Proceedings 54

Item 1A. Risk Factors 54

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 54

Item 3. Defaults Upon Senior Securities 54

Item 4. Mine Safety Disclosures 54

Item 5. Other Information 54

Item 6. Exhibits 55

Signatures 59

ACNB CORPORATION

Glossary of Defined Acronyms and Terms

PART I - FINANCIAL INFORMATION

Item 1. Consolidated Statements of Condition (Unaudited)

ACNB CORPORATION

The accompanying notes are an integral part of the Consolidated Financial Statements.

The accompanying notes are an integral part of the Consolidated Financial Statements.

The accompanying notes are an integral part of the Consolidated Financial Statements.

ACNB CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)

Six Months Ended June 30, 2026

The accompanying notes are an integral part of the Consolidated Financial Statements.

ACNB CORPORATION

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (UNAUDITED)

Six Months Ended June 30, 2025

The accompanying notes are an integral part of the Consolidated Financial Statements.

The accompanying notes are an integral part of the Consolidated Financial Statements.

ACNB CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1 – Basis of Presentation

Nature of Operations

ACNB Corporation, headquartered in Gettysburg, Pennsylvania, provides banking, wealth management, mortgage and insurance services to businesses and consumers through its wholly-owned subsidiaries, ACNB Bank and ACNB Insurance Services. The Bank engages in full-service commercial and consumer banking and wealth management services, including trust and retail brokerage, through its 33 community banking offices, including 24 community banking office locations in Adams, Cumberland, Franklin, Lancaster and York Counties, Pennsylvania, and nine community banking office locations in Carroll and Frederick Counties, Maryland. There are two loan production offices located in West Lawn, Pennsylvania and in Hunt Valley, Maryland. ACNB Insurance Services is a full-service insurance agency based in Westminster, Maryland, with an additional location in Gettysburg, Pennsylvania. The agency offers a broad range of property, casualty, health, life and disability insurance to both individual and commercial clients.

Recent Acquisition

Effective February 1, 2025, ACNB closed the acquisition of Traditions Bancorp, Inc., holding company for Traditions Bank, York, Pennsylvania. Traditions was merged with and into a wholly-owned subsidiary of ACNB Corporation immediately followed by the merger of Traditions Bank with and into ACNB Bank. ACNB Bank is operating four of the former Traditions Bank offices as “Traditions Bank, A Division of ACNB Bank”.

Basis of Financial Statements

The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the amounts of assets and liabilities as of the date of the financial statements as well as revenues and expenses during the period. Actual results could differ from those estimates. In the opinion of management, the accompanying unaudited Consolidated Financial Statements contain all adjustments necessary for a fair presentation. All such adjustments are of a normal recurring nature. These Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and the notes included in the Corporation’s Annual Report on Form 10-K for the year ended December 31, 2025. The Corporation evaluates subsequent events through the filing date of this Form 10-Q with the SEC. The results of operations for the three and six month period ended June 30, 2026, are not necessarily indicative of the results to be expected for the full year.

Certain reclassifications have been made to the prior period financial statements to conform to the current period presentation. Reclassifications had no material effect on prior year net income or stockholders’ equity.

Significant Accounting Policies

The significant accounting policies used in preparation of the Consolidated Financial Statements are disclosed in the Corporation’s 2025 Annual Report on Form 10-K. Those significant accounting policies are unchanged at June 30, 2026.

Accounting Standards Pending Adoption

In November 2024, the FASB issued ASU 2024-03, “Disaggregation of Income Statement Expenses (Subtopic 220-40)”. This ASU is intended to improve the decision usefulness of expense information on public business entities’ income statements through the disaggregation of relevant expense captions in the notes to the financial statements. The amendments of ASU 2024-03 are effective for annual periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, and early adoption is permitted. The Corporation is currently evaluating the impact of this standard, and believes that its adoption will not have a material impact on the Corporation’s Consolidated Financial Statements.

In November 2025, the FASB issued ASU 2025-08, “Financial Instruments–Credit Losses (Topic 326): Purchased Loans”. The amendments in this ASU expand the population of acquired financial assets subject to the gross-up approach in Topic 326. Financial assets acquired with a “more-than-insignificant” deterioration of credit quality since its origination (PCD assets) and non-PCD assets are accounted for using the “gross up approach” to both populations. The amendments in this ASU are effective for all entities for annual reporting periods beginning after December 15, 2026, and interim reporting periods within those annual reporting periods, and early adoption is permitted. The amendments in this ASU should be applied prospectively to loans that are acquired on or after the initial application date. The Corporation is currently evaluating the impact of this standard, and believes that its adoption will not have a material impact on the Corporation’s Consolidated Financial Statements.

In November 2025, the FASB issued ASU 2025-09, “Derivatives and Hedging (Topic 815): Hedge Accounting Improvements”. This ASU was issued to clarify certain aspects of the guidance on hedge accounting and to address several incremental hedge accounting issues arising from the global reference rate reform initiative. The objective of this ASU is to more closely align hedge accounting with the economics of an entity’s risk management activities. The amendments in this ASU are effective for annual reporting periods beginning after December 15, 2026, and interim periods within those annual reporting periods, and early adoption is permitted. The Corporation is currently evaluating the impact of this standard, and believes that its adoption will not have a material impact on the Corporation’s Consolidated Financial Statements.

In December 2025, the FASB issued ASU 2025-11, “Interim Reporting (Topic 270): Narrow Scope Improvements”. This ASU was issued to improve the guidance in Topic 270 by improving the navigability of the required interim disclosures and clarifying when that guidance is applicable. The amendments also provide additional guidance on what disclosures should be provided in interim reporting periods. The amendments add to Topic 270 a principle that requires entities to disclose events since the end of the last annual reporting period that have a material impact on the entity. The objective of this amendment is to provide clarity on the current interim reporting requirements. The amendments in this ASU are effective for interim reporting periods within annual reporting periods beginning after December 15, 2027, and early adoption is permitted. The Corporation is currently evaluating the impact of this standard, and believes that its adoption will not have a material impact on the Corporation’s Consolidated Financial Statements.

Note 2 – Earnings Per Share

The Corporation has a simple capital structure. Basic earnings per share of common stock is calculated as net income available to common shareholders divided by the weighted average number of shares outstanding less unvested restricted stock at the end of the period. Diluted earnings per share is calculated as net income available to common shareholders divided by the weighted average number of shares outstanding.

There were no antidilutive instruments at June 30, 2026 and 2025.

Share Repurchase Plans

On April 29, 2026, the Corporation announced that the Board of Directors approved a plan to repurchase, in open market transactions at prevailing market prices, up to 310,000 shares, or approximately 3%, of the outstanding shares of ACNB’s common stock. This common stock repurchase program replaced and superseded any and all earlier announced repurchase plans. During the three months ended June 30, 2026, the Corporation repurchased 56,308 shares under this plan.

On June 18, 2025, the Corporation announced that the Board of Directors approved a plan to repurchase, in open market transactions at prevailing market prices, up to 314,000 shares, or approximately 3%, of the outstanding shares of ACNB’s common stock. There were 116,929 shares purchased under this plan through December 31, 2025. During the three and six months ended June 30, 2026 the Corporation repurchased 123,099 and 197,071 shares, respectively, which completed this plan.

Employee Stock Purchase Plan

On May 5, 2026, shareholders approved the ACNB Corporation Employee Stock Purchase Plan effective July 1, 2026. The ESPP provides employees of ACNB the opportunity to acquire an ownership interest in the Corporation through a regular investment program to purchase its common stock. A total of 300,000 shares of the Corporation’s common stock are reserved for issuance under the ESPP.

Note 3 – Investment Securities

Fair value of equity securities with readily determinable fair values at June 30, 2026 and December 31, 2025 are as follows:

Amortized cost and fair value of investment securities were as follows:

The following table shows the Corporation’s investments’ gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position:

All mortgage-backed securities, and those of a similar asset class, are government-sponsored enterprise pass-through instruments issued by the Federal National Mortgage Association or Federal Home Loan Mortgage Corporation or they are issued by the Government National Mortgage Association which is backed by the U.S. government which guarantees the timely payment of principal on these investments.

The Company evaluates AFS debt securities for impairment at each measurement date to determine whether the decline in the fair value below the amortized cost basis is due to credit-related factors or noncredit-related factors. In estimating credit events, management considers whether it intends to sell the security or if it is more likely than not that it will be required to sell the security before anticipated recovery or if it does not expect to recover the entire amortized cost basis. There was no impairment on AFS debt securities as of June 30, 2026 and December 31, 2025. The Company evaluates HTM debt securities for expected credit losses at each measurement date to determine the ACL. The Corporation’s ACL on its HTM investment securities was de minimis as of June 30, 2026 and December 31, 2025.

The Company monitors the credit quality of HTM debt securities through the use of credit analysis on a quarterly basis. The credit quality indicators were updated as of June 30, 2026. The following table shows the amortized cost of HTM debt securities as of June 30, 2026 and December 31, 2025, aggregated by credit quality indicator:

Amortized cost and fair value at June 30, 2026, by contractual maturity, where applicable, are shown below. Expected maturities will differ from contractual maturities because issuers may have the right to call or prepay with or without penalties. Securities not due at a single maturity date are shown separately below.

The proceeds from sales and calls of investment securities and the associated gains and losses are listed below:

During the six months ended June 30, 2025, ACNB received $97.7 million in proceeds from the sale of Traditions’ investments subsequent to the Acquisition date.

At June 30, 2026 and December 31, 2025, securities with a carrying value of $158.4 million and $159.6 million, respectively, were pledged as collateral as required by law on public and trust deposits, repurchase agreements and for other purposes.

Note 4 – Loans and Allowance for Credit Losses

The following table presents the composition of the loan portfolio:

One of the factors used to monitor the performance and credit quality of the loan portfolio is to analyze the age of the loans receivable as determined by the length of time a recorded payment is past due. The following tables present the classes of the loan portfolio summarized by the past due status:

Nonaccrual and Nonperforming Loans

Loans individually evaluated consist of nonaccrual loans, presented in the following table:

During the six months ended June 30, 2026, no material amount of interest income was recognized on nonaccrual loans subsequent to their classification as nonaccrual.

Total nonperforming loans are as follows:

1 Nonperforming loans include consumer residential mortgages and home equity lines of credit which are well secured by residential real estate properties, all of which are in the process of collection and are not considered nonaccrual.

Collateral-Dependent Loans

A loan is considered to be collateral-dependent when the debtor is experiencing financial difficulty and repayment is expected to be provided substantially through the sale or operation of the collateral. For all classes of loans deemed collateral-dependent, the Corporation elected the practical expedient to estimate expected credit losses based on the collateral’s fair value less cost to sell. If the estimated value of the loan is less than the amortized cost basis, the loan is written down through the ACL as a credit loss. Substantially all of the collateral supporting collateral-dependent loans consists of various types of real estate, including residential properties, commercial properties such as retail centers, office buildings and lodging, agriculture land and vacant land. Changes in the fair value of the collateral for individually evaluated loans are reported as a component of the provision for credit losses in the period of change.

The following table presents the amortized cost basis of individually evaluated loans by type of collateral as of the periods presented:

Loan Modifications

The Corporation evaluates all loan restructurings to determine if the restructuring results in a new loan or a continuation of the existing loan. Loan modifications to borrowers experiencing financial difficulty that result in a direct change in the timing or amount of contractual cash flows include situations where there is principal forgiveness, interest rate reductions, other-than-insignificant payment delays, term extensions or combinations of the above. Therefore, the disclosures related to loan restructurings are only for modifications that directly affect cash flows.

There were no loans modified during the three months ended June 30, 2026 and 2025 and the six months ended June 30, 2025.

The following table presents the amortized cost basis of loans that were experiencing financial difficulty and modified during the six months ended June 30, 2026, by class, type of modification and financial effect. The percentage of the amortized cost basis of loans that were modified to borrowers in financial distress as compared to the amortized cost basis of each class of financing receivable is also presented below:

The following presents the performance of loans modified in the previous twelve months as of June 30, 2026:

The following presents the performance of loans modified in the previous twelve months as of June 30, 2025:

As of June 30, 2026, the Corporation had no commitments to lend any additional funds on modified loans. During the six months ended June 30, 2026, one residential mortgage loan in the amount of $92 thousand defaulted on the modified terms of the agreement by failure to make the monthly payments after the deferment period ended. During the three and six months ended June 30, 2025, there were no loans modified due to financial difficulty that defaulted subsequent to the modification. For purposes of this disclosure, a default occurs when, within 12 months of the original modification, either a full or partial charge-off occurs or the loan becomes 90 days or more past due.

Allowance for Credit Losses

The Corporation maintains an ACL at a level determined to be adequate by management to absorb expected credit losses associated with the Corporation’s financial instruments over the life of those instruments as of the balance sheet date. The ACL consists of loans evaluated collectively and individually for expected credit losses. The Corporation considers the performance of the loan portfolio and its impact on the ACL and does not assign internal risk ratings to smaller balance, homogeneous loans such as certain residential mortgage, home equity lines of credit, construction loans to individuals secured by residential real estate and consumer loans. For these loans, the Corporation evaluates credit quality based on the aging status of the loan and designates as performing and nonperforming.

The following summarizes designated internal risk categories by portfolio segment for loans assigned a risk rating and those evaluated based on the performance status:

The following table presents the activity in the ACL by loan portfolio segment:

Note 5 – Deposits

Deposits were comprised of the following as of the periods presented:

Time deposits include brokered deposits totaling $75.0 million at June 30, 2026 and $59.1 million at December 31, 2025.

Scheduled maturities of time deposits at June 30, 2026 are as follows:

Note 6 – Borrowings

Short-term borrowings and weighted-average interest rates for the periods presented:

Borrowings with original maturities of one year or less are classified as short-term. Securities sold under repurchase agreements are comprised of customer repurchase agreements, which are sweep accounts with next-day maturities utilized by larger commercial customers to earn interest on their funds. Securities are pledged to these customers in an amount at least equal to the outstanding balance. Under an agreement with the FHLB, the Bank has short-term borrowing capacity included within its maximum borrowing capacity. All FHLB advances are collateralized by a security agreement covering qualifying loans. In addition, all FHLB advances are secured by the FHLB capital stock owned by the Bank having a par value of $14.0 million at June 30, 2026.

Long-term borrowings and their weighted-average contractual rates were comprised of the following for the periods presented:

1 Net of purchase accounting fair value mark.

2 Net of unamortized issuance costs.

The long-term FHLB advances have a weighted average rate of 4.42% and are collateralized by the assets defined in the security agreement and FHLB capital stock described previously. Based on this collateral and ACNB’s holding of FHLB stock, ACNB is eligible to borrow up to $1.30 billion, of which $1.01 billion was available at June 30, 2026.

The trust preferred subordinated debt is comprised of debt securities issued by FCBI in December 2006 and assumed by ACNB Corporation through the acquisition of FCBI. FCBI completed the private placement of an aggregate of $6.0 million of trust preferred securities. The interest rate on the subordinated debentures is adjusted quarterly to 163 bps over the three-month CME Term SOFR plus applicable tenor spread adjustment. On June 11, 2026, the most recent interest rate reset date, the interest rate was adjusted to 5.56% through the period ending September 14, 2026. The trust preferred securities mature on December 15, 2036, and may be redeemed at par, at the Corporation’s option, on any interest payment date. The trust preferred subordinated debt is considered Tier 1 capital for the consolidated capital ratios.

On March 12, 2026, the Company entered into subordinated note purchase agreements with the Purchasers pursuant to which the Company sold and issued $15.0 million in aggregate principal amount of its 5.875% fixed-to-floating rate subordinated notes due March 15, 2036. The 2026 Subordinated Notes bear interest at a fixed rate, for the period up to, but excluding March 15, 2031. From and including March 15, 2031 until maturity or redemption, the interest rate will adjust to a floating rate equal to a benchmark rate, which is expected to be the then-current Three-Month Term SOFR, plus 245 bps. The Company will pay interest in arrears semi-annually during the fixed interest rate period and quarterly during the floating interest rate period. The 2026 Subordinated Notes constitute unsecured and subordinated obligations of the Company and rank junior in right of payment to any senior indebtedness and obligations to general and secured creditors. Subject to limited exceptions, the Company cannot redeem the 2026 Subordinated Notes before March 15, 2031. The 2026 Subordinated Notes were issued by the Corporation to the Purchasers at a price equal to 100% of their face amount. The issuance costs for the 2026 Subordinated Notes were $537 thousand and are reported net on the Consolidated Statements of Condition. The 2026 Subordinated Notes have a stated maturity of March 15, 2036, are redeemable by the Company at its option, in whole or in part, on or after March 15, 2031, and at any time upon the occurrences of certain events. The 2026 Subordinated Notes are considered Tier 2 capital for the consolidated capital ratios.

On March 30, 2021, the Company entered into subordinated note purchase agreements with the Purchasers pursuant to which the Company sold and issued $15.0 million in aggregate principal amount of its 4.00% fixed-to-floating rate subordinated notes due March 31, 2031. The Company redeemed on March 31, 2026 all of the Company’s outstanding 4.00% fixed-to-floating rate 2021 Subordinated Notes due March 31, 2031, having an aggregate principal amount of $15.0 million in accordance with the terms of the 2021 Subordinated Notes. The total redemption price was 100% of the aggregate principal amount of the 2021 Subordinated Notes, plus interest accrued and unpaid to March 31, 2026.

Note 7 – Derivative Financial Instruments

ACNB is exposed to certain risks arising from both its business operations and economic conditions. ACNB manages market risk, including interest rate risk, primarily by managing the amount, sources and duration of its assets and liabilities and the use of derivative financial instruments. Specifically, the Corporation enters into derivative financial instruments to manage interest rate risk that arise from business operations.

All derivatives are recognized as either assets or liabilities in the Consolidated Statements of Condition. Until a derivative is settled, favorable changes in fair values result in unrealized gains that are recognized as assets, while unfavorable changes result in unrealized losses that are recognized as liabilities.

The Company may enter into a risk participation agreement with another institution as a means to assume a portion of the credit risk associated with a loan structure which includes a derivative instrument, in exchange for fee income commensurate with the risk assumed. This type of derivative is referred to as sold credit protection. In addition, in an effort to reduce the credit risk associated with an interest rate swap agreement with a borrower for whom the Company has provided a loan structured with a derivative, the Company may purchase an RPA from an institution participating in the facility in exchange for a fee commensurate with the risk shared. This type of derivative is referred to as purchased credit protection.

The following table presents the fair value of the Corporation’s derivative financial instruments as well as their classification on the Consolidated Statements of Condition:

The following table presents a summary of the fair value gains and losses on derivative financial instruments for the periods presented:

The following table presents the effect of fair value and cash flow hedge accounting on AOCI for the periods presented:

The following table presents the effect of fair value and cash flow hedge accounting on the Consolidated Statements of Income for the periods presented:

During the next 12 months, the Company estimates that an additional $248 thousand will be reclassified as a reduction to interest expense.

Note 8 – Fair Value Measurements

Fair value is the exchange price that would be received to sell the asset or paid to transfer the liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date.

Fair value measurement 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 are as follows:

Level 1 — Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities.

Level 2 — Quoted prices for similar assets or liabilities in markets that are not active, or inputs that are observable, either directly or indirectly, for substantially the full term of the asset or liability.

Level 3 — Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported with little or no market activity).

An asset or liability’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 tables present assets and liabilities carried at fair value and the basis of measurement used at the periods presented:

The valuation techniques used to measure fair value for the items in the preceding tables are as follows:

Equity securities — The fair value of equity securities with readily determinable fair values is recorded on the Consolidated Statements of Condition, with realized and unrealized gains and losses reported in noninterest income on the Consolidated Statements of Income. They are classified as Level 1 assets.

Available for sale investment securities — Included in this asset category are debt and pass through securities. Level 2 investment securities are valued by a third-party pricing service. The pricing service uses pricing models that vary based on asset class and incorporate available market information, including quoted prices of investment securities with similar characteristics. Because many fixed income securities do not trade on a daily basis, pricing models use available information, as applicable, through processes such as benchmark yield curves, benchmarking of like securities, sector groupings and matrix pricing. Standard market inputs include: benchmark yields, reported trades, broker/dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers and reference data, including market research publications. For certain security types, additional inputs may be used, or some of the standard market inputs may not be applicable.

• U.S. Government and agencies — Fair values are determined by a third-party pricing service, as detailed above. These debt securities are classified as Level 2.
• Collateralized mortgage obligations, Mortgage-backed securities and State and Municipal securities — Fair values are determined by a third-party pricing service, as detailed above. These debt securities are classified as Level 2.
• Corporate bonds — This category consists of subordinated and senior debt issued by financial institutions and the fair values for these corporate debt securities are determined by a third-party pricing service, as detailed above. They are classified as Level 2 investments.

Loans held for sale — This category includes mortgage loans HFS that are measured at fair value utilizing Level 2 measurements. Fair values are measured as the price that secondary market investors were offering for loans with similar characteristics.

Derivative financial instruments — Derivative financial instruments include interest rate lock commitments, forward commitments and interest rate derivatives. The fair value of interest rate lock commitments is derived from the value of the underlying loans, adjusted for changes in market interest rates relative to the committed rate. The fair value of forward commitments is based on quoted prices for mortgage-backed securities with similar characteristics. The fair value of interest rate derivatives and risk participations is based upon broker quotes. The fair value of both the assets and the related liabilities are determined in the same manner and are all classified as Level 2 assets.

Individually evaluated loans — This category consists of loans that were individually evaluated for impairment and have a specific reserve. They are classified as Level 3 assets.

Foreclosed assets held for resale — This category consists of foreclosed assets that are held for resale and classified as Level 3 assets, for which the fair values were based on estimated selling prices less estimated selling costs for similar assets in active markets.

The following table presents additional quantitative information about assets measured at fair value on a nonrecurring basis for which the Corporation has utilized Level 3 inputs to determine fair value:

1Fair value is generally determined through management’s estimate or independent third-party appraisals of the underlying collateral, which generally

includes various Level 3 inputs which are not observable.

2Appraisals may be adjusted downward by management for qualitative factors such as economic conditions and estimated liquidation expenses. The range of liquidation expenses and other appraisal adjustments are presented as a percentage of the appraisal. Higher downward adjustments are caused by negative changes to the collateral or conditions in the real estate market, actual offers or sales contracts received and/or age of the appraisal.

Management uses its best judgment in estimating the fair value of the Corporation’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 reporting dates and have not been reevaluated or updated for purposes of these Consolidated 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 period end. Due to a wide range of valuation techniques and the degree of subjectivity used in making the estimates, comparisons between the Corporation’s disclosures and those of other companies may not be meaningful.

FHLB and Atlantic Community Banker’s Bank stock represent restricted investments and are carried at cost less any impairment on the Consolidated Statement of Condition, which is a reasonable estimate of fair value. There was no impairment identified as of June 30, 2026 or December 31, 2025.

The following tables present the carrying amount and the estimated fair value of the Corporation’s financial instruments:

Note 9 – Defined Benefit Pension Plan

The components of net periodic benefit income related to the non-contributory, defined benefit pension plan were as follows:

The Corporation has determined that it will not be contributing to the defined benefit plan in 2026 based on current levels and expected returns on plan assets. Effective April 1, 2012, no inactive or former participant in the plan is eligible to again participate in the plan and no employee hired after March 31, 2012 is eligible to participate in the plan.

Note 10 – Commitments and Contingencies

Commitments

The Corporation is a party to financial instruments with OBS risk in the normal course of business to meet the financing needs of its customers. These financial instruments consist primarily of commitments to extend credit (typically mortgages and commercial loans) and, to a lesser extent, standby letters of credit. To varying degrees, these instruments involve elements of credit and interest rate risk in excess of the amount recognized on the Consolidated Statements of Condition.

The Corporation’s exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is represented by the contractual amount of those instruments. The Corporation uses the same credit policies in making commitments and conditional obligations as it does for on balance sheet instruments. The Corporation does not anticipate any material losses from these commitments.

Commitments to extend credit, including commitments to grant loans and unfunded commitments under lines of 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 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 Corporation evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Corporation upon extensions of credit, is based on management’s credit evaluation of the customer. Collateral held varies but may include accounts receivable, inventory, property and equipment and income-producing commercial properties. On loans secured by real estate, the Corporation generally requires loan to value ratios of no greater than 80%.

Standby letters of credit are conditional commitments issued by the Corporation to guarantee the performance of a customer to a third-party. Those guarantees are primarily issued to support public and private borrowing arrangements and similar transactions. The terms of the letters of credit vary and may have renewal features. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loans to customers. The Corporation generally holds collateral and/or personal guarantees supporting those commitments for which collateral is deemed necessary. Management believes that the proceeds obtained through a liquidation of such collateral and the enforcement of guarantees would be sufficient to cover the maximum potential amount of future payments required under the corresponding guarantees.

The Corporation maintains a $5.0 million unsecured line of credit with a correspondent bank. The Corporation guarantees a note related to a $1.5 million commercial line of credit with a correspondent bank, with normal terms and conditions for such a line, for ACNB Insurance Services, the borrower. The commercial line of credit is for general working capital needs as they arise by ACNB Insurance Services. The liability is recorded for the net drawn amount of this line, no further liability is recorded for the remaining line as to the guarantor’s obligation as the guarantor would have full recourse from all assets of its wholly-owned subsidiary. There were no advances on these lines at June 30, 2026 and at December 31, 2025.

The Corporation has not been required to perform on any financial guarantees and has not incurred any losses on its commitments during the past three years.

A summary of the Corporation’s commitments were as follows:

Contingencies

The Corporation is subject to claims and lawsuits which arise primarily in the ordinary course of business. Based on information presently available and advice received from legal counsel representing the Corporation in connection with any such claims and lawsuits, it is the opinion of management that the disposition or ultimate determination of any such claims and lawsuits will not have a material adverse effect on the consolidated financial position, consolidated results of operations or liquidity of the Corporation.

Note 11 – Accumulated Other Comprehensive Loss

The components of accumulated other comprehensive loss, net of taxes, are as follows:

Note 12 – Segment Reporting

The Corporation has two reporting segments, the Bank and ACNB Insurance Services.

Segment information as of and for the periods listed below is as follows:

1Includes the holding company and intercompany eliminations, including the intersegment elimination of interest income and interest expense.

2Other noninterest expense for Banking includes equipment, net occupancy, professional services, other tax, FDIC and regulatory and merger-related expenses.

Other noninterest expense for Insurance includes equipment, net occupancy and professional services expenses.

1Includes the holding company and intercompany eliminations, including the intersegment elimination of interest income and interest expense.

2Other noninterest expense for Banking includes equipment, net occupancy, professional services, other tax, FDIC and regulatory and merger-related expenses.

Other noninterest expense for Insurance includes equipment, net occupancy and professional services expenses.

ACNB CORPORATION

ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following is management’s discussion and analysis of the significant changes in the financial condition, results of operations, comprehensive income, capital resources and liquidity presented in its accompanying Consolidated Financial Statements for ACNB Corporation, a financial holding company. Please read this discussion in conjunction with the Consolidated Financial Statements and disclosures included herein. Current performance does not guarantee, assure or indicate similar performance in the future.

1 Income on interest-earning assets has been computed on a FTE basis using the 21% federal income tax statutory rate.

2 Non-performing loans consists of loans on nonaccrual status and loans greater than 90 days past due and still accruing interest.

3 Non-performing assets consists of non-performing loans and foreclosed assets held for resale.

Summary Financial Results

• Net Interest Income — Net interest income was $34.0 million for the three months ended June 30, 2026 compared to $31.0 million for the same period of 2025, an increase of $3.0 million. For the six months ended June 30, 2026, net interest income was $66.5 million compared to $58.1 million for the same period of 2025. The increase in net interest income was driven primarily by loan growth, new loans and investment securities funded during the quarter at higher rates than those that paid off or matured, and the continued benefit of lower funding costs. In addition, the yield on investment securities during the six months ended June 30, 2026 compared to the same period in the prior year was impacted by a repositioning of the investment securities portfolio completed during the three months ended December 31, 2025.
  • Net Interest Margin — FTE net interest margin increased to 4.56% for the three months ended June 30, 2026 compared to 4.21% in the same period of 2025, an increase of 35 bps. FTE net interest margin increased to 4.51% for the six months ended June 30, 2026 compared to 4.14% in the same period of 2025, an increase of 37 bps. The accretion impact of acquisition accounting adjustments on loans and deposits from the

Acquisition was $1.8 million and $2.2 million for the three months ended June 30, 2026 and 2025, respectively, and $3.6 million and $3.7 million for the six months ended June 30, 2026 and 2025, respectively.

• Loan Growth — Average loans increased $46.0 million for the three months ended June 30, 2026, compared to the same period of 2025, driven primarily by organic growth in the commercial real estate portfolio and increased $126.9 million for the six months ended June 30, 2026, compared to the same period of 2025 driven primarily by organic growth in the commercial real estate portfolio and the Acquisition.
  • Deposit Growth — Average noninterest-bearing deposits increased $20.1 million and $30.8 million for the three and six months ended June 30, 2026, respectively, compared to same periods of 2025 driven primarily by promotional incentives on commercial checking accounts and the Acquisition. Average interest-bearing deposits decreased $14.0 million, for three months ended June 30, 2026 primarily as a result of attrition of higher cost money market deposits from the Acquisition. Average interest-bearing deposits increased $68.5 million for the six months ended June 30, 2026 compared to the same period of 2025 driven primarily by the timing of the Acquisition.
  • Yield on Average Earning Assets — For the three and six months ended June 30, 2026, the yields on average earning assets were 5.86% and 5.82%, respectively, an increase of 22 and 27 bps compared to the same periods of 2025.
  • Rate on Average Interest-bearing Liabilities — For the three and six months ended June 30, 2026, the rates on average interest-bearing liabilities were 1.73% and 1.75%, respectively, a decrease of 14 and 9 bps, respectively, compared to the same periods of 2025.
• Asset Quality — The allowance for credit losses was $24.0 million at June 30, 2026, compared to $23.7 million at December 31, 2025. The increase was driven primarily by loan growth.
  • Annualized net charge-offs to total average loans outstanding for the three and six months ended June 30, 2026 were 0.03% and 0.01%, respectively, compared to 0.01% for both of the same periods of 2025.
  • Non-performing loans were $9.8 million, or 0.41%, of total loans at June 30, 2026 compared to $10.1 million, or 0.43%, of total loans at June 30, 2025. The decrease was driven primarily by charge-offs, the movement of several loans to foreclosed assets held for resale and paydowns.
• Noninterest income — Noninterest income was $8.8 million and $17.1 million for the three and six months ended June 30, 2026, respectively, an increase of $136 thousand and $1.2 million, respectively, for the same periods of 2025. The increase for the three months ended June 30, 2026 was driven primarily by higher wealth management income and higher earnings on investment in bank-owned life insurance, partially offset by lower other income due to lower credit card processing and letter of credit fees. In addition to the impact of the Acquisition, the increase for the six months ended June 30, 2026 compared to the same period of 2025 was driven primarily by higher wealth management income, gain on assets HFS and earnings on investment in bank-owned life insurance.
• Noninterest expenses — Noninterest expense was $23.1 million and $46.7 million for the three and six months ended June 30, 2026, a decrease of $2.2 million and $8.0 million for the same periods of 2025, respectively. The decrease was driven primarily by merger-related expenses due to the Acquisition during the three and six months ended June 30, 2025.

A more thorough discussion of the Corporation’s results of operations and financial condition is included in the following pages.

CRITICAL ACCOUNTING ESTIMATES

The accounting policies that the Corporation’s management deems to be most important to the portrayal of its financial condition and results of operations because they require management’s most difficult, subjective or complex judgment often result in the need to make estimates about the effect of such matters which are inherently uncertain. The following accounting estimate is deemed to be critical by management:

Allowance for Credit Losses — The ACL represents an amount which, in management’s judgment, is adequate to absorb expected credit losses on outstanding loans at the balance sheet date based on the evaluation of the size and current risk characteristics of the loan portfolio, past events, current conditions, reasonable and supportable forecasts of future economic conditions and prepayment experience. The ACL is measured and recorded upon the initial recognition of a financial asset. The

ACL is reduced by charge-offs, net of recoveries of previous losses, and is increased or decreased by a provision for (reversal of) credit losses, which is recorded as a current period operating expense.

Determination of an appropriate ACL is inherently complex and requires the use of significant and highly subjective estimates. The reasonableness of the ACL is reviewed quarterly by management.

Management believes it uses relevant information available to make determinations about the ACL and that it has established the existing allowance in accordance with GAAP. However, the determination of the ACL requires significant judgment, and estimates of expected credit losses in the loan portfolio can vary from the amounts actually observed. While management uses available information to recognize expected credit losses, future additions to the ACL may be necessary based on changes in the loans comprising the portfolio, changes in the current and forecasted economic conditions, changes in the interest rate environment which may directly impact prepayment and curtailment rate assumption, and changes in the financial condition of borrowers. As of June 30, 2026, the Company believes that its ACL was adequate.

RESULTS OF OPERATIONS

Three months ended June 30, 2026 compared to three months ended June 30, 2025

Net income for the three months ended June 30, 2026 was $15.2 million, or $1.49 diluted earnings per share, compared to net income of $11.6 million, or $1.11 diluted earnings per share for the same period of 2025, an increase of $3.6 million, or $0.38 diluted earnings per share. The financial results for the three months ended June 30, 2025 were impacted by merger-related expenses, net of taxes, totaling $1.5 million.

Net Interest Income

Net interest income totaled $34.0 million for the three months ended June 30, 2026 compared to $31.0 million for the same period of 2025, an increase of $3.0 million. The FTE net interest margin for the three months ended June 30, 2026 was 4.56%, a 35 bps increase from 4.21% for the same period of 2025. The increase in net interest income and FTE net interest margin was driven primarily by loan growth, new loans and investment securities funded at higher rates than those that paid off or matured and the continued benefit of lower funding costs. In addition, the repositioning of the investment securities portfolio completed during the three months ended December 31, 2025 contributed to higher yields. The accretion impact of acquisition accounting adjustments on loans and deposits from the Acquisition was $1.8 million and $2.2 million for the three months ended June 30, 2026 and 2025, respectively. The Corporation manages the risk associated with changes in interest rates through the techniques described within Item 3, “Quantitative and Qualitative Disclosures About Market Risk” in this Quarterly Report on Form 10-Q.

The following table provides a comparative average Consolidated Statement of Condition and net interest income analysis for the periods presented. Interest income and yields are presented on a FTE basis. The discussion following this table is based on these tax equivalent amounts.

1 Income on interest-earning assets has been computed on a FTE basis using the 21% federal income tax statutory rate.

2 Average balances include non-accrual loans and are net of unearned income.

3 Average balance of investment securities is computed at fair value.

The following table analyzes the relative impact on FTE net interest income attributed to changes in the volume of interest-earning assets and interest-bearing liabilities and changes in yields and rates for the three months ended June 30, 2026 compared to the same period of 2025:

1 The effect of changing volume and rate, which cannot be segregated, has been allocated entirely to the rate column.

2 Based on average balances and includes non-accrual loans and are net of unearned income.

3 Average balance of investment securities is computed at fair value.

Total FTE interest income increased $2.1 million during the three months ended June 30, 2026 compared to the same period of 2025, driven primarily by an increase in yield of interest earning assets, which was driven primarily by the repositioning of the investment securities portfolio, as well as new loans and investment securities funded at higher rates than those that paid off or matured. Also contributing to the increase was growth of $46.0 million in average loan balances primarily in the commercial real estate portfolio.

Total interest expense decreased $881 thousand during the three months ended June 30, 2026 compared to the same period of 2025, driven primarily by lower average balances and costs of interest-bearing deposits, primarily a result of attrition of higher cost money market and time deposits from the Acquisition, as well as lower average borrowings.

Provision for Credit Losses and Unfunded Commitments

The provision for credit losses was $554 thousand for the three months ended June 30, 2026 compared to a reversal of $228 thousand for the same period of 2025, and was driven primarily by loan growth. The reversal of the provision for unfunded commitments was $107 thousand for the three months ended June 30, 2026 compared to a reversal of $354 thousand for the same period of 2025. The Corporation assesses risks and reserves required compared with the balances in the ACL and unfunded commitments on a quarterly basis.

Noninterest Income

The following table presents the components of noninterest income:

The more significant variations by category:

• The increase in wealth management was driven primarily by assets under management growth due to new business generation and positive market impacts
• The increase in earnings on investment in bank-owned life insurance was driven primarily by the purchase of new policies in the fourth quarter of 2025
• The decrease in other was primarily attributable to lower credit card processing and letter of credit fees

Noninterest Expenses

The following table presents the components of noninterest expense:

The more significant fluctuations by category:

• The decrease in intangible assets amortization was the result of normal attrition
• The increase in other tax was driven primarily by asset growth due to the Acquisition
• The decrease in merger-related was driven by the lack of Acquisition-related expenses in the current period
• The decrease in other was driven primarily by the write-off of stale conversion related items in the prior year

Income Taxes

The Corporation recognized income tax expense of $4.0 million during the three months ended June 30, 2026 compared to $3.3 million during the same period of 2025. The provision for income taxes reflects a combined Federal and State ETR of 21.0% and 21.9% for the three months ended June 30, 2026 and 2025, respectively. The variances from the federal statutory rate of 21% are generally due to tax-free income, which includes, but not limited to, interest income on tax-free loans and investment securities and income from bank-owned life insurance policies, federal income tax credits and the impact of non-tax deductible expenses such as certain merger-related costs and state taxes.

Six months ended June 30, 2026 compared to six months ended June 30, 2025

Net income for the six months ended June 30, 2026 was $28.9 million, or $2.81 diluted earnings per share, compared to net income of $11.4 million, or $1.12 diluted earnings per share for the same period of 2025, an increase of $17.5 million and $1.69 diluted earnings per share. The increase in net income for the six months ended June 30, 2026 was driven primarily by higher net interest income and the impact of two discrete items for the six months ended June 30, 2025 that were related to the Acquisition: a provision for credit losses on non-PCD loans of $4.2 million, net of taxes, and merger-related expenses totaling $7.8 million, net of taxes. Financial results for the six months ended June 30, 2025 include ACNB’s standalone results for the month of January 2025.

Net Interest Income

Net interest income totaled $66.5 million for the six months ended June 30, 2026 compared to $58.1 million for the same period of 2025, an increase of $8.4 million. The FTE net interest margin for the six months ended June 30, 2026 was 4.51%, a 37 bps increase from 4.14% for the same period of 2025. The increases were driven primarily by loan growth, new loans and investment securities funded at higher rates than those that paid off or matured, and the continued benefit of lower funding costs. In addition, the yield on investment securities was impacted by a repositioning of the investment securities portfolio completed during the three months ended December 31, 2025. The accretion impact of acquisition accounting adjustments on loans and deposits from the Acquisition was $3.6 million and $3.7 million for the six months ended June 30, 2026 and 2025, respectively.

The following table provides a comparative average balance sheet and net interest income analysis for the periods presented. The discussion following this table is based on these taxable-equivalent amounts.

1 Income on interest-earning assets has been computed on a FTE basis using the 21% federal income tax statutory rate.

2 Average balances include non-accrual loans and are net of unearned income.

3 Average balance of investment securities is computed at fair value.

The following table analyzes the relative impact on FTE net interest income attributed to changes in the volume of interest-earning assets and interest-bearing liabilities and changes in yields and rates for the six months ended June 30, 2026 compared to the same period of 2025:

1 The effect of changing volume and rate, which cannot be segregated, has been allocated entirely to the rate column.

2 Based on average balances and includes non-accrual loans and are net of unearned income.

3 Average balance of investment securities is computed at fair value.

Total FTE interest income increased $8.1 million during the six months ended June 30, 2026 compared to the same period of 2025 driven primarily by loan growth and new loans and investment securities funded at higher rates than those that paid off or matured. The loan growth was concentrated primarily in the commercial real estate portfolio. The repositioning of the investment securities portfolio completed during the three months ended December 31, 2025 contributed to higher yields on the investment securities portfolio.

Total interest expense decreased $364 thousand during the six months ended June 30, 2026 compared to the same period of 2025 driven primarily by lower average costs of interest-bearing deposits, primarily a result of attrition of higher cost money market and time deposits from the Acquisition, as well as lower average borrowings. The average cost of interest-bearing deposits was 1.36% for the six months ended June 30, 2026, a decrease of 8 bps compared to the same period of 2025.

Provision for Credit Losses and Unfunded Commitments

The provision for credit losses was $478 thousand for the six months ended June 30, 2026 compared to $5.7 million for the same period of 2025. The 2025 provision expense was primarily driven by a provision for credit losses of $5.5 million for acquired non-PCD loans, and the provision for 2026 was driven primarily by organic loan growth. The provision for unfunded commitments was a reversal of $120 thousand compared to a reversal of $834 thousand for the same period of 2025. The reversal of the provision for unfunded commitments for the six months ended June 30, 2025 was impacted by the incorporation of post-COVID data which resulted in lower loss rates utilized within the Bank’s ACL model. The Corporation assesses risks and reserves required compared with the balances in the ACL and unfunded commitments on a quarterly basis.

Noninterest Income

The following table presents the components of noninterest income:

The more significant variations by category:

• The increase in gain from mortgage loans HFS and service charges on deposits was driven primarily by the Acquisition
• The increase in wealth management was driven primarily by assets under management growth due to new business generation and positive market impacts
• The increase in earnings on investment in bank-owned life insurance was driven primarily by the purchase of new policies in the fourth quarter of 2025
• The increase in gain on assets HFS was the result of a sale of a building previously used by ACNB Insurance Services
• Gain on life insurance proceeds for both periods was the result of death benefits paid on life insurance policies

Noninterest Expenses

The following table presents the components of noninterest expense:

The more significant fluctuations by category:

• The increase in salaries and employee benefits was driven primarily by an increased number of employees attributable to the Acquisition, merit increases and higher mortgage commissions
• The increase in equipment was driven primarily by the Acquisition and the implementation of additional products into the core processing system
• The increase in other tax was driven primarily by asset growth due to the Acquisition
• The decrease in merger-related was driven by the lack of Acquisition-related expenses in the current period

Income Taxes

The Corporation recognized income taxes of $7.6 million for the six months ended June 30, 2026 compared to $3.0 million during the same period of 2025. The provision for income taxes for the six months ended June 30, 2026 and 2025 reflect a combined Federal and State ETR of 20.8%. The variances from the federal statutory rate of 21% are generally due to tax-free income, which includes, but not limited to, interest income on tax-free loans and investment securities and income from bank-owned life insurance policies, federal income tax credits and the impact of non-tax deductible expenses such as certain merger-related costs and state taxes.

FINANCIAL CONDITION

Investment Securities

ACNB uses investment securities to manage interest rate risk, provide collateral for certain funding products, provide liquidity and generate interest and dividend income. The investment securities provide the appropriate characteristics with respect to credit quality, yield and maturity relative to the management of the overall Consolidated Statements of Condition.

Total investment securities were $529.8 million at June 30, 2026 compared to $531.1 million at December 31, 2025. At June 30, 2026, the investment securities balance included a net unrealized loss on AFS investment securities of $27.9 million on amortized cost of $494.1 million compared to a net unrealized loss of $24.2 million on amortized cost of $491.1 million at December 31, 2025. At June 30, 2026, the investment securities balance included HTM investment securities with an amortized cost of $62.6 million and a fair value of $56.6 million as compared to an amortized cost of $63.3 million and a fair value of $57.5 million at December 31, 2025.

The Corporation does not own investments consisting of pools of Alt-A or subprime mortgages, private label mortgage-backed securities, or trust preferred investments.

Loans

The following table presents the composition of the loan portfolio:

Total loans, net of unearned income increased $67.6 million, or 2.9%, from December 31, 2025 to June 30, 2026. The increase was driven primarily by growth in the commercial real estate and commercial and industrial portfolios. Total acquisition accounting adjustments on loans were $14.5 million and $18.2 million at June 30, 2026 and December 31, 2025, respectively. The majority of the loan acquisition accounting adjustments are expected to accrete back through as income as loans amortize and pay off. ACNB does not have a significant concentration of credit risk with any single borrower, industry, or geographic location other than within its Market Area.

The commercial real estate portfolio, which includes farmland, multifamily, owner-occupied and non-owner occupied commercial real estate, grew $59.2 million, or 4.7%, compared to December 31, 2025 driven primarily by farmland ($31.1 million) and owner-occupied balances ($12.5 million) partially offset by a decrease in non-owner occupied balances ($11.0 million). The following data related to the commercial real estate portfolio through the breakout charts excludes the impact of the acquisition accounting adjustments on loans. The collateral for these loans is primarily spread across Pennsylvania and Maryland at 65.7% and 32.1%, respectively, as of June 30, 2026, compared to 65.8% and 32.1%, respectively, as of December 31, 2025. Less than 3% of the portfolio is for real estate in urban areas of Baltimore, Maryland and Philadelphia, Pennsylvania. The largest sectors of the commercial real estate portfolio are retail and mixed-use commercial rental units, office complexes, apartment complexes and hotels, motels and bed and breakfast entities. Non-owner occupied commercial real estate represented 64.2% of the commercial real estate portfolio. Non-owner occupied commercial real estate borrowers are geographically dispersed throughout ACNB’s Market Area and are leasing commercial properties to a varied group of tenants including medical offices, retail space, and other commercial purpose facilities. Because of the varied nature of the tenants, in aggregate, management believes that these loans present an acceptable risk when compared to commercial loans in general.

The following chart details the percentage of the various categories included in the portfolio:

1 Constitutes over 40 loan categories that do not fit into the categories presented above, with no loan category representing more than 3% of the total.

The concentration of non-owner occupied commercial real estate, construction and multi-family was 231.6% of total risk-based capital of the Bank as of June 30, 2026 compared to 239.0% of total risk-based capital of the Bank as of December 31, 2025.

Residential real estate mortgages totaled $602.7 million, an increase of $3.7 million, or 0.6%, compared to December 31, 2025. Included in the residential real estate mortgages are $228.4 million of commercial loans and $61.6 million of consumer loans secured by residential real estate mortgages. Approximately 85% of the first liens have a loan to value, based on the current balance to the origination value of the property, of 80% or lower. Total residential real estate mortgages include $50.9 million of junior liens. Junior liens inherently have more credit risk by virtue of the fact that another financial institution may have a senior security position in the case of foreclosure liquidation of collateral to extinguish the debt.

Commercial and industrial totaled $217.2 million, an increase of $11.7 million, or 5.7%, compared to December 31, 2025 driven primarily by three new relationships in the Lancaster and Berks regions.

Allowance for Credit Losses and Asset Quality

The ACL at June 30, 2026 was $24.0 million, or 1.00% of total loans, net of unearned income as compared to $23.7 million, or 1.02% of loans, at December 31, 2025 and $24.4 million, or 1.04% of loans, at June 30, 2025.

Changes in the ACL were as follows for the periods presented:

Information on nonaccrual loans, by collateral type rather than loan segment is as follows:

Nonaccrual loans decreased $1.2 million from December 31, 2025 to June 30, 2026 driven primarily by the movement of several loans to foreclosed assets held for resale and a pay-off. All nonaccrual loans are to borrowers located within ACNB’s Market Area and were originated by ACNB’s banking subsidiary or were part of a previous acquisition.

Assets Held for Sale

Assets HFS totaled $2.3 million at June 30, 2026 and was comprised of a building in Maryland that the Corporation intends to sell.

Deposits

Deposits were comprised of the following:

ACNB relies on deposits as a primary source of funds for lending activities. The increase in deposits from December 31, 2025 to June 30, 2026 was driven primarily by the increase in noninterest-bearing demand deposits, time deposits and interest-bearing demand deposits. The increase in noninterest-bearing demand deposits was driven primarily by promotional incentives on commercial checking accounts. Time deposits included $75.0 million of brokered time deposits compared to $59.1 million at December 31, 2025, an increase of $15.9 million. The increase in interest-bearing demand deposits was driven primarily by an influx of seasonal deposits. Historically, deposit balances fluctuate reflecting different balance levels held by local companies, government units and school districts during different times of the year. Included in total deposits at June 30, 2026 were municipal deposits totaling $126.4 million, or 5.0%, of total deposits compared to $119.3 million, or 4.9%, of total deposits at December 31, 2025. The loan-to-deposit ratio was 94.57% at June 30, 2026 compared to 95.12% at December 31, 2025.

ACNB’s deposit pricing function employs a disciplined pricing approach based upon liquidity needs and alternative funding rates, but also strives to price deposits to be competitive with local competition, including local government investment trusts, credit unions and larger regional banks. Based on total Bank deposits outstanding, consumer and commercial constituted approximately 60% and 40%, respectively, of total Bank deposits as of June 30, 2026 compared to 61% and 39%, respectively, as of December 31, 2025. The ratio of uninsured and non-collateralized Bank deposits to total Bank deposits was 18.1% at June 30, 2026. As of June 30, 2026, cash on hand, the fair value of unencumbered investment securities and collateralized borrowing capacities at the FHLB and the Discount Window at the Bank were 329.7% of uninsured and non-collateralized Bank deposits. At June 30, 2026, deposits from the 20 largest unrelated depositors, excluding internal accounts, of the Bank totaled $170.3 million, or 6.7%, of total Bank deposits compared to $177.2 million, or 7.2%, of total Bank deposits at December 31, 2025.

Borrowings

Short-term borrowings are comprised of securities sold under agreements to repurchase, short-term borrowings from the FHLB and federal funds purchased. As of June 30, 2026, short-term borrowings were $108.3 million, an increase of $43.5 million compared to $64.7 million at December 31, 2025. Short-term FHLB advances were $90.0 million at June 30, 2026 compared to $45.0 million at December 31, 2025. Short-term FHLB borrowings are used for general balance sheet management, and the increase from prior periods was used to fund loan growth. Compared to December 31, 2025, securities sold under repurchase agreements balances decreased by $2.2 million, or 13.9%, due to normal changes in the cash flow position of ACNB’s commercial and local government customer base. Agreements to repurchase accounts are within the commercial and local government customer base and have attributes similar to core deposits. Investment securities are pledged in sufficient amounts to collateralize these agreements.

Long-term borrowings consist of longer-term advances from the FHLB, trust preferred subordinated debt and subordinated debt. Long-term borrowings totaled $214.9 million at June 30, 2026 compared to $255.4 million at December 31, 2025. During the six months ended June 30, 2026 the Company paid off $40.0 million of long-term FHLB borrowings. On March 12, 2026, the Company sold and issued $15.0 million in aggregate principal amount 5.875% fixed-to-floating rate subordinated notes due March 15, 2036. On March 31, 2026, the Company redeemed the $15.0 million in aggregate principal amount 4.00% fixed-to-floating rate subordinated notes that were issued on March 30, 2021. Additional borrowings will be used when necessary for a variety of risk management and funding purposes. Please refer to the Liquidity discussion below for more information on the Corporation’s ability to borrow.

Capital

ACNB’s capital management strategies have been developed to provide an appropriate risk-adjusted rate of return, in the opinion of management, to shareholders, while maintaining levels above its internal minimums and “well-capitalized” regulatory position in relationship to its risk exposure. Total stockholders’ equity was $423.3 million at June 30, 2026 compared to $420.0 million at December 31, 2025. The increase to stockholders’ equity was driven primarily by net income of $28.9 million partially offset by cash dividends paid to ACNB Corporation stockholders of $13.2 million, and common stock repurchases of $12.7 million.

ACNB Corporation has a Dividend Reinvestment and Stock Purchase Plan that provides registered holders of ACNB Corporation common stock with a convenient way to purchase additional shares of common stock by permitting participants in the plan to automatically reinvest cash dividends on all or a portion of the shares owned and to make quarterly voluntary cash payments under the terms of the plan. Participation in the plan is voluntary, and there are eligibility requirements to participate in the plan. During the six months ended June 30, 2026, 13,115 shares were issued under this plan with proceeds in the amount of $689 thousand.

Regulatory Capital

The Corporation and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet the minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Corporation’s Consolidated Financial Statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Corporation and the Bank must meet specific capital guidelines that involve quantitative measures of their assets, liabilities and certain OBS items as calculated under regulatory accounting practices. The capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings, and other factors.

Minimum regulatory capital requirements established by Basel III rules require the Corporation and the Bank to:

• Meet a minimum Tier 1 leverage capital ratio of 4.0% of average assets;
• Meet a minimum Common Equity Tier 1 capital ratio of 4.5% of risk-weighted assets;
• Meet a minimum Tier 1 capital ratio of 6.0% of risk-weighted assets;
• Meet a minimum Total capital ratio of 8.0% of risk-weighted assets;
• Maintain a “capital conservation buffer” of 2.5% above the minimum risk-based capital requirements, which must be maintained to avoid restrictions on capital distributions and certain discretionary bonus; and,
• Comply with the definition of capital to improve the ability of regulatory capital instruments to absorb losses.

The capital ratios are as follows:

1 Ratios do not include capital conservation buffer.

2 N/A - Not applicable as “well capitalized” applies only to banks.

Liquidity

Effective liquidity management ensures the cash flow requirements of depositors and borrowers as well as the operating cash needs of ACNB are met. ACNB’s funds are available from a variety of sources, including assets that are readily convertible such as interest-bearing deposits with banks, maturities and repayments from the securities portfolio, scheduled repayments of loans receivable, the core deposit base, the ability to raise brokered deposits and the ability to borrow from the FHLB, Discount Window and unsecured Federal Funds line providers.

At June 30, 2026, ACNB’s banking subsidiary had borrowing capacity of approximately $1.30 billion from the FHLB, of which $1.01 billion was available. At June 30, 2026, ACNB’s banking subsidiary could borrow approximately $57.9 million from the Discount Window, of which the full amount was available. The underlying collateral at the Discount Window is made up of eligible loan collateral held in a joint-custody account under the Bank’s name.

ACNB’s banking subsidiary maintains several unsecured Federal Funds lines with correspondent banks. As of June 30, 2026, Federal Funds line capacity at the banking subsidiary was $192.0 million, of which the full amount was available. ACNB maintains a $5.0 million unsecured line of credit with a correspondent bank, all of which was available for borrowing as of June 30, 2026. The Corporation also executed a guaranty for a note related to a $1.5 million commercial line of credit from a local bank, with customary terms and conditions for such a line, for ACNB Insurance Services, the borrower and a wholly-owned subsidiary of ACNB Corporation. The commercial line of credit is for general working capital needs as they arise by ACNB Insurance Services.

Another source of liquidity is securities sold under repurchase agreements to customers of ACNB’s banking subsidiary totaling $13.9 million and $16.1 million at June 30, 2026 and December 31, 2025, respectively. These agreements vary in balance according to the cash flow needs of customers and competing accounts at other financial organizations.

The liquidity of the parent company also represents an important aspect of liquidity management. The parent company’s cash outflows consist principally of dividends to shareholders, common stock repurchases and corporate expenses. The main source of funding for the parent company is the dividends it receives from its subsidiaries. Federal and state banking regulations place certain legal restrictions and other practicable safety and soundness restrictions on dividends paid to the parent company from the subsidiary bank.

ACNB manages liquidity by monitoring projected cash inflows and outflows on a daily basis, and believes it has sufficient funding sources to maintain sufficient liquidity under varying degrees of business conditions for liquidity and capital resource requirements for all material short- and long-term cash requirements from known contractual and other obligations.

Off-Balance Sheet Arrangements

The Corporation is party to financial instruments with OBS risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit and, to a lesser extent, standby letters of credit. At June 30, 2026, the Corporation had unfunded outstanding commitments to extend credit of $570.1 million and outstanding standby letters of credit of $25.4 million. Because these commitments generally have fixed expiration dates and many will expire without being drawn upon, the total commitment level does not necessarily represent future cash requirements.