Orrstown Financial Services(ORRF) - 2025 Q4 - Annual Report

Regulatory Capital Requirements - The Parent Company and the Bank's regulatory capital ratios were above minimum requirements and exceeded the Capital Conservation Buffer requirement as of December 31, 2025[69]. - The Bank must maintain a Capital Conservation Buffer of 2.5% over the minimum risk-based capital ratio requirements to avoid restrictions on capital distributions[68]. - The Company is subject to risk-based capital and leverage ratio requirements under the U.S. Basel III capital rules, which may require higher capital levels based on size, complexity, or risk profile[63]. - The CET1 Risk-Based Capital Ratio is calculated as the ratio of CET1 capital to risk-weighted assets, with CET1 capital primarily including common shareholders' equity[64]. - The Total Risk-Based Capital Ratio includes CET1 capital, Tier 1 capital, and Tier 2 capital, calculated against risk-weighted assets[65]. Compliance and Ratings - The Bank received a "Satisfactory" CRA rating in its most recent examination conducted by the FRB on January 22, 2024[79]. - The Bank is required to maintain an effective, risk-based anti-money laundering program, including ongoing employee training and independent testing[84]. - The Company is listed on the Nasdaq Capital Market under the trading symbol "ORRF" and is subject to Nasdaq's rules for listed companies[88]. - The Company files annual, quarterly, and current reports with the SEC, which are available on its website[89]. - The FRB established a new reserve requirement exemption amount effective January 1, 2025, but did not elevate the current reserve percentage from zero for depository institutions[87]. Financial Performance - Net income for 2025 reached $80.9 million, significantly higher than $22.1 million in 2024[364]. - Adjusted net income (non-GAAP) for 2025 was $82.9 million, compared to $56.1 million in 2024, indicating a 47.6% increase[364]. - The diluted earnings per share (GAAP) for 2025 was $4.18, compared to $1.48 in 2024, showing a substantial increase[364]. - Tangible book value per share (non-GAAP) increased to $25.21 in 2025 from $21.19 in 2024, reflecting a growth of 9.5%[363]. - Shareholders' equity increased to $591,535 in 2025 from $516,682 in 2024, representing a growth of 14.5%[363]. Obligations and Expenses - Total contractual obligations amount to $1,264,314, with $1,047,876 due within one year[354]. - Commitments to fund home equity lines of credit total $539,336, while commercial, industrial, and other loans amount to $597,023[356]. - The company incurred merger-related expenses of $2.6 million for the year ended December 31, 2025, down from $22.7 million in 2024[359]. - The company reported total intangible assets of $107.7 million as of December 31, 2025, up from $21.1 million in 2023[358]. Off-Balance Sheet Arrangements - The company’s off-balance sheet arrangements include standby letters of credit totaling $37,241[355].

Orrstown Financial Services(ORRF) - 2025 Q4 - Annual Report - Reportify