Mid Penn Bancorp, Inc. Completes Acquisition of 1st Colonial Bancorp, Inc.

Harrisburg, PA – March 2, 2026: Mid Penn Bancorp, Inc. (“Mid Penn”) (NASDAQ: MPB) has announced the successful completion of its acquisition of 1st Colonial Bancorp, Inc. (“1st Colonial”), a deal valued at approximately \$106.1 million. This strategic transaction closed after the market on February 27, 2026, and marks a significant expansion for Mid Penn into the greater Philadelphia metropolitan area and southern New Jersey.

Key Details of the Transaction

• Structure & Consideration: The acquisition was a cash-and-stock transaction. Under the terms of the Merger Agreement (dated September 24, 2025), shareholders of 1st Colonial were given the choice to receive either:
  • 0.6945 shares of Mid Penn common stock (par value \$1.00 per share) per share of 1st Colonial common stock (Exchange Ratio), or
  • \$18.50 in cash for each share of 1st Colonial common stock (Cash Consideration).

  These options were subject to proration and adjustment to ensure that 60% of 1st Colonial shares were exchanged for Mid Penn stock and the remaining 40% for cash.

• Total Consideration: Approximately 2,111,076 new shares of Mid Penn common stock were issued and about \$37.5 million was paid in cash to 1st Colonial shareholders.
• Banking Subsidiaries: Concurrent with the holding company merger, 1st Colonial’s subsidiary, 1st Colonial Community Bank, merged with and into Mid Penn Bank, the wholly owned subsidiary of Mid Penn Bancorp, Inc.

Implications for Shareholders

• Shareholder Value: The transaction adds scale to Mid Penn’s operations, increasing total assets to approximately \$7 billion and expanding its network to 62 retail locations across Pennsylvania and central/southern New Jersey.
• No Impact on Existing Mid Penn Shares: Mid Penn shares outstanding before the merger remain unaffected.
• Equity Incentive Plans: Former 1st Colonial stock options were cashed out at the difference between \$18.50 and the exercise price, if in the money; otherwise, they were cancelled with no payment. Restricted stock units vested and converted into Mid Penn shares or cash, as applicable.
• Leadership Change: Thomas R. Brugger, previously a director of 1st Colonial and an experienced banking executive, has joined the Mid Penn and Mid Penn Bank Boards as a Class A director. He will also serve on the Audit Committee, Risk Committee, and the Trust Committee, bringing over 30 years of experience, including prior CFO roles at Orrstown Bank, Sun National Bank, and Customers Bank.

Strategic Rationale & Potential Market Impact

• Market Expansion: This acquisition provides Mid Penn with a substantial presence in the attractive Philadelphia and southern New Jersey markets, positioning it for further growth and enhanced competitive strength in these regions.
• Expected Synergies: The company anticipates realizing operational efficiencies and cost savings from the integration, though management has cautioned that integration risks, regulatory issues, or economic factors could affect the realization of these benefits.
• Legal and Financial Advisors:
  • Mid Penn: Keefe, Bruyette & Woods, A Stifel Company (financial advisor); Holland & Knight LLP (legal advisor)
  • 1st Colonial: Stephens Inc. (financial advisor and fairness opinion); Stradley Ronon Stevens & Young, LLP (legal advisor)

Regulatory and Compliance Notes

• The new shares issued in the merger were registered with the SEC via Form S-4 (File No. 333-291759), effective December 19, 2025.
• No additional financial statements or pro forma financial information are required for this acquisition under SEC rules, given the size and structure of the transaction.

Investor Considerations & Potential Price Sensitivity

• Significant Strategic Expansion: The expansion into new geographic markets and a larger asset base could positively influence Mid Penn’s future earnings potential and market valuation, making this a price-sensitive event for investors.
• Integration Risks: As with any merger, risks include potential delays or difficulties in realizing expected synergies, regulatory compliance, and technology integration challenges. These risks are outlined in the company’s filings and could impact future performance and share price if not successfully managed.
• Board Strengthening: The addition of an experienced director with a strong financial background may bolster investor confidence in governance and oversight.

About Mid Penn Bancorp, Inc.

Mid Penn Bancorp, Inc. is the parent company of Mid Penn Bank, a full-service commercial bank with approximately \$7 billion in assets. The company operates 62 retail locations across Pennsylvania and central/southern New Jersey, offering a comprehensive suite of financial products and services. More information is available at www.midpennbank.com.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors should review official filings and consult their own financial advisors before making any investment decisions. Forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially from expectations. See Mid Penn Bancorp, Inc.’s filings with the Securities and Exchange Commission for further details.

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