FALSE 0000879635 0000879635 2023-04-25 2023-04-25

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 25, 2023
MID PENN BANCORP, INC.
(Exact Name of Registrant as Specified in its Charter)

Pennsylvania |  | 1-13677 |  | 25-1666413
(State or Other Jurisdiction of Incorporation or Organization) |  | (Commission File Number) |  | (I.R.S. Employer Identification Number)
2407 Park Drive Harrisburg, Pennsylvania |  | 1.866.642.7736 |  | 17110
(Address of Principal Executive Offices) |  | (Registrant’s telephone number, including area code) |  | (Zip Code)
|  | Not Applicable |  |
(Former Name or Former Address, if Changed Since Last Report)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class |  | Trading Symbol(s) |  | Name of each exchange on which registered
Common Stock, $1.00 par value per share |  | MPB |  | The NASDAQ Stock Market LLC

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

x | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b) )
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4( c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

MID PENN BANCORP, INC.
CURRENT REPORT ON FORM 8-K
ITEM 7.01 Regulation FD Disclosure
On April 25, 2023, Mid Penn Bancorp, Inc. (the "Corporation") will hold its Special Meeting of Shareholders. The slides to be used and presented at the Special Meeting of Shareholders are attached as Exhibit 99.1 to this Current Report and are incorporated herein by reference. This Current Report is being furnished pursuant to Regulation FD and no part of this report shall be deemed "filed" for any purpose.
ITEM 9.01 Financial Statements and Exhibits
(d)Exhibits.

99.1 | Special Meeting Presentation of Mid Penn Bancorp, Inc. dated April 25, 2023
104 | Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

|  | MID PENN BANCORP, INC. (Registrant)
Date: April 25, 2023 | By: | /s/ Rory G. Ritrievi
|  | Rory G. Ritrievi
|  | President and Chief Executive Officer