UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-Q QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2005 Commission file number 0-20141 Mid Penn Bancorp, Inc. (Exact name of registrant as specified in its charter) Pennsylvania 25-1666413 (State or other jurisdiction of (IRS Employer ID No) Incorporation or Organization) 349 Union Street, Millersburg, PA 17061 (Address of principal executive offices) (Zip Code) (717) 692-2133 (Registrant's telephone number, including area code) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. [X] Yes [ ] No Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act) [X] Yes [ ] No Indicate the number of shares outstanding of each of the classes of common stock, as of the latest practical date. 3,188,826 shares of Common Stock, $1.00 par value per share, were outstanding as of June 30, 2005.
MID PENN BANCORP, INC. CONSOLIDATED BALANCE SHEET (Dollars in thousands) June 30, Dec. 31 2005 2004 (unaudited) ----------- -------- ASSETS: Cash and due from banks $6,581 $6,679 Interest-bearing balances 60,287 60,407 Available-for-sale securities 48,627 44,613 Federal funds sold 0 0 Loans 285,652 279,547 Less, Allowance for loan losses 3,756 3,643 -------- -------- Net loans 281,896 275,904 -------- -------- Bank premises and equip't, net 5,932 4,874 Foreclosed assets held for sale 460 505 Accrued interest receivable 2,013 1,875 Cash surrender value of life insurance 6,286 6,180 Deferred income taxes 1,032 982 Other assets 1,359 1,237 -------- -------- Total Assets 414,473 403,256 ======== ======== LIABILITIES & STOCKHOLDERS' EQUITY: Deposits: Demand 40,452 37,586 NOW 30,054 35,562 Money Market 51,621 43,116 Savings 28,644 28,414 Time 157,045 156,466 ------- ------- Total deposits 307,816 301,144 -------- -------- Short-term borrowings 6,874 13,801 Accrued interest payable 1,646 1,192 Other liabilities 2,322 1,890 Long-term debt 59,898 49,957 -------- -------- Total Liabilities 378,556 367,984 -------- -------- STOCKHOLDERS' EQUITY: Common stock, par value $1 per share; authorized 10,000,000 shares; issued 3,207,912 shares at both June 30, 2005 and December 31, 2004, resp. 3,208 3,208 Additional paid-in capital 23,472 23,472 Retained earnings 9,179 8,435 Accumulated other comprehensive inc(loss) 594 693 Treasury Stock at cost (19,086 shs) -536 -536 -------- -------- Total Stockholders' Equity 35,917 35,272 -------- -------- Total Liabilities & Equity $414,473 $403,256 ======== ======== The accompanying notes are an integral part of these consolidated financial statements. 2
MID PENN BANCORP, INC. CONSOLIDATED STATEMENT OF INCOME (Unaudited; dollars in thousands) ThreeMonths SixMonths EndedJune 30, EndedJune 30, ----------------------- ----------------------- 2005 2004 2005 2004 ---------- ---------- ---------- ---------- INTEREST INCOME: Interest & fees on loans $ 4,656 $ 3,968 $ 9,080 $ 7,707 Int.-bearing balances 509 456 974 904 Treas. & Agency securities 186 152 357 304 Municipal securities 265 342 529 729 Other securities 25 11 45 21 Fed funds sold and repos 22 0 26 0 ---------- ---------- ---------- ---------- Total Int. Income 5,663 4,929 11,011 9,665 ---------- ---------- ---------- ---------- INTEREST EXPENSE: Deposits 1,530 1,365 2,915 2,753 Short-term borrowings 39 44 83 75 Long-term borrowings 715 476 1,389 984 ---------- ---------- ---------- ---------- Total Int. Expense 2,284 1,885 4,387 3,812 ---------- ---------- ---------- ---------- Net Int. Income 3,379 3,044 6,624 5,853 PROVISION FOR LOAN LOSSES 110 425 170 425 ---------- ---------- ---------- ---------- Net Int. Inc. after Prov 3,269 2,619 6,454 5,428 ---------- ---------- ---------- ---------- NON-INTEREST INCOME: Trust dept 94 62 154 116 Service chgs. on deposits 332 351 654 695 Investment securities Gains(losses), net 1 234 1 436 Income on life insurance 53 60 106 117 Other 207 215 504 442 ---------- ---------- ---------- ---------- Total Non-Interest Income 687 922 1,419 1,806 ---------- ---------- ---------- ---------- NON-INTEREST EXPENSE: Salaries and benefits 1,344 1,175 2,825 2,404 Occupancy, net 162 102 307 235 Equipment 206 164 375 338 PA Bank Shares tax 67 63 134 125 ATM/Debit card expenses 68 42 80 123 Professional fees 71 57 142 107 Director fees and benefits 76 96 126 143 Advertising Expense 108 69 163 109 Computer software licensing 45 48 100 89 Stationery and supplies 73 52 123 95 Other 401 383 786 761 ---------- ---------- ---------- ---------- Tot. Non-int. Exp 2,621 2,251 5,161 4,529 ---------- ---------- ---------- ---------- Income before income taxes 1,335 1,290 2,712 2,705 INCOME TAX EXPENSE 333 317 693 646 ---------- ---------- ---------- ---------- NET INCOME $ 1,002 $ 973 $ 2,019 $ 2,059 ========== ========== ========== ========== NET INCOME PER SHARE $ 0.31 $ 0.30 $ 0.63 $ 0.65 ========== ========== ========== ========== DIVIDENDS PER SHARE $ 0.20 $ 0.20 $ 0.40 $ 1.40 ========== ========== ========== ========== Weighted Average No. of Shares Outstanding 3,188,826 3,190,295 3,188,826 3,188,925 The accompanying notes are an integral part of these consolidated financial statements. 3
MID PENN BANCORP, INC. CONSOLIDATED STATEMENT OF CASH FLOWS (Unaudited; Dollars in thousands) For the Six Months Ended June 30, ----------------------- 2005 2004 ------- ------- Operating Activities: Net Income $2,019 $2,059 Adjustments to reconcile net income to net cash provided by operating activities: Provision for loan losses 170 425 Depreciation 259 238 Incr. in cash-surr. value of life insurance -106 -678 Investment securities gains, net -1 -436 Amortization 18 0 Loss (gain) on sale/disposal of bank premises and equipment 2 0 Loss (gain) on the sale of foreclosed assets 10 8 Deferred income taxes -50 -565 Change in accrued interest receivable -138 64 Change in other assets -87 399 Change in accrued interest payable 454 455 Change in other liabilities 431 646 ------- ------- Net cash provided by operating activities 2,981 2,615 ------- ------- Investing Activities: Net (incr)decr in int-bearing balances 120 -32 Incr. in federal funds sold 0 0 Proceeds from sale of securities 535 13,741 Proceeds from the maturity of secs. 2,572 4,246 Purchases of investment securities -7,271 -9,381 Net increase in loans -6,162 -30,597 Purchases of bank premises & equip't -1,359 -1,309 Proceeds from sale of foreclosed assets 35 819 Proceeds from Sale of Bank Premises & Equip't 40 0 Capitalized additions - ORE 0 0 Purchase/assumption -- Vartan Nat'l accounts 0 4,139 ------- ------- Net cash provided by(used in) investing activities -11,490 -18,374 ------- ------- Financing Activities: Net incr. in demand and savings 6,093 2,193 Net (decr)incr. in time deposits 579 5,513 Net decrease in federal funds sold 0 0 Net decrease in short-term borrowings -6,934 2,653 Long-term debt repayments -59 -5,088 Increase in long-term borrowings 10,000 15,000 Cash dividend paid -1,275 -4,463 Purchase of treasury stock 0 4 ------- ------- Net cash provided by(used in) financing activities 8,404 15,812 ------- ------- Net incr(decr) in cash & due from banks -105 53 Cash & due from banks, beg of period 6,679 7,456 ------- ------- Cash & due from banks, end of period 6,574 7,509 ======= ======= Supplemental Disclosures of Cash Flow Information: Interest paid 3,933 3,357 Income taxes paid 726 240 Supplemental Noncash Disclosures: Loan charge-offs 76 58 Transfers to other real estate 0 0 Business Combination: Loans purchased 0 2,483 DDA and savings accounts assumed 0 -4,297 Time deposits assumed 0 -2,896 Vault cash purchased 0 21 Core deposit intangible 0 291 Goodwill 0 259 ------- ------- 0 -4,139 ======= ======= On June 14, 2004, MPB consummated the purchase of assets and assumption of liabilities of the Dauphin Office of Vartan National Bank. The loans purchased amounted to $2,483,000, while DDA and Savings totaled $4,297,000. Time deposits amounted to $2,896,000. A premium paid of $550,000 coupled with a $21,000 payment for vault cash at the office make the net receipt of cash $4,139,000 from Vartan National for the transaction. The accompanying notes are an integral part of these consolidated financial statements. 4
Mid Penn Bancorp, Inc. (MPB) Notes to Consolidated Financial Statements 1. The consolidated interim financial statements have been prepared by MPB, with the exception of the consolidated balance sheet dated December 31, 2004, without audit, according to the rules and regulations of the Securities and Exchange Commission with respect to Form 10- Q. The financial information reflects all adjustments (consisting only of normal recurring adjustments) which are, in our opinion, necessary for a fair statement of results for the periods covered. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted according to these rules and regulations. Management believes, however, that the disclosures are adequate so that the information is not misleading. You should read these interim financial statements along with the financial statements including the notes included in MPB's most recent Form 10-K. 2. Interim statements are subject to possible adjustments in connection with the annual audit of MPB's accounts for the full fiscal year. In our opinion, all necessary adjustments have been included so that the interim financial statements are not misleading. 3. The results of operations for the interim periods presented are not necessarily an indicator of the results expected for the full year. 4. Management considers the allowance for loan losses to be adequate at this time. 5. Short-term borrowings as of June 30, 2005, and December 31, 2004, consisted of: (Dollars in thousands) 6/30/05 12/31/04 ------- -------- Federal funds purchased $ 2,200 $10,400 Repurchase agreements 4,207 2,928 Treasury, tax and loan note 460 473 Due to broker 7 0 ------- -------- $ 6,874 $13,801 ======= ======= 5
Federal funds purchased represent overnight funds. Securities sold under repurchase agreements generally mature between one day and one year. Treasury, tax and loan notes are open-ended interest bearing notes payable to the U.S. Treasury upon call. All tax deposits accepted by MPB are placed in the Treasury note option account. The due to broker balance represents previous day balances transferred from deposit accounts under a sweep account agreement. 6. MPB has an unfunded noncontributory defined benefit retirement plan for directors. The plan provides defined benefits based on years of service. MPB also has other post-retirement benefit plans covering full-time employees. These health care and life insurance plans are noncontributory. MPB uses a December 31 measurement date for its plans. The components of net periodic benefit costs from these benefit plans are as follows: Six months ended June 30: (Dollars in thousands) Pension Benefits Other Benefits ---------------- -------------- 2005 2004 2005 2004 ---- ---- ---- ---- Service cost $14 $11 $22 $19 Interest cost $20 $19 $18 $16 Expected return on plan assets $-- $-- $-- $-- Amortization of transition obligation $-- $-- $ 8 $ 7 Amortization of prior service cost $14 $13 $-- $-- Amortization of net (gain) loss $-- $-- $-- $-- --- --- --- --- Net periodic benefit cost $48 $43 $48 $42 --- --- --- --- 7. Earnings per share is computed by dividing net income by the weighted average number of common shares outstanding during each of the periods presented, giving retroactive effect to stock dividends. MPB's basic and diluted earnings per share are the same since there are no dilutive shares of securities outstanding. 6
8. The purpose of reporting comprehensive income (loss) is to report a measure of all changes in MPB's equity resulting from economic events other than transactions with stockholders in their capacity as stockholders. For MPB, "comprehensive income(loss)" includes traditional income statement amounts as well as unrealized gains and losses on certain investments in debt securities (i.e. available for sale securities). Because unrealized gains and losses are part of comprehensive income (loss), comprehensive income (loss) may vary substantially between reporting periods due to fluctuations in the market prices of securities held. (In thousands) Three Months Six Months Ended June 30: Ended June 30: ----------------- ------------------- 2005 2004 2005 2004 ------ ------ ------ ------ Net Income $1,002 $ 973 $2,019 $2,059 ------ ------ ------ ------ Other comprehensive income(loss): Unrealized holding gains (losses) on securities arising during the period 283 -1,908 -149 -1,219 Less: reclassification adjs for losses(gains) included in net income -1 -234 -1 -436 ------ ------ ------ ------ Other comprehensive income(loss) before income tax (provision) benefit 282 -2,142 -150 -1,655 Income tax (provision) benefit related to other comp.income (loss) -96 728 51 558 ------ ------ ------ ------ Other comprehensive inc(loss) 186 -1,414 -99 -1,097 ------ ------ ------ ------ Comprehensive Income (Loss) 1,188 -441 1,920 962 ====== ====== ====== ====== 9. Mid Penn Bank has entered into an agreement to purchase a parcel of land for a future branch site. The agreement has certain contingencies, which must be met before the bank would close on the purchase. The estimated cost of the land and branch construction, if consummated, would be approximately $1.4 million. 7
Mid Penn Bancorp, Inc. Millersburg, Pennsylvania Management's Discussion of Consolidated Financial Condition as of June 30, 2005, compared to year-end 2004 and the Results of Operations for the second quarter and the first six months of 2005 compared to the same periods in 2004. CONSOLIDATED FINANCIAL CONDITION Total assets as of June 30, 2005, were $414,473,000, compared to $403,256,000 as of December 31, 2004. During the first half of 2005, net loans outstanding increased by $5,992,000 from year end. This 2.2% increase was due to several factors. Asset growth has been challenged this year by the competitive environment with more banks chasing a smaller amount of commercial borrowing activity. It is currently our stance to only pursue growth that makes sense from the standpoint of both profitability and interest-rate risk. Total deposits increased by $6,672,000 during the first six months of 2005. The majority of this growth was in a special-rate money market deposit account offered in association with the opening of the Bank's Allentown Blvd. Office in Harrisburg, PA. Excess deposit dollars were invested during the quarter in government agency securities resulting in a net increase in available-for-sale securities of $4,014,000. As of June 30, 2005, the Bank's capital ratios exceed minimum guidelines and MPB's capital ratios are in excess of the Bank's capital ratios. RESULTS OF OPERATIONS Net income for the first six months of 2005 was $2,019,000, compared with $2,059,000 earned in the same period of 2004. Net income per share for the same period of 2005 and 2004 was $.63 and $.65, respectively. Net income as a percentage of average stockholders' equity, also known as return on equity, (ROE), was 11.6% on an annualized basis for the first half of 2005 and 11.8% for the same period of 2004. 8
Net income for the second quarter of 2005 was $1,002,000, compared with $973,000 earned in the same quarter of 2004. Net income per share for the second quarters of 2005 and 2004 was $.31 and $.30, respectively. Net interest income for the year has increased approximately 14%; however, expenses related to the opening of two new offices in the capital (Greater Harrisburg) region, as well as gains on the sale of investment securities during 2004 that were not repeated in 2005, have led to net income being slightly under that of the prior year at June 30. Net interest income of $3,379,000 for the quarter ended June 30, 2005, increased by 11% over the $3,044,000 earned in the same quarter of 2004, reflecting both the growth in earning assets over the past twelve months as well as an improved interest margin due to increasing short-term interest rates. During the second quarter of 2005, MPB analyzed interest rate risk using the Profitstar Asset-Liability Management Model. Using the computerized model, Management reviews interest rate risk on a periodic basis. This analysis includes an earnings scenario whereby interest rates are increased by 200 basis points (2 percentage points) and another whereby they are decreased by 200 basis points. At June 30, 2005, these scenarios were within the policy limits of +/- 15% in net interest income for the next twelve months; however, actual results could vary significantly from the calculations prepared by management. MPB made provisions for loan losses of $110,000 and $425,000 during the second quarters of 2005 and 2004, respectively. The majority of the unusually large provision in 2004 was due to the reclassification of a large commercial real estate loan, coupled with the addition of the Dauphin branch of Vartan Bank's loans and the other new loan activity generated in the second quarter. On a quarterly basis, senior management reviews potentially unsound loans taking into consideration judgments regarding risk of error, economic conditions, trends and other factors in determining a reasonable provision for the period. Non-interest income amounted to $687,000 for the second quarter of 2005 compared to $922,000 earned during the same quarter of 2004. The difference is largely attributable to the sale of municipal bonds, which resulted in a gain of $234,000 in 2004. One significant contributor to non-interest income is insufficient fund (NSF) fee income. NSF fee income contributed approximately $543,000 of income during the first half of 2005. 9
Non-interest expense increased by 16.4% during the second quarter of 2005 compared to the same quarter of 2004. The increase in non-interest expense; particularly in the areas of salary and benefit expense, occupancy expense and marketing expense; is attributable to the expenses associated with opening two new branch offices during the second quarter and the addition of an equipment leasing division in the first quarter of 2005. The equipment leasing division is being run by an experienced lender and his assistant, who both came to Mid Penn from another area bank. The major thrust of this division will be the providing of office equipment leasing to both the private and public sectors in the Harrisburg area. A portion of MPB's portfolio of interest-bearing balances (insured jumbo certificates of deposit of other banks with original maturities of one to five years) is being monitored as interest rates rise. The certificates being monitored are those with an original maturity of five years, representing approximately 20% of the portfolio. The remaining 80% of the portfolio is made up of certificates with original maturities of two years or less, the majority of which mature within one year. If interest rates reach a point where it would maximize net income over the remaining life of the five-year certificates to redeem them early, paying the early withdrawal penalties, and reinvesting at higher rates, Management may exercise this option to increase future earnings. If they were redeemed early, the aggregate current period expense associated with the penalties would approximate $200,000. LIQUIDITY MPB's objective is to maintain adequate liquidity while minimizing interest rate risk. Adequate liquidity provides resources for credit needs of borrowers, for depositor withdrawals, and for funding Corporate operations. Sources of liquidity include interest bearing balances, investment securities, borrowings, payments received on loans, and increases in deposit liabilities. Funds generated from operations were a significant source of funds for the first half of 2005. Also major sources of funds came from the net increase in deposits of $6.7 million. In addition, a long-term borrowing of $10 million was entered into during the first quarter of 2005, in order to lock in borrowing rates in anticipation of higher interest rates. Short-term borrowings were, consequently, reduced by $6.9 million. 10
A major use of funds during the period was the net increase in loans of approximately $6.1 million. Additionally, there was a net increase in investments of $4.0 million. CREDIT RISK AND ALLOWANCE FOR LOAN LOSSES Total non-performing assets increased to $2,774,000 representing 0.67% of total assets at June 30, 2005, from $1,775,000 or 0.44% of total assets at December 31, 2004. Most non-performing assets are supported by collateral value that appears to be adequate at June 30, 2005. The allowance for loan losses at June 30, 2005, was $3,756,000 or 1.31% of loans, net of unearned interest, as compared to $3,643,000 or 1.30% of loans, net of unearned interest, at December 31, 2004. Based upon the ongoing analysis of MPB's loan portfolio by the loan review department, the latest quarterly analysis of potentially unsound loans and non-performing assets, Management considers the Allowance for Loan Losses to be adequate to absorb any reasonable, foreseeable loan losses. MID PENN BANCORP, INC. June 30, Dec. 31, 2005 2004 -------- -------- Non-Performing Assets: Non-accrual loans 1,592 873 Past due 90 days or more 722 397 Restructured loans 0 0 ----- ----- Total non-performing loans 2,314 1,270 Other real estate 460 505 ----- ----- Total 2,774 1,775 ===== ===== Percentage of total loans outstanding 0.97% 0.63% Percentage of total assets 0.67% 0.44% Analysis of the Allowance for Loan Losses: Balance beginning of period 3,643 2,992 Loans charged off: Commercial real estate, construction and land development 0 25 Commercial, industrial and agricultural 29 10 Real estate - residential mortgage 0 0 Consumer 47 86 ----- ----- Total loans charged off 76 121 ----- ----- Recoveries of loans previously charged off: Commercial real estate, construction and land development 0 0 Commercial, industrial and agricultural 9 9 Real estate - residential mortgage 0 0 Consumer 10 38 ----- ----- Total recoveries 19 47 ----- ----- Net (charge-offs) recoveries -57 -74 ----- ----- Current period provision for loan losses 170 725 ----- ----- Balance end of period 3,756 3,643 ===== ===== 11
Item 3: Controls and Procedures: Evaluation of Disclosure Controls and Procedures As of the end of the period covered by this report, Mid Penn Bancorp updated its evaluation, under the supervision and with the participation of the Mid Penn Bancorp's management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the corporation's disclosure controls and procedures pursuant to the Securities Exchange Act of 1934 ("Exchange Act") Rule 13a-15e. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that Mid Penn Bancorp's disclosure controls and procedures are effective in timely alerting them to material information relating to Mid Penn Bancorp (including its consolidated subsidiaries) required to be included in our periodic SEC filings. Changes in Internal Controls Over Financial Reporting There were no significant changes in Mid Penn Bancorp's internal controls or, to its knowledge, in other factors that could significantly affect internal controls during the fiscal quarter ended June 30, 2005, except for the following: o The Information Technology area of the corporation has made significant progress in addressing the control areas previously identified as deficiencies, with the majority of issues being addressed in the first and second quarters. This remediation includes third-party testing by a data communications firm. Mid Penn Bancorp, Inc. PART II - OTHER INFORMATION: Item 1. Legal Proceedings - Management is not aware of any litigation that would have a material adverse effect on the consolidated financial position of Mid Penn Bancorp. There are no proceedings pending other than ordinary routine litigation incident to the business of Mid Penn Bancorp and of Mid Penn Bank. In addition, management does not know of any material proceedings contemplated by governmental authorities against Mid Penn Bancorp or Mid Penn Bank or any of its properties. Item 2. Unregistered Sales of Equity Securities and Use of Proceeds - Nothing to report 12
Item 3. Defaults Upon Senior Securities - Nothing to report Item 4. Submission of Matters to a Vote of Security Holders: At the Annual Meeting of Shareholders held on April 26, 2005, a vote was held for the election of Class A directors: Gregory M. Kerwin, Edwin D. Schlegel and Eugene F. Shaffer to serve for a three-year term, and to ratify the selection of Parente Randolph as external auditors for MPB for the year ending December 31, 2005. Gregory M. Kerwin received 3,025,604 votes for and 14,251 votes withheld. Edwin D. Schlegel received 3,029,075 votes for and 10,780 votes withheld. Eugene F. Shaffer received 3,013,144 votes for and 26,711 withheld. The selection of external auditors received 3,028,630 votes for, 4,815 votes against, and 6,410 votes abstained. Other directors include: Name: Term Expiration: ----- ---------------- Jere M. Coxon 2006 Alan W. Dakey 2006 A James Durica 2007 Theodore W. Mowery 2007 William G. Nelson 2007 Donald E. Sauve 2007 Guy J. Snyder 2006 Item 5. Other Information - Nothing to report Item 6. Exhibits - 3(i) The Registrant's Articles of Incorporation. (Incorporated by reference to Registrant's Annual Report on Form 10-K filed with the SEC on March 29, 2002.) 3(ii) The Registrant's By-laws. (Incorporated by reference to Registrant's Annual Report on Form 10-K filed with the SEC on March 29, 2002.) 10.1 Mid Penn Bank's Profit Sharing Retirement Plan. (Incorporated by reference to Registrant's Annual Report on Form 10-K filed with the SEC on March 29, 2002.) 10.2 Mid Penn Bank's Employee Stock Ownership Plan. (Incorporated by reference to Registrant's Annual Report on Form 10-K filed with the SEC on March 29, 2002.) 10.3 The Registrant's Dividend Reinvestment Plan, as amended and restated. (Incorporated by reference to Registrant's Registration Statement on Form S-3, filed with the SEC on November 3, 1997.) 13
10.4 Salary Continuation Agreement between Mid Penn Bank and Alan W. Dakey. (Incorporated by reference to Registrant's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 28, 2003.) 10.5 Split Dollar Agreement between Mid Penn Bank and Eugene F. Shaffer (Incorporated by reference to Registrant's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 14, 2005) 10.6 Death Benefit Plan and Agreement between Mid Penn Bank and the Trustee of the Eugene F. Shaffer Irrevocable Trust (Incorporated by reference to Registrant's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 14, 2005) 14 The Registrant's Code of Ethics. (Incorporated by reference to Registrant's Form 8-K filed with the Securities and Exchange Commission on March 9, 2005) 21 Subsidiaries of Registrant. (Incorporated by reference to Registrant's Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 14, 2005) 31.1 Rule 13a-14(a)/15d-14(a) Certification of the Chief Executive Officer. 31.2 Rule 13a-14(a)/15d-14(a) Certification of the Chief Financial Officer. 32.1 Chief Executive Officer's ss.1350 Certification. 32.2 Chief Financial Officer's ss.1350 Certification 14
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 thereunto duly authorized. Mid Penn Bancorp, Inc. Registrant /s/ Alan W. Dakey /s/ Kevin W. Laudenslager - ----------------- ------------------------- By: Alan W. Dakey By: Kevin W. Laudenslager President & CEO Treasurer Date: July 27, 2005 Date: July 27, 2005 15