false000071557900007155792024-10-242024-10-24

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549
______________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
______________

Date of Report (Date of earliest event reported): October 24, 2024

ACNB Corporation
(Exact name of Registrant as specified in its charter)


Pennsylvania1-3501523-2233457
(State or other
jurisdiction of
incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
16 Lincoln Square, Gettysburg, PA
 17325
(Address of principal executive offices) (Zip Code)
717.334.3161
(Registrant’s telephone number, including area code)

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 (see General Instruction A.2. below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ 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 ☐

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. ☐

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

Title Of Each ClassTrading Symbol(s)Name Of Each Exchange On Which Registered
Common Stock, $2.50 par value per shareACNBThe NASDAQ Stock Market, LLC



CURRENT REPORT ON FORM 8-K

ITEM 2.02    Results of Operations and Financial Condition

ACNB Corporation released financial results for the three months ended September 30, 2024, as more fully described in the attached press release dated October 24, 2024. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information furnished under this Item 2.02 of this Current Report on Form 8-K shall not be deemed to be filed for purposes of the Securities Exchange Act of 1934.

ITEM 9.01    Financial Statements and Exhibits

(d) Exhibits.

Exhibit Number    Description


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 Current Report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized.


  
ACNB CORPORATION (Registrant)
   
Dated:October 24, 2024 /s/ Kevin J. Hayes
  Kevin J. Hayes
  Senior Vice President/
  General Counsel, Secretary & Chief Governance Officer

Exhibit 99.1
acnb_corpxverticalxlogoxcm.jpg
PRESS RELEASE

FOR IMMEDIATE RELEASE
Contact:
Jason H. Weber
EVP/Treasurer &
Chief Financial Officer
717.339.5090
jweber@acnb.com

ACNB CORPORATION REPORTS
2024 THIRD QUARTER FINANCIAL RESULTS

GETTYSBURG, PA, October 24, 2024 --- ACNB Corporation (NASDAQ: ACNB) (“ACNB” or the “Corporation”), financial holding company for ACNB Bank and ACNB Insurance Services, Inc., announced net income of $7.2 million, or $0.84 diluted earnings per share, for the three months ended September 30, 2024 compared to net income of $9.0 million, or $1.06 diluted earnings per share, for the three months ended September 30, 2023 and net income of $11.3 million, or $1.32 diluted earnings per share, for the three months ended June 30, 2024. Financial results for the three months ended September 30, 2024 were impacted by $1.1 million in merger-related expense due to the pending acquisition of Traditions Bancorp, Inc. Financial results for the three month period ended June 30, 2024 were impacted by a $3.2 million reversal of the provisions for credit losses and unfunded commitments.

2024 Third Quarter Highlights

•Return on average assets was 1.17% and return on average equity was 9.63% for the three months ended September 30, 2024. Core return on average assets1 was 1.32% and core return on average equity1 was 10.81% for the three months ended September 30, 2024.

•Fully taxable equivalent (“FTE”) net interest margin was 3.77% for the three months ended September 30, 2024 compared to 3.82% for the three months ended June 30, 2024 and 4.01% for the three months ended September 30, 2023.

•Total non-performing loans to total loans, net of unearned income, was 0.39% at September 30, 2024 compared to 0.19% at June 30, 2024 and 0.22% at September 30, 2023. The increase in non-performing loans to total loans, net of unearned income, for the three months ended September 30, 2024 was the result of one long-standing commercial relationship in the healthcare industry, comprised of both owner-occupied commercial real estate and commercial and industrial loans, that moved into non-performing loan status during the current quarter.

•Net charge-offs to average loans outstanding (annualized) were 0.01% for the three months ended September 30, 2024 and 0.00% for the three months ended June 30, 2024 compared to 0.03% for the three months ended September 30, 2023.

1 Non-GAAP financial measure. Please refer to the calculation on the pages titled “Non-GAAP Reconciliation” at the end of this document.

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•Tangible common equity to tangible assets ratio1 of 10.74% at September 30, 2024 compared to 9.84% at June 30, 2024 and 8.65% at September 30, 2023. The net unrealized loss on the available for sale securities portfolio was $36.8 million at September 30, 2024 compared to a net unrealized loss of $52.7 million at June 30, 2024 and a net unrealized loss of $75.2 million at September 30, 2023.

•ACNB and ACNB Bank capital levels remain well in excess of ACNB’s internal minimums and those required to be categorized as a well-capitalized institution by our bank regulators.

“We are once again pleased to share strong operating results for the third quarter of 2024. Our continued focus on profitability and asset quality as evidenced by our return on average assets and return on average equity are a testament to the continued focus on our strategic objectives.” said James P. Helt, ACNB Corporation President and Chief Executive Officer.

“During the third quarter, we were also pleased to announce the strategic acquisition of Traditions Bancorp, Inc. This acquisition will create the largest community bank in Pennsylvania with assets less than $5 billion and enhances our presence in York County and expands our branch footprint in neighboring Lancaster County. We are excited to welcome Traditions as ACNB continues to expand our market presence. This strategic acquisition will complement our current operations with profitable growth opportunities in adjacent markets while contributing to the Corporation’s established commitment of enhancing long-term shareholder value.”

Mr. Helt continued, “As we look forward to the remainder of 2024 and the start of a new year in 2025, we are excited that our strong foundation based on community banking principles combined with the growth opportunities now before us through our strategic planning objectives will enable us to continue to deliver on our commitment to our stakeholders.”

Net Interest Income and Margin

    Net interest income for the three months ended September 30, 2024 totaled $20.9 million, a decrease of $803 thousand, or 3.7%, compared to the three months ended September 30, 2023 driven by a decrease in the FTE net interest margin over the same period. The FTE net interest margin for the three months ended September 30, 2024 was 3.77%, a decrease of 24 basis points from 4.01% for the three months ended September 30, 2023. The decrease in FTE net interest margin was driven primarily by an increase in long-term borrowings and promotional time deposit balances and costs. Total average borrowings increased $132.5 million for the three months ended September 30, 2024 compared to the same period in September 30, 2023. The average rate paid on total borrowings was 4.31% for the three months ended September 30, 2024, an increase of 48 basis points from the three months ended September 30, 2023. Total average interest-bearing deposits decreased $54.4 million, or 3.9%, for the three months ended September 30, 2024 compared to September 30, 2023; however, average time deposit balances increased $45.9 million due to ongoing promotions. The average rate paid on interest-bearing deposits was 0.92% for the three months ended September 30, 2024, an increase of 66 basis points from the three months ended September 30, 2023.

Net interest income for the three months ended September 30, 2024 totaled $20.9 million, a decrease of $22 thousand, or 0.1%, compared to $21.0 million for the three months ended June 30, 2024 driven by a decrease in the FTE net interest margin over the same period. The FTE net interest margin for the three months ended September 30, 2024 decreased 5 basis points from 3.82% for the three months ended June 30, 2024. The decrease in FTE net interest margin was driven primarily by the recognition of nonaccrual interest income related to a specific large relationship during the three months ended June 30, 2024 and increases in the cost of average interest-bearing deposits during the three months ended September 30, 2024. Excluding nonaccrual

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interest income related to the payoff of a specific large relationship, the FTE net interest margin was 3.79% for the three months ended June 30, 2024. The average rate paid on interest-bearing deposits was 0.92% for the three months ended September 30, 2024, an increase of 13 basis points from the three months ended June 30, 2024.

Noninterest Income

Noninterest income for the three months ended September 30, 2024 was $6.8 million, an increase of $536 thousand, or 8.5%, from the three months ended September 30, 2023. Wealth management income for the three months ended September 30, 2024 was $1.2 million, an increase of $235 thousand from the three months ended September 30, 2023 driven primarily by portfolio market appreciation, estate income and new business generation. Insurance commissions for the three months ended September 30, 2024 were $2.8 million, an increase of $158 thousand from the three months ended September 30, 2023 driven primarily by growth in commissions on policy renewals and new business in the current quarter. Gain from mortgage loans held for sale totaled $112 thousand for the three months ended September 30, 2024 compared to none for the three months ended September 30, 2023.

Noninterest income for the three months ended September 30, 2024 increased $406 thousand, or 6.3%, from the three months ended June 30, 2024. The increase was driven primarily by increases in wealth management income driven by higher estate income and other income driven by annual check ordering incentives received during the three months ended September 30, 2024. Additionally, there was a higher volume of mortgages sold in the current quarter, which resulted in a higher gain from mortgage loans held for sale for the three months ended September 30, 2024 compared to the three months ended June 30, 2024.

Noninterest Expense

Noninterest expense for the three months ended September 30, 2024 was $18.2 million, an increase of $1.9 million, or 11.7%, from the three months ended September 30, 2023. The increase was driven primarily by merger-related and salaries and employee benefits expenses. The increase in merger-related expense was driven primarily by professional service expenses incurred for the Traditions acquisition and totaled $1.1 million for the three months ended September 30, 2024. Salaries and employee benefits expense increased $948 thousand driven primarily by $682 thousand in higher employee health insurance expense and $273 thousand higher base wages. In addition, equipment expense increased $144 thousand driven primarily by higher core processing expenses and incremental purchases of office equipment. Partially offsetting these increases, professional services decreased $208 thousand for the three months ended September 30, 2024 compared to the three months ended September 30, 2023 driven primarily by lower recruiting expenses for talent acquisition and consulting expenses. Marketing and corporate relations declined $60 thousand in the current quarter primarily due to rebranding expenses incurred for the three months ended September 30, 2023.

Noninterest expense for the three months ended September 30, 2024 increased $1.9 million, or 11.3%, from the three months ended June 30, 2024. The increase was driven primarily by merger-related and salaries and employee benefits expenses. Merger-related expense totaled $1.1 million for the three months ended September 30, 2024 compared to $23 thousand for the three months ended June 30, 2024. Salaries and employee benefits expense increased $591 thousand during the three months ended September 30, 2024 compared to the three months ended June 30, 2024 driven primarily by higher employee health insurance expense of $519 thousand. Additionally, equipment expense increased $128 thousand driven primarily by higher core processing and software maintenance expenses coupled with incremental purchases of office equipment. Professional services expense decreased $120 thousand during the three months ended

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September 30, 2024 compared to the three months ended June 30, 2024 driven primarily by lower transfer agent and audit expenses.

Loans and Asset Quality

Total loans outstanding were $1.68 billion at September 30, 2024, a decrease of $2.5 million, or 0.1%, from June 30, 2024 and an increase of $61.1 million, or 3.8%, from September 30, 2023. The decrease from June 30, 2024 was driven primarily by real estate construction. The increase from September 30, 2023 was driven primarily by growth in the commercial real estate portfolio in our core markets. Growth in the commercial real estate portfolio was spread throughout the Bank’s geographic footprint and across various property types. The commercial real estate portfolio grew $59.2 million, or 6.6%, in 2024. The collateral for these loans is primarily spread across our Pennsylvania and Maryland market areas. Despite the intense competition in the Corporation’s market areas, management continues to focus on asset quality and disciplined underwriting standards in the loan origination process.

Asset quality metrics continue to be stable. The provision for credit losses was $81 thousand and the provision for unfunded commitments was $40 thousand for the three months ended September 30, 2024 compared to a reversal to the provision for credit losses of $3.0 million and a reversal to the provision for unfunded commitments of $259 thousand for the three months ended June 30, 2024. For the three months ended September 30, 2023, there was a provision for credit losses of $250 thousand and a $171 thousand reversal to the provision for unfunded commitments. The increase in the provision for credit losses and unfunded commitments for the three months ended September 30, 2024 compared to the prior quarter was driven primarily by a $3.2 million reversal of the provision for credit losses and unfunded commitments in the prior quarter and one long-standing commercial relationship in the healthcare industry, comprised of both owner-occupied commercial real estate and commercial and industrial loans, that moved into non-performing loan status during the current quarter.

Non-performing loans were $6.6 million, or 0.39%, of total loans, net of unearned income, at September 30, 2024 compared to $3.1 million, or 0.19%, of total loans at June 30, 2024 and $3.6 million, or 0.22%, of total loans at September 30, 2023. The increase in non-performing loans at September 30, 2024 compared to the prior quarter was primarily the result of one long-standing commercial relationship in the healthcare industry, comprised of both owner-occupied commercial real estate and commercial and industrial loans, that moved into non-performing loan status during the current quarter. Annualized net charge-offs for the three months ended September 30, 2024 were 0.01% of total average loans compared to 0.00% and 0.03% for the three months ended June 30, 2024 and September 30, 2023, respectively.

Deposits and Borrowings

Deposits totaled $1.79 billion at September 30, 2024, a decrease of $47.3 million, or 2.6%, since June 30, 2024 and a decrease of $160.0 million, or 8.2%, from September 30, 2023. Included in total deposits were $1.33 billion interest-bearing deposits at September 30, 2024 which decreased $31.0 million, or 2.3%, from June 30, 2024 and decreased $58.0 million, or 4.2%, from September 30, 2023. Time deposits, included in interest-bearing deposits, increased $1.3 million, or 0.5%, and $43.5 million, or 20.4%, since June 30, 2024 and September 30, 2023, respectively. Total noninterest-bearing deposits were $463.5 million at September 30, 2024 compared to $479.7 million at June 30, 2024 and $565.5 million at September 30, 2023.

Total borrowings were $293.1 million at September 30, 2024, a decrease of $11.2 million, or 3.7%, compared to June 30, 2024 and an increase of $139.7 million, or 91.1%, compared to September 30, 2023. A

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$25.0 million short-term borrowing was paid off during the quarter. The average rate on total borrowings was 4.31% for the three months ended September 30, 2024 compared to 4.48% for the three months ended June 30, 2024 and 3.83% for the three months ended September 30, 2023.

Stockholders’ Equity, Dividends and Share Repurchases

Total stockholders’ equity was $306.8 million at September 30, 2024 compared to $289.3 million at June 30, 2024 and $255.6 million at September 30, 2023. Tangible book value2 per share was $29.90, $27.82 and $23.80 at September 30, 2024, June 30, 2024 and September 30, 2023, respectively.

As announced on Form 8-K on October 16, 2024, the Board of Directors approved and declared a regular quarterly cash dividend of $0.32 per share of ACNB Corporation common stock payable on December 13, 2024, to shareholders of record as of November 29, 2024. This per share amount reflects a $0.02, or 6.7%, increase over the same quarter of 2023.

ACNB repurchased 2,642 shares of ACNB common stock during the three months ended September 30, 2024.

About ACNB Corporation

ACNB Corporation, headquartered in Gettysburg, PA, is the $2.42 billion financial holding company for the wholly-owned subsidiaries of ACNB Bank, Gettysburg, PA, and ACNB Insurance Services, Inc., Westminster, MD. Originally founded in 1857, ACNB Bank serves its marketplace with banking and wealth management services, including trust and retail brokerage, via a network of 27 community banking offices and two loan offices located in the Pennsylvania counties of Adams, Cumberland, Franklin, Lancaster and York and the Maryland counties of Baltimore, Carroll and Frederick. ACNB Insurance Services, Inc. is a full-service insurance agency with licenses in 46 states. The agency offers a broad range of property, casualty, health, life and disability insurance serving personal and commercial clients through office locations in Westminster and Jarrettsville, MD, and Gettysburg, PA. For more information regarding ACNB Corporation and its subsidiaries, please visit investor.acnb.com.
# # #
SAFE HARBOR AND FORWARD-LOOKING STATEMENTS - Should there be a material subsequent event prior to the filing of the Quarterly Report on Form 10-Q with the Securities and Exchange Commission, the financial information reported in this press release is subject to change to reflect the subsequent event. In addition to historical information, this press release may contain forward-looking statements. Examples of forward-looking statements include, but are not limited to, (a) projections or statements regarding future earnings, expenses, net interest income, other income, earnings or loss per share, asset mix and quality, growth prospects, capital structure, and other financial terms, (b) statements of plans and objectives of Management or the Board of Directors, and (c) statements of assumptions, such as economic conditions in the Corporation’s market areas. Such forward-looking statements can be identified by the use of forward-looking terminology such as “believes”, “expects”, “may”, “intends”, “will”, “should”, “anticipates”, or the negative of any of the foregoing or other variations thereon or comparable terminology, or by discussion of strategy. Forward-looking statements are subject to certain risks and uncertainties such as national, regional and local economic conditions, competitive factors, and regulatory limitations. Actual results may differ materially from those projected in the forward-looking statements. Such risks, uncertainties, and other factors that could cause actual results and experience to differ from those projected include, but are not limited to, the following: short-term and long-term effects of inflation and rising costs on the Corporation, customers and economy; banking instability caused by bank failures and continuing financial uncertainty of various banks which may adversely impact the Corporation and its securities and loan values, deposit stability, capital adequacy, financial condition, operations, liquidity, and results of operations; effects of governmental and fiscal policies, as well as legislative and regulatory changes; effects of new laws and regulations (including laws and regulations concerning taxes, banking, securities and insurance) and their application with which the Corporation and its subsidiaries must comply; impacts of the capital and liquidity requirements of the Basel III standards; effects of changes in accounting policies and practices, as may be adopted by the regulatory agencies, as well as the Financial Accounting Standards Board and other accounting standard setters; ineffectiveness of the business
2 Non-GAAP financial measure. Please refer to the calculation on the pages titled “Non-GAAP Reconciliation” at the end of this document.

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strategy due to changes in current or future market conditions; future actions or inactions of the United States government, including the effects of short-term and long-term federal budget and tax negotiations and a failure to increase the government debt limit or a prolonged shutdown of the federal government; effects of economic conditions particularly with regard to the negative impact of any pandemic, epidemic or health-related crisis and the responses thereto on the operations of the Corporation and current customers, specifically the effect of the economy on loan customers’ ability to repay loans; effects of competition, and of changes in laws and regulations on competition, including industry consolidation and development of competing financial products and services; inflation, securities market and monetary fluctuations; risks of changes in interest rates on the level and composition of deposits, loan demand, and the values of loan collateral, securities, and interest rate protection agreements, as well as interest rate risks; difficulties in acquisitions and integrating and operating acquired business operations, including information technology difficulties; challenges in establishing and maintaining operations in new markets; effects of technology changes; effects of general economic conditions and more specifically in the Corporation’s market areas; failure of assumptions underlying the establishment of reserves for credit losses and estimations of values of collateral and various financial assets and liabilities; acts of war or terrorism or geopolitical instability; disruption of credit and equity markets; ability to manage current levels of impaired assets; loss of certain key officers; ability to maintain the value and image of the Corporation’s brand and protect the Corporation’s intellectual property rights; continued relationships with major customers; and, potential impacts to the Corporation from continually evolving cybersecurity and other technological risks and attacks, including additional costs, reputational damage, regulatory penalties, and financial losses. Management considers subsequent events occurring after the balance sheet date for matters which may require adjustment to, or disclosure in, the consolidated financial statements. The review period for subsequent events extends up to and including the filing date of the Corporation's consolidated financial statements when filed with the SEC. Accordingly, the financial information in this announcement is subject to change. We caution readers not to place undue reliance on these forward-looking statements. They only reflect Management’s analysis as of this date. The Corporation does not revise or update these forward-looking statements to reflect events or changed circumstances. Please carefully review the risk factors described in other documents the Corporation files from time to time with the SEC, including the Annual Reports on Form 10-K and Quarterly Reports on Form 10-Q. Please also carefully review any Current Reports on Form 8-K filed by the Corporation with the SEC.

ACNB #2024-17
October 24, 2024


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October 24, 2024
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ACNB Corporation Financial Highlights
Selected Financial Data by Respective Quarter End
(Unaudited)
(Dollars in thousands, except per share data)September 30, 2024June 30, 2024March 31, 2024December 31, 2023September 30, 2023
BALANCE SHEET DATA
Assets$2,420,914 $2,457,753 $2,414,288 $2,418,847 $2,388,522 
Investment securities483,604 483,868 490,626 517,221 501,063 
Total loans, net of unearned income1,677,112 1,679,600 1,664,980 1,627,988 1,615,966 
Allowance for credit losses(17,214)(17,162)(20,172)(19,969)(19,264)
Deposits1,791,317 1,838,588 1,835,224 1,861,813 1,951,359 
Allowance for unfunded commitments1,349 1,310 1,569 1,719 1,962 
Borrowings293,091 304,286 272,605 252,174 153,388 
Stockholders’ equity306,755 289,331 279,920 277,461 255,638 
INCOME STATEMENT DATA
Interest and dividend income$27,241 $26,869 $25,974 $25,284 $24,234 
Interest expense6,299 5,905 5,381 3,791 2,489 
Net interest income20,942 20,964 20,593 21,493 21,745 
Provision for (reversal of ) credit losses81 (2,990)223 786 250 
Provision for (reversal of) unfunded commitments40 (259)(151)(242)(171)
Net interest income after provisions for credit losses and unfunded commitments20,821 24,213 20,521 20,949 21,666 
Noninterest income6,833 6,427 5,667 970 6,297 
Noninterest expenses18,244 16,391 17,662 17,173 16,336 
Income before income taxes9,410 14,249 8,526 4,746 11,627 
Provision for income taxes2,206 2,970 1,758 649 2,583 
Net income$7,204 $11,279 $6,768 $4,097 $9,044 
PROFITABILITY RATIOS
Total loans, net of unearned income to deposits93.62 %91.35 %90.72 %87.44 %82.81 %
Return on average assets (annualized)1.17 1.86 1.12 0.68 1.52 
Return on average equity (annualized)9.63 16.12 9.76 6.09 13.84 
Efficiency ratio360.56 58.61 66.18 62.48 56.97 
FTE Net interest margin3.77 3.82 3.77 3.93 4.01 
Yield on average earning assets4.90 4.89 4.74 4.62 4.46 
Yield on investment securities2.59 2.65 2.70 2.36 2.24 
Yield on total loans5.56 5.53 5.37 5.29 5.16 
Cost of funds1.19 1.12 1.02 0.71 0.47 
PER SHARE DATA
Diluted earnings per share$0.84 $1.32 $0.80 $0.48 $1.06 
Cash dividends paid per share0.32 0.32 0.30 0.30 0.28 
Tangible book value per share3
29.90 27.82 26.70 26.44 23.80 
Tangible book value per share3 (excluding AOCI)4
33.87 33.28 32.21 31.74 31.43 
CAPITAL RATIOS5
Tier 1 leverage ratio12.46 %12.25 %11.91 %11.57 %11.97 %
Common equity tier 1 ratio16.07 15.78 15.40 15.16 15.30 
Tier 1 risk based capital ratio16.36 16.07 15.69 15.45 15.59 
Total risk based capital ratio18.15 17.86 17.68 17.41 17.49 
CREDIT QUALITY
Net charge-offs to average loans outstanding (annualized)0.01 %0.00 %0.00 %0.02 %0.03 %
Total non-performing loans to total loans, net of unearned income60.39 0.19 0.24 0.26 0.22 
Total non-performing assets to total assets70.29 0.14 0.18 0.19 0.17 
Allowance for credit losses to total loans, net of unearned income1.03 1.02 1.21 1.23 1.19 
3 Non-GAAP financial measure. Please refer to the calculation on the pages titled “Non-GAAP Reconciliation” at the end of this document.
4 Accumulated Other Comprehensive Loss.
5 Regulatory capital ratios as of September 30, 2024 are preliminary.
6 Non-performing Loans consists of loans on nonaccrual status and loans greater than 90 days past due and still accruing interest.
7 Non-performing Assets consists of Non-performing Loans and Foreclosed assets held for resale.

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October 24, 2024
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Consolidated Balance Sheet
(Unaudited)
(Dollars in thousands, except per share data)September 30,
2024		June 30,
2024		March 31,
2024
ASSETS
Cash and due from banks$24,636 $26,681 $17,395 
Interest-bearing deposits with banks33,456 59,593 35,740 
Total Cash and Cash Equivalents58,092 86,274 53,135 
Equity securities with readily determinable fair values947 919 918 
Investment securities available for sale, at estimated fair value418,079 418,364 425,114 
Investment securities held to maturity, at amortized cost (fair value $59,038, $57,026, and $58,084)
64,578 64,585 64,594 
Loans held for sale1,080 1,801 88 
Total loans, net of unearned income1,677,112 1,679,600 1,664,980 
Less: Allowance for credit losses(17,214)(17,162)(20,172)
Loans, net1,659,898 1,662,438 1,644,808 
Premises and equipment, net25,542 25,760 25,916 
Right of use asset2,110 2,278 2,447 
Restricted investment in bank stocks10,853 11,853 10,877 
Investment in bank-owned life insurance81,344 80,841 80,348 
Investments in low-income housing partnerships909 940 971 
Goodwill44,185 44,185 44,185 
Intangible assets, net8,142 8,446 8,761 
Foreclosed assets held for resale406 406 467 
Other assets44,749 48,663 51,659 
Total Assets$2,420,914 $2,457,753 $2,414,288 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits:
Noninterest-bearing$463,501 $479,726 $499,583 
Interest-bearing1,327,816 1,358,862 1,335,641 
Total Deposits1,791,317 1,838,588 1,835,224 
Short-term borrowings37,769 48,974 17,303 
Long-term borrowings255,322 255,312 255,302 
Lease liability2,110 2,278 2,447 
Allowance for unfunded commitments1,349 1,310 1,569 
Other liabilities26,292 21,960 22,523 
Total Liabilities2,114,159 2,168,422 2,134,368 
Stockholders’ Equity:
Preferred Stock, $2.50 par value; 20,000,000 shares authorized; no shares outstanding at September 30, 2024, June 30, 2024 and March 31, 2024
— — — 
Common stock, $2.50 par value; 20,000,000 shares authorized; 8,940,133, 8,934,495, and 8,928,441 shares issued; 8,548,625, 8,545,629, and 8,539,575 shares outstanding at September 30, 2024, June 30, 2024 and March 31, 2024, respectively
22,344 22,330 22,315 
Treasury stock, at cost; 391,508, at September 30, 2024, and 388,866 at both June 30, 2024 and March 31, 2024
(11,203)(11,101)(11,101)
Additional paid-in capital98,697 98,230 97,818 
Retained earnings230,752 226,271 217,712 
Accumulated other comprehensive loss(33,835)(46,399)(46,824)
Total Stockholders’ Equity306,755 289,331 279,920 
Total Liabilities and Stockholders’ Equity$2,420,914 $2,457,753 $2,414,288 


ACNB Corporation
Press Release/2024 Third Quarter Financial Results
October 24, 2024
Page 9 of 13
    


Consolidated Income Statements
(Unaudited)
 Three Months Ended September 30,Nine Months Ended September 30,
(Dollars in thousands, except per share data)2024202320242023
INTEREST AND DIVIDEND INCOME  
Loans, including fees
Taxable$23,108 $20,285 $67,253 $58,130 
Tax-exempt311 361 943 1,069 
Investment securities:
Taxable2,617 2,477 8,193 8,451 
Tax-exempt284 284 852 883 
Dividends251 104 739 196 
Other670 723 2,104 2,627 
Total Interest and Dividend Income27,241 24,234 80,084 71,356 
INTEREST EXPENSE  
Deposits3,112 928 7,915 1,887 
Short-term borrowings204 439 847 564 
Long-term borrowings2,983 1,122 8,823 2,078 
Total Interest Expense6,299 2,489 17,585 4,529 
Net Interest Income20,942 21,745 62,499 66,827 
Provision for (reversal of) credit losses81 250 (2,686)74 
Provision for (reversal of) unfunded commitments40 (171)(370)226 
Net Interest Income after Provisions for (Reversal of) Credit Losses and Unfunded Commitments20,821 21,666 65,555 66,527 
NONINTEREST INCOME
Insurance commissions2,787 2,629 7,649 7,371 
Service charges on deposits1,048 1,000 3,060 2,951 
Wealth management1,188 953 3,219 2,772 
ATM debit card charges828 845 2,488 2,502 
Earnings on investment in bank-owned life insurance503 473 1,473 1,399 
Gain from mortgage loans held for sale112 — 194 31 
Net gains (losses) on sales or calls of investment securities— — 69 (739)
Net gains (losses) on equity securities28 (27)19 (22)
Gain on assets held for sale— 14 — 337 
Other339 410 756 873 
Total Noninterest Income6,833 6,297 18,927 17,475 
NONINTEREST EXPENSES  
Salaries and employee benefits11,017 10,069 32,611 30,335 
Equipment1,698 1,554 4,997 4,784 
Net occupancy945 942 3,066 2,981 
Professional services409 617 1,554 1,600 
FDIC and regulatory365 388 1,088 932 
Other tax360 323 1,086 965 
Intangible assets amortization304 352 940 1,072 
Supplies and postage236 229 610 633 
Marketing and corporate relations99 159 275 472 
Merger-related1,137 — 1,160 — 
Other 1,674 1,703 4,910 5,125 
Total Noninterest Expenses18,244 16,336 52,297 48,899 
Income Before Income Taxes9,410 11,627 32,185 35,103 
Provision for income taxes2,206 2,583 6,934 7,512 
Net Income$7,204 $9,044 $25,251 $27,591 
PER SHARE DATA  
Basic earnings $0.85 $1.06 $2.97 $3.24 
Diluted earnings$0.84 $1.06 $2.96 $3.23 
Weighted average shares basic8,507,140 8,517,917 8,500,860 8,518,006 
Weighted average shares diluted8,545,578 8,551,545 8,532,691 8,544,732 

ACNB Corporation
Press Release/2024 Third Quarter Financial Results
October 24, 2024
Page 10 of 13
    


Average Balances, Income and Expenses, Yields and Rates
Three months endedThree months endedThree months endedThree months endedThree months ended
 September 30, 2024June 30, 2024March 31, 2024December 31, 2023September 30, 2023
(Dollars in thousands)Average
Balance		Interest8Yield/
Rate		Average
Balance
Interest8
Yield/
Rate		Average
Balance
Interest8
Yield/
Rate		Average
Balance
Interest8
Yield/
Rate		Average
Balance
Interest8
Yield/
Rate
ASSETS      
Loans:
Taxable$1,618,879 $23,108 5.68 %$1,612,380 $22,675 5.66 %$1,573,109 $21,470 5.49 %$1,559,411 $21,303 5.42 %$1,520,134 $20,285 5.29 %
Tax-exempt62,401 394 2.51 64,276 396 2.48 65,825 404 2.47 69,058 425 2.44 73,995 457 2.45 
Total Loans91,681,280 23,502 5.56 1,676,656 23,071 5.53 1,638,934 21,874 5.37 1,628,469 21,728 5.29 1,594,129 20,742 5.16 
Investment Securities:
Taxable441,135 2,868 2.59 442,390 2,913 2.65 467,466 3,151 2.71 453,713 2,669 2.33 466,402 2,581 2.20 
Tax-exempt54,549 359 2.62 54,644 359 2.64 54,740 359 2.64 54,835 361 2.61 55,027 359 2.59 
Total Investments10495,684 3,227 2.59 497,034 3,272 2.65 522,206 3,510 2.70 508,548 3,030 2.36 521,429 2,940 2.24 
Interest-bearing deposits with banks48,794 670 5.46 50,851 684 5.41 54,156 750 5.57 50,225 691 5.46 53,324 723 5.38 
Total Earning Assets2,225,758 27,399 4.90 2,224,541 27,027 4.89 2,215,296 26,134 4.74 2,187,242 25,449 4.62 2,168,882 24,405 4.46 
Cash and due from banks21,684 21,041 20,540 21,578 23,783 
Premises and equipment25,716   25,903   26,102 25,983 25,980 
Other assets184,105 187,937 187,075 191,329 165,821 
Allowance for credit losses(17,147)(20,124)(19,963)(19,232)(19,101)
Total Assets$2,440,116   $2,439,298   $2,429,050 $2,406,900 $2,365,365 
LIABILITIES      
Interest-bearing demand deposits$518,368 $552 0.42 %$513,163 $275 0.22 %$512,701 $264 0.21 %$560,510 $275 0.19 %$571,314 $185 0.13 %
Money markets246,653 692 1.12 248,191 613 0.99 248,297 536 0.87 274,226 707 1.02 245,899 312 0.50 
Savings deposits318,291 26 0.03 327,274 30 0.04 335,215 29 0.03 348,244 28 0.03 366,398 30 0.03 
Time deposits258,053 1,842 2.84 263,045 1,725 2.64 244,481 1,331 2.19 221,778 798 1.43 212,159 401 0.75 
Total Interest-Bearing Deposits1,341,365 3,112 0.92 1,351,673 2,643 0.79 1,340,694 2,160 0.65 1,404,758 1,808 0.51 1,395,770 928 0.26 
Short-term borrowings38,666 204 2.10 37,256 304 3.28 47,084 339 2.90 56,872 334 2.33 66,942 439 2.60 
Long-term borrowings255,316 2,983 4.65 255,305 2,958 4.66 248,701 2,882 4.66 137,026 1,649 4.77 94,554 1,122 4.71 
Total Borrowings293,982 3,187 4.31 292,561 3,262 4.48 295,785 3,221 4.38 193,898 1,983 4.06 161,496 1,561 3.83 
Total Interest-Bearing Liabilities1,635,347 6,299 1.53 1,644,234 5,905 1.44 1,636,479 5,381 1.32 1,598,656 3,791 0.94 1,557,266 2,489 0.63 
Noninterest-bearing demand deposits477,350  485,351   486,648 519,797 541,995 
Other liabilities29,946 28,348 26,904 21,648 6,820 
Stockholders’ Equity297,473 281,365 279,019 266,799 259,284 
Total Liabilities and Stockholders’ Equity$2,440,116 $2,439,298 $2,429,050 $2,406,900 $2,365,365 
Taxable Equivalent Net Interest Income21,100 21,122 20,753 21,658 21,916 
Taxable Equivalent Adjustment(158)(158)(160)(165)(171)
Net Interest Income$20,942 $20,964 $20,593 $21,493 $21,745 
Cost of Funds 1.19% 1.12 %1.02 %0.71 %0.47%
FTE Net Interest Margin  3.77%  3.82 %3.77 %3.93 %4.01%
8 Income on interest-earning assets has been computed on a fully taxable equivalent (FTE) basis using the 21% federal income tax statutory rate.
9 Average balances include non-accrual loans and are net of unearned income.
10 Average balances of investment securities is computed at fair value.

ACNB Corporation
Press Release/2024 Third Quarter Financial Results
October 24, 2024
Page 11 of 13
    


Average Balances, Income and Expenses, Yields and Rates
 Nine Months Ended September 30, 2024Nine Months Ended September 30, 2023
(Dollars in thousands)Average
Balance		Interest11Yield/
Rate		Average
Balance
Interest11
Yield/
Rate
ASSETS
Loans:
Taxable$1,601,520 $67,253 5.61 %$1,479,690 $58,130 5.25 %
Tax-exempt64,161 1,194 2.49 75,657 1,353 2.39 
Total Loans121,665,681 68,447 5.49 1,555,347 59,483 5.11 
Investment Securities:
Taxable450,297 8,932 2.65 507,061 8,647 2.28 
Tax-exempt54,644 1,078 2.64 55,307 1,118 2.70 
Total Investments13504,941 10,010 2.65 562,368 9,765 2.32 
Interest-bearing deposits with banks51,258 2,104 5.48 71,645 2,627 4.90 
Total Earning Assets2,221,880 80,561 4.84 2,189,360 71,875 4.39 
Cash and due from banks21,091 30,891 
Premises and equipment25,939 26,415 
Other assets186,330 159,544 
Allowance for credit losses(19,071)(18,807)
Total Assets$2,436,169 $2,387,403 
LIABILITIES
Interest-bearing demand deposits$514,757 $1,092 0.28 %$580,180 $690 0.16 %
Money markets247,710 1,841 0.99 276,154 277 0.13 
Savings deposits326,895 84 0.03 385,753 94 0.03 
Time deposits255,203 4,898 2.56 234,951 826 0.47 
Total Interest-Bearing Deposits1,344,565 7,915 0.79 1,477,038 1,887 0.17 
Short-term borrowings40,993 847 2.76 47,852 564 1.58 
Long-term borrowings253,116 8,823 4.66 58,333 2,078 4.76 
Total Borrowings294,109 9,670 4.39 106,185 2,642 3.33 
Total Interest-Bearing Liabilities1,638,674 17,585 1.43 1,583,223 4,529 0.38 
Noninterest-bearing demand deposits483,095 550,206 
Other liabilities28,406 (2,552)
Stockholders’ Equity285,994 256,526 
Total Liabilities and Stockholders’ Equity$2,436,169 $2,387,403 
Taxable Equivalent Net Interest Income62,976 67,346 
Taxable Equivalent Adjustment(477)(519)
Net Interest Income$62,499 $66,827 
Cost of Funds1.11 %0.28 %
FTE Net Interest Margin3.79 %4.11 %
11 Income on interest-earning assets has been computed on a fully taxable equivalent basis (FTE) using the 21% federal income tax statutory rate.
12 Average balances include non-accrual loans and are net of unearned income.
13 Average balances of investment securities is computed at fair value.

ACNB Corporation
Press Release/2024 Third Quarter Financial Results
October 24, 2024
Page 12 of 13
    


Non-GAAP Reconciliation
Note: The Corporation has presented the following non-GAAP financial measures because it believes that these measures provide useful and comparative information to assess trends in the Corporation’s results of operations and financial condition. These non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Corporation’s industry. Investors should recognize that the Corporation’s presentation of these non-GAAP financial measures might not be comparable to similarly-titled measures of other corporations. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures, and the Corporation strongly encourages a review of its condensed consolidated financial statements in their entirety.
Three Months Ended
(Dollars in thousands, except per share data)
September 30, 2024June 30, 2024March 31, 2024December 31, 2023September 30, 2023
Tangible book value per share
Stockholders’ equity$306,755 $289,331 $279,920 $277,461 $255,638 
Less: Goodwill and intangible assets(52,327)(52,631)(52,946)(53,267)(53,619)
Tangible common stockholders’ equity (numerator)$254,428 $236,700 $226,974 $224,194 $202,019 
Shares outstanding, less unvested shares, end of period (denominator)8,510,187 8,507,191 8,501,137 8,478,460 8,488,446 
Tangible book value per share$29.90 $27.82 $26.70 $26.44 $23.80 
Tangible book value per share (excluding AOCI)
Tangible common stockholders’ equity$254,428 $236,700 $226,974 $224,194 $202,019 
Less: AOCI(33,835)(46,399)(46,824)(44,909)(64,767)
Tangible equity (excluding AOCI)$288,263 $283,099 $273,798 $269,103 $266,786 
Tangible book value per share (excluding AOCI)$33.87 $33.28 $32.21 $31.74 $31.43 
Tangible common equity to tangible assets (TCE/TA Ratio)
Tangible common stockholders’ equity (numerator)$254,428 $236,700 $226,974 $224,194 $202,019 
Total assets$2,420,914 $2,457,753 $2,414,288 $2,418,847 $2,388,522 
Less: Goodwill and intangible assets(52,327)(52,631)(52,946)(53,267)(53,619)
Total tangible assets (denominator)$2,368,587 $2,405,122 $2,361,342 $2,365,580 $2,334,903 
Tangible common equity to tangible assets10.74 %9.84 %9.61 %9.48 %8.65 %
Efficiency Ratio
Noninterest expense$18,244 $16,391 $17,662 $17,173 $16,336 
Less: Intangible amortization304 315 321 352 352 
Less: Merger-related expense1,137 23 — — — 
Noninterest expense (numerator)$16,803 $16,053 $17,341 $16,821 $15,984 
Net interest income$20,942 $20,964 $20,593 $21,493 $21,745 
Plus: Total noninterest income6,833 6,427 5,667 970 6,297 
Less: Net gains (losses) on sales or calls of securities— — 69 (4,501)— 
Less: Net gains (losses) on equity securities28 1 (10)40 (27)
Less: Gain on assets held for sale— — — — 14 
Total revenue (denominator)$27,747 $27,390 $26,201 $26,924 $28,055 
Efficiency ratio60.56 %58.61 %66.18 %62.48 %56.97 %

ACNB Corporation
Press Release/2024 Third Quarter Financial Results
October 24, 2024
Page 13 of 13
    


Non-GAAP Reconciliation

Note: The Corporation has presented the following non-GAAP financial measures because it believes that these measures provide useful and comparative information to assess trends in the Corporation’s results of operations and financial condition. These non-GAAP financial measures are frequently used by securities analysts, investors and other interested parties in the evaluation of companies in the Corporation’s industry. Investors should recognize that the Corporation’s presentation of these non-GAAP financial measures might not be comparable to similarly-titled measures of other corporations. These non-GAAP financial measures should not be considered a substitute for GAAP basis measures, and the Corporation strongly encourages a review of its condensed consolidated financial statements in their entirety.


(Dollars in thousands)
Three Months Ended September 30, 2024
Core return on average assets
Net income$7,204 
Merger-related expense, net of taxes879 
Core net income (numerator)$8,083 
Average assets (denominator)$2,440,116 
 Core return on average assets1.32 %
Core return on average equity
Core net income (numerator)$8,083 
Average equity (denominator)$297,473 
Core return on average equity10.81 %

v3.24.3
Cover
Oct. 24, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date Oct. 24, 2024
Entity Registrant Name ACNB Corporation
Entity Incorporation, State or Country Code PA
Entity File Number 1-35015
Entity Tax Identification Number 23-2233457
Entity Address, Address Line One 16 Lincoln Square
Entity Address, City or Town Gettysburg
Entity Address, State or Province PA
Entity Address, Postal Zip Code 17325
City Area Code 717
Local Phone Number 334.3161
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Title of 12(b) Security Common Stock, $2.50 par value per share
Trading Symbol ACNB
Security Exchange Name NASDAQ
Amendment Flag false
Entity Central Index Key 0000715579
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