MID PENN BANCORP INCMPB

MID PENN BANCORP INC Earnings Per Share Disclosure

10-KFiled Mar 12, 20262 min read
Earnings Per Share
Basic earnings per share ("EPS") is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding during the period. Diluted EPS is computed by dividing net income available to common shareholders by the weighted-average number of common shares outstanding plus the effect of potentially dilutive common shares, which include stock options and unvested restricted stock awards, using the treasury stock method.
The following table sets forth the computation of basic and diluted earnings per common share for years ended December 31:
(In thousands, except per share data)
202520242023
Net income available to common shareholders$56,248 $49,437 $37,397 
Weighted-average common shares outstanding - basic21,757,060 17,026,240 16,319,006 
Dilutive effect of stock-based compensation265,415 44,622 31,957 
Weighted-average common shares outstanding - diluted22,022,475 17,070,862 16,350,963 
Basic earnings per common share$2.59 $2.90 $2.29 
Diluted earnings per common share2.55 2.90 2.29 
Anti-dilutive shares are common stock equivalents with weighted-average exercise prices in excess of the weighted-average market value for the periods presented. There were 9,691 stock options that were anti-dilutive for the year ended December 31, 2025. These stock options were assumed in the William Penn acquisition. There were no antidilutive shares for the years ended December 31, 2024 and 2023.
On November 5, 2024, Mid Penn completed an underwritten public offering of 2,375,000 shares of common stock at a price of $29.50 per share, with the aggregate gross proceeds of the offering totaling $70.0 million before underwriting discounts and offering expenses. The net proceeds of the offering after deducting the underwriting discount and other offering expenses were $67.0 million.
Additionally, on November 5, 2024, Mid Penn sold an additional 356,250 shares of the Corporation's common stock pursuant to an option granted to the underwriters, at the public offering price less underwriting discounts and commissions, or $28.025 per share.
In connection with the William Penn Acquisition on April 30, 2025, the Company issued 3,506,795 shares of common stock as purchase consideration and assumed outstanding equity awards of William Penn, consisting of 538,447 stock options and 215,386 restricted stock units (RSUs). These additional shares issued significantly impacted the weighted-average shares outstanding for the year ended December 31, 2025.
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Historical Timeline

Fiscal YearFiled
2025Mar 12, 2026Showing above
2024Mar 13, 2025
2023Mar 28, 2024
2022Mar 16, 2023

About Earnings Per Share Disclosures

The earnings per share disclosure breaks down the calculation from net income to both basic and diluted EPS, revealing the full impact of a company's capital structure on per-share economics. The reconciliation between basic and diluted share counts exposes how many stock options, RSUs, convertible securities, and warrants are potentially dilutive to existing shareholders.

Key signals: a widening gap between basic and diluted shares indicates growing dilution from equity compensation or convertible instruments. Anti-dilutive securities excluded from the diluted calculation deserve attention — they represent latent dilution that will materialize if the stock price rises. Watch for the effect of share buybacks on per-share metrics: EPS growth driven primarily by repurchases rather than income growth signals weakening fundamentals. Compare year-over-year changes in the diluted share count against equity compensation expense to assess whether management is effectively managing dilution.

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