FALSE000087963500008796352024-05-142024-05-14

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):  May 14, 2024
MID PENN BANCORP, INC.
(Exact Name of Registrant as Specified in its Charter)
Pennsylvania1-1367725-1666413
(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 shareMPB
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:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b) )
oPre-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.
FORM 8-K



ITEM 5.07    Submission of Matters to a Vote of Security Holders

On May 14, 2024, Mid Penn Bancorp, Inc. (the “Corporation”) held its Annual Meeting of Shareholders (the “Annual Meeting”), for which the Board of Directors solicited proxies. Of the 16,573,707 shares of Corporation common stock outstanding as of the record date for the Annual Meeting, 12,084,513 shares were present at the meeting in person or by proxy.

At the Annual Meeting, the shareholders of the Corporation voted on the proposals described in the Proxy Statement dated March 28, 2024. The following is a summary of the proposals voted upon at the Annual Meeting and the votes cast on each proposal.

Proposal 1: The Corporation’s shareholders elected three individuals to serve as Class B members of the Board of Directors to serve for a three-year term and until their successors are elected and qualified, as set forth below:
NameVotes ForVotes WithheldBroker Non-Votes
Kimberly J. Brumbaugh9,638,648 835,488 1,610,377 
Maureen M. Gathagan9,742,431 731,705 1,610,377 
Rory G. Ritrievi10,002,515 467,985 1,614,013 

Proposal 2: The Corporation’s shareholders ratified a non-binding proposal to approve the executive compensation, as described in the Compensation Discussion and Analysis and accompanying tabular and narrative disclosure contained in the Corporation’s Proxy Statement, as set forth below:
Votes ForVotes AgainstAbstentionsBroker Non-Votes
9,823,204 556,833 94,099 1,610,377 

Proposal 3: The Corporation’s shareholders ratified the appointment of RSM US LLP, of Philadelphia, Pennsylvania, as the Corporation’s independent registered public accounting firm for the year ending December 31, 2024, as set forth below:
Votes ForVotes AgainstAbstentionsBroker Non-Votes
11,987,550 48,659 48,304 — 



ITEM 9.01    Financial Statements and Exhibits

(d) Exhibits:

104 Cover Page Interactive Date File (embedded within the 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.
Date: May 14, 2024
By:/s/ Rory G. Ritrievi
Rory G. Ritrievi
President and Chief Executive Officer

v3.24.1.1.u2
Cover
May 14, 2024
Cover [Abstract]  
Document Type 8-K
Document Period End Date May 14, 2024
Entity Registrant Name MID PENN BANCORP, INC.
Entity Incorporation, State or Country Code PA
Entity File Number 1-13677
Entity Tax Identification Number 25-1666413
Entity Address, Postal Zip Code 17110
Local Phone Number 642.7736
City Area Code 866
Entity Address, State or Province PA
Entity Address, City or Town Harrisburg
Entity Address, Address Line One 2407 Park Drive
Title of 12(b) Security Common Stock, $1.00 par value per share
Trading Symbol MPB
Security Exchange Name NASDAQ
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Amendment Flag false
Entity Central Index Key 0000879635
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