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NASDAQ: ORRF ORRSTOWN FINANCIAL SERVICES INC 8-K

Orrstown Financial names Adam Metz as CEO effective June 1, succeeding retiring Thomas Quinn

Filed May 6, 2026 · Period ending May 5, 2026 · ~1 min read

4 key changes 1 high relevance 2 sections

Key Changes

  • high

    Adam L. Metz, 54, elected President and CEO effective June 1, 2026, when current CEO Thomas R. Quinn, Jr. retires. Metz is a 10-year company veteran currently serving as COO, with prior roles as Chief Revenue Officer and Chief Lending Officer.

  • medium

    Metz joined Orrstown in 2016 and has progressed through senior leadership roles focused on lending and revenue. He became COO in February 2025 after serving as Chief Revenue Officer from 2019-2025 and Chief Lending Officer from 2016-2019.

  • low

    Annual shareholder meeting held May 5, 2026. Four Class A directors elected with 95.81% average support, executive compensation approved with 94.91% support, and Crowe LLP ratified as auditor with 99.50% support.

  • low

    Metz appointed to Board of Directors as Class B Director with term expiring at 2028 annual meeting, standard practice for incoming CEOs.

Summary

Orrstown Financial Services announced a planned CEO succession, with 10-year company veteran Adam Metz taking over as President and CEO on June 1, 2026. Metz, 54, is currently the bank's Chief Operating Officer and has deep institutional knowledge, having held progressively senior roles in lending and revenue generation since joining in 2016.

The transition appears orderly, with outgoing CEO Thomas Quinn retiring after his tenure. For retail investors, this represents a bet on internal continuity versus external transformation. Metz's background is heavily weighted toward credit and commercial banking operations rather than digital innovation or M&A strategy.

His promotion from COO just 15 months ago suggests the board is comfortable with the current strategic direction. Key item to watch: Metz's first earnings call as CEO (likely Q2 2026 results in July) will reveal whether he plans operational changes or maintains Quinn's playbook. Also monitor any executive team reshuffling as the new COO role gets filled.

Section-by-Section Diff

Event · Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation

~300 words

Item 5.02 — Departure of Directors or Certain Officers; Election of Directors; Compensation filed; see Key Changes for terms.

2 Added
Added CEO succession high

Added in current filing · verify on EDGAR →

On May 5, 2026, the Boards of Directors of Orrstown Financial Services, Inc. (the “Company”) and its wholly-owned subsidiary Orrstown Bank (the “Bank”) elected Adam L. Metz as the President, Chief Executive Officer and Director of the Company and the Bank, respectively, effective upon the retirement of Thomas R. Quinn, Jr. from those positions with the Company and the Bank at the close of business on June 1, 2026

The company announced a planned CEO transition. Adam L. Metz, currently Senior Executive Vice President and Chief Operating Officer, will become President and CEO on June 1, 2026, when current CEO Thomas R. Quinn, Jr. retires. This is an internal promotion of a 10-year company veteran who has held progressively senior roles including Chief Revenue Officer and Chief Lending Officer.

Added New CEO background medium

Added in current filing · verify on EDGAR →

Mr. Metz, 54, joined the Company and the Bank in 2016. Mr. Metz was named Senior Executive Vice President, Chief Operating Officer of the Company and the Bank in February 2025. Prior to that, he served as Executive Vice President and Chief Revenue Officer of the Company and the Bank from February 2019 to February 2025 and as Executive Vice President, Chief Lending Officer of the Company and the Bank from 2016 to February 2019.

Adam Metz has been with the company since 2016, progressing through key leadership roles focused on lending and revenue generation before becoming COO in February 2025. His background includes prior experience as Chief Lending Officer at Metro Bank from 2011 to 2016, indicating deep banking and credit expertise.

Event · Item 5.07 — Submission of Matters to a Vote of Security Holders

~300 words

Item 5.07 — Submission of Matters to a Vote of Security Holders filed; see Key Changes for terms.

3 Added
Show 3 minor / wording changes
Added Director elections low

Added in current filing · verify on EDGAR →

An average of 95.81% of the votes cast were voted for each of the four nominees for election to the Company’s Board of Directors.

Four Class A directors were elected to three-year terms expiring in 2029: Brian D. Brunner, Scott V. Fainor, Cindy J. Joiner, and Eric A. Segal. All nominees received strong shareholder support averaging 95.81% of votes cast.

Added Say-on-pay vote low

Added in current filing · verify on EDGAR →

94.91% of the votes cast for or against the proposal were voted to approve, on an advisory basis, the compensation of the Company’s Named Executive Officers.

Shareholders approved executive compensation on a non-binding advisory basis with 94.91% support. This indicates strong shareholder alignment with the company's executive pay practices.

Added Auditor ratification low

Added in current filing · verify on EDGAR →

99.50% of the votes cast for or against the proposal were voted to ratify the appointment of Crowe LLP as the independent registered public accounting firm for the Company.

Shareholders ratified Crowe LLP as the independent auditor for fiscal year 2026 with overwhelming 99.50% support, demonstrating confidence in the audit committee's selection.

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Figures/quotes linked to EDGAR · Narrative written by AI · Jun 1, 2026 · How we verify