MID PENN BANCORP INC Appoints Gregory Braca; Bylaws Phase Out Classified Board

What Happened Mid Penn Bancorp, Inc. filed an 8‑K (dated Sept 1, 2026) disclosing two governance actions. First, on Aug 26, 2026 the Board appointed Gregory B. Braca, age 62, to serve as an independent director effective September 16, 2026. Mr. Braca is a former president and CEO of TD Bank, is chairman of Ironlight, sits on the board of Intellicheck, and serves as a senior advisor to several firms. He will receive standard outside director compensation for 2026 and has been appointed to the Audit, Compensation and Risk Committees. Second, on Aug 26, 2026 the Board adopted amendments to Sections 10.2 and 10.3 of the Bylaws to phase in declassification of the Board so that, beginning with the 2029 annual meeting, director nominees will be elected to one‑year terms.

Key Details

• Appointment: Gregory B. Braca appointed Aug 26, 2026; appointment effective Sept 16, 2026; age 62; deemed independent under Nasdaq rules.
• Committees & Pay: Mr. Braca will join the Audit, Compensation and Risk Committees and receive compensation under the Corporation’s 2026 outside director fee schedule.
• Bylaw amendments adopted Aug 26, 2026 to phase out the classified (staggered) board structure, effective with the 2029 annual meeting.
• Transition timeline: Class A directors will serve through the 2029 meeting; Class B directors elected in 2027 will serve a two‑year term ending in 2029; Class C directors elected in 2028 will serve a one‑year term ending in 2029. After the 2029 meeting, directors will be elected annually to one‑year terms.

Why It Matters These disclosures affect corporate governance and board composition. The appointment of an experienced former large‑bank CEO and his assignment to key oversight committees may strengthen executive oversight and risk/financial governance. The bylaw amendments move Mid Penn from a staggered, multi‑year director structure to annual elections starting in 2029, giving shareholders the opportunity to vote on the full Board each year thereafter. Both items are governance changes investors often watch for their potential impact on oversight, accountability and shareholder rights.