On July 1, 2024, Orrstown Financial Services, Inc. (?Orrstown?) completed the previously announced merger of equals (the ?Merger?) with Codorus Valley Bancorp, Inc. (?Codorus Valley?), pursuant to the Agreement and Plan of Merger (the ?Merger Agreement?), dated as of December 12, 2023, by and between Orrstown and Codorus Valley. At the effective time of the Merger (the ?Effective Time?), Codorus Valley was merged with and into Orrstown, with Orrstown as the surviving corporation, which was promptly followed by the merger of Codorus Valley?s wholly-owned bank subsidiary, PeoplesBank, A Codorus Valley Company (?PeoplesBank?), with and into Orrstown Bank, a wholly-owned subsidiary of Orrstown, with Orrstown Bank as the surviving bank. At the Effective Time, in accordance with the terms of the Merger Agreement, Orrstown and Orrstown Bank expanded the size of the Orrstown Board of Directors (the ?Orrstown Board?) and the Orrstown Bank Board of Directors (the ?Orrstown Bank Board?), respectively, to 13 directors, including seven of the directors of Orrstown and Orrstown Bank immediately prior to the Effective Time and six of the directors of Codorus Valley and PeoplesBank immediately prior to the Effective Time.

In connection with the transactions contemplated by the Merger Agreement, Thomas D. Longenecker, Meera R. Modi, Andrea L. Pugh and Floyd E. Stoner tendered their resignations as members of the Orrstown Board and Orrstown Bank Board and from all committees of the Orrstown Board and Orrstown Bank Board, in each case effective as of the Effective Time. Such resignations did not involve any disagreement with Orrstown management or the Orrstown Board on any matter relating to Orrstown?s operations, policies or practices. Solely in order to rebalance the classes of the Orrstown Board in connection with the transactions contemplated by the Merger Agreement, Glenn W. Snoke and Joel R. Zullinger, members of the Orrstown Board, resigned from each of their position as a Class A Director, subject to and conditioned upon each of their immediate reappointment as a Class C Director.

The Orrstown Board accepted the resignations of Messrs. Snoke and Zullinger and immediately reappointed each of them as a Class C Director. The resignations and reappointments of Messrs.

Snoke and Zullinger were effected solely for the purpose of reclassifying the members of the Orrstown Board, and for all other purposes, their services on the Orrstown Board are deemed to have continued uninterrupted. The seven directors of Orrstown and Orrstown Bank designated by Orrstown and Orrstown Bank, respectively, pursuant to the Merger Agreement, each of whom previously served, and continues to serve, as a member of the Orrstown Board and Orrstown Bank Board, are as follows: Cindy J. Joiner, Mark K. Keller, Thomas R. Quinn, Jr., Michael J. Rice, Eric A. Segal, Glenn W. Snoke and Joel R. Zullinger. As previously disclosed, the six directors designated by Codorus Valley pursuant to the Merger Agreement, each of whom previously served as a member of the board of directors of Codorus Valley and PeoplesBank, and were appointed by the Orrstown Board and Orrstown Bank Board, in each case effective as of the Effective Time, are as follows: Brian D. Brunner and Scott V. Fainor to Class A, Craig L. Kauffman and J. Rodney Messick to Class B and Sarah M. Brown and John W. Giambalvo to Class C (each, a ?New Director?

and, collectively, the ?New Directors?). Further information related to the New Directors can be found in the Annual Report on Form 10-K filed by Codorus Valley with the SEC on March 12, 2024. With the exception of Mr. Kauffman, each of the New Directors will receive the same compensation as currently paid to other Orrstown Board and Orrstown Bank Board members.

A description of Orrstown?s director compensation arrangement is contained under the heading ?Compensation of Directors? in Orrstown?s Definitive Proxy Statement on Schedule 14A filed with the SEC on March 22, 2024. As previously disclosed, pursuant to the Merger Agreement, effective as of the Effective Time, J. Rodney Messick, the former chairman of the Codorus Valley board of directors, was appointed as the Vice Chairman of the Orrstown Board and Orrstown Bank Board.

Board Committee Assignments after the Merger: The New Directors? committee assignments in the Orrstown Board, in each case effective as of the Effective Time, are listed below: Brian D. Brunner as member of Audit Committee, Nominating and Governance Committee, Enterprise Risk Management Committee. Scott V. Fainor as member of Compensation Committee, Chairman of Enterprise Risk Management Committee.

J. Rodney Messick as member of Compensation Committee and Nominating and Governance Committee. Sarah M. Brown as member of Enterprise Risk Management Committee and Asset-Liability Committee. John W. Giambalvo as member of Audit Committee and chairman of Compensation Committee.

Officer Appointments: As previously disclosed, pursuant to the terms of the Merger Agreement, effective as of the Effective Time, Craig Kauffman, the former President and Chief Executive Officer of Codorus Valley and PeoplesBank, was appointed as Executive Vice President, Chief Operating Officer of Orrstown and Orrstown Bank. Mr. Kauffman, age 60, served as a director of Codorus Valley since 2019, and as President and Chief Executive Officer of Codorus Valley since October 2021. From August 2018 through September 2021, Mr. Kauffman served as Executive Vice President and Chief Operating Officer of Codorus Valley.

Mr. Kauffman served as President and Chief Executive Officer of PeoplesBank since August 2018. Previously, he served as Regional President of BB&T Bank, Lancaster, Pennsylvania, a full-service regional bank, from 2015 to August 2018; and Pennsylvania Division Head of Susquehanna Bank, Lancaster, Pennsylvania, a community focused bank, from 2013 through 2015. Mr. Kauffman has also held leadership positions in civic and professional organizations, including as Board Chair of the Lancaster, Pennsylvania Chamber of Commerce, Board Member of the Lancaster Safety Coalition, Vice Chair of the Lombardo School of Business, Millersville University Advisory Board, and Group Chair of the Pennsylvania Bankers?

Association, among others. Mr. Kauffman is a 1985 graduate of Millersville University with a B.S. in Business Administration, and a 1990 graduate of Pennsylvania State University in Harrisburg with an MBA. Mr. Kauffman has 30-plus years of experience in commercial banking and as a business leader in a number of larger banking organizations, as well as leadership qualities, experience, and personal attributes, which will enable Mr. Kauffman to provide valued business and financial expertise to Orrstown and Orrstown Bank.