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Pay vs Performance Disclosure

12 Months Ended

Dec. 31, 2023

USD ($)

Dec. 31, 2022

USD ($)

Dec. 31, 2021

USD ($)

Dec. 31, 2020

USD ($)

Pay vs Performance Disclosure

Pay vs Performance Disclosure, Table

Pay Versus Performance

In accordance with applicable SEC rules, we provide the following disclosure regarding executive compensation for our principal executive officer (“PEO”) and Non-PEO NEOs and Company performance for the fiscal years listed below. The

Compensation Committee did not consider the pay versus performance disclosure below in making its pay decisions for any of the years shown.


Year	Summary Compensation Table Total for Douglas L. Kennedy (1)		Compensation Actually Paid to Douglas Kennedy (1), (2), (3)		Average Summary Compensation Table Total for Non-PEO NEOs (1)		Average Compensation Actually Paid to Non-PEO NEOs (1), (2), (3)		Value of Initial Fixed $100 Investment based on: (4)				Net Income (In Millions)		Diluted EPS Compared to Peer Group (5)
									Company TSR		Peer Group TSR
2023	$	3,004,327	$	2,413,310	$	1,159,935	$	925,306	$	99.35	$	115.64	$	48.85	$	2.71
2022	$	3,070,048	$	3,239,967	$	1,380,828	$	1,416,241	$	123.13	$	116.10	$	74.25	$	4.00
2021	$	2,523,657	$	3,753,878	$	1,103,177	$	1,711,909	$	116.44	$	124.74	$	56.62	$	2.93
2020	$	2,214,020	$	2,499,668	$	1,016,938	$	1,118,518	$	74.39	$	91.29	$	26.19	$	1.37

Douglas L. Kennedy was our PEO for each year presented. The individuals comprising the Non-PEO NEOs for the 2023 year presented was Frank A. Cavallaro, John P. Babcock, Robert A. Plante, and Gregory M. Smith. The individuals comprising the Non-PEO NEOs for the 2020, 2021 and 2022 years presented were Jeffrey J. Carfora, John P. Babcock, Robert A. Plante, and Gregory M. Smith.

The amounts shown for Compensation Actually Paid have been calculated in accordance with Item 402(v) of Regulation S-K and do not reflect compensation actually earned, realized, or received by the Company’s NEOs. These amounts reflect the Summary Compensation Table Total with certain adjustments as described in footnote 3 below.

Compensation Actually Paid reflects the exclusions and inclusions of certain amounts for the PEO and the Non-PEO NEOs as set forth below. Equity values are calculated in accordance with FASB ASC Topic 718. Amounts in the Exclusion of Stock Awards column are the amounts from the Stock Awards column set forth in the Summary Compensation Table.

The Peer Group TSR set forth in this table utilizes the KBW NASDAQ Regional Banking Index , which we also utilize in the stock performance graph required by Item 201(e) of Regulation S-K included in our Annual Report on Form 10-K for the year ended December 31, 2023. The comparison assumes $100 was invested for the period starting December 31, 2019, through the end of the listed year in the Company and in the KBW NASDAQ Regional Banking Index, respectively. Historical stock performance is not necessarily indicative of future stock performance.

We determined Diluted EPS Growth Compared to Peer Group to be the most important financial performance measure used to link Company performance to Compensation Actually Paid to our PEO and Non-PEO NEOs in 2023 and in 2022. This performance measure may not have been the most important financial performance measure for years 2021 and 2020 and we may determine a different financial performance measure to be the most important financial performance measure in future years.


Year	Summary Compensation Table Total for Douglas L. Kennedy		Exclusion of Stock Awards for Douglas L. Kennedy			Inclusion of Equity Values for Douglas L. Kennedy		Compensation Actually Paid to Douglas L. Kennedy
2023	$	3,004,327	$	(1,352,333	)	$	761,316	$	2,413,310


Year	Average Summary Compensation Table Total for Non-PEO NEOs		Average Exclusion of Stock Awards and Option Awards for Non-PEO NEOs			Average Inclusion of Equity Values for Non-PEO NEOs		Average Compensation Actually Paid to Non-PEO NEOs
2023	$	1,159,935	$	(524,911	)	$	290,282	$	925,306

The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:


Year	Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for Douglas L. Kennedy		Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for Douglas L. Kennedy			Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year for Douglas L. Kennedy		Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for Douglas L. Kennedy			Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for Douglas L. Kennedy		Value of Dividends or Other Earnings Paid on Equity Awards Not Otherwise Included for Douglas L. Kennedy		Total - Inclusion of Equity Values for Douglas L. Kennedy
2023	$	1,274,224	$	(499,551	)	$	-	$	(13,357	)	$	-	$	-	$	761,316


Year	Average Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for Non-PEO NEOs		Average Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for Non-PEO NEOs			Average Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year for Non-PEO NEOs		Average Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for Non-PEO NEOs			Average Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for Non-PEO NEOs		Average Value of Dividends or Other Earnings Paid on Equity Awards Not Otherwise Included for Non-PEO NEOs		Total - Average Inclusion of Equity Values for Non-PEO NEOs
2023	$	495,076	$	(182,582	)	$	-	$	(22,212	)	$	-	$	-	$	290,282

Company Selected Measure Name

Diluted EPS Growth Compared to Peer Group

Named Executive Officers, Footnote

Peer Group Issuers, Footnote

PEO Total Compensation Amount

$ 3,004,327

$ 3,070,048

$ 2,523,657

$ 2,214,020

PEO Actually Paid Compensation Amount

$ 2,413,310

3,239,967

3,753,878

2,499,668

Adjustment To PEO Compensation, Footnote


Year	Summary Compensation Table Total for Douglas L. Kennedy		Exclusion of Stock Awards for Douglas L. Kennedy			Inclusion of Equity Values for Douglas L. Kennedy		Compensation Actually Paid to Douglas L. Kennedy
2023	$	3,004,327	$	(1,352,333	)	$	761,316	$	2,413,310

The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables:


Year	Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for Douglas L. Kennedy		Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for Douglas L. Kennedy			Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year for Douglas L. Kennedy		Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for Douglas L. Kennedy			Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for Douglas L. Kennedy		Value of Dividends or Other Earnings Paid on Equity Awards Not Otherwise Included for Douglas L. Kennedy		Total - Inclusion of Equity Values for Douglas L. Kennedy
2023	$	1,274,224	$	(499,551	)	$	-	$	(13,357	)	$	-	$	-	$	761,316

Non-PEO NEO Average Total Compensation Amount

$ 1,159,935

1,380,828

1,103,177

1,016,938

Non-PEO NEO Average Compensation Actually Paid Amount

$ 925,306

1,416,241

1,711,909

1,118,518

Adjustment to Non-PEO NEO Compensation Footnote


Year	Average Summary Compensation Table Total for Non-PEO NEOs		Average Exclusion of Stock Awards and Option Awards for Non-PEO NEOs			Average Inclusion of Equity Values for Non-PEO NEOs		Average Compensation Actually Paid to Non-PEO NEOs
2023	$	1,159,935	$	(524,911	)	$	290,282	$	925,306

The amounts in the Inclusion of Equity Values in the tables above are derived from the amounts set forth in the following tables


Year	Average Year-End Fair Value of Equity Awards Granted During Year That Remained Unvested as of Last Day of Year for Non-PEO NEOs		Average Change in Fair Value from Last Day of Prior Year to Last Day of Year of Unvested Equity Awards for Non-PEO NEOs			Average Vesting-Date Fair Value of Equity Awards Granted During Year that Vested During Year for Non-PEO NEOs		Average Change in Fair Value from Last Day of Prior Year to Vesting Date of Unvested Equity Awards that Vested During Year for Non-PEO NEOs			Average Fair Value at Last Day of Prior Year of Equity Awards Forfeited During Year for Non-PEO NEOs		Average Value of Dividends or Other Earnings Paid on Equity Awards Not Otherwise Included for Non-PEO NEOs		Total - Average Inclusion of Equity Values for Non-PEO NEOs
2023	$	495,076	$	(182,582	)	$	-	$	(22,212	)	$	-	$	-	$	290,282

Compensation Actually Paid vs. Total Shareholder Return

Relationship Between Compensation Actually Paid and Company Total Shareholder Return (“TSR”) and Peer Group TSR

The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, the Company’s cumulative TSR over the four most recently completed fiscal years, and the cumulative TSR of the KBW NASDAQ Regional Banking Index over the same period.

Compensation Actually Paid vs. Net Income

Relationship Between Compensation Actually Paid and Net Income

The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and our Net Income during the four most recently completed fiscal years.

Compensation Actually Paid vs. Company Selected Measure

Relationship Between Compensation Actually Paid and Diluted EPS

The following chart sets forth the relationship between Compensation Actually Paid to our PEO, the average of Compensation Actually Paid to our Non-PEO NEOs, and Diluted EPS during the four most recently completed fiscal years.

Tabular List, Table

List of Most Important Financial Performance Measures

The following presents the financial performance measures that the Company considers to have been the most important in linking Compensation Actually Paid to our PEO and Non-PEO NEOs for 2023 to Company performance. The measures in this table are not ranked.

•

Pre-Tax Income Before Provision for Credit Losses Compared to Budget/Target

•

Diluted Earnings per Share (EPS) Compared to Budget/Target

•

Diluted Earnings per Share (EPS) Growth Compared to Peer Group

•

TSR Compared to Peer Group

•

Credit Quality (Allowance for Credit Losses / Total Loans) Compared to Peer Group

•

Credit Quality (Non-Performing Assets / Total Assets) Compared to Peer Group