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ORRSTOWN FINANCIAL SERVICES INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and ORRSTOWN FINANCIAL SERVICES INC.’s Form 8-K, filed April 30, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.

9Reported items
131Asset managers
1,025Fund votes
April 30, 2024Main meeting date

Results at a glance

Meeting of April 30, 2024: 5 items on ORRSTOWN FINANCIAL SERVICES INC.’s Form 8-K, filed April 30, 2024: 5 without a stated outcome.

Meeting of May 30, 2024: 1 item on ORRSTOWN FINANCIAL SERVICES INC.’s Form 8-K, filed May 31, 2024: 1 without a stated outcome.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore ORRSTOWN FINANCIAL SERVICES INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by ORRSTOWN FINANCIAL SERVICES INC.

These tallies are ORRSTOWN FINANCIAL SERVICES INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed April 30, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX. ORRSTOWN FINANCIAL SERVICES INC. reported 2 meetings in this season; each is tabulated separately below, with its own filing.

ORRSTOWN FINANCIAL SERVICES INC. — official shareholder meeting results, meeting held April 30, 2024 (Form 8-K, filed April 30, 2024)
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
Elect Director: Thomas D. Longenecker	7,006,149	--	--	184,242	1,002,919	97%	Not verified	—
Elect Director: Andrea L. Pugh	6,478,801	--	--	711,590	1,002,919	90%	Not verified	—
Elect Director: Floyd E. Stoner	6,964,961	--	--	225,430	1,002,919	97%	Not verified	—
2. Approve a non-binding advisory vote regarding the compensation paid to our Named Executive Officers ("Say-On-Pay)	5,387,902	1,307,853	494,636	--	1,002,919	80%	Not verified	a supermajority of the votes cast
3. Ratify the Audit Committee's selection of Crowe LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024	7,988,771	135,856	68,683	--	--	98%	Not verified	a supermajority of the votes cast

Source: ORRSTOWN FINANCIAL SERVICES INC., Form 8-K, filed with the SEC on April 30, 2024 — read the filing on EDGAR.

ORRSTOWN FINANCIAL SERVICES INC. — official shareholder meeting results, meeting held May 30, 2024 (Form 8-K, filed May 31, 2024)
Ballot item	For	Against	Abstain	Withheld	Broker non-votes	Support (of votes cast)	Reported outcome	Voting standard
1. Approval of the ORRF Issuance Proposal *	6,968,156	113,059	18,675	--	--	98%	Not verified	—

Source: ORRSTOWN FINANCIAL SERVICES INC., Form 8-K, filed with the SEC on May 31, 2024 — read the filing on EDGAR.

How asset managers voted at the ORRSTOWN FINANCIAL SERVICES INC. 2023-2024 meetings

Each item below shows how the 131 asset managers that disclosed a ORRSTOWN FINANCIAL SERVICES INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of ORRSTOWN FINANCIAL SERVICES INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. Elect Director: Andrea L. Pugh

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Meeting held April 30, 2024.

Combines 3 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%

FOR: 6,478,801WITHHELD: 711,590

Details: description as filed, official tally, votes by 45 asset managers

Description as filed by funds: Elect three (3) directors to Class C for three (3) year terms expiring in 2027: Andrea L. Pugh

ORRSTOWN FINANCIAL SERVICES INC.’s own tally for this item (“Elect Director: Andrea L. Pugh”): 6,478,801 for, 711,590 withheld, per its Form 8-K filed April 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 90% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 45 asset managers below reported 2,027,568 for, 294,670 withheld, 62 unknown.

FOR

FOR: 2,027,568WITHHOLD: 294,670UNKNOWN: 62

Largest asset managers voting on “Elect three (3) directors to Class C for three (3) year terms expiring in 2027: Andrea L. Pugh” at ORRSTOWN FINANCIAL SERVICES INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	537,903	0	For
Dimensional	420,412	0	For
BlackRock	417,876	0	For
Fidelity	364,501	0	For
FRANKLIN VALUE INVESTORS TRUST	0	122,379	Withhold
American Century	100,437	0	For
SEI	0	38,426	Withhold
BRIDGEWAY FUNDS INC	0	31,600	Withhold
WisdomTree	0	28,614	Withhold
Charles Schwab	28,096	0	For
TIAA	22,510	0	For
EA Series Trust	0	21,588	Withhold
Equitable	17,985	2,810	Mixed
JPMorgan	19,840	0	For
Nationwide	3,147	16,026	Mixed
QUANTITATIVE MASTER SERIES LLC	18,376	0	For
Invesco	0	16,292	Withhold
AIG/SunAmerica	12,223	0	For
RBC FUNDS TRUST	10,200	0	For
Lincoln Financial	503	9,400	Mixed
Brighthouse	9,655	0	For
Prudential/PGIM	5,104	0	For
Global X	0	4,899	Withhold
Pacific Life	4,456	0	For
Northern Trust	4,363	0	For

Showing the 25 largest of 45 asset managers. See all 45 in the interactive database.

2. Elect Director: Floyd E. Stoner

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Meeting held April 30, 2024.

Combines 3 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 6,964,961WITHHELD: 225,430

Details: description as filed, official tally, votes by 45 asset managers

Description as filed by funds: Elect three (3) directors to Class C for three (3) year terms expiring in 2027: Floyd E. Stoner

ORRSTOWN FINANCIAL SERVICES INC.’s own tally for this item (“Elect Director: Floyd E. Stoner”): 6,964,961 for, 225,430 withheld, per its Form 8-K filed April 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 45 asset managers below reported 2,318,279 for, 3,959 withheld, 62 unknown.

FOR

FOR: 2,318,279WITHHOLD: 3,959UNKNOWN: 62

Largest asset managers voting on “Elect three (3) directors to Class C for three (3) year terms expiring in 2027: Floyd E. Stoner” at ORRSTOWN FINANCIAL SERVICES INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	537,903	0	For
Dimensional	420,412	0	For
BlackRock	417,876	0	For
Fidelity	364,501	0	For
FRANKLIN VALUE INVESTORS TRUST	122,379	0	For
American Century	100,437	0	For
SEI	38,426	0	For
BRIDGEWAY FUNDS INC	31,600	0	For
WisdomTree	28,614	0	For
Charles Schwab	28,096	0	For
TIAA	22,510	0	For
EA Series Trust	21,588	0	For
Equitable	17,985	2,810	Mixed
JPMorgan	19,840	0	For
Nationwide	19,173	0	For
QUANTITATIVE MASTER SERIES LLC	18,376	0	For
Invesco	16,292	0	For
AIG/SunAmerica	12,223	0	For
RBC FUNDS TRUST	10,200	0	For
Lincoln Financial	9,903	0	For
Brighthouse	9,655	0	For
Prudential/PGIM	5,104	0	For
Global X	4,899	0	For
Pacific Life	4,456	0	For
Northern Trust	4,363	0	For

Showing the 25 largest of 45 asset managers. See all 45 in the interactive database.

3. Elect Director: Thomas D. Longenecker

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Meeting held April 30, 2024.

Combines 3 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%

FOR: 7,006,149WITHHELD: 184,242

Details: description as filed, official tally, votes by 45 asset managers

Description as filed by funds: Elect three (3) directors to Class C for three (3) year terms expiring in 2027: Thomas D. Longenecker

ORRSTOWN FINANCIAL SERVICES INC.’s own tally for this item (“Elect Director: Thomas D. Longenecker”): 7,006,149 for, 184,242 withheld, per its Form 8-K filed April 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

The 45 asset managers below reported 2,319,428 for, 2,810 withheld, 62 unknown.

FOR

FOR: 2,319,428WITHHOLD: 2,810UNKNOWN: 62

Largest asset managers voting on “Elect three (3) directors to Class C for three (3) year terms expiring in 2027: Thomas D. Longenecker” at ORRSTOWN FINANCIAL SERVICES INC., 2023-2024
Asset manager	For	Withheld	Vote
Vanguard	537,903	0	For
Dimensional	420,412	0	For
BlackRock	417,876	0	For
Fidelity	364,501	0	For
FRANKLIN VALUE INVESTORS TRUST	122,379	0	For
American Century	100,437	0	For
SEI	38,426	0	For
BRIDGEWAY FUNDS INC	31,600	0	For
WisdomTree	28,614	0	For
Charles Schwab	28,096	0	For
TIAA	22,510	0	For
EA Series Trust	21,588	0	For
Equitable	17,985	2,810	Mixed
JPMorgan	19,840	0	For
Nationwide	19,173	0	For
QUANTITATIVE MASTER SERIES LLC	18,376	0	For
Invesco	16,292	0	For
AIG/SunAmerica	12,223	0	For
RBC FUNDS TRUST	10,200	0	For
Lincoln Financial	9,903	0	For
Brighthouse	9,655	0	For
Prudential/PGIM	5,104	0	For
Global X	4,899	0	For
Pacific Life	4,456	0	For
Northern Trust	4,363	0	For

Showing the 25 largest of 45 asset managers. See all 45 in the interactive database.

4. 1. Approval of the ORRF Issuance Proposal *

Outcome not verifiedEXTRAORDINARY TRANSACTIONSReported outcome: Not verified

Meeting held May 30, 2024.

98% Majority: yes · of votes cast

FOR 98%

FOR: 6,968,156AGAINST: 113,059

Details: description as filed, official tally, votes by 33 asset managers

Description as filed by funds: Approval of the Issuance of Shares of ORRF Common Stock to CVLY Shareholders. To consider and vote upon a proposal to approve the issuance of shares of ORRF common stock to the shareholders of CVLY, pursuant to the merger agreement (the "ORRF share issuance proposal"); and

ORRSTOWN FINANCIAL SERVICES INC.’s own tally for this item (“1. Approval of the ORRF Issuance Proposal *”): 6,968,156 for, 113,059 against, per its Form 8-K filed May 31, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

The 33 asset managers below reported 2,147,007 for.

FOR

FOR: 2,147,007

Largest asset managers voting on “Approval of the Issuance of Shares of ORRF Common Stock to CVLY Shareholders. To consider and vote upon a prop” at ORRSTOWN FINANCIAL SERVICES INC., 2023-2024
Asset manager	For	Vote
Vanguard	539,920	For
Dimensional	423,764	For
BlackRock	404,071	For
Fidelity	291,168	For
FRANKLIN VALUE INVESTORS TRUST	122,379	For
American Century	114,826	For
Invesco	34,256	For
BRIDGEWAY FUNDS INC	31,600	For
WisdomTree	28,283	For
TIAA	22,510	For
Equitable	21,112	For
Nationwide	19,023	For
QUANTITATIVE MASTER SERIES LLC	18,376	For
State Street	18,199	For
Lincoln Financial	14,641	For
AIG/SunAmerica	10,917	For
Janus Detroit Street Trust	5,734	For
Prudential/PGIM	4,371	For
Northern Trust	4,363	For
Pacific Life	4,343	For
AQR	2,105	For
ProShares	1,661	For
DWS	1,624	For
Brighthouse	1,382	For
Victory Capital	1,313	For

Showing the 25 largest of 33 asset managers. See all 33 in the interactive database.

5. 1. Approval of the ORRF Issuance Proposal *

Outcome not verifiedEXTRAORDINARY TRANSACTIONSCAPITAL STRUCTUREReported outcome: Not verified

Meeting held May 30, 2024.

Combines 3 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 6,968,156AGAINST: 113,059

Details: description as filed, official tally, votes by 15 asset managers

Description as filed by funds: To consider and vote upon a proposal to approve the issuance of shares of Orrstown Financial Services, Inc. common stock to the shareholders of Codorus Valley Bancorp, Inc., pursuant to an agreement and plan of merger dated December 12, 2023 (the "share issuance proposal").

The 15 asset managers below reported 149,037 for, 62 unknown.

FOR

FOR: 149,037UNKNOWN: 62

Largest asset managers voting on “To consider and vote upon a proposal to approve the issuance of shares of Orrstown Financial Services, Inc. co” at ORRSTOWN FINANCIAL SERVICES INC., 2023-2024
Asset manager	For	Vote
SEI	40,906	For
Charles Schwab	28,096	For
EA Series Trust	22,362	For
JPMorgan	19,313	For
RBC FUNDS TRUST	10,200	For
Brighthouse	5,435	For
Global X	4,899	For
Bridge Builder Trust	4,261	For
John Hancock	4,222	For
Jackson National	3,627	For
NORTHERN LIGHTS FUND TRUST II	3,518	For
TRUST FOR PROFESSIONAL MANAGERS	820	For
GPS Funds I	709	For
Allianz	638	For
Advisors' Inner Circle Fund III	31	For

6. Adjournment. To consider and vote upon a proposal to adjourn the ORRF special meeting to a later date or dates, if…

No official matchCORPORATE GOVERNANCE

Meeting held May 30, 2024.

90% of fund votes cast · no official result

FOR

Details: description as filed, votes by 33 asset managers

Description as filed by funds: Adjournment. To consider and vote upon a proposal to adjourn the ORRF special meeting to a later date or dates, if necessary, to permit further solicitation of proxies if there are not sufficient votes at the time of the ORRF special meeting to approve the ORRF share issuance proposal (the "ORRF adjournment proposal").

The 33 asset managers below reported 1,928,544 for, 218,463 against. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 1,928,544AGAINST: 218,463

Largest asset managers voting on “Adjournment. To consider and vote upon a proposal to adjourn the ORRF special meeting to a later date or dates” at ORRSTOWN FINANCIAL SERVICES INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	539,920	0	For
Dimensional	423,764	0	For
BlackRock	404,071	0	For
Fidelity	83,350	207,818	Mixed
FRANKLIN VALUE INVESTORS TRUST	122,379	0	For
American Century	114,826	0	For
Invesco	34,256	0	For
BRIDGEWAY FUNDS INC	31,600	0	For
WisdomTree	28,283	0	For
TIAA	22,510	0	For
Equitable	21,112	0	For
Nationwide	19,023	0	For
QUANTITATIVE MASTER SERIES LLC	18,376	0	For
State Street	18,199	0	For
Lincoln Financial	5,241	9,400	Mixed
AIG/SunAmerica	10,917	0	For
Janus Detroit Street Trust	5,734	0	For
Prudential/PGIM	4,371	0	For
Northern Trust	4,363	0	For
Pacific Life	4,343	0	For
AQR	2,105	0	For
ProShares	1,661	0	For
DWS	1,624	0	For
Brighthouse	1,382	0	For
Victory Capital	1,313	0	For

Showing the 25 largest of 33 asset managers. See all 33 in the interactive database.

7. To consider and vote upon a proposal to adjourn the Orrstown Financial Services, Inc. special meeting to a later date…

No official matchCORPORATE GOVERNANCE

Meeting held May 30, 2024.

Combines 3 wordings of this item as funds reported it.

85% of fund votes cast · no official result

FORAGAINST

Details: description as filed, votes by 15 asset managers

Description as filed by funds: To consider and vote upon a proposal to adjourn the Orrstown Financial Services, Inc. special meeting to a later date or dates, if necessary, to permit further solicitation of proxies if there are not sufficient votes at the time of the Orrstown Financial Services, Inc. special meeting to approve the share issuance proposal (the "adjournment proposal").

The 15 asset managers below reported 126,675 for, 22,362 against, 62 unknown. The figure above is FOR ÷ (FOR + AGAINST + WITHHELD) of the shares these managers voted; abstained and unvoted shares are in neither half, and these managers are a subset of all shareholders, not the meeting result.

FOR: 126,675AGAINST: 22,362UNKNOWN: 62

Largest asset managers voting on “To consider and vote upon a proposal to adjourn the Orrstown Financial Services, Inc. special meeting to a lat” at ORRSTOWN FINANCIAL SERVICES INC., 2023-2024
Asset manager	For	Against	Vote
SEI	40,906	0	For
Charles Schwab	28,096	0	For
EA Series Trust	0	22,362	Against
JPMorgan	19,313	0	For
RBC FUNDS TRUST	10,200	0	For
Brighthouse	5,435	0	For
Global X	4,899	0	For
Bridge Builder Trust	4,261	0	For
John Hancock	4,222	0	For
Jackson National	3,627	0	For
NORTHERN LIGHTS FUND TRUST II	3,518	0	For
TRUST FOR PROFESSIONAL MANAGERS	820	0	For
GPS Funds I	709	0	For
Allianz	638	0	For
Advisors' Inner Circle Fund III	31	0	For

8. 2. Approve a non-binding advisory vote regarding the compensation paid to our Named Executive Officers ("Say-On-Pay)

Outcome not verified Fund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Not verified

Meeting held April 30, 2024.

Combines 11 wordings of this item as funds reported it.

80% Majority: yes · of votes cast

FOR 80%AGAINST

FOR: 5,387,902AGAINST: 1,307,853

Details: description as filed, official tally, votes by 130 asset managers

Description as filed by funds: Approve a non-binding advisory vote regarding the compensation paid to our Named Executive Officers ("Say-On-Pay").

ORRSTOWN FINANCIAL SERVICES INC.’s own tally for this item (“2. Approve a non-binding advisory vote regarding the compensation paid to our Named Executive Officers ("Say-On-Pay)”): 5,387,902 for, 1,307,853 against, per its Form 8-K filed April 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 80% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a supermajority of the votes cast (“80.5% of the votes cast”).

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 46 asset managers voting on “Approve a non-binding advisory vote regarding the compensation paid to our Named Executive Officers ("Say-On-P” at ORRSTOWN FINANCIAL SERVICES INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Vanguard	537,903	0	0	For
Dimensional	0	420,412	0	Against
BlackRock	417,876	0	0	For
Fidelity	364,501	0	0	For
FRANKLIN VALUE INVESTORS TRUST	0	122,379	0	Against
American Century	0	100,437	0	Against
RBB FUND, INC.	0	0	71,086	Abstain
SEI	0	38,426	0	Against
BRIDGEWAY FUNDS INC	0	31,600	0	Against
WisdomTree	28,614	0	0	For
Charles Schwab	28,096	0	0	For
TIAA	22,510	0	0	For
EA Series Trust	0	21,588	0	Against
Equitable	20,795	0	0	For
JPMorgan	19,840	0	0	For
Nationwide	3,147	16,026	0	Mixed
QUANTITATIVE MASTER SERIES LLC	18,376	0	0	For
Invesco	16,292	0	0	For
AIG/SunAmerica	12,223	0	0	For
RBC FUNDS TRUST	10,200	0	0	For
Lincoln Financial	9,400	503	0	Mixed
Brighthouse	9,655	0	0	For
Prudential/PGIM	4,517	587	0	Mixed
Global X	0	4,899	0	Against
Pacific Life	4,456	0	0	For

Fund voting reports, all 46 managers: 1,556,513 for, 765,725 against, 71,086 abstained, 62 unknown. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 98 asset managers voting on “Approve a non-binding advisory vote regarding the compensation paid to our Named Executive Officers ("Say-On-P” at ORRSTOWN FINANCIAL SERVICES INC., 2023-2024
Asset manager	For	Against	Abstain	Vote
Fourthstone LLC	474,234	0	0	For
Fidelity	455,979	0	0	For
BlackRock	286,013	0	0	For
GEODE CAPITAL MANAGEMENT, LLC	221,969	0	0	For
Renaissance	151,103	0	0	For
FRANKLIN MUTUAL ADVISERS LLC	0	122,379	0	Against
American Century	0	101,257	0	Against
BANK OF AMERICA NA	0	75,276	0	Against
JPMorgan	66,855	0	0	For
Pacific Ridge Capital Partners, LLC	0	0	66,656	Abstain
STATE BOARD OF ADMINISTRATION OF FLORIDA RETIREMENT SYSTEM	0	60,458	0	Against
Dimensional	0	49,859	0	Against
ARROWSTREET CAPITAL, LIMITED PARTNERSHIP	44,629	0	0	For
SEI	0	41,492	0	Against
MELLON INVESTMENTS Corp	37,983	0	0	For
Wellington	0	37,769	0	Against
Ensign Peak Advisors, Inc	37,325	0	0	For
LSV ASSET MANAGEMENT	0	33,862	0	Against
BRIDGEWAY CAPITAL MANAGEMENT, LLC	0	31,600	0	Against
GLOBEFLEX CAPITAL L P	31,481	0	0	For
ACADIAN ASSET MANAGEMENT LLC	29,170	0	0	For
Charles Schwab	28,096	0	0	For
Nuveen	23,782	0	0	For
Invesco	19,719	0	0	For
BAILARD, INC.	0	16,026	0	Against

Institutional-manager reports, all 98 managers: 2,042,219 for, 616,913 against, 66,656 abstained. Showing the 25 largest; see all in the interactive database.

9. 3. Ratify the Audit Committee's selection of Crowe LLP as the Company's independent registered public accounting firm…

Outcome not verifiedAUDIT-RELATEDReported outcome: Not verified

Meeting held April 30, 2024.

Combines 3 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%

FOR: 7,988,771AGAINST: 135,856

Details: description as filed, official tally, votes by 45 asset managers

Description as filed by funds: To ratify the Audit Committee's selection of Crowe LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024.

ORRSTOWN FINANCIAL SERVICES INC.’s own tally for this item (“3. Ratify the Audit Committee's selection of Crowe LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2024”): 7,988,771 for, 135,856 against, per its Form 8-K filed April 30, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.
Voting standard, as the filing states it: a supermajority of the votes cast (“98.3% of the votes cast”).

The 45 asset managers below reported 2,300,650 for, 21,588 against, 62 unknown.

FOR

FOR: 2,300,650AGAINST: 21,588UNKNOWN: 62

Largest asset managers voting on “To ratify the Audit Committee's selection of Crowe LLP as the Company's independent registered public accounti” at ORRSTOWN FINANCIAL SERVICES INC., 2023-2024
Asset manager	For	Against	Vote
Vanguard	537,903	0	For
Dimensional	420,412	0	For
BlackRock	417,876	0	For
Fidelity	364,501	0	For
FRANKLIN VALUE INVESTORS TRUST	122,379	0	For
American Century	100,437	0	For
SEI	38,426	0	For
BRIDGEWAY FUNDS INC	31,600	0	For
WisdomTree	28,614	0	For
Charles Schwab	28,096	0	For
TIAA	22,510	0	For
EA Series Trust	0	21,588	Against
Equitable	20,795	0	For
JPMorgan	19,840	0	For
Nationwide	19,173	0	For
QUANTITATIVE MASTER SERIES LLC	18,376	0	For
Invesco	16,292	0	For
AIG/SunAmerica	12,223	0	For
RBC FUNDS TRUST	10,200	0	For
Lincoln Financial	9,903	0	For
Brighthouse	9,655	0	For
Prudential/PGIM	5,104	0	For
Global X	4,899	0	For
Pacific Life	4,456	0	For
Northern Trust	4,363	0	For

Showing the 25 largest of 45 asset managers. See all 45 in the interactive database.

Largest ORRSTOWN FINANCIAL SERVICES INC. shareholders voting in 2023-2024

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported, shown as a share of the 10,705,077 shares outstanding at the time of that meeting.

Fund voting reports: top ORRSTOWN FINANCIAL SERVICES INC. shareholders by shares voted on “Approve a non-binding advisory vote regarding the compensation paid to our Named Executive…”, 2023-2024
#	Asset manager	% of shares outstanding
1	Vanguard	5.02%
2	Dimensional	3.93%
3	BlackRock	3.90%
4	Fidelity	3.40%
5	FRANKLIN VALUE INVESTORS TRUST	1.14%
6	American Century	0.94%
7	RBB FUND, INC.	0.66%
8	SEI	0.36%
9	BRIDGEWAY FUNDS INC	0.30%
10	WisdomTree	0.27%

Institutional-manager reports: top ORRSTOWN FINANCIAL SERVICES INC. shareholders by shares voted on “Approve a non-binding advisory vote regarding the compensation paid to our Named Executive…”, 2023-2024
#	Asset manager	% of shares outstanding
1	Fourthstone LLC	4.43%
2	Fidelity	4.26%
3	BlackRock	2.67%
4	GEODE CAPITAL MANAGEMENT, LLC	2.07%
5	Renaissance	1.41%
6	FRANKLIN MUTUAL ADVISERS LLC	1.14%
7	American Century	0.95%
8	BANK OF AMERICA NA	0.70%
9	JPMorgan	0.62%
10	Pacific Ridge Capital Partners, LLC	0.62%

Reported ORRSTOWN FINANCIAL SERVICES INC. holdings and ownership

As disclosed to the SEC in Form 13F (quarter-end holdings of 30 large managers), Schedules 13D and 13G (beneficial ownership above 5%) and the company’s own proxy statement (DEF 14A). Each row names its form.

ORRSTOWN FINANCIAL SERVICES INC. holdings and ownership disclosed for the 2023-2024 proxy season
Holder	% outstanding	Disclosure
BlackRock	13.05%	13F
Vanguard Group	10.42%	13F
Dimensional Fund Advisors	4.60%	13F
FMR (Fidelity)	2.21%	13F
State Street	2.09%	13F
Geode Capital	2.08%	13F
Renaissance Technologies	1.47%	13F
Morgan Stanley	1.25%	13F
Franklin Templeton	1.19%	13F
Goldman Sachs	0.96%	13F

Percentages above are of 10,705,077 shares outstanding, as reported by ORRSTOWN FINANCIAL SERVICES INC. on its Form 10-K dated March 11, 2024 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, not today’s. Each holding is as of its own filing, which may be dated before or after the meeting.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from ORRSTOWN FINANCIAL SERVICES INC.’s 10-K dated March 11, 2024. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At ORRSTOWN FINANCIAL SERVICES INC.'s 2 shareholder meetings in the 2023-2024 proxy season (held April 30, 2024 and May 30, 2024), 131 asset managers reported how they voted in their SEC Form N-PX filings, covering 1,025 separate fund positions. Their filings are grouped here into 9 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item of the season, voted at the meeting held April 30, 2024 — Approve a non-binding advisory vote regarding the compensation paid to our Named Executive… — FOR was 80% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: ORRSTOWN FINANCIAL SERVICES INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on April 30, 2024.

ORRSTOWN FINANCIAL SERVICES INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

Download data (CSV): ballot items · votes by manager · column guide.