ITEM 5.07 Submission of Matters to a Vote of Security Holders

On May 9, 2023, Mid Penn Bancorp, Inc. (the "Corporation") held its Annual Meeting of Shareholders (the "Annual Meeting"), for which the Board of Directors solicited proxies. Of the 15,886,143 shares of Corporation common stock outstanding as of the record date for the Annual Meeting, 12,583,611 shares were present at the meeting in person or by proxy.

At the Annual Meeting, the shareholders of the Corporation voted on the proposals described in the Proxy Statement dated March 24, 2023. The following is a summary of the proposals voted upon at the Annual Meeting and the votes cast on each proposal.



Proposal 1: The Corporation's shareholders elected three individuals to serve as
Class A members of the Board of Directors to serve for a three-year term and
until their successors are elected and qualified, as set forth below:
Name                          Votes For         Votes Withheld        Broker Non-Votes
Robert C. Grubic            10,610,766            657,107              1,315,738
Brian A. Hudson, Sr.        10,166,584          1,101,290              1,315,738
John E. Noone               10,755,208            512,665              1,315,738

Proposal 2: The Corporation's shareholders ratified a non-binding proposal to approve the executive compensation, as described in the Compensation Discussion and Analysis and accompanying tabular and narrative disclosure contained in the Corporation's Proxy Statement, as set forth below:


    Votes For          Votes Against       Abstentions        Broker Non-Votes
  10,592,376            533,884            141,613             1,315,738

Proposal 3: The Corporation's shareholders approved the Mid Penn Bancorp, Inc. 2023 Stock Incentive Plan, as set forth below:


    Votes For          Votes Against       Abstentions        Broker Non-Votes
  10,639,164            547,152             81,557             1,315,738

Proposal 4: The Corporation's shareholders approved the Mid Penn Bancorp, Inc. 2023 Employee Stock Purchase Plan, as set forth below:


    Votes For          Votes Against       Abstentions        Broker Non-Votes
  10,814,204            376,028             77,641             1,315,738

Proposal 5: The Corporation's shareholders ratified the appointment of RSM US LLP, of Philadelphia, Pennsylvania, as the Corporation's independent registered public accounting firm for the year ending December 31, 2023, as set forth below:


    Votes For          Votes Against       Abstentions        Broker Non-Votes
  12,423,596             29,178            130,838                     -

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ITEM 9.01 Financial Statements and Exhibits

(d) Exhibits:

104 Cover Page Interactive Date File (embedded within the XBRL document)

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