Item 5.07 Submission of Matters to a Vote of Security Holders.

On May 2, 2023, Orrstown Financial Services, Inc. (the "Company") held its annual meeting of shareholders and values their feedback. The Board of Directors will carefully consider the voting results of the annual meeting and will continue to engage with our shareholders on these important issues.

The following is a record of the vote on each matter presented at the annual meeting.

(1) Elect four directors to Class A for three year terms expiring in 2026.

An average of 92.5% of the votes cast were voted for each of the four nominees for election to the Company's Board of Directors.



Nominee                     For      Withheld    Broker Non-Vote
Cindy J. Joiner, CPA     6,339,470    302,428       1,169,284
Eric A. Segal            6,317,906    323,992       1,169,284
Glenn W. Snoke           5,894,146    747,752       1,169,284
Joel R. Zullinger        6,023,793    618,105       1,169,284


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

80.1% of the votes cast for or against the proposal were voted to approve, on an advisory basis, the compensation of the Company's Named Executive Officers.

For Against Abstain Broker Non-Vote

4,841,750 1,206,062 594,086 1,169,284

(3) Approve a non-binding advisory vote regarding the frequency of holding our Say-On-Pay vote.

90.3% of the votes cast were voted to approve, on an advisory basis, the frequency of holding our Say-On-Pay vote annually.

One Year Two Years Three Years Abstain Broker Non-Vote

5,492,677 81,904 507,318 559,999 1,169,284

(4) 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, 2023.

98.6% of the votes cast for or against the proposal were voted to ratify the appointment of Crowe LLP as the independent registered public accounting firm for the Company.



    For       Against     Abstain
 7,627,252    109,563     74,367





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Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibit is furnished as part of this Current Report on Form 8-K:



           Exhibit No.           Description

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


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