ENB Financial Corp Files 8-K Report

TL;DR

ENBF filed an 8-K on Aug 13, 2025, for events on Aug 12. Standard disclosure.

AI Summary

ENB Financial Corp filed an 8-K on August 13, 2025, reporting events as of August 12, 2025. The filing is a current report under the Securities Exchange Act of 1934, primarily related to Regulation FD Disclosure and Financial Statements and Exhibits. The company is incorporated in Pennsylvania and its principal executive offices are located at 31 E. Main St., Ephrata, PA.

Why It Matters

This filing indicates that ENB Financial Corp is providing updated information to the SEC, which could include material disclosures relevant to investors.

Risk Assessment

Risk Level: low — This is a routine filing of an 8-K report, which typically contains standard corporate disclosures and does not inherently signal significant risk.

Key Numbers

• 000-53297 — SEC File Number (Identifies the company's filing history with the SEC.)
• 51-0661129 — IRS Employer Identification No. (Company's tax identification number.)

Key Players & Entities

• ENB Financial Corp (company) — Registrant
• Pennsylvania (location) — State of incorporation
• August 12, 2025 (date) — Date of earliest event reported
• August 13, 2025 (date) — Filing date
• 31 E. Main St., Ephrata, PA 17522-0457 (address) — Principal executive offices

FAQ

Key Financial Figures

• $30.8 million — provides for an all-cash transaction of $30.8 million for all outstanding shares of Cecil com
• $1.85 — be converted into the right to receive $1.85 in cash. In addition, subject to the te
• $1.3 million — ligated to pay ENB a termination fee of $1.3 million. The foregoing description of the Agre

Filing Documents

• form8k-34567_enbf.htm (8-K) — 31KB
• ex2-1.htm (EX-2.1) — 657KB
• ex99-1.htm (EX-99.1) — 18KB
• image_001.jpg (GRAPHIC) — 4KB
• 0001174947-25-001151.txt ( ) — 1014KB
• enbp-20250812.xsd (EX-101.SCH) — 3KB
• enbp-20250812_lab.xml (EX-101.LAB) — 33KB
• enbp-20250812_pre.xml (EX-101.PRE) — 22KB
• form8k-34567_enbf_htm.xml (XML) — 3KB

01 Entry Into a Material Definitive Agreement

ITEM 1.01 Entry Into a Material Definitive Agreement On August 12, 2025, ENB Financial Corp ("ENB") and, its wholly-owned subsidiaries, The Ephrata National Bank and ENB South Acquisition Subsidiary, Inc. ("Acquisition Subsidiary") and Cecil Bancorp, Inc. ("Cecil") and Cecil Bank entered into an Agreement and Plan of Stock Acquisition (the "Agreement"). The Agreement provides that pursuant to the terms and conditions set forth in an Agreement and Plan of Merger (the "Merger Agreement"), Acquisition Subsidiary will merge with and into Cecil with Cecil surviving the merger. Immediately following the merger, Cecil will be liquidated and dissolved. Following the liquidation and dissolution of Cecil, Cecil Bank will merge with and into The Ephrata National Bank. The Agreement provides for an all-cash transaction of $30.8 million for all outstanding shares of Cecil common stock. Subject to the terms and conditions of the Agreement and adjustments as provided therein, each outstanding share of Cecil common stock will be converted into the right to receive $1.85 in cash. In addition, in full and be converted automatically into the right to receive the merger consideration, and (ii) all outstanding and unexercised options to purchase shares of Cecil common stock shall be redeemed for cash. The Agreement contains customary representations and warranties from the parties, and the parties have agreed to customary covenants and agreements, including, among others, covenants and agreements relating to (1) conduct of their respective businesses during the interim period between execution of the Agreement and the effective time, (2) Cecil's obligation to facilitate its stockholders' consideration of, and voting upon, the necessary approval and adoption of the Agreement and the Merger Agreement, (3) the recommendation of the board of directors

01 Regulation FD Disclosure

ITEM 7.01 Regulation FD Disclosure In connection with the execution of the Agreement described in Item 1.01, ENB issued a press release regarding the Agreement and transactions. A copy of the press release is attached as Exhibit 99.1 and is incorporated herein by reference. The information furnished pursuant to this item shall not be deemed "filed" for any purpose.

01 Financial Statement and Exhibits

Item 9.01 Financial Statement and Exhibits (d) Exhibits The following exhibits are filed in this Current Report. Exhibit Number Description 2.1 Agreement and Plan of Stock Acquisition by and among ENB Financial Corp, ENB South Acquisition Subsidiary, Inc., The Ephrata National Bank, Cecil Bancorp, Inc., and Cecil Bank dated as of August 12, 2025 (schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. ENB Financial Corp agrees to furnish supplementally to the SEC a copy of any omitted schedule upon request). 99.1 Press Release dated August 13, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document). 2

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized. ENB FINANCIAL CORP (Registrant) Dated: August 13, 2025 By: /s/ Rachel G. Bitner Rachel G. Bitner Treasurer (Principal Financial Officer) 3

View Full Filing

View this 8-K filing on SEC EDGAR