UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________
FORM
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
______________
Date of Report (Date of earliest event
reported):
(Exact name of Registrant as specified in its charter)
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(State or other jurisdiction of incorporation) |
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| (Address of principal executive offices) | (Zip Code) |
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2. below):
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
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Indicate by check mark whether the Registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the Registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
CURRENT REPORT ON FORM 8-K
Explanatory Note
Effective February 1, 2026, ENB Financial Corp (“ENB”) completed its acquisition of Cecil Bancorp, Inc. (“Cecil”) pursuant to the Agreement and Plan of Stock Acquisition, dated as of August 12, 2025, by and among ENB, ENB South Acquisition Subsidiary, Inc. (“Acquisition Subsidiary”), The Ephrata National Bank, Cecil, and Cecil Bank. ENB filed a Current Report on Form 8-K with the Securities and Exchange Commission to report the completion of the acquisition and related matters. The purpose of this Amendment No. 1 to Current Report on Form 8-K/A is to amend the Form 8-K filed on February 2, 2026, to include the information required by Item 9.01(a) and (b).
| ITEM 9.01 | Financial Statements and Exhibits |
(a) Financial Statements of Business Acquired
| (1) | The audited consolidated financial statements of Cecil as of and for the years ended December 31, 2024 and 2023, and the accompanying notes thereto, and the related Independent Auditor’s Report are attached hereto as Exhibit 99.1. |
| (2) | The unaudited consolidated financial statements of Cecil as of and for the nine months ended September 30, 2025 and 2024, are attached hereto as Exhibit 99.2. |
(b) Pro Forma Financial Information
The unaudited pro forma combined condensed statement of condition of ENB as of the nine months ended September 30, 2025, and the unaudited pro forma combined condensed statement of income as of and for the nine months ended September 30, 2025, and the year ended December 31, 2024, are attached hereto as Exhibit 99.3.
This Form 8-K/A does not modify or update the consolidated financial statements of ENB included in ENB’s Annual Report on Form 10-K for the year ended December 31, 2025, nor does it reflect any subsequent information and events.
(d) Exhibits.
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: April 17, 2026 | /s/ Douglas P. Barton |
| Douglas P. Barton | |
| Executive Vice President/Chief Financial Officer and Treasurer (Principal Financial Officer) |