the special meeting, notifying the Corporate Secretary and voting at the special meeting. The mailing address for William Penn’s Corporate Secretary is William Penn Bancorporation, 10 Canal Street, Suite 104, Bristol, Pennsylvania 19007, Attention: Jonathan T. Logan. Any shareholder entitled to vote at the special meeting may vote regardless of whether a proxy has been previously given, and such vote will revoke any previous proxy, but the mere presence (without notifying William Penn’s Corporate Secretary) of a shareholder at the special meeting will not constitute revocation of a previously given proxy. A shareholder may change his or her vote up and until the time that votes are counted but not thereafter. Q: How will proxies be solicited and who will bear the cost of soliciting votes for the William Penn special meeting? A: William Penn has engaged Alliance Advisors to act as its proxy solicitor and to assist in the solicitation of proxies for the William Penn special meeting of shareholders. William Penn has agreed to pay Alliance Advisors approximately $10,000, plus reasonable out-of-pocket expenses, for such services and will also indemnify Alliance Advisors against certain claims, costs, damages, liabilities, and expenses. William Penn will bear the cost of preparing and assembling these proxy materials for the William Penn special meeting. The cost of printing and mailing these proxy materials will be shared equally between Mid Penn and William Penn. The solicitation of proxies or votes for the William Penn special meeting may also be made in person, by telephone, or by electronic communication by William Penn’s directors, officers, and employees, none of whom will receive any additional compensation for such solicitation activities. In addition, William Penn may reimburse brokerage firms and other persons representing beneficial owners of shares for their expenses in forwarding solicitation material to such beneficial owners. Q: Are there risks that I should consider in deciding whether to vote to approve the merger agreement? A: Yes. You should consider the risk factors set out in the section entitled “Risk Factors” beginning on page 39 of this joint proxy statement/prospectus. Q: What if I hold stock of both Mid Penn and William Penn? A: If you hold shares of both Mid Penn and William Penn, you will receive two separate packages of proxy materials. A vote as a William Penn shareholder for the William Penn merger proposal or any other proposals to be considered at the William Penn special meeting will not constitute a vote as a Mid Penn shareholder for the Mid Penn share issuance proposal or any other proposals to be considered at the Mid Penn special meeting, and vice versa. Therefore, please sign, date and return all proxy cards that you receive, whether from Mid Penn or William Penn, or submit separate proxies as both a Mid Penn shareholder and a William Penn shareholder as instructed. Q: Should I send in my William Penn stock certificates now? A: No, please do NOT return your stock certificate(s) with your proxy. You will be provided separate instructions regarding the surrender of your stock certificates at a later date following the completion of the merger. You should then send your William Penn stock certificates to the exchange agent in accordance with those instructions. Q: What should I do if I hold my William Penn shares in book-entry form? A: You are not required to take any additional actions if your shares of William Penn common stock are held in book-entry form. Promptly following the completion of the merger, shares of William Penn common stock held in book-entry form automatically will be exchanged for shares of Mid Penn common stock in bookentry form and cash to be paid in exchange for fractional shares, if any. 11
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