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Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington , D.C. 20549 FORM 10 - K ☑ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number : 001-34292 ORRSTOWN FINANCIAL SERVICES , INC . ( Exact Name of Registrant as Specified in its Charter ) Pennsylvania ( State or Other Jurisdiction of Incorporation or Organization ) 77 East King Street , P. O. Box 250 , Shippensburg , Pennsylvania ( Address of Principal Executive Offices ) ( I.R.S. Employer Identification No. ) Registrant's Telephone Number , Including Area Code : ( 717 ) 532-6114 Securities registered pursuant to Section 12 ( b ) of the Act : Title of Each Class Common Stock , no par value Trading symbol ( s ) . ORRF 23-2530374 17257 ( Zip Code ) Name of Each Exchange on Which Registered NASDAQ Stock Market " No x No x Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Yes¨ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15 ( d ) of the Act . Yes Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes x No " Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( §232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes x No Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , a smaller reporting company , or an emerging growth company . See the definitions of “ large accelerated filer , " " accelerated filer , ” “ smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Large accelerated filer Non - accelerated filer ☑ Accelerated filer ✗ Smaller reporting company 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 . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 Ŭ.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Act . ) . Yes ☐ Securities registered pursuant to Section 12 ( b ) of the Act : No x No X ☑ The aggregate market value of the voting stock held by non - affiliates computed by reference to the price at which the common stock was last sold as of the last business day of the Registrant's most recently completed second fiscal quarter , was approximately $ 159.0 million . For purposes of this calculation , the term “ affiliate ” refers to all directors and executive officers of the registrant , and all persons beneficially owning more than 5 % of the registrant's common stock . Number of shares outstanding of the Registrant's common stock as of March 11 , 2021 : 11,252,261 . DOCUMENTS INCORPORATED BY REFERENCE Portions of the Proxy Statement for the 2021 Annual Meeting of Shareholders are incorporated by reference in Part III of this Form 10 - K .