About Codorus Valley Bancorp

Codorus Valley Bancorp, Inc. operates as the bank holding company for PeoplesBank, A Codorus Valley Company (PeoplesBank) that provides a full range of consumer, business, wealth management, and mortgage services at financial centers located in communities throughout South Central Pennsylvania and Central Maryland. In addition to the full service financial centers, the company has financial centers located primarily within retirement communities that provide a full suite of services on a limited basis. PeoplesBank is focused on acquiring and nurturing financial relationships with small and mid-sized businesses. The Federal Deposit Insurance Corporation insures the deposits of PeoplesBank to the maximum extent provided by law. Most of the company’s business is with clients located within South Central Pennsylvania, principally York and Lancaster counties and North Central Maryland, principally Harford County and Baltimore County. As of December 31, 2022, the company had two industry concentrations that exceeded 10 percent of the total loan portfolio: commercial real estate investor represented 22.5 percent of the portfolio and residential real estate investor represented 16.1 percent of the portfolio. As of December 31, 2021, the company had three industry concentrations that exceeded 10 percent of the total loan portfolio: commercial real estate investor represented 21.1 percent of the portfolio, residential real estate investor represented 14.8 percent of the portfolio and builder and developer represented 10.2 percent of the portfolio. Loans to borrowers within these industries are usually collateralized by real estate. Nonbank Subsidiaries of PeoplesBank Codorus Valley Financial Advisors, Inc. d/b/a PeoplesWealth Advisors, a subsidiary that sells non-deposit investment products, began operations in January 2000, and previously operated as SYC Insurance Services, Inc. until the change to the current name in December 2005. Periodically, PeoplesBank creates nonbank subsidiaries for the purpose of temporarily holding certain foreclosed assets pending liquidation. On December 31, 2022, none of the three of these foreclosed asset subsidiaries was active. Loans As of December 31, 2022, the company’s loans included commercial related loans (such as commercial, financial and agricultural loans; and real estate-construction and land development loans) and consumer related loans (such as real estate - residential mortgages and consumer and home equity loans). Investment Securities As of December 31, 2022, the company’s investment securities included U.S. Treasury notes; U.S. agency securities; U.S. agency mortgage-backed securities, residential; state and municipal securities; and corporates. Deposits As of December 31, 2022, the company’s deposits included noninterest bearing demand deposits, interest bearing demand deposits, money market accounts, savings deposits, and time deposits. Supervision and Regulation The company is registered as a bank holding company under the Bank Holding Company Act of 1956 (the ‘BHCA’) and is subject to regulation and supervision by the Board of Governors of the Federal Reserve System (the ‘Federal Reserve Board’) and by the Pennsylvania Department of Banking and Securities (the ‘PADOBS’). The common stock of the company is registered with the Securities and Exchange Commission (the ‘SEC’) under the Securities Exchange Act of 1934. The company is subject to the proxy and tender offer rules, insider trading reporting requirements and restrictions, and certain other requirements of the Securities Exchange Act of 1934. PeoplesBank is a Pennsylvania-chartered bank subject to extensive regulation and examination by the PADOBS and the Federal Deposit Insurance Corporation (the ‘FDIC’), and to certain requirements established by the Federal Reserve Board. As a public company, the company is also subject to the Sarbanes-Oxley Act of 2002 (‘SOA’), which is applicable to all companies, both the U.S. and non-U.S., that file periodic reports under the Securities Exchange Act of 1934. The Pennsylvania Banking Code of 1965 (the ‘PA Banking Code’) contains detailed provisions governing the organization, location of offices, rights and responsibilities of directors, officers, employees and members, as well as corporate powers, savings and investment operations and other aspects of PeoplesBank and its affairs. The deposits of PeoplesBank are insured to the maximum extent permitted by the Deposit Insurance Fund and are backed by the full faith and credit of the U.S. Government. PeoplesBank is also subject to the USA PATRIOT Act, which gave federal agencies additional powers to address terrorist threats through enhanced domestic security measures, expanded surveillance powers, increased information sharing, and broadened anti-money laundering requirements. PeoplesBank received a ‘satisfactory’ CRA rating in its most recently completed examination in 2021. PeoplesBank is a member of the Federal Home Loan Bank of Pittsburgh. The deposit operations of PeoplesBank also are subject to, among others, the: Right to Financial Privacy Act, which imposes a duty to maintain the confidentiality of consumer financial records and prescribes procedures for complying with administrative subpoenas of financial records; Check Clearing for the 21st Century Act (also known as ‘Check 21’), which gives ‘substitute checks,’ such as digital check images and copies made from that image, the same legal standing as the original paper check; and Electronic Funds Transfer Act and Regulation E promulgated thereunder, which govern automatic deposits to and withdrawals from deposit accounts and customers’ rights and liabilities arising from the use of automated teller machines and other electronic banking services. History Codorus Valley Bancorp, Inc. was founded in 1864. The company, a Pennsylvania business corporation, was incorporated in 1986.