Cnb Financial Corp 8-K, filed Oct 21, 2026
Cnb Financial Corp (CCNE)
8-K
2026-10-21
For: 2026-10-21
View Original
Added on
October 22, 2026
About this 8-K
Cnb Financial Corp filed this 8-K on October 21, 2026.
CNB Financial Corporation reported nine-month earnings of $80.2 million, or $2.69 per diluted share, for 2026; Organic Loans were $6.5 billion, deposits were $7.0 billion, and nonperforming assets were $56.9 million, or 0.68% of total assets. AI summary
Items reported
- Item 2.02: Financial results
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 21, 2026
CNB FINANCIAL CORPORATION
(Exact name of Registrant as specified in its Charter)
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(814 ) 765-9621
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
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:
| Securities registered pursuant to Section 12(b) of the Act: | ||||||||||||||
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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. ☐
Item 2.02. Results of Operations and Financial Condition
On October 21, 2026, CNB Financial Corporation (NASDAQ: CCNE), the parent company of CNB Bank, issued a press release describing its results of operations for the three and nine months ended September 30, 2026. The Corporation is also making available certain supplemental information for the three and nine months ended September 30, 2026 on the Corporation’s website at https://cnbbank.q4ir.com/events-and-presentations. Copies of the earnings release and supplemental information are attached hereto as Exhibits 99.1 and 99.2, respectively.
The information included in this Current Report on Form 8-K (including Exhibits 99.1 and 99.2 hereto) shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits
d. Exhibits.
Number | Description | |||||||
| Press release of CNB Financial Corporation dated October 21, 2026 | ||||||||
| Q3 2026 Earnings Supplement | ||||||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized.
| CNB Financial Corporation | ||||||||||||||||||||
| Date: October 21, 2026 | By: | /s/ Tito L. Lima | ||||||||||||||||||
| Tito L. Lima | ||||||||||||||||||||
| Treasurer | ||||||||||||||||||||
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| Contact: Tito L. Lima | ||||||||
| Treasurer | ||||||||
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| FOR IMMEDIATE RELEASE | ||||||||
CNB FINANCIAL CORPORATION REPORTS THIRD QUARTER 2026 RESULTS
Clearfield, Pennsylvania – October 21, 2026
CNB Financial Corporation (“Corporation”) (NASDAQ: CCNE), the parent company of CNB Bank, today announced its earnings for the three and nine months ended September 30, 2026.
Certain comparative financial information for the prior year's three and nine month periods ended September 30, 2025 has been recast to reflect the Corporation's adoption of Accounting Standards Update 2025-08, Financial Services - Credit Losses (Topic 326): Purchased Financial Assets. The recast primarily eliminates the recognition of Day 1 provision expense associated with acquired loans and records an allowance for credit losses as of the acquisition date. The adoption had no impact on the economics or cash flows of the acquired assets but affected the timing of credit loss expense recognition. This change is not the result of an error, correction, or restatement of previously issued financial statements, but rather, it enhances comparability among periods presented in accordance with applicable financial reporting guidance. Accordingly, certain comparative amounts presented herein differ from those previously reported for these prior year periods.
Key Financial Trends
•Earnings - Net income available to common shareholders ("earnings") was $27.0 million, or $0.91 per diluted share, for the three months ended September 30, 2026, compared to $27.2 million, or $0.91 per diluted share, for the three months ended June 30, 2026, and $18.9 million, or $0.69 per diluted share, for the three months ended September 30, 2025. Earnings for the three months ended September 30, 2026, decreased $244 thousand compared to earnings for the three months ended June 30, 2026, while diluted earnings per share remained unchanged at $0.91.
◦Adjusted earnings for the three months ended September 30, 2025, a non-GAAP measure, were $22.5 million, or $0.82 per diluted share, with adjusted earnings excluding after-tax merger and integration costs ("merger transaction related expenses") related to the Corporation’s acquisition of ESSA Bancorp, Inc. (“ESSA”).1 Earnings for the three months ended September 30, 2026 increased $4.5 million, or $0.09 per diluted share, compared to adjusted earnings for the three months ended September 30, 2025.
•Loans - Total loans excluding $124.1 million of syndicated loan balances, or ("Organic Loans"), were $6.5 billion as of September 30, 2026. During the three months ended September 30, 2026, Organic Loans increased by $76.5 million, or 1.19% (4.73% annualized), from June 30, 2026.1 The increase in Organic Loans was primarily driven by growth in commercial real estate and residential real estate loans.
•Deposits - At September 30, 2026, total deposits were $7.0 billion. During the three months ended September 30, 2026, deposits declined by $32.6 million, or 0.46% (1.83% annualized), compared to June 30, 2026. The third quarter of 2026 included the impact of the Bank's strategy to exit certain higher cost corporate deposits totaling approximately $76.1 million, with an average interest cost of 3.69%. Excluding the impact of this strategic corporate deposits exit, total deposits increased approximately $43.5 million, or 0.61% (2.44% annualized), compared to the second quarter of 2026. Noninterest-bearing deposits increased for the quarter by $13.5 million, or 1.18% (4.67% annualized), compared to June 30, 2026, primarily driven by additional and expanded treasury management customer relationships.
•Net Interest Margin - Net interest margin was 3.89% for the three months ended September 30, 2026, compared to 3.88% for the three months ended June 30, 2026. Net interest margin on a fully tax-equivalent basis, a non-GAAP measure, was 3.89% and 3.89%, for the three months ended September 30, 2026 and June 30, 2026, respectively.1 Included in net interest margin on a fully tax-equivalent basis was $2.7 million and $4.8 million of purchase accounting loan accretion for the three months ended September 30, 2026 and June 30, 2026, respectively.
•Credit Quality - Total nonperforming assets were approximately $56.9 million, or 0.68% of total assets, as of September 30, 2026, compared to $58.4 million, or 0.69% of total assets, as of June 30, 2026. The decrease in nonperforming assets was primarily the result of charge-offs of approximately $1.6 million on one commercial and industrial relationship, as discussed in more detail below.
◦Net loan charge-offs for the three months ended September 30, 2026 were $2.4 million, or 0.14% (annualized) of average total loans and loans held for sale, compared to net loan charge-offs of $1.4 million, or 0.09% (annualized) of average total loans and loans held for sale, during the three months ended June 30, 2026. The increase in net loan charge-offs was primarily the result of charge-offs of approximately $1.6 million on one commercial and industrial relationship, as discussed in more detail below.
•Capital - Book value per common share was $28.86 and $28.75 at September 30, 2026 and June 30, 2026, respectively. Book value per common share at September 30, 2026 reflects an increase of $0.11, or 0.38%, compared to book value per common share at June 30, 2026. The increase in book value per common share was primarily due to an increase in retained earnings (net of the payment of common and preferred stock dividends), partially offset by a higher accumulated other comprehensive loss, primarily reflecting the after-tax impact of temporary unrealized valuation changes in the Corporation's available-for-sale investment portfolio due to changes in market yields relative to securities maturity dates, and not from other than temporary impairments.
◦Tangible book value per common share, a non-GAAP measure, was $24.87 and $24.73 as of September 30, 2026 and June 30, 2026, respectively.1 Tangible book value per common share at September 30, 2026 reflects an increase of $0.14, or 0.57%, compared to the tangible book value per common share as of June 30, 2026.1 The increase in tangible book value per common share was partially offset by a higher accumulated other comprehensive loss, primarily reflecting the after-tax impact of temporary unrealized valuation changes in the Corporation's available-for-sale investment portfolio.
1 This release contains references to certain financial measures that are not defined by U.S. Generally Accepted Accounting Principles ("GAAP"). Management believes that these non-GAAP measures provide a greater understanding of ongoing operations, enhance the comparability of results of operations with prior periods, and reflect the effects of significant gains and charges in the periods presented. A reconciliation of these non-GAAP financial measures is provided in the "Reconciliation of Non-GAAP Financial Measures" section.
Executive Summary
•Earnings were $27.0 million, or $0.91 per diluted share, for the three months ended September 30, 2026, compared to $27.2 million, or $0.91 per diluted share, for the three months ended June 30, 2026, and $18.9 million, or $0.69 per diluted share, for the three months ended September 30, 2025. Earnings for the three months ended September 30, 2026, decreased $244 thousand compared to earnings for the three months ended June 30, 2026, while diluted earnings per share remained unchanged at $0.91.
◦Adjusted earnings for the three months ended September 30, 2025, a non-GAAP measure, were $22.5 million, or $0.82 per diluted share, with adjusted earnings excluding merger transaction related expenses related to the Corporation’s acquisition of ESSA.1 Earnings for the three months ended September 30, 2026 increased $4.5 million, or $0.09 per diluted share, compared to adjusted earnings for the three months ended September 30, 2025, due to organic growth coupled with the overall impact of the acquisition of ESSA.1
•Earnings were $80.2 million, or $2.69 per diluted share, for the nine months ended September 30, 2026, compared to $42.2 million, or $1.81 per diluted share, for the nine months ended September 30, 2025.
◦Adjusted earnings for the nine months ended September 30, 2025, a non-GAAP measure, were $47.6 million, or $2.05 per diluted share, with adjusted earnings excluding merger transaction related expenses related to the Corporation’s acquisition of ESSA.1 Earnings for the nine months ended September 30, 2026 increased $32.6 million, or $0.64 per diluted share, compared to adjusted earnings for the nine months ended September 30, 2025, due primarily to the overall impact of the acquisition of ESSA.1
•At September 30, 2026, loans totaled $6.5 billion, excluding $124.1 million of syndicated loans. Organic Loans increased $76.5 million, or 1.19% (4.73% annualized), compared to June 30, 2026. Organic Loan growth was $83.8 million, or 1.31%, compared to September 30, 2025. The increase in loans for the quarter ended September 30, 2026, compared to the quarter ended June 30, 2026, was primarily driven by increases in commercial real estate and residential real estate loans. The year-over-year growth in loans as of September 30, 2026, compared to September 30, 2025, was primarily driven by growth in the Ridge View Bank and ERIEBANK markets. The year-over-year growth was also significantly impacted by an increased level of commercial real estate ("CRE") loan prepayments, including full repayments of $71.4 million of CRE loans acquired in 2025 as a result of the ESSA acquisition, and a full payoff of $40.0 million of the Corporation’s largest office building loan related to a CRE property in the BankOnBuffalo division.
◦At September 30, 2026, the syndicated loan portfolio totaled $124.1 million, or 1.87% of total loans, compared to $93.9 million, or 1.44% of total loans, at June 30, 2026 and $71.9 million, or 1.11% of total loans, at September 30, 2025. The increase in syndicated lending balances of $30.2 million compared to June 30, 2026, which includes both new credits as well as additional credit extensions on existing quality borrowers, reflects the Corporation's continued focus on evaluating the level and composition of its syndicated loan portfolio to ensure it continues to provide strong credit quality and profitable use of excess liquidity, while complementing the Corporation’s loan growth from its in-market customer relationships. The Corporation’s portfolio of syndicated credits includes only commercial and industrial loans and no CRE exposure.
•At September 30, 2026, total deposits were $7.0 billion. Deposits declined for the quarter by $32.6 million, or 0.46% (1.83% annualized), compared to June 30, 2026. The third quarter of 2026 included the strategic exit of higher cost corporate deposits totaling approximately $76.1 million, with an average interest cost of 3.69%. Excluding the impact of the corporate deposits exit, total deposits increased approximately $43.5 million, or 0.61% (2.44% annualized), compared to the second quarter of 2026. Total deposits increased $147.6 million, or 2.14%, compared to September 30, 2025. The year-over-year growth in deposits as of September 30, 2026, compared to September 30, 2025, was primarily driven by both additional and expanded treasury management customer relationships. Noninterest-bearing deposits increased for the quarter by $13.5 million, or 1.18% (4.67% annualized), compared to June 30, 2026, were also the result of additional and expanded treasury management customer relationships. The $78.0 million in deposits classified as held for sale as of September 30, 2026 are associated with a planned sale of certain customer deposit accounts that are part of a broader strategic initiative to optimize the Corporation’s branch and market footprint following the ESSA acquisition. Additional deposit and liquidity profile details were as follows:
◦At September 30, 2026, the total estimated uninsured deposits for CNB Bank were approximately $2.1 billion, or 30.02% of total CNB Bank deposits. When excluding $22.3 million of affiliate company deposits and $760.4 million of pledged-investment collateralized deposits, adjusted total estimated uninsured deposits as of September 30, 2026 were approximately $1.4 billion, or 19.07% of total CNB Bank deposits.
▪Total estimated uninsured deposits for CNB Bank at June 30, 2026 were approximately $2.1 billion, or approximately 28.83% of total CNB Bank deposits. Excluding $21.2 million of affiliate company deposits and $704.2 million of pledged-investment collateralized deposits, adjusted total estimated uninsured deposits as of June 30, 2026 were approximately $1.3 billion, or approximately 18.73% of total CNB Bank deposits.
◦At September 30, 2026, the Corporation had $221.2 million of cash equivalents held at CNB Bank’s interest-bearing deposit account at the Federal Reserve. These excess funds, when combined with total contingent liquidity resources of $6.2 billion including (i) available borrowing capacity from both the Federal Home Loan Bank of Pittsburgh ("FHLB") and the Federal Reserve, and (ii) available unused commitments from brokered deposit sources and other third-party funding channels, including previously established lines of credit from correspondent banks, resulted in the total available liquidity sources for the Corporation as of September 30, 2026 of approximately 4.7 times the estimated amount of adjusted uninsured deposit balances discussed above.
•At September 30, 2026 and June 30, 2026, the Corporation had $164.0 million outstanding in short-term borrowings. The Corporation had $181.6 million outstanding short-term borrowings at September 30, 2025. The decrease in short-term borrowings at September 30, 2026 compared to September 30, 2025 was attributable to the repayment of certain borrowings assumed with the ESSA acquisition.
•At September 30, 2026, the Corporation's pre-tax net unrealized losses on the combined portfolios of available-for-sale and held-to-maturity securities totaled $81.9 million, or 8.98% of total shareholders' equity, compared to $54.8 million, or 6.02% of total shareholders' equity, at June 30, 2026, and $49.8 million, or 5.81% of total shareholders' equity, at September 30, 2025. The change in unrealized losses during the third quarter of 2026 compared to the second quarter of 2026, as well as for the quarter ended September 30, 2025, was primarily due to changes in the yield curve, coupled with the Corporation’s scheduled bond maturities, which were all realized at par. Importantly, all regulatory capital ratios for the Corporation would still exceed regulatory “well-capitalized” levels as of September 30, 2026, June 30, 2026, and September 30, 2025 if the net unrealized losses at the respective dates were fully recognized.
•Total nonperforming assets were $56.9 million, or 0.68% of total assets, as of September 30, 2026, compared to $58.4 million, or 0.69% of total assets, as of June 30, 2026, and were $40.4 million, or 0.49% of total assets, as of September 30, 2025. The decrease of $1.6 million at September 30, 2026 compared to June 30, 2026 was primarily driven by charge-offs related to one commercial and industrial relationship during the third quarter of 2026. After the $1.6 million charge-off at September 30, 2026, the relationship had an outstanding balance of $3.0 million and a related reserve of approximately $2.0 million. The $16.5 million increase in nonperforming assets at September 30, 2026, compared to September 30, 2025, was primarily driven by two previously disclosed relationships: a commercial and industrial relationship totaling $7.2 million and a commercial relationship totaling $6.8 million. Net loan charge-offs for the three months ended September 30, 2026 were $2.4 million, or 0.14% (annualized) of average total loans and loans held for sale, compared to net loan charge-offs of $1.4 million, or 0.09% (annualized) of average total loans and loans held for sale, during the three months ended June 30, 2026, and $957 thousand, or 0.06% (annualized) of average total loans and loans held for sale, during the three months ended September 30, 2025.
•Pre-provision net revenue ("PPNR"), a non-GAAP measure, was $36.7 million for the three months ended September 30, 2026 and $36.9 million and $27.5 million for the three months ended June 30, 2026 and September 30, 2025, respectively.1 Excluding merger and integration costs, adjusted PPNR was $31.7 million for the three months ended September 30, 2025.1 The quarter-over-quarter change in PPNR was driven by higher non-interest expense, partially offset by an increase in non-interest income. For the three months ended September 30, 2026, the increase in PPNR compared to the three months ended September 30, 2025 was primarily attributable to stronger net interest income and non-interest income, partially offset by higher non-interest expenses. PPNR was $107.8 million for the nine months ended September 30, 2026, compared to $65.0 million for the nine months ended September 30, 2025.1 Excluding merger and integration costs, adjusted PPNR was $71.1 million for the nine months ended September 30, 2025.1 The year-to-date 2026 PPNR when compared to the same year-to-date period in 2025 PPNR, excluding merger and integration costs, reflected increases in net interest income and non-interest income, partially offset by an increase in non-interest expense.
"Earnings of $2.69 per diluted share for the first nine months of 2026 were a record for the Corporation versus comparable periods in any prior years, as we sustained positive operating performance in the third quarter consistent with the first half of 2026”, stated Michael Peduzzi, President and CEO of both the Corporation and CNB Bank. “The expanded revenue base and operating efficiencies realized as a result of the ESSA acquisition in July 2025 have added to the continuing solid performance in our legacy banking divisions across our four-state footprint. We continue to realize qualitative growth from both new and expanded relationships in lending and treasury management activities, and see a sound loan production pipeline and both retail and treasury management deposit growth opportunities entering the fourth quarter. Despite the headwinds of an increased yield curve contributing to increased temporary after-tax unrealized losses on our available-for-sale investment portfolio, we continue to have sustained post-dividend retained earnings to favorably accrete tangible book value as we strive to achieve an acceleration of the post-acquisition earn-back period when compared to our pre-merger model projections. We remain well-positioned from an interest rate risk management position to sustain a positive net interest margin in the current changing interest rate environment. Complementing our core operating activities, we also implemented a tax management strategy to purchase renewable energy tax credits at a discount, and apply them to reduce our income tax expense. Importantly, all of these activities are conducted upon an operating foundation reflecting our ongoing commitment to disciplined underwriting, enterprise risk management and sound controls, and effective but well-secured use of expanded technological capabilities. We are pleased with our current financial position and our sustained earnings momentum."
Other Balance Sheet Highlights
•Book value per common share was $28.86, $28.75, and $27.12 at September 30, 2026, June 30, 2026, and September 30, 2025, respectively. Excluding the after-tax impact of merger transaction related expenses, book value per common share was $27.30 at September 30, 2025.1 Book value per common share at September 30, 2026 reflects an increase of $0.11, or 0.38%, compared to book value per common share at June 30, 2026. The increase in book value per common share from June 30, 2026 to September 30, 2026 was primarily due to an increase in retained earnings (net of the payment of common and preferred stock dividends), partially offset by an increase in accumulated other comprehensive loss primarily from the after-tax impact of temporary unrealized valuation changes in the Corporation’s available-for-sale investment portfolio. The increase in book value per common share of $1.56, or 5.71%, from September 30, 2025 to September 30, 2026, when excluding the after-tax impact of merger transaction related expenses, was primarily driven by growth in retained earnings, net of common and preferred stock dividends, partially offset by a higher accumulated other comprehensive loss, primarily reflecting the after-tax impact of temporary unrealized valuation changes in the Corporation's available-for-sale investment portfolio.1
•Tangible book value per common share, a non-GAAP measure, was $24.87, $24.73, and $22.76 as of September 30, 2026, June 30, 2026, and September 30, 2025, respectively.1 Excluding the after-tax impact of merger transaction related expenses, tangible book value per common share was $22.94 as of September 30, 2025.1 Tangible book value per common share for September 30, 2026 reflects an increase of $0.14, or 0.57%, compared to tangible book value per common share as of June 30, 2026. Adjusted tangible book value per common share (non-GAAP) increased $1.93, or 8.41%, from September 30, 2025 to September 30, 2026, primarily due to growth in retained earnings, net of common and preferred stock dividends, partially offset by a higher accumulated other comprehensive loss, primarily reflecting the after-tax impact of temporary unrealized valuation changes in the Corporation's available-for-sale investment portfolio.1
Loan Portfolio Profile
•As part of its lending policy and credit risk management activities, the Corporation tracks lending exposure by industry classification and type to determine potential risks associated with industry concentrations, and to identify any concentration risk issues that could lead to additional credit loss exposure. An important and recurring part of this process involves the Corporation’s continued measurement and evaluation of its exposure to the office, hospitality, and multifamily industries within its commercial real estate portfolio. Even with the Corporation’s historically sound underwriting protocols and high credit quality standards for borrowers in the commercial real estate industry segments, the Corporation monitors numerous relevant sensitivity elements, including occupancy, loan-to-value, absorption and cap rates, debt service coverage and covenant compliance, and developer/lessor financial strength both in the project and globally. At September 30, 2026, the Corporation had the following key metrics related to its office, hospitality, and multifamily portfolios with such metrics including the impact on the respective portfolios of loans acquired during the third quarter of 2025 from the ESSA acquisition, as well as notable early payoffs of larger CRE credits occurring in the first quarter of 2026 as previously noted:
◦Commercial office loans:
▪There were 140 outstanding loans, totaling $132.0 million, or 1.99% of total loans outstanding;
▪There were two nonaccrual commercial office loans that totaled $2.0 million, or 1.55% of total commercial office loans outstanding;
▪There was one past-due commercial office loan that totaled $202 thousand, or 0.15% of the total commercial office loans outstanding; and
▪The average outstanding balance per commercial office loan was $943 thousand.
◦Commercial hospitality loans:
▪There were 148 outstanding loans, totaling $370.2 million, or 5.59% of total loans outstanding;
▪There were no nonaccrual commercial hospitality loans;
▪There were no past-due commercial hospitality loans; and
▪The average outstanding balance per commercial hospitality loan was $2.5 million.
◦Commercial multifamily loans:
▪There were 331 outstanding loans, totaling $539.7 million, or 8.15% of total loans outstanding;
▪There were two nonaccrual commercial multifamily loans that totaled $721 thousand, or 0.13% of total multifamily loans outstanding;
▪There were four past-due commercial multifamily loans that totaled $2.9 million, or 0.54% of total multifamily loans outstanding; and
▪The average outstanding balance per commercial multifamily loan was $1.6 million.
The Corporation had no commercial office, hospitality or multifamily loan relationships considered by the banking regulators to be high volatility commercial real estate ("HVCRE") credits. No credits acquired from ESSA were considered HVCRE.
Performance Ratios
•Annualized return on average equity was 12.09%, 12.65%, and 10.05% for the three months ended September 30, 2026, June 30, 2026 and September 30, 2025, respectively. Excluding the impact of merger transaction related expenses, annualized return on average equity was 11.86% for the three months ended September 30, 2025.1 Annualized return on average equity was 12.38% for the nine months ended September 30, 2026. Annualized return on average equity was 8.93% for the nine months ended September 30, 2025. Excluding the impact of merger transaction related expenses, annualized return on average equity was 9.99% for the nine months ended September 30, 2025.1
•Annualized return on average tangible common equity, a non-GAAP measure, was 14.39%, 15.20% and 12.03% for the three months ended September 30, 2026, June 30, 2026, and September 30, 2025, respectively.1 Excluding the impact of merger transaction related expenses, annualized return on average tangible common equity was 14.33% for the three months ended September 30, 2025.1 Annualized return on average tangible common equity was 14.84% for the nine months ended September 30, 2026. Annualized return on average tangible common equity was 10.13% for the nine months ended September 30, 2025. Excluding the impact of merger transaction related expenses, annualized return on average tangible common equity was 11.42% for the nine months ended September 30, 2025.1
•The Corporation's efficiency ratio was 58.21%, 57.86% and 64.56% for the three months ended September 30, 2026, June 30, 2026 and September 30, 2025, respectively, and 56.53%, 56.14% and 62.97%, respectively, on a fully tax-equivalent basis, a non-GAAP measure.1 Excluding merger and integration costs, the efficiency ratio on a fully tax-equivalent basis was 57.67% for the three months ended September 30, 2025.1 The linked-quarter increase, on a fully tax-equivalent basis, represented an increase of 39 basis points compared to June 30, 2026, primarily driven by higher non-interest expense, as further discussed below. The year-over-year decrease was primarily driven by an increase in net interest income, partially offset by an increase in non-interest expense. The Corporation's efficiency ratio was 58.35% for the nine months ended September 30, 2026, and 56.65% on a fully tax-equivalent basis, a non-GAAP measure.1 The Corporation's efficiency ratio was 66.80% for the nine months ended September 30, 2025, and 65.74% on a fully tax-equivalent basis, a non-GAAP measure.1 Excluding merger and integration costs, the efficiency ratio on a fully tax-equivalent basis was 62.68% for the nine months ended September 30, 2025. The year-over-year decrease was primarily driven by higher net interest income, partially offset by higher non-interest expense.
Revenue
•Total revenue (net interest income plus non-interest income) was $87.8 million for the three months ended September 30, 2026, compared to $87.6 million and $77.7 million for the three months ended June 30, 2026 and September 30, 2025, respectively.
◦Net interest income was $76.3 million for the three months ended September 30, 2026, compared to $76.3 million and $67.1 million for the three months ended June 30, 2026 and September 30, 2025, respectively. Net interest income increased $9.2 million, or 13.67%, for the three months ended September 30, 2026, compared to the three months ended September 30, 2025, primarily reflecting the impact of the ESSA acquisition and growth in the Corporation's legacy loan portfolio.
◦Net interest margin was 3.89%, 3.88%, and 3.69% for the three months ended September 30, 2026, June 30, 2026, and September 30, 2025, respectively. Net interest margin on a fully tax-equivalent basis, a non-GAAP measure, was 3.89%, 3.89% and 3.69% for the three months ended September 30, 2026, June 30, 2026, and September 30, 2025, respectively.1 Excluding the $2.7 million, $4.8 million, and $3.4 million in purchase accounting loan accretion realized in the third quarter of 2026, second quarter of 2026, and third quarter of 2025, respectively, the net interest margin on a fully tax-equivalent basis for the three months ended September 30, 2026, June 30, 2026, and September 30, 2025, was 3.75%, 3.65%, and 3.50%, respectively.1
▪The yield on earning assets of 5.85% for the three months ended September 30, 2026 decreased 3 basis points compared to the three months ended June 30, 2026 and decreased 11 basis points compared to the three months ended September 30, 2025. The decrease in yield in the third quarter of 2026 compared to the quarter ended June 30, 2026 was primarily attributable to a decrease in purchase accounting loan accretion. The decrease in yield during the third quarter of 2026 compared to the third quarter of 2025 was primarily attributable to lower average loan yields resulting from the Federal Reserve interest rate decreases during 2025.
▪The cost of interest-bearing liabilities was 2.48% for the three months ended September 30, 2026, reflecting decreases of 2 basis points and 35 basis points from the three months ended June 30, 2026 and the three months ended September 30, 2025, respectively. The decrease in the cost of interest-bearing liabilities is primarily the result of the Corporation’s targeted interest-bearing deposit rate decreases.
•Total revenue was $258.8 million for the nine months ended September 30, 2026 compared to $195.8 million for the nine months ended September 30, 2025.
◦Net interest income was $226.0 million for the nine months ended September 30, 2026 compared to $167.8 million for the nine months ended September 30, 2025. When comparing the nine months ended September 30, 2026 to the nine months ended September 30, 2025, the increase in net interest income of $58.2 million, or 34.70% (46.40% annualized), was primarily due to the impact of the ESSA acquisition and growth in the Corporation's legacy loan portfolio.
◦Net interest margin was 3.87% and 3.57% for the nine months ended September 30, 2026 and September 30, 2025, respectively. Net interest margin on a fully tax-equivalent basis, a non-GAAP measure, was 3.87% and 3.56% for the nine months ended September 30, 2026 and September 30, 2025, respectively.1 Excluding the $10.6 million and $3.4 million in purchase accounting loan accretion realized for the nine months ended September 30, 2026 and 2025, respectively, the net interest margin on a fully tax-equivalent basis was 3.69% and 3.49%, respectively.1
▪The yield on earning assets of 5.86% for the nine months ended September 30, 2026 decreased 1 basis point from September 30, 2025. The decrease in yield compared to September 30, 2025 was attributable to Federal Reserve interest rate decreases since mid-September 2025 until the most recent Federal Reserve rate increase in September 2026, partially offset by growth in higher-yielding securities.
▪The cost of interest-bearing liabilities of 2.50% for the nine months ended September 30, 2026 favorably decreased by 38 basis points from September 30, 2025, primarily the result of the Corporation’s targeted interest-bearing deposit rate decreases in response to the Federal Reserve rate decreases, coupled with the benefit of ESSA’s lower overall interest cost of deposits.
•Total non‑interest income was $11.5 million for the three months ended September 30, 2026, compared to $11.3 million and $10.6 million for the three months ended June 30, 2026 and September 30, 2025, respectively. The quarter-over-quarter increase was primarily attributable to an increase in wealth and asset management fees and treasury management fees, partially offset by a decrease in net realized and unrealized gains on equity securities and gains from recoveries of acquired loans. The primary increase in wealth and asset management fees was due to a $1.1 million transition fee for the Corporation moving its existing retail investment business platform to a new provider. The year-over-year increase in non-interest income was primarily driven by increases in wealth and asset management fees, including the platform provider change transition fee, treasury management fees, and card processing and interchange income, partially offset by lower net realized and unrealized gains on equity securities and a decrease in net realized gains on available-for-sale securities.
•Total non-interest income was $32.8 million for the nine months ended September 30, 2026 compared to $28.1 million for the nine months ended September 30, 2025. This increase was primarily due to higher wealth and asset management fees (including the transition fee), treasury management fees, card processing and interchange income, mortgage banking income, and service charges on deposits, partially offset by lower pass-through income from small business investment companies ("SBICs").
Non-Interest Expense
•For the three months ended September 30, 2026, June 30, 2026, and September 30, 2025, total non‑interest expense was $51.1 million, $50.7 million, and $50.2 million, respectively. Excluding merger and integration costs, total non‑interest expense for the three months ended September 30, 2025 was $46.0 million.1 The quarter-over-quarter increase of $396 thousand, or 0.78%, was primarily driven by increases in salaries and benefits, partially offset by decreases in legal, professional, and examination fees and other non-interest expenses, including the timing of business development-related costs and other real estate owned expenses. The increase in salaries and benefits was driven primarily by an increase in incentive compensation accruals. The decrease in legal, professional, and examination fees was driven by the reversal of a legal accrual assumed as part of the ESSA acquisition. Excluding merger and integration costs, the $5.1 million, or 11.09%, increase in non-interest expense compared to the three months ended September 30, 2025 was primarily attributable to personnel, software licensing expenses, higher core system volume-based fees, and other operating costs associated with the ESSA acquisition.
•For the nine months ended September 30, 2026, total non-interest expense was $151.0 million compared to $130.8 million for the nine months ended September 30, 2025. Excluding merger and integration costs, total non‑interest expense for the nine months ended September 30, 2025 was $124.8 million.1 Excluding merger and integration costs, the increase of $26.2 million, or 21.02%, compared to the nine months ended September 30, 2025, was primarily attributable to higher personnel, occupancy and facilities costs, software licensing expenses, increased core system volume-based fees, and other operating costs associated with the ESSA acquisition.
Income Taxes
•Income tax expense for the three months ended September 30, 2026 was $5.2 million, representing a 15.53% effective tax rate, compared to $6.9 million, representing a 19.50% effective tax rate, for the three months ended June 30, 2026, and $5.5 million, representing a 21.51% effective tax rate, for the three months ended September 30, 2025. Income tax expense for the three months ended September 30, 2026 included the recognition of $1.2 million in renewable energy tax credits. Income tax expense for the nine months ended September 30, 2026 was $18.1 million, representing a 17.84% effective tax rate (including the benefit of the renewable energy tax credits), compared to $11.6 million, representing a 20.39% effective tax rate, for the nine months ended September 30, 2025.
Asset Quality
•Total nonperforming assets were $56.9 million, or 0.68% of total assets, as of September 30, 2026, compared to $58.4 million, or 0.69% of total assets, as of June 30, 2026, and $40.4 million, or 0.49% of total assets, as of September 30, 2025, as discussed in more detail above.
•The allowance for credit losses measured as a percentage of total loans was 1.04% as of September 30, 2026, June 30, 2026, and September 30, 2025, respectively. In addition, the allowance for credit losses as a percentage of nonaccrual loans was 127.89% as of September 30, 2026, compared to 123.00% and 187.94% as of June 30, 2026 and September 30, 2025, respectively.
•The provision for credit losses was $3.5 million for the three months ended September 30, 2026, compared to $1.8 million for the three months ended June 30, 2026, and $2.1 million for the three months ended September 30, 2025. The $1.7 million quarter-over-quarter increase in the provision for credit losses was primarily driven by a $1.6 million charge-off on one commercial loan relationship, as discussed in more detail above. The $1.4 million increase compared to the three months ended September 30, 2025, was primarily attributable to the $1.6 million charge-off on one commercial loan relationship, as discussed in more detail above. The provision for credit losses was $6.2 million for the nine months ended September 30, 2026, compared to $8.0 million for the nine months ended September 30, 2025. The $1.7 million decrease in the provision for credit losses compared to the nine months ended September 30, 2025, was primarily attributable to lower net loan charge-offs.
•As discussed in more detail above, for the three months ended September 30, 2026, net loan charge-offs were $2.4 million, or 0.14% (annualized) of average total loans and loans held for sale, compared to $1.4 million, or 0.09% (annualized) of average total loans and loans held for sale, during the three months ended June 30, 2026, and $957 thousand, or 0.06% (annualized) of average total loans and loans held for sale, during the three months ended September 30, 2025. Net loan charge-offs were $4.7 million, or 0.10% (annualized) for the nine months ended September 30, 2026, compared to $5.7 million, or 0.15% (annualized) for the nine months ended September 30, 2025.
Capital
•As of September 30, 2026, the Corporation’s total shareholders’ equity was $912.6 million, representing an increase of $3.1 million, or 0.34%, from June 30, 2026, and an increase of $55.4 million, or 6.47%, from September 30, 2025. The quarter-over-quarter increase was primarily driven by growth in retained earnings of $21.4 million, net of the payment of common and preferred stock dividends, partially offset by a $19.3 million increase in accumulated other comprehensive loss. The year-over-year increase was primarily driven by a $77.6 million increase in retained earnings, net of the payment of common and preferred stock dividends, partially offset by a $25.3 million increase in accumulated other comprehensive loss, during the twelve months ended September 30, 2026.
•Regulatory capital ratios for the Corporation continue to exceed regulatory “well-capitalized” levels as of September 30, 2026, consistent with prior periods.
•As of September 30, 2026, the Corporation’s ratio of common shareholders' equity to total assets was 10.19% compared to 10.10% at June 30, 2026 and 9.66% at September 30, 2025. As of September 30, 2026, June 30, 2026, and September 30, 2025, the Corporation’s ratio of tangible common equity to tangible assets, a non-GAAP measure, was 8.91%, 8.81%, and 8.24%, respectively.1 Excluding merger transaction related expenses, the Corporation’s ratio of tangible common equity to tangible assets, a non-GAAP measure, as of September 30, 2025 was 8.30%.1 The increase in the ratio of tangible common equity to tangible assets compared to September 30, 2025 was primarily the result of an increase in retained earnings (net of the payment of common and preferred stock dividends), partially offset with an increase in accumulated other comprehensive loss.
Conference Call
The Corporation will host an earnings conference call on Thursday, October 29, 2026 at 1:00 p.m. Eastern Time. The direct dial number for the call is (877) 270-2148. Participants should ask to join the CNB Financial Corporation earnings conference call. For those unable to participate in the conference call, a replay will be available. To access the replay, please dial (855) 669-9658 using the access code 9257616, from two hours after the end of the call until November 12, 2026. The conference call, as well as the replay, are also available (listen-only) by internet webcast at https://cnbbank.q4ir.com/events-and-presentations/events.
About CNB Financial Corporation
CNB Financial Corporation is a financial holding company with consolidated assets of approximately $8.4 billion. CNB Financial Corporation conducts business primarily through its principal subsidiary, CNB Bank. CNB Bank is a full-service bank engaging in a full range of banking activities and services, including trust and wealth management services, for individual, business, governmental, and institutional customers. CNB Bank operations include a private banking division, and 79 offices comprised of one loan production office, one mobile office, two limited-service offices, and 75 full-service offices in Pennsylvania, Ohio, New York, and Virginia. CNB Bank, headquartered in Clearfield, Pennsylvania, with offices in Central and North Central Pennsylvania, serves as the multi-brand parent to various divisions. These divisions include ERIEBANK, based in Erie, Pennsylvania, with offices in Northwest Pennsylvania and Northeast Ohio; FCBank, based in Columbus, Ohio, with offices in Central Ohio; BankOnBuffalo, based in Buffalo, New York, with offices in Western New York; Ridge View Bank, based in Roanoke, Virginia, with offices in the Southwest Virginia region; and ESSA Bank, based in Stroudsburg, Pennsylvania, with offices in Northeast Pennsylvania, including the Lehigh Valley region. Additional information about CNB Financial Corporation may be found at www.CNBBank.bank.
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the Corporation’s financial condition, liquidity, results of operations, future performance and business. These forward-looking statements are intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that are not historical facts. Forward-looking statements include statements with respect to beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions that are subject to significant risks and uncertainties and are subject to change based on various factors (some of which are beyond the Corporation’s control). Forward-looking statements often include the words “believes,” “expects,” “anticipates,” “estimates,” “forecasts,” “intends,” “plans,” “targets,” “potentially,” “probably,” “projects,” “outlook” or similar expressions or future conditional verbs such as “may,” “will,” “should,” “would” and “could.” The Corporation’s actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Such known and unknown risks, uncertainties and other factors that could cause the actual results to differ materially from the statements, include, but are not limited to, (i) adverse changes or conditions in capital and financial markets, including actual or potential stresses in the banking industry; (ii) changes in interest rates; (iii) the credit risks of lending activities, including our ability to estimate credit losses and the allowance for credit losses, as well as the effects of changes in the level of, and trends in, loan delinquencies and write-offs; (iv) effectiveness of our data security controls in the face of cyber attacks and any reputational risks following a cybersecurity incident; (v) changes in general business, industry or economic conditions or competition; (vi) changes in any applicable law, rule, regulation, policy, guideline or practice governing or affecting financial holding companies and their subsidiaries or with respect to tax or accounting principles or otherwise; (vii) adverse economic effects from international trade disputes, including threatened or implemented tariffs imposed by the U.S. and threatened or implemented tariffs imposed by foreign countries in retaliation, or similar events impacting economic activity; (viii) higher than expected costs or other difficulties related to integration of combined or merged businesses; (ix) the effects of business combinations and other acquisition transactions, including the inability to realize our loan and investment portfolios; (x) changes in the quality or composition of our loan and investment portfolios; (xi) adequacy of loan loss reserves; (xii) increased competition; (xiii) loss of certain key officers; (xiv) deposit attrition; (xv) rapidly changing technology; (xvi) unanticipated regulatory or judicial proceedings and liabilities and other costs; (xvii) changes in the cost of funds, demand for loan products or demand for financial services; and (xviii) other economic, competitive, governmental or technological factors affecting our operations, markets, products, services and prices. Such developments could have an adverse impact on the Corporation's financial position and results of operations. For more information about factors that could cause actual results to differ from those discussed in the forward-looking statements, please refer to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of and the forward-looking statement disclaimers in the Corporation’s annual and quarterly reports filed with the Securities and Exchange Commission.
The forward-looking statements are based upon management’s beliefs and assumptions and are made as of the date of this press release. Factors or events that could cause the Corporation’s actual results to differ may emerge from time to time, and it is not possible for the Corporation to predict all of them. The Corporation undertakes no obligation to publicly update or revise any forward-looking statements included in this press release or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise, except to the extent required by law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release might not occur and you should not put undue reliance on any forward-looking statements.
CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||||
| Income Statement | |||||||||||||||||||||||||||||
| Interest and fees on loans | $ | 103,943 | $ | 102,336 | $ | 98,092 | $ | 307,606 | $ | 245,879 | |||||||||||||||||||
| Interest and dividends on securities and cash and cash equivalents | 11,054 | 13,320 | 10,553 | 35,085 | 30,916 | ||||||||||||||||||||||||
| Interest expense | (38,692) | (39,312) | (41,516) | (116,719) | (109,038) | ||||||||||||||||||||||||
| Net interest income | 76,305 | 76,344 | 67,129 | 225,972 | 167,757 | ||||||||||||||||||||||||
| Provision for credit losses | 3,471 | 1,777 | 2,069 | 6,246 | 7,963 | ||||||||||||||||||||||||
| Net interest income after provision for credit losses | 72,834 | 74,567 | 65,060 | 219,726 | 159,794 | ||||||||||||||||||||||||
| Non-interest income | |||||||||||||||||||||||||||||
| Wealth and asset management fees | 3,672 | 2,728 | 2,359 | 8,757 | 6,264 | ||||||||||||||||||||||||
| Service charges on deposit accounts | 2,144 | 2,010 | 2,222 | 6,188 | 5,592 | ||||||||||||||||||||||||
| Other service charges and fees | 464 | 417 | 480 | 1,303 | 1,417 | ||||||||||||||||||||||||
| Net realized gains on available-for-sale securities | — | — | 397 | 331 | 397 | ||||||||||||||||||||||||
| Net realized and unrealized gains (losses) on equity securities | 3 | 707 | 664 | 621 | 982 | ||||||||||||||||||||||||
| Mortgage banking | 437 | 269 | 196 | 1,047 | 464 | ||||||||||||||||||||||||
| Bank owned life insurance | 1,046 | 1,167 | 975 | 3,199 | 2,711 | ||||||||||||||||||||||||
| Card processing and interchange income | 2,840 | 2,804 | 2,336 | 8,230 | 6,721 | ||||||||||||||||||||||||
| Other non-interest income | 883 | 1,200 | 937 | 3,113 | 3,533 | ||||||||||||||||||||||||
| Total non-interest income | 11,489 | 11,302 | 10,566 | 32,789 | 28,081 | ||||||||||||||||||||||||
| Non-interest expenses | |||||||||||||||||||||||||||||
| Salaries and benefits | 24,705 | 22,712 | 23,339 | 72,400 | 63,251 | ||||||||||||||||||||||||
| Net occupancy expense of premises | 4,987 | 5,085 | 4,823 | 15,521 | 12,893 | ||||||||||||||||||||||||
| Technology expense | 7,417 | 7,205 | 5,485 | 21,803 | 16,325 | ||||||||||||||||||||||||
| Amortization of core deposit intangible | 1,025 | 1,016 | 780 | 3,046 | 813 | ||||||||||||||||||||||||
| Advertising expense | 662 | 728 | 754 | 2,178 | 1,824 | ||||||||||||||||||||||||
| State and local taxes | 1,849 | 2,046 | 1,292 | 4,716 | 3,885 | ||||||||||||||||||||||||
| Legal, professional, and examination fees | 1,145 | 1,718 | 1,637 | 3,635 | 3,483 | ||||||||||||||||||||||||
| FDIC insurance premiums | 1,255 | 1,021 | 940 | 3,083 | 2,862 | ||||||||||||||||||||||||
| Card processing and interchange expenses | 1,453 | 1,470 | 1,300 | 4,430 | 3,713 | ||||||||||||||||||||||||
| Merger and integration costs | — | — | 4,155 | — | 6,041 | ||||||||||||||||||||||||
| Other non-interest expense | 6,606 | 7,707 | 5,652 | 20,187 | 15,722 | ||||||||||||||||||||||||
| Total non-interest expenses | 51,104 | 50,708 | 50,157 | 150,999 | 130,812 | ||||||||||||||||||||||||
| Income before income taxes | 33,219 | 35,161 | 25,469 | 101,516 | 57,063 | ||||||||||||||||||||||||
| Income tax expense | 5,158 | 6,857 | 5,479 | 18,115 | 11,636 | ||||||||||||||||||||||||
| Net income | 28,061 | 28,304 | 19,990 | 83,401 | 45,427 | ||||||||||||||||||||||||
| Preferred stock dividends | 1,076 | 1,075 | 1,076 | 3,226 | 3,226 | ||||||||||||||||||||||||
| Net income available to common shareholders | $ | 26,985 | $ | 27,229 | $ | 18,914 | $ | 80,175 | $ | 42,201 | |||||||||||||||||||
| Ending shares outstanding | 29,620,028 | 29,621,999 | 29,477,429 | 29,620,028 | 29,477,429 | ||||||||||||||||||||||||
| Average diluted common shares outstanding | 29,533,350 | 29,492,359 | 27,280,298 | 29,490,121 | 23,075,450 | ||||||||||||||||||||||||
| Diluted earnings per common share | $ | 0.91 | $ | 0.91 | $ | 0.69 | $ | 2.69 | $ | 1.81 | |||||||||||||||||||
Adjusted diluted earnings per common share (non-GAAP) (1) | $ | 0.91 | $ | 0.91 | $ | 0.82 | $ | 2.69 | $ | 2.05 | |||||||||||||||||||
| Cash dividends per common share | $ | 0.19 | $ | 0.19 | $ | 0.18 | $ | 0.57 | $ | 0.54 | |||||||||||||||||||
| Dividend payout ratio | 21 | % | 21 | % | 26 | % | 21 | % | 30 | % | |||||||||||||||||||
Adjusted dividend payout ratio (non-GAAP) (1) | 21 | % | 21 | % | 22 | % | 21 | % | 26 | % | |||||||||||||||||||
CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||||
| Average Balances | |||||||||||||||||||||||||||||
| Total loans and loans held for sale | $ | 6,564,103 | $ | 6,461,656 | $ | 5,983,731 | $ | 6,501,582 | $ | 5,086,204 | |||||||||||||||||||
| Investment securities | 926,156 | 940,950 | 843,441 | 929,894 | 815,050 | ||||||||||||||||||||||||
| Total earning assets | 7,785,804 | 7,883,060 | 7,221,656 | 7,810,301 | 6,286,016 | ||||||||||||||||||||||||
| Total assets | 8,387,702 | 8,475,376 | 7,798,867 | 8,409,827 | 6,757,473 | ||||||||||||||||||||||||
| Noninterest-bearing deposits | 1,169,691 | 1,153,386 | 1,078,091 | 1,149,662 | 909,597 | ||||||||||||||||||||||||
| Interest-bearing deposits | 5,940,381 | 6,031,354 | 5,477,057 | 5,972,370 | 4,873,469 | ||||||||||||||||||||||||
| Shareholders' equity | 920,710 | 897,293 | 789,266 | 900,500 | 680,200 | ||||||||||||||||||||||||
Tangible common shareholders' equity (non-GAAP) (1) | 744,142 | 718,670 | 623,654 | 722,233 | 556,861 | ||||||||||||||||||||||||
| Average Yields (annualized) | |||||||||||||||||||||||||||||
| Total loans and loans held for sale | 6.31 | % | 6.38 | % | 6.52 | % | 6.35 | % | 6.48 | % | |||||||||||||||||||
| Investment securities | 3.42 | % | 3.47 | % | 2.89 | % | 3.37 | % | 2.83 | % | |||||||||||||||||||
| Total earning assets | 5.85 | % | 5.88 | % | 5.96 | % | 5.86 | % | 5.87 | % | |||||||||||||||||||
| Interest-bearing deposits | 2.40 | % | 2.42 | % | 2.75 | % | 2.43 | % | 2.82 | % | |||||||||||||||||||
| Interest-bearing liabilities | 2.48 | % | 2.50 | % | 2.83 | % | 2.50 | % | 2.88 | % | |||||||||||||||||||
| Performance Ratios (annualized) | |||||||||||||||||||||||||||||
| Return on average assets | 1.33 | % | 1.34 | % | 1.02 | % | 1.33 | % | 0.90 | % | |||||||||||||||||||
Adjusted return on average assets (non-GAAP) (1) | 1.33 | % | 1.34 | % | 1.20 | % | 1.33 | % | 1.01 | % | |||||||||||||||||||
| Return on average equity | 12.09 | % | 12.65 | % | 10.05 | % | 12.38 | % | 8.93 | % | |||||||||||||||||||
Adjusted return on average equity (non-GAAP) (1) | 12.09 | % | 12.65 | % | 11.86 | % | 12.38 | % | 9.99 | % | |||||||||||||||||||
Return on average tangible common equity (non-GAAP) (1) | 14.39 | % | 15.20 | % | 12.03 | % | 14.84 | % | 10.13 | % | |||||||||||||||||||
Adjusted return on average tangible common equity (non-GAAP) (1) | 14.39 | % | 15.20 | % | 14.33 | % | 14.84 | % | 11.42 | % | |||||||||||||||||||
Net interest margin, fully tax equivalent basis (non-GAAP) (1) | 3.89 | % | 3.89 | % | 3.69 | % | 3.87 | % | 3.56 | % | |||||||||||||||||||
Efficiency ratio, fully tax equivalent basis (non-GAAP) (1) | 56.53 | % | 56.14 | % | 62.97 | % | 56.65 | % | 65.74 | % | |||||||||||||||||||
| Net Loan Charge-Offs | |||||||||||||||||||||||||||||
| CNB Bank net loan charge-offs | $ | 2,172 | $ | 1,135 | $ | 623 | $ | 3,827 | $ | 4,397 | |||||||||||||||||||
| Holiday Financial net loan charge-offs | 181 | 308 | 334 | 853 | 1,302 | ||||||||||||||||||||||||
| Total Corporation net loan charge-offs | $ | 2,353 | $ | 1,443 | $ | 957 | $ | 4,680 | $ | 5,699 | |||||||||||||||||||
| Annualized net loan charge-offs / average total loans and loans held for sale | 0.14 | % | 0.09 | % | 0.06 | % | 0.10 | % | 0.15 | % | |||||||||||||||||||
CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)
| September 30, 2026 | June 30, 2026 | September 30, 2025 | |||||||||||||||
| Ending Balance Sheet | |||||||||||||||||
| Cash and due from banks | $ | 96,962 | $ | 86,618 | $ | 79,772 | |||||||||||
| Interest-bearing deposits with Federal Reserve | 221,181 | 364,781 | 351,943 | ||||||||||||||
| Interest-bearing deposits with other financial institutions | 7,202 | 7,040 | 6,373 | ||||||||||||||
| Total cash and cash equivalents | 325,345 | 458,439 | 438,088 | ||||||||||||||
| Debt securities available-for-sale, at fair value | 677,435 | 692,513 | 533,553 | ||||||||||||||
| Debt securities held-to-maturity, at amortized cost | 185,863 | 203,049 | 249,247 | ||||||||||||||
| Equity securities | 11,745 | 11,682 | 10,505 | ||||||||||||||
| Loans held for sale | 1,098 | 1,855 | — | ||||||||||||||
| Loans receivable | |||||||||||||||||
| Syndicated loans | 124,085 | 93,859 | 71,852 | ||||||||||||||
| Loans | 6,496,541 | 6,420,002 | 6,412,731 | ||||||||||||||
| Total loans receivable | 6,620,626 | 6,513,861 | 6,484,583 | ||||||||||||||
| Less: allowance for credit losses | (68,573) | (67,455) | (67,684) | ||||||||||||||
| Net loans receivable | 6,552,053 | 6,446,406 | 6,416,899 | ||||||||||||||
| Goodwill and other intangibles | 87,465 | 87,465 | 93,773 | ||||||||||||||
| Core deposit intangible | 30,646 | 31,672 | 34,727 | ||||||||||||||
| Other assets | 513,467 | 499,088 | 493,914 | ||||||||||||||
| Total Assets | $ | 8,385,117 | $ | 8,432,169 | $ | 8,270,706 | |||||||||||
| Noninterest-bearing demand deposits | $ | 1,161,425 | $ | 1,147,907 | $ | 1,105,414 | |||||||||||
| Interest-bearing demand deposits | 1,047,255 | 1,023,540 | 970,752 | ||||||||||||||
| Savings | 3,727,696 | 3,762,710 | 3,686,511 | ||||||||||||||
| Certificates of deposit | 1,111,491 | 1,146,307 | 1,137,590 | ||||||||||||||
| Total deposits | 7,047,867 | 7,080,464 | 6,900,267 | ||||||||||||||
| Short-term borrowings | 164,000 | 164,000 | 181,604 | ||||||||||||||
| Subordinated debentures | 20,620 | 20,620 | 20,620 | ||||||||||||||
| Subordinated notes, net of issuance costs | 35,000 | 35,000 | 84,798 | ||||||||||||||
| Deposits held for sale | 77,966 | 81,303 | 92,830 | ||||||||||||||
| Other liabilities | 127,114 | 141,335 | 133,457 | ||||||||||||||
| Total liabilities | 7,472,567 | 7,522,722 | 7,413,576 | ||||||||||||||
| Common stock | — | — | — | ||||||||||||||
| Preferred stock | 57,785 | 57,785 | 57,785 | ||||||||||||||
| Additional paid in capital | 425,553 | 424,486 | 421,770 | ||||||||||||||
| Retained earnings | 488,222 | 466,865 | 410,612 | ||||||||||||||
| Treasury stock | (3,165) | (3,129) | (2,476) | ||||||||||||||
| Accumulated other comprehensive loss | (55,845) | (36,560) | (30,561) | ||||||||||||||
| Total shareholders' equity | 912,550 | 909,447 | 857,130 | ||||||||||||||
| Total liabilities and shareholders' equity | $ | 8,385,117 | $ | 8,432,169 | $ | 8,270,706 | |||||||||||
| Book value per common share | $ | 28.86 | $ | 28.75 | $ | 27.12 | |||||||||||
Adjusted book value per common share (non-GAAP) (1) | $ | 28.86 | $ | 28.75 | $ | 27.30 | |||||||||||
Tangible book value per common share (non-GAAP) (1) | $ | 24.87 | $ | 24.73 | $ | 22.76 | |||||||||||
Adjusted tangible book value per common share (non-GAAP) (1) | $ | 24.87 | $ | 24.73 | $ | 22.94 | |||||||||||
CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)
| September 30, 2026 | June 30, 2026 | September 30, 2025 | |||||||||||||||
| Capital Ratios | |||||||||||||||||
Tangible common equity / tangible assets (non-GAAP) (1) | 8.91 | % | 8.81 | % | 8.24 | % | |||||||||||
Adjusted tangible common equity / tangible assets (non-GAAP) (1) | 8.91 | % | 8.81 | % | 8.30 | % | |||||||||||
Tier 1 leverage ratio (2) | 10.57 | % | 10.19 | % | 9.34 | % | |||||||||||
Common equity tier 1 ratio (2) | 12.19 | % | 12.02 | % | 10.48 | % | |||||||||||
Tier 1 risk-based ratio (2) | 13.37 | % | 13.23 | % | 11.67 | % | |||||||||||
Total risk-based ratio (2) | 14.67 | % | 14.53 | % | 13.97 | % | |||||||||||
| Asset Quality Detail | |||||||||||||||||
| Nonaccrual loans | $ | 53,618 | $ | 54,842 | $ | 36,013 | |||||||||||
| Loans 90+ days past due and accruing | 99 | 27 | 86 | ||||||||||||||
| Total nonperforming loans | 53,717 | 54,869 | 36,099 | ||||||||||||||
Other real estate owned and repossessed assets | 3,140 | 3,554 | 4,254 | ||||||||||||||
| Total nonperforming assets | $ | 56,857 | $ | 58,423 | $ | 40,353 | |||||||||||
| Asset Quality Ratios | |||||||||||||||||
| Nonperforming assets / Total loans + OREO | 0.86 | % | 0.90 | % | 0.62 | % | |||||||||||
| Nonperforming assets / Total assets | 0.68 | % | 0.69 | % | 0.49 | % | |||||||||||
| Ratio of allowance for credit losses on loans to nonaccrual loans | 127.89 | % | 123.00 | % | 187.94 | % | |||||||||||
| Allowance for credit losses / Total loans | 1.04 | % | 1.04 | % | 1.04 | % | |||||||||||
| Consolidated Financial Data Notes: | |||||||||||||||||
(1) Management uses non-GAAP financial information in its analysis of the Corporation’s performance. Management believes that these non-GAAP measures provide a greater understanding of ongoing operations, enhance comparability of results of operations with prior periods and show the effects of significant gains and charges in the periods presented. The Corporation’s management believes that investors may use these non-GAAP measures to analyze the Corporation’s financial performance without the impact of unusual items or events that may obscure trends in the Corporation’s underlying performance. This non-GAAP data should be considered in addition to results prepared in accordance with GAAP, and is not a substitute for, or superior to, GAAP results. Limitations associated with non-GAAP financial measures include the risks that persons might disagree as to the appropriateness of items included in these measures and that different companies might calculate these measures differently. A reconciliation of these non-GAAP financial measures is provided below (dollars in thousands, except per share data). | |||||||||||||||||
(2) Capital ratios as of September 30, 2026 are estimated pending final regulatory filings. | |||||||||||||||||
CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)
| Average Balances, Income and Interest Rates on a Taxable Equivalent Basis | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Three Months Ended, | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | |||||||||||||||||||||||||||||||||||||||||||||||||||
| Average Balance | Annual Rate | Interest Inc./Exp. | Average Balance | Annual Rate | Interest Inc./Exp. | Average Balance | Annual Rate | Interest Inc./Exp. | |||||||||||||||||||||||||||||||||||||||||||||
| ASSETS: | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Securities: | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Taxable (1) (4) | $ | 867,953 | 3.26 | % | $ | 7,503 | $ | 881,420 | 3.26 | % | $ | 7,489 | $ | 797,866 | 2.92 | % | $ | 6,151 | |||||||||||||||||||||||||||||||||||
Tax-exempt (1) (2) (4) | 21,715 | 2.77 | 163 | 22,677 | 2.81 | 169 | 24,531 | 2.62 | 174 | ||||||||||||||||||||||||||||||||||||||||||||
Equity securities (1) (2) | 36,488 | 7.89 | 726 | 36,853 | 9.16 | 842 | 21,044 | 1.79 | 95 | ||||||||||||||||||||||||||||||||||||||||||||
Total securities (4) | 926,156 | 3.42 | 8,392 | 940,950 | 3.47 | 8,500 | 843,441 | 2.89 | 6,420 | ||||||||||||||||||||||||||||||||||||||||||||
| Loans receivable: | |||||||||||||||||||||||||||||||||||||||||||||||||||||
Commercial (2) (3) | 1,916,991 | 6.54 | 31,593 | 1,837,643 | 6.84 | 31,358 | 1,644,092 | 6.98 | 28,921 | ||||||||||||||||||||||||||||||||||||||||||||
Commercial & residential mortgages and loans held for sale (2) (3) | 4,511,322 | 6.09 | 69,230 | 4,489,655 | 6.07 | 67,922 | 4,212,211 | 6.19 | 65,752 | ||||||||||||||||||||||||||||||||||||||||||||
Consumer (3) | 135,790 | 10.23 | 3,500 | 134,358 | 10.31 | 3,452 | 127,428 | 11.52 | 3,701 | ||||||||||||||||||||||||||||||||||||||||||||
Total loans receivable (3) | 6,564,103 | 6.31 | 104,323 | 6,461,656 | 6.38 | 102,732 | 5,983,731 | 6.52 | 98,374 | ||||||||||||||||||||||||||||||||||||||||||||
| Interest-bearing deposits with the Federal Reserve and other financial institutions | 295,545 | 3.70 | 2,756 | 480,454 | 4.11 | 4,921 | 394,484 | 4.19 | 4,165 | ||||||||||||||||||||||||||||||||||||||||||||
| Total earning assets | 7,785,804 | 5.85 | $ | 115,471 | 7,883,060 | 5.88 | $ | 116,153 | 7,221,656 | 5.96 | $ | 108,959 | |||||||||||||||||||||||||||||||||||||||||
| Noninterest-bearing assets: | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Cash and due from banks | 76,192 | 74,387 | 77,224 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Premises and equipment | 144,600 | 145,813 | 145,087 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other assets | 448,828 | 439,235 | 416,992 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Allowance for credit losses | (67,722) | (67,119) | (62,092) | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total non interest-bearing assets | 601,898 | 592,316 | 577,211 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| TOTAL ASSETS | $ | 8,387,702 | $ | 8,475,376 | $ | 7,798,867 | |||||||||||||||||||||||||||||||||||||||||||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY: | |||||||||||||||||||||||||||||||||||||||||||||||||||||
| Demand—interest-bearing | $ | 1,043,288 | 0.96 | % | $ | 2,517 | $ | 1,046,730 | 0.92 | % | $ | 2,406 | $ | 913,337 | 1.00 | % | $ | 2,291 | |||||||||||||||||||||||||||||||||||
| Savings | 3,748,029 | 2.47 | 23,361 | 3,815,404 | 2.50 | 23,774 | 3,501,326 | 2.86 | 25,200 | ||||||||||||||||||||||||||||||||||||||||||||
| Time | 1,149,064 | 3.48 | 10,067 | 1,169,220 | 3.52 | 10,274 | 1,062,394 | 3.90 | 10,450 | ||||||||||||||||||||||||||||||||||||||||||||
| Total interest-bearing deposits | 5,940,381 | 2.40 | 35,945 | 6,031,354 | 2.42 | 36,454 | 5,477,057 | 2.75 | 37,941 | ||||||||||||||||||||||||||||||||||||||||||||
| Short-term borrowings | 164,000 | 4.03 | 1,664 | 164,000 | 3.96 | 1,619 | 218,871 | 4.08 | 2,251 | ||||||||||||||||||||||||||||||||||||||||||||
| Finance lease liabilities | 17,995 | 5.31 | 241 | 18,014 | 5.30 | 238 | 18,079 | 5.49 | 250 | ||||||||||||||||||||||||||||||||||||||||||||
| Subordinated notes and debentures | 55,620 | 6.01 | 842 | 96,435 | 4.16 | 1,001 | 105,380 | 4.04 | 1,074 | ||||||||||||||||||||||||||||||||||||||||||||
| Total interest-bearing liabilities | 6,177,996 | 2.48 | $ | 38,692 | 6,309,803 | 2.50 | $ | 39,312 | 5,819,387 | 2.83 | $ | 41,516 | |||||||||||||||||||||||||||||||||||||||||
| Demand—noninterest-bearing | 1,169,691 | 1,153,386 | 1,078,091 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Other liabilities | 119,305 | 114,894 | 112,123 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Total Liabilities | 7,466,992 | 7,578,083 | 7,009,601 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| Shareholders’ equity | 920,710 | 897,293 | 789,266 | ||||||||||||||||||||||||||||||||||||||||||||||||||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 8,387,702 | $ | 8,475,376 | $ | 7,798,867 | |||||||||||||||||||||||||||||||||||||||||||||||
| Interest income/Earning assets | 5.85 | % | $ | 115,471 | 5.88 | % | $ | 116,153 | 5.96 | % | $ | 108,959 | |||||||||||||||||||||||||||||||||||||||||
| Interest expense/Interest-bearing liabilities | 2.48 | 38,692 | 2.50 | 39,312 | 2.83 | 41,516 | |||||||||||||||||||||||||||||||||||||||||||||||
| Net interest spread | 3.37 | % | $ | 76,779 | 3.38 | % | $ | 76,841 | 3.13 | % | $ | 67,443 | |||||||||||||||||||||||||||||||||||||||||
| Interest income/Earning assets | 5.85 | % | 115,471 | 5.88 | % | 116,153 | 5.96 | % | 108,959 | ||||||||||||||||||||||||||||||||||||||||||||
| Interest expense/Earning assets | 1.96 | 38,692 | 1.99 | 39,312 | 2.27 | 41,516 | |||||||||||||||||||||||||||||||||||||||||||||||
| Net interest margin (fully tax-equivalent) | 3.89 | % | $ | 76,779 | 3.89 | % | $ | 76,841 | 3.69 | % | $ | 67,443 | |||||||||||||||||||||||||||||||||||||||||
(1) Includes unamortized discounts and premiums.
(2) Average yields are stated on a fully taxable equivalent basis (calculated using statutory rates of 21%) resulting from tax-free municipal securities in the investment portfolio and tax-free municipal loans in the commercial loan portfolio. The taxable equivalent adjustment to net interest income for the three months ended September 30, 2026, June 30, 2026, and September 30, 2025 was $474 thousand, $497 thousand and $314 thousand, respectively.
(3) Average loans receivable outstanding includes the average balance outstanding of all nonaccrual loans. Loans receivable consists of the average of total loans receivable less average unearned income. In addition, loans receivable interest income consists of loans receivable fees.
(4) Average balance is computed using the fair value of AFS securities and amortized cost of HTM securities. Average yield has been computed using amortized cost average balance for AFS and HTM securities. The adjustment to the average balance for securities in the calculation of average yield for the three months ended September 30, 2026, June 30, 2026, and September 30, 2025 was $(47.1) million, $(40.2) million and $(39.1) million, respectively.
CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)
| Average Balances, Income and Interest Rates on a Taxable Equivalent Basis | |||||||||||||||||||||||||||||||||||
| Nine Months Ended, | |||||||||||||||||||||||||||||||||||
| September 30, 2026 | September 30, 2025 | ||||||||||||||||||||||||||||||||||
| Average Balance | Annual Rate | Interest Inc./Exp. | Average Balance | Annual Rate | Interest Inc./Exp. | ||||||||||||||||||||||||||||||
| ASSETS: | |||||||||||||||||||||||||||||||||||
| Securities: | |||||||||||||||||||||||||||||||||||
Taxable (1) (4) | $ | 872,844 | 3.22 | % | $ | 21,932 | $ | 778,262 | 2.82 | % | $ | 17,308 | |||||||||||||||||||||||
Tax-exempt (1) (2) (4) | 22,791 | 2.80 | 507 | 24,709 | 2.64 | 528 | |||||||||||||||||||||||||||||
Equity securities (1) (2) | 34,259 | 7.89 | 2,023 | 12,079 | 3.38 | 305 | |||||||||||||||||||||||||||||
Total securities (4) | 929,894 | 3.37 | 24,462 | 815,050 | 2.83 | 18,141 | |||||||||||||||||||||||||||||
| Loans receivable: | |||||||||||||||||||||||||||||||||||
Commercial (2) (3) | 1,838,301 | 6.71 | 92,250 | 1,528,643 | 6.82 | 77,954 | |||||||||||||||||||||||||||||
Commercial & residential mortgages and loans held for sale (2) (3) | 4,528,930 | 6.08 | 206,059 | 3,431,785 | 6.14 | 157,620 | |||||||||||||||||||||||||||||
Consumer (3) | 134,351 | 10.35 | 10,403 | 125,776 | 11.74 | 11,047 | |||||||||||||||||||||||||||||
Total loans receivable (3) | 6,501,582 | 6.35 | 308,712 | 5,086,204 | 6.48 | 246,621 | |||||||||||||||||||||||||||||
| Interest-bearing deposits with the Federal Reserve and other financial institutions | 378,825 | 3.84 | 10,883 | 384,762 | 4.47 | 12,871 | |||||||||||||||||||||||||||||
| Total earning assets | 7,810,301 | 5.86 | $ | 344,057 | 6,286,016 | 5.87 | $ | 277,633 | |||||||||||||||||||||||||||
| Noninterest-bearing assets: | |||||||||||||||||||||||||||||||||||
| Cash and due from banks | 76,341 | 64,701 | |||||||||||||||||||||||||||||||||
| Premises and equipment | 146,107 | 134,523 | |||||||||||||||||||||||||||||||||
| Other assets | 444,370 | 324,414 | |||||||||||||||||||||||||||||||||
| Allowance for credit losses | (67,292) | (52,181) | |||||||||||||||||||||||||||||||||
| Total non interest-bearing assets | 599,526 | 471,457 | |||||||||||||||||||||||||||||||||
| TOTAL ASSETS | $ | 8,409,827 | $ | 6,757,473 | |||||||||||||||||||||||||||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY: | |||||||||||||||||||||||||||||||||||
| Demand—interest-bearing | $ | 1,035,317 | 0.94 | % | $ | 7,254 | $ | 776,145 | 0.95 | % | $ | 5,537 | |||||||||||||||||||||||
| Savings | 3,794,154 | 2.50 | 70,898 | 3,248,202 | 2.98 | 72,326 | |||||||||||||||||||||||||||||
| Time | 1,142,899 | 3.53 | 30,214 | 849,122 | 3.93 | 24,988 | |||||||||||||||||||||||||||||
| Total interest-bearing deposits | 5,972,370 | 2.43 | 108,366 | 4,873,469 | 2.82 | 102,851 | |||||||||||||||||||||||||||||
| Short-term borrowings | 164,000 | 3.87 | 4,749 | 73,785 | 4.08 | 2,251 | |||||||||||||||||||||||||||||
| Finance lease liabilities | 18,016 | 5.31 | 715 | 16,704 | 5.67 | 708 | |||||||||||||||||||||||||||||
| Subordinated notes and debentures | 86,916 | 4.44 | 2,889 | 105,304 | 4.10 | 3,228 | |||||||||||||||||||||||||||||
| Total interest-bearing liabilities | 6,241,302 | 2.50 | $ | 116,719 | 5,069,262 | 2.88 | $ | 109,038 | |||||||||||||||||||||||||||
| Demand—noninterest-bearing | 1,149,662 | 909,597 | |||||||||||||||||||||||||||||||||
| Other liabilities | 118,363 | 98,414 | |||||||||||||||||||||||||||||||||
| Total Liabilities | 7,509,327 | 6,077,273 | |||||||||||||||||||||||||||||||||
| Shareholders’ equity | 900,500 | 680,200 | |||||||||||||||||||||||||||||||||
| TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY | $ | 8,409,827 | $ | 6,757,473 | |||||||||||||||||||||||||||||||
| Interest income/Earning assets | 5.86 | % | $ | 344,057 | 5.87 | % | $ | 277,633 | |||||||||||||||||||||||||||
| Interest expense/Interest-bearing liabilities | 2.50 | 116,719 | 2.88 | 109,038 | |||||||||||||||||||||||||||||||
| Net interest spread | 3.36 | % | $ | 227,338 | 2.99 | % | $ | 168,595 | |||||||||||||||||||||||||||
| Interest income/Earning assets | 5.86 | % | 344,057 | 5.87 | % | 277,633 | |||||||||||||||||||||||||||||
| Interest expense/Earning assets | 1.99 | 116,719 | 2.31 | 109,038 | |||||||||||||||||||||||||||||||
| Net interest margin (fully tax-equivalent) | 3.87 | % | $ | 227,338 | 3.56 | % | $ | 168,595 | |||||||||||||||||||||||||||
(1) Includes unamortized discounts and premiums.
(2) Average yields are stated on a fully taxable equivalent basis (calculated using statutory rates of 21%) resulting from tax-free municipal securities in the investment portfolio and tax-free municipal loans in the commercial loan portfolio. The taxable equivalent adjustment to net interest income for the nine months ended September 30, 2026 and 2025, was $1.4 million and $838 thousand, respectively.
(3) Average loans receivable outstanding includes the average balance outstanding of all nonaccrual loans. Loans receivable consist of the average of total loans receivable less average unearned income. In addition, loans receivable interest income consists of loans receivable fees, including PPP deferred processing fees.
(4) Average balance is computed using the fair value of AFS securities and amortized cost of HTM securities. Average yield has been computed using amortized cost average balance for AFS and HTM securities. The adjustment to the average balance for securities in the calculation of average yield for the nine months ended September 30, 2026 and 2025 was $(39.9) million and $(43.2) million, respectively.
CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)
Reconciliation of Non-GAAP Financial Measures
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||||
Calculation of merger transaction related expenses, net of tax (non-GAAP) (1): | |||||||||||||||||||||||||||||
| Merger and integration costs - non deductible | $ | — | $ | — | $ | 1,570 | $ | — | $ | 2,897 | |||||||||||||||||||
| Merger and integration costs - deductible | — | — | 2,586 | — | 3,144 | ||||||||||||||||||||||||
| Statutory federal tax rate | 21 | % | 21 | % | 21 | % | 21 | % | 21 | % | |||||||||||||||||||
| Tax benefit of merger and integration costs (non-GAAP) | — | — | 543 | — | 660 | ||||||||||||||||||||||||
| Merger transaction related expenses - deductible, net of tax | — | — | 2,043 | — | 2,484 | ||||||||||||||||||||||||
| Merger transaction related expenses, net of tax (non-GAAP) | $ | — | $ | — | $ | 3,613 | $ | — | $ | 5,381 | |||||||||||||||||||
(1) Merger transaction related expenses represent legal, advisory, severance, technology conversion, and other expenses directly related to the ESSA acquisition. Management believes exclusion of these non-recurring charges provides more meaningful period-over-period comparisons of operating performance. | |||||||||||||||||||||||||||||
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||||
| Calculation of net income available to common (GAAP): | |||||||||||||||||||||||||||||
| Net income | $ | 28,061 | $ | 28,304 | $ | 19,990 | $ | 83,401 | $ | 45,427 | |||||||||||||||||||
| Less: preferred stock dividends | 1,076 | 1,075 | 1,076 | 3,226 | 3,226 | ||||||||||||||||||||||||
| Net income available to common shareholders | $ | 26,985 | $ | 27,229 | $ | 18,914 | $ | 80,175 | $ | 42,201 | |||||||||||||||||||
| Adjusted calculation of net income available to common (non-GAAP): | |||||||||||||||||||||||||||||
| Net income available to common shareholders | $ | 26,985 | $ | 27,229 | $ | 18,914 | $ | 80,175 | $ | 42,201 | |||||||||||||||||||
| Add: merger transaction related expenses, net of tax (non-GAAP) | — | — | 3,613 | — | 5,381 | ||||||||||||||||||||||||
| Adjusted net income available to common shareholders (non-GAAP) | $ | 26,985 | $ | 27,229 | $ | 22,527 | $ | 80,175 | $ | 47,582 | |||||||||||||||||||
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||||
| Calculation of dividend payout ratio: | |||||||||||||||||||||||||||||
| Cash dividends per common share | $ | 0.19 | $ | 0.19 | $ | 0.18 | $ | 0.57 | $ | 0.54 | |||||||||||||||||||
| Diluted earnings per common share | 0.91 | 0.91 | 0.69 | 2.69 | 1.81 | ||||||||||||||||||||||||
| Dividend payout ratio | 21 | % | 21 | % | 26 | % | 21 | % | 30 | % | |||||||||||||||||||
| Adjusted calculation of dividend payout ratio (non-GAAP): | |||||||||||||||||||||||||||||
| Cash dividends per common share | $ | 0.19 | $ | 0.19 | $ | 0.18 | $ | 0.57 | $ | 0.54 | |||||||||||||||||||
| Adjusted diluted earnings per common share (non-GAAP) | 0.91 | 0.91 | 0.82 | 2.69 | 2.05 | ||||||||||||||||||||||||
| Adjusted dividend payout ratio (non-GAAP) | 21 | % | 21 | % | 22 | % | 21 | % | 26 | % | |||||||||||||||||||
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||||
Calculation of PPNR (non-GAAP): (1) | |||||||||||||||||||||||||||||
| Net interest income | $ | 76,305 | $ | 76,344 | $ | 67,129 | $ | 225,972 | $ | 167,757 | |||||||||||||||||||
| Add: Non-interest income | 11,489 | 11,302 | 10,566 | 32,789 | 28,081 | ||||||||||||||||||||||||
| Less: Non-interest expense | 51,104 | 50,708 | 50,157 | 150,999 | 130,812 | ||||||||||||||||||||||||
| PPNR (non-GAAP) | $ | 36,690 | $ | 36,938 | $ | 27,538 | $ | 107,762 | $ | 65,026 | |||||||||||||||||||
Adjusted calculation of PPNR (non-GAAP): (1) | |||||||||||||||||||||||||||||
| Net interest income | $ | 76,305 | $ | 76,344 | $ | 67,129 | $ | 225,972 | $ | 167,757 | |||||||||||||||||||
| Add: Non-interest income | 11,489 | 11,302 | 10,566 | 32,789 | 28,081 | ||||||||||||||||||||||||
| Less: Non-interest expense | 51,104 | 50,708 | 50,157 | 150,999 | 130,812 | ||||||||||||||||||||||||
| Add: Merger and integration costs (non-GAAP) | — | — | 4,155 | — | 6,041 | ||||||||||||||||||||||||
| Adjusted PPNR (non-GAAP) | $ | 36,690 | $ | 36,938 | $ | 31,693 | $ | 107,762 | $ | 71,067 | |||||||||||||||||||
(1) Management believes that this is an important metric as it illustrates the underlying performance of the Corporation, it enables investors and others to assess the Corporation's ability to generate capital to cover credit losses through the credit cycle and provides consistent reporting with a key metric used by bank regulatory agencies. | |||||||||||||||||||||||||||||
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||||
| Calculation of net interest margin: | |||||||||||||||||||||||||||||
| Interest income | $ | 114,997 | $ | 115,656 | $ | 108,645 | $ | 342,691 | $ | 276,795 | |||||||||||||||||||
| Interest expense | 38,692 | 39,312 | 41,516 | 116,719 | 109,038 | ||||||||||||||||||||||||
| Net interest income | $ | 76,305 | $ | 76,344 | $ | 67,129 | $ | 225,972 | $ | 167,757 | |||||||||||||||||||
| Average total earning assets | $ | 7,785,804 | $ | 7,883,060 | $ | 7,221,656 | $ | 7,810,301 | $ | 6,286,016 | |||||||||||||||||||
| Net interest margin (GAAP) (annualized) | 3.89 | % | 3.88 | % | 3.69 | % | 3.87 | % | 3.57 | % | |||||||||||||||||||
| Calculation of net interest margin (fully tax equivalent basis) (non-GAAP): | |||||||||||||||||||||||||||||
| Interest income | $ | 114,997 | $ | 115,656 | $ | 108,645 | $ | 342,691 | $ | 276,795 | |||||||||||||||||||
| Tax equivalent adjustment (non-GAAP) | 474 | 497 | 314 | 1,366 | 838 | ||||||||||||||||||||||||
| Adjusted interest income (fully tax equivalent basis) (non-GAAP) | 115,471 | 116,153 | 108,959 | 344,057 | 277,633 | ||||||||||||||||||||||||
| Interest expense | 38,692 | 39,312 | 41,516 | 116,719 | 109,038 | ||||||||||||||||||||||||
| Net interest income (fully tax equivalent basis) (non-GAAP) | $ | 76,779 | $ | 76,841 | $ | 67,443 | $ | 227,338 | $ | 168,595 | |||||||||||||||||||
| Average total earning assets | $ | 7,785,804 | $ | 7,883,060 | $ | 7,221,656 | $ | 7,810,301 | $ | 6,286,016 | |||||||||||||||||||
| Less: average mark to market adjustment on investments (non-GAAP) | (47,088) | (40,194) | (39,121) | (39,872) | (43,229) | ||||||||||||||||||||||||
| Adjusted average total earning assets, net of mark to market (non-GAAP) | $ | 7,832,892 | $ | 7,923,254 | $ | 7,260,777 | $ | 7,850,173 | $ | 6,329,245 | |||||||||||||||||||
| Net interest margin, fully tax equivalent basis (non-GAAP) (annualized) | 3.89 | % | 3.89 | % | 3.69 | % | 3.87 | % | 3.56 | % | |||||||||||||||||||
Calculation of net interest margin, excluding purchase accounting loan accretion (fully tax equivalent basis) (non-GAAP) (1): | |||||||||||||||||||||||||||||
| Net interest income (fully tax equivalent basis) (non-GAAP) | $ | 76,779 | $ | 76,841 | $ | 67,443 | $ | 227,338 | $ | 168,595 | |||||||||||||||||||
| Less: purchase accounting loan accretion | (2,738) | (4,785) | (3,420) | (10,563) | (3,420) | ||||||||||||||||||||||||
| Adjusted net interest income (fully tax equivalent basis) (non-GAAP) | $ | 74,041 | $ | 72,056 | $ | 64,023 | $ | 216,775 | $ | 165,175 | |||||||||||||||||||
| Adjusted average total earning assets, net of mark to market (non-GAAP) | $ | 7,832,892 | $ | 7,923,254 | $ | 7,260,777 | $ | 7,850,173 | $ | 6,329,245 | |||||||||||||||||||
| Adjusted net interest margin, fully tax equivalent basis (non-GAAP) (annualized) | 3.75 | % | 3.65 | % | 3.50 | % | 3.69 | % | 3.49 | % | |||||||||||||||||||
(1) Purchase accounting loan accretion represents income recognized on estimated fair value adjustments to acquired loans. | |||||||||||||||||||||||||||||
CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)
Reconciliation of Non-GAAP Financial Measures
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||||
| Basic earnings per common share computation: | |||||||||||||||||||||||||||||
| Net income available to common shareholders | $ | 26,985 | $ | 27,229 | $ | 18,914 | $ | 80,175 | $ | 42,201 | |||||||||||||||||||
| Less: net income available to common shareholders allocated to participating securities | 225 | 256 | 149 | 715 | 345 | ||||||||||||||||||||||||
| Net income available to common shareholders allocated to common stock | $ | 26,760 | $ | 26,973 | $ | 18,765 | $ | 79,460 | $ | 41,856 | |||||||||||||||||||
| Weighted average common shares outstanding, including shares considered participating securities | 29,621 | 29,627 | 27,388 | 29,608 | 23,165 | ||||||||||||||||||||||||
| Less: average participating securities | 233 | 273 | 209 | 255 | 166 | ||||||||||||||||||||||||
| Weighted average shares | 29,388 | 29,354 | 27,179 | 29,353 | 22,999 | ||||||||||||||||||||||||
| Basic earnings per common share | $ | 0.91 | $ | 0.92 | $ | 0.69 | $ | 2.71 | $ | 1.82 | |||||||||||||||||||
| Diluted earnings per common share computation: | |||||||||||||||||||||||||||||
| Net income available to common shareholders allocated to common stock | $ | 26,760 | $ | 26,973 | $ | 18,765 | $ | 79,460 | $ | 41,856 | |||||||||||||||||||
| Weighted average common shares outstanding for basic earnings per common share | 29,388 | 29,354 | 27,179 | 29,353 | 22,999 | ||||||||||||||||||||||||
| Add: dilutive effect of stock compensation | 145 | 138 | 101 | 137 | 76 | ||||||||||||||||||||||||
| Weighted average shares and dilutive potential common shares | 29,533 | 29,492 | 27,280 | 29,490 | 23,075 | ||||||||||||||||||||||||
| Diluted earnings per common share | $ | 0.91 | $ | 0.91 | $ | 0.69 | $ | 2.69 | $ | 1.81 | |||||||||||||||||||
| Adjusted basic earnings per common share computation (non-GAAP): | |||||||||||||||||||||||||||||
| Net income available to common shareholders | $ | 26,985 | $ | 27,229 | $ | 18,914 | $ | 80,175 | $ | 42,201 | |||||||||||||||||||
| Add: merger transaction related expenses, net of tax (non-GAAP) | — | — | 3,613 | — | 5,381 | ||||||||||||||||||||||||
| Less: net income available to common shareholders allocated to participating securities | 225 | 256 | 149 | 715 | 345 | ||||||||||||||||||||||||
| Adjustment to net income available to common shareholders allocated to participating securities for merger transaction related expenses, net of tax (non-GAAP) | — | — | 28 | — | 39 | ||||||||||||||||||||||||
| Adjusted net income available to common shareholders allocated to common stock (non-GAAP) | $ | 26,760 | $ | 26,973 | $ | 22,350 | $ | 79,460 | $ | 47,198 | |||||||||||||||||||
| Weighted average common shares outstanding, including shares considered participating securities | 29,621 | 29,627 | 27,388 | 29,608 | 23,165 | ||||||||||||||||||||||||
| Less: average participating securities | 233 | 273 | 209 | 255 | 166 | ||||||||||||||||||||||||
| Weighted average shares | 29,388 | 29,354 | 27,179 | 29,353 | 22,999 | ||||||||||||||||||||||||
| Adjusted basic earnings per common share (non-GAAP) | $ | 0.91 | $ | 0.92 | $ | 0.82 | $ | 2.71 | $ | 2.05 | |||||||||||||||||||
| Adjusted diluted earnings per common share computation (non-GAAP): | |||||||||||||||||||||||||||||
| Adjusted net income available to common shareholders allocated to common stock (non-GAAP) | $ | 26,760 | $ | 26,973 | $ | 22,350 | $ | 79,460 | $ | 47,198 | |||||||||||||||||||
| Weighted average common shares outstanding for basic earnings per common share | 29,388 | 29,354 | 27,179 | 29,353 | 22,999 | ||||||||||||||||||||||||
| Add: dilutive effect of stock compensation | 145 | 138 | 101 | 137 | 76 | ||||||||||||||||||||||||
| Weighted average shares and dilutive potential common shares | 29,533 | 29,492 | 27,280 | 29,490 | 23,075 | ||||||||||||||||||||||||
| Adjusted diluted earnings per common share (non-GAAP) | $ | 0.91 | $ | 0.91 | $ | 0.82 | $ | 2.69 | $ | 2.05 | |||||||||||||||||||
CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)
Reconciliation of Non-GAAP Financial Measures
| September 30, 2026 | June 30, 2026 | September 30, 2025 | |||||||||||||||
| Calculation of tangible book value per common share and tangible common equity / tangible assets (non-GAAP): | |||||||||||||||||
| Shareholders' equity | $ | 912,550 | $ | 909,447 | $ | 857,130 | |||||||||||
| Less: preferred equity | 57,785 | 57,785 | 57,785 | ||||||||||||||
| Common shareholders' equity | 854,765 | 851,662 | 799,345 | ||||||||||||||
| Less: goodwill and other intangibles | 87,465 | 87,465 | 93,773 | ||||||||||||||
| Less: core deposit intangible | 30,646 | 31,672 | 34,727 | ||||||||||||||
| Tangible common equity (non-GAAP) | $ | 736,654 | $ | 732,525 | $ | 670,845 | |||||||||||
| Total assets | $ | 8,385,117 | $ | 8,432,169 | $ | 8,270,706 | |||||||||||
| Less: goodwill and other intangibles | 87,465 | 87,465 | 93,773 | ||||||||||||||
| Less: core deposit intangible | 30,646 | 31,672 | 34,727 | ||||||||||||||
| Tangible assets (non-GAAP) | $ | 8,267,006 | $ | 8,313,032 | $ | 8,142,206 | |||||||||||
| Ending shares outstanding | 29,620,028 | 29,621,999 | 29,477,429 | ||||||||||||||
| Book value per common share (GAAP) | $ | 28.86 | $ | 28.75 | $ | 27.12 | |||||||||||
| Tangible book value per common share (non-GAAP) | $ | 24.87 | $ | 24.73 | $ | 22.76 | |||||||||||
| Common shareholders' equity / Total assets (GAAP) | 10.19 | % | 10.10 | % | 9.66 | % | |||||||||||
| Tangible common equity / Tangible assets (non-GAAP) | 8.91 | % | 8.81 | % | 8.24 | % | |||||||||||
| Adjusted calculation of book value per common share (non-GAAP): | |||||||||||||||||
| Common shareholders' equity | $ | 854,765 | $ | 851,662 | $ | 799,345 | |||||||||||
| Add: merger transaction related expenses, net of tax (non-GAAP) | — | — | 5,381 | ||||||||||||||
| Adjusted common shareholders' equity (non-GAAP) | $ | 854,765 | $ | 851,662 | $ | 804,726 | |||||||||||
| Ending shares outstanding | 29,620,028 | 29,621,999 | 29,477,429 | ||||||||||||||
| Adjusted book value per common share (non-GAAP) | $ | 28.86 | $ | 28.75 | $ | 27.30 | |||||||||||
| Adjusted calculation of tangible book value per common share (non-GAAP): | |||||||||||||||||
| Tangible common equity (non-GAAP) | $ | 736,654 | $ | 732,525 | $ | 670,845 | |||||||||||
| Add: merger transaction related expenses, net of tax (non-GAAP) | — | — | 5,381 | ||||||||||||||
| Adjusted tangible common equity (non-GAAP) | $ | 736,654 | $ | 732,525 | $ | 676,226 | |||||||||||
| Ending shares outstanding | 29,620,028 | 29,621,999 | 29,477,429 | ||||||||||||||
| Adjusted tangible book value per common share (non-GAAP) | $ | 24.87 | $ | 24.73 | $ | 22.94 | |||||||||||
| Adjusted calculation of tangible common equity / tangible assets (non-GAAP): | |||||||||||||||||
| Adjusted tangible common shareholders' equity (non-GAAP) | $ | 736,654 | $ | 732,525 | $ | 676,226 | |||||||||||
| Tangible assets (non-GAAP) | $ | 8,267,006 | $ | 8,313,032 | $ | 8,142,206 | |||||||||||
| Add: merger and integration costs (non-GAAP) | — | — | 6,041 | ||||||||||||||
| Adjusted tangible assets (non-GAAP) | $ | 8,267,006 | $ | 8,313,032 | $ | 8,148,247 | |||||||||||
| Adjusted tangible common equity / Adjusted tangible assets (non-GAAP) | 8.91 | % | 8.81 | % | 8.30 | % | |||||||||||
CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)
Reconciliation of Non-GAAP Financial Measures
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||||
| Calculation of efficiency ratio: | |||||||||||||||||||||||||||||
| Non-interest expense | $ | 51,104 | $ | 50,708 | $ | 50,157 | $ | 150,999 | $ | 130,812 | |||||||||||||||||||
| Non-interest income | $ | 11,489 | $ | 11,302 | $ | 10,566 | $ | 32,789 | $ | 28,081 | |||||||||||||||||||
| Net interest income | 76,305 | 76,344 | 67,129 | 225,972 | 167,757 | ||||||||||||||||||||||||
| Total revenue | $ | 87,794 | $ | 87,646 | $ | 77,695 | $ | 258,761 | $ | 195,838 | |||||||||||||||||||
| Efficiency ratio | 58.21 | % | 57.86 | % | 64.56 | % | 58.35 | % | 66.80 | % | |||||||||||||||||||
| Calculation of efficiency ratio (fully tax equivalent basis) (non-GAAP): | |||||||||||||||||||||||||||||
| Non-interest expense | $ | 51,104 | $ | 50,708 | $ | 50,157 | $ | 150,999 | $ | 130,812 | |||||||||||||||||||
| Less: core deposit intangible amortization | 1,025 | 1,016 | 780 | 3,046 | 813 | ||||||||||||||||||||||||
| Adjusted non-interest expense (non-GAAP) | $ | 50,079 | $ | 49,692 | $ | 49,377 | $ | 147,953 | $ | 129,999 | |||||||||||||||||||
| Non-interest income | $ | 11,489 | $ | 11,302 | $ | 10,566 | $ | 32,789 | $ | 28,081 | |||||||||||||||||||
| Net interest income | $ | 76,305 | $ | 76,344 | $ | 67,129 | $ | 225,972 | $ | 167,757 | |||||||||||||||||||
| Less: tax exempt investment and loan income, net of TEFRA (non-GAAP) | 2,217 | 2,391 | 1,737 | 6,573 | 4,652 | ||||||||||||||||||||||||
| Add: tax exempt investment and loan income (fully tax equivalent basis) (non-GAAP) | 3,010 | 3,265 | 2,453 | 8,978 | 6,575 | ||||||||||||||||||||||||
| Adjusted net interest income (fully tax equivalent basis) (non-GAAP) | 77,098 | 77,218 | 67,845 | 228,377 | 169,680 | ||||||||||||||||||||||||
| Adjusted net revenue (fully tax equivalent basis) (non-GAAP) | $ | 88,587 | $ | 88,520 | $ | 78,411 | $ | 261,166 | $ | 197,761 | |||||||||||||||||||
| Efficiency ratio (fully tax equivalent basis) (non-GAAP) | 56.53 | % | 56.14 | % | 62.97 | % | 56.65 | % | 65.74 | % | |||||||||||||||||||
| Adjusted calculation of efficiency ratio (fully tax equivalent basis) (non-GAAP): | |||||||||||||||||||||||||||||
| Adjusted non-interest expense (non-GAAP) | $ | 50,079 | $ | 49,692 | $ | 49,377 | $ | 147,953 | $ | 129,999 | |||||||||||||||||||
| Less: merger and integration costs (non-GAAP) | — | — | 4,155 | — | 6,041 | ||||||||||||||||||||||||
| Adjusted non-interest expense (non-GAAP) | $ | 50,079 | $ | 49,692 | $ | 45,222 | $ | 147,953 | $ | 123,958 | |||||||||||||||||||
| Adjusted net revenue (fully tax equivalent basis) (non-GAAP) | $ | 88,587 | $ | 88,520 | $ | 78,411 | $ | 261,166 | $ | 197,761 | |||||||||||||||||||
| Adjusted efficiency ratio (fully tax equivalent basis) (non-GAAP) | 56.53 | % | 56.14 | % | 57.67 | % | 56.65 | % | 62.68 | % | |||||||||||||||||||
CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)
Reconciliation of Non-GAAP Financial Measures
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||||
| Calculation of return on average tangible common equity (non-GAAP): | |||||||||||||||||||||||||||||
| Net income | $ | 28,061 | $ | 28,304 | $ | 19,990 | $ | 83,401 | $ | 45,427 | |||||||||||||||||||
| Less: preferred stock dividends | 1,076 | 1,075 | 1,076 | 3,226 | 3,226 | ||||||||||||||||||||||||
| Net income available to common shareholders | $ | 26,985 | $ | 27,229 | $ | 18,914 | $ | 80,175 | $ | 42,201 | |||||||||||||||||||
| Average shareholders' equity | $ | 920,710 | $ | 897,293 | $ | 789,266 | $ | 900,500 | $ | 680,200 | |||||||||||||||||||
| Less: average goodwill & intangibles | 118,783 | 120,838 | 107,827 | 120,482 | 65,554 | ||||||||||||||||||||||||
| Less: average preferred equity | 57,785 | 57,785 | 57,785 | 57,785 | 57,785 | ||||||||||||||||||||||||
| Average tangible common shareholders' equity (non-GAAP) | $ | 744,142 | $ | 718,670 | $ | 623,654 | $ | 722,233 | $ | 556,861 | |||||||||||||||||||
| Return on average equity (GAAP) (annualized) | 12.09 | % | 12.65 | % | 10.05 | % | 12.38 | % | 8.93 | % | |||||||||||||||||||
| Return on average common equity (GAAP) (annualized) | 12.41 | % | 13.01 | % | 10.26 | % | 12.72 | % | 9.07 | % | |||||||||||||||||||
| Return on average tangible common equity (non-GAAP) (annualized) | 14.39 | % | 15.20 | % | 12.03 | % | 14.84 | % | 10.13 | % | |||||||||||||||||||
| Adjusted calculation of return on average equity (non-GAAP): | |||||||||||||||||||||||||||||
| Net income | $ | 28,061 | $ | 28,304 | $ | 19,990 | $ | 83,401 | $ | 45,427 | |||||||||||||||||||
| Add: merger transaction related expenses, net of tax (non-GAAP) | — | — | 3,613 | — | 5,381 | ||||||||||||||||||||||||
| Adjusted net income (non-GAAP) | $ | 28,061 | $ | 28,304 | $ | 23,603 | $ | 83,401 | $ | 50,808 | |||||||||||||||||||
| Average shareholders' equity | $ | 920,710 | $ | 897,293 | $ | 789,266 | $ | 900,500 | $ | 680,200 | |||||||||||||||||||
| Adjusted return on average equity (non-GAAP) (annualized) | 12.09 | % | 12.65 | % | 11.86 | % | 12.38 | % | 9.99 | % | |||||||||||||||||||
| Adjusted calculation of return on average tangible common equity (non-GAAP): | |||||||||||||||||||||||||||||
| Net income available to common shareholders | $ | 26,985 | $ | 27,229 | $ | 18,914 | $ | 80,175 | $ | 42,201 | |||||||||||||||||||
| Add: merger transaction related expenses, net of tax (non-GAAP) | — | — | 3,613 | — | 5,381 | ||||||||||||||||||||||||
| Adjusted net income available to common shareholders | $ | 26,985 | $ | 27,229 | $ | 22,527 | $ | 80,175 | $ | 47,582 | |||||||||||||||||||
| Average tangible common shareholders' equity (non-GAAP) | $ | 744,142 | $ | 718,670 | $ | 623,654 | $ | 722,233 | $ | 556,861 | |||||||||||||||||||
| Adjusted return on average tangible common equity (non-GAAP) (annualized) | 14.39 | % | 15.20 | % | 14.33 | % | 14.84 | % | 11.42 | % | |||||||||||||||||||
CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)
Reconciliation of Non-GAAP Financial Measures
| Three Months Ended | Nine Months Ended | ||||||||||||||||||||||||||||
| September 30, 2026 | June 30, 2026 | September 30, 2025 | September 30, 2026 | September 30, 2025 | |||||||||||||||||||||||||
| Calculation of return on average assets: | |||||||||||||||||||||||||||||
| Net income | $ | 28,061 | $ | 28,304 | $ | 19,990 | $ | 83,401 | $ | 45,427 | |||||||||||||||||||
| Average total assets | $ | 8,387,702 | $ | 8,475,376 | $ | 7,798,867 | $ | 8,409,827 | $ | 6,757,473 | |||||||||||||||||||
| Return on average assets (GAAP) (annualized) | 1.33 | % | 1.34 | % | 1.02 | % | 1.33 | % | 0.90 | % | |||||||||||||||||||
| Adjusted calculation of return on average assets (non-GAAP): | |||||||||||||||||||||||||||||
| Net income | $ | 28,061 | $ | 28,304 | $ | 19,990 | $ | 83,401 | $ | 45,427 | |||||||||||||||||||
| Add: merger transaction related expenses, net of tax (non-GAAP) | — | — | 3,613 | — | 5,381 | ||||||||||||||||||||||||
| Adjusted net income | $ | 28,061 | $ | 28,304 | $ | 23,603 | $ | 83,401 | $ | 50,808 | |||||||||||||||||||
| Average total assets | $ | 8,387,702 | $ | 8,475,376 | $ | 7,798,867 | $ | 8,409,827 | $ | 6,757,473 | |||||||||||||||||||
| Adjusted return on average assets (non-GAAP) (annualized) | 1.33 | % | 1.34 | % | 1.20 | % | 1.33 | % | 1.01 | % | |||||||||||||||||||
Focusing on great experiences and mutually sustainable success for our clients, colleagues, and investors. Q3 2026 Earnings Supplement
2 CERTAIN IMPORTANT INFORMATION Certain comparative financial information for the three and nine months ended September 30, 2025 has been recast to reflect the Corporation's adoption of Accounting Standards Update 2025-08, Financial Services - Credit Losses (Topic 326): Purchased Financial Assets. The recast primarily eliminates the recognition of Day 1 provision expense associated with acquired loans and records an allowance for credit losses as of the acquisition date. The adoption had no impact on the economics or cash flows of the acquired assets but affected the timing of credit loss expense recognition. This change is not the result of an error, correction, or restatement of previously issued financial statements, but rather enhances comparability among periods presented in accordance with applicable financial reporting guidance. Accordingly, certain comparative amounts presented herein differ from those previously reported. CAUTION REGARDING FORWARD LOOKING STATEMENTS This presentation includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the Corporation’s financial condition, liquidity, results of operations, future performance and business. These forward-looking statements are intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that are not historical facts. Forward-looking statements include statements with respect to beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions that are subject to significant risks and uncertainties and are subject to change based on various factors (some of which are beyond the Corporation’s control). Forward-looking statements often include the words “believes,” “expects,” “anticipates,” “estimates,” “forecasts,” “intends,” “plans,” “targets,” “potentially,” “probably,” “projects,” “outlook” or similar expressions or future conditional verbs such as “may,” “will,” “should,” “would” and “could.” The Corporation’s actual results may differ materially from those contemplated by the forward- looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Such known and unknown risks, uncertainties and other factors that could cause the actual results to differ materially from the statements, include, but are not limited to, (i) adverse changes or conditions in capital and financial markets, including actual or potential stresses in the banking industry; (ii) changes in interest rates; (iii) the credit risks of lending activities, including our ability to estimate credit losses and the allowance for credit losses, as well as the effects of changes in the level of, and trends in, loan delinquencies and write-offs; (iv) effectiveness of our data security controls in the face of cyber attacks and any reputational risks following a cybersecurity incident; (v) changes in general business, industry or economic conditions or competition; (vi) changes in any applicable law, rule, regulation, policy, guideline or practice governing or affecting financial holding companies and their subsidiaries or with respect to tax or accounting principles or otherwise; (vii) adverse economic effects from international trade disputes, including threatened or implemented tariffs imposed by the U.S. and threatened or implemented tariffs imposed by foreign countries in retaliation, or similar events impacting economic activity; (viii) higher than expected costs or other difficulties related to integration of combined or merged businesses; (ix) the effects of business combinations and other acquisition transactions, including the inability to realize our loan and investment portfolios; (x) changes in the quality or composition of our loan and investment portfolios; (xi) adequacy of loan loss reserves; (xii) increased competition; (xiii) loss of certain key officers; (xiv) deposit attrition; (xv) rapidly changing technology; (xvi) unanticipated regulatory or judicial proceedings and liabilities and other costs; (xvii) changes in the cost of funds, demand for loan products or demand for financial services; and (xviii) other economic, competitive, governmental or technological factors affecting our operations, markets, products, services and prices. Such developments could have an adverse impact on the Corporation's financial position and results of operations. For more information about factors that could cause actual results to differ from those discussed in the forward-looking statements, please refer to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of and the forward-looking statement disclaimers in the Corporation’s annual and quarterly reports filed with the Securities and Exchange Commission. The forward-looking statements contained in this presentation are based upon management’s beliefs and assumptions and are made as of the date of this presentation. Factors or events that could cause the Corporation’s actual results to differ may emerge from time to time, and it is not possible for the Corporation to predict all of them. The Corporation undertakes no obligation to publicly update or revise any forward-looking statements included in this presentation or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise, except to the extent required by law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this presentation might not occur and you should not put undue reliance on any forward-looking statements. NON-GAAP FINANCIAL MEASURES This presentation contains references to financial measures that are not defined in GAAP. Management uses non-GAAP financial information in its analysis of the Corporation’s performance. Management believes that these non-GAAP measures provide a greater understanding of ongoing operations, enhance comparability of results of operations with prior periods and show the effects of significant gains and charges in the periods presented. The Corporation’s management believes that investors may use these non-GAAP measures to analyze the Corporation’s financial performance without the impact of unusual items or events that may obscure trends in the Corporation’s underlying performance. This non- GAAP data should be considered in addition to results prepared in accordance with GAAP, and is not a substitute for, or superior to, GAAP results. Limitations associated with non-GAAP financial measures include the risks that persons might disagree as to the appropriateness of items included in these measures and that different companies might calculate these measures differently. Non-GAAP measures reflected within the presentation include: Return on average tangible common equity, Adjusted return on average tangible common equity, Adjusted basic earnings per common share, Adjusted diluted earnings per common share, Adjusted net income available to common shareholders, Adjusted return on average assets, Net interest margin (fully tax equivalent basis), Efficiency ratio (fully tax equivalent), Adjusted efficiency ratio (fully tax equivalent), Tangible common equity/tangible assets, Merger transaction related expenses, net of tax, Adjusted return on average equity, Tangible book value per common share. Note: GAAP stands for Generally Accepted Accounting Principles
3 COMPANY OVERVIEW (1) Based on 29,620,028 share count reported as of September 30, 2026, in the October 21, 2026 Earnings Release and the October 13, 2026 closing stock price ($33.78). ▪ Holding Company for CNB Bank (Clearfield, PA), serving the community since 1865 ▪ 75 full-service offices, one loan production office, one mobile office, two limited service offices across Pennsylvania, New York, Ohio and Virginia ▪ Nasdaq: CCNE & CCNEP ▪ Market Capitalization: ~$1 billion(1) ▪ July 23, 2026 marked the one-year anniversary of the acquisition of ESSA Bancorp, Inc. FINANCIAL HIGHLIGHTS (As of 9/30/2026) ASSETS: $8.4 billion DEPOSITS: $7.0 billion LOANS: $6.6 billion
4 3RD QUARTER 2026 HIGHLIGHTS • Net Income of $27.0 million, or $0.91 per diluted common share • Return on Average Assets of 1.33% • Return on Average Tangible Common Equity (ROATCE) of 14.39%(1) • Return on Average Equity of 12.09% • Net Interest Margin, fully tax equivalent, of 3.89%, consistent from the prior quarter(1) • Efficiency Ratio, fully tax equivalent of 56.53%(1) EARNINGS & PROFITABILITY • Common Equity Tier 1 ratio of 12.19% compared to Basel III “well-capitalized” level of 7.00%(2) • Consolidated Tangible Common Equity to Tangible Assets ratio of 8.91%(1) • Common Shareholders’ Equity to Total assets of 10.19% • Bank-level Commercial Real Estate Loans to Total Risk- Based Capital of 268.24% CAPITAL (1) Return on Average Tangible Common Equity, Net Interest Margin, fully tax equivalent, Efficiency Ratio, fully tax equivalent, and Tangible Common Equity to Tangible Assets are non-GAAP financial measures – see Appendix for reconciliations. (2) Well-capitalized includes a 2.5% capital conservation buffer, resulting in minimum regulatory ratios of 7.0% Common Equity Tier 1.
5 3RD QUARTER 2026 HIGHLIGHTS • Total loans receivable of $6.6 billion increased $106.8 million, or 6.50% annualized, from the prior quarter • Yield on loans and loans held for sale of 6.31%, down 7 bps from the prior quarter • Loan/Deposit ratio of 93.94% LOANS • Total deposits of $7.0 billion decreased $32.6 million, or -1.83% annualized, from the prior quarter • Cost of interest-bearing deposits of 2.40%, down 2 bps from the prior quarter • Noninterest-bearing deposits increased $13.5 million, or 4.67% annualized, from prior quarter, primarily driven by treasury management customer relationships • Available Liquidity as a Multiple of Adjusted Uninsured Deposits of 4.7x DEPOSITS & LIQUIDITY • Allowance for credit losses / Total loans of 1.04% • Nonperforming assets / Total assets of 0.68% • Annualized net loan charge-offs / average total loans and loans held for sale of 0.14% ASSET QUALITY
6 UNIQUE MULTI-STATE, MULTI-BRAND MODEL ▪ Legacy bank of the organization founded in 1865 ▪ 19 full-service offices serving Clearfield, Centre, McKean, Elk, Jefferson, Cambria, Indiana and Blair counties in PA ▪ Central and North Central PA focus ▪ Opened in August 2005 ▪ Legacy market with 9 full-service offices serving Erie, Crawford & Warren counties in PA ▪ Growth market with 5 full-service offices serving Lake, Ashtabula, & Cuyahoga counties in OH, including the city of Cleveland ▪ Opened in 2013 with the acquisition of FC Banc Corp. in Bucyrus, OH ▪ 7 full-service offices serving the greater- Columbus metro area and Central Ohio ▪ Established in 2021 ▪ 3 full-service offices and 1 loan production office serving Roanoke, VA and the surrounding Southwest Virginia region ▪ High growth market and becoming a meaningful contributor to overall growth ▪ Focus on a planning-based approach for families and commercial customers ▪ Seamless partnership with Private Banking in providing customers with a broad array of competitive solutions ▪ Opened in 2016 serving the Greater Buffalo, NY market ▪ 12 full-service offices, 1 mobile office and 2 drive through locations ▪ Expanded into the Rochester, NY market in 2024 with its first branch ▪ Acquired in 2025 ▪ Expanded footprint into Northeast Pennsylvania, including the Lehigh Valley region ▪ 20 full-service offices
7 INVESTMENT HIGHLIGHTS Management • Experienced executive management team, supported by a deep bench, focused on generating shareholder value Capital & Liquidity • Substantial liquidity combined with exceptional capital levels to support overall shareholder strategy Balance Sheet • Strong risk profile • Primary focus on commercial lending and customer relationship deposits Profitability • Consistent profitability levels across market cycles resulting in the accretion of capital to support long term growth Market • Well diversified geographically • Balance of higher deposit share/legacy markets, with higher growth markets Credit Quality • Disciplined underwriting coupled with conservative credit culture, leading to high performing loan portfolio
8 INVESTMENT ACCRETION AND RETURNS
9 TANGIBLE BOOK VALUE PER COMMON SHARE (1) Tangible book value per common share is a non-GAAP financial measure – see Appendix for reconciliations. $15.98 $17.28 $20.00 $21.29 $22.85 $22.39 $24.57 $26.34 $27.63 $27.12 $28.86 $13.33 $14.69 $17.45 $18.66 $20.22 $20.30 $22.46 $24.24 $23.48 $22.76 $24.87 $- $5 $10 $15 $20 $25 $30 $35 2017 2018 2019 2020 2021 2022 2023 2024 2025 9/30/2025 9/30/2026 Book Value / Common Share Tangible Book Value / Common Share (1)
10 RETURN ON AVERAGE TANGIBLE COMMON EQUITY (1) ROATCE and adjusted ROATCE are non-GAAP financial measures – see Appendix for reconciliations; Average equity includes both common and preferred equity in periods following the 2020 preferred equity issuance. Adjusted return on tangible common equity is adjusted to remove expenses related to the acquisition of ESSA. ROAE stands for Return on average equity. YTD figures are annualized. 12.58% 11.42% 12.03% 16.01% 16.28% 10.67% 16.23% 16.64% 11.98% 10.25% 10.59% 10.13% 14.84% 9.97% 13.46% 14.05% 9.14% 13.39% 13.86% 10.54% 9.21% 9.14% 8.93% 12.38% 4% 6% 8% 10% 12% 14% 16% 18% 2017 2018 2019 2020 2021 2022 2023 2024 2025 YTD 9/30/2025 YTD 9/30/2026 Adj ROATCE (1) ROATCE (1) ROAE
11 DILUTED EARNINGS PER COMMON SHARE (1) Diluted earnings per common share (EPS) includes merger costs in 2019, merger costs, FHLB prepayment penalties and branch closure costs in 2020, and merger costs in 2025. Adjusted diluted earnings per common share (EPS Adj), which excludes 2025 merger related expenses is a non-GAAP financial measure – see Appendix for reconciliations. $2.95 $2.05 $1.54 $1.42 $1.57 $2.21 $2.63 $1.97 $3.16 $3.26 $2.55 $2.39 $2.49 $1.81 $2.69 $- $0.50 $1.00 $1.50 $2.00 $2.50 $3.00 $3.50 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025 YTD 9/30/2025 YTD 9/30/2026 EPS Adj (1) EPS (1)
12 DIVIDEND HISTORY HISTORICAL DIVIDEND PER COMMON SHARE • The Corporation’s long, uninterrupted history of dividends to its common shareholders reflects a key component of its total shareholder return • Common stock dividend yield of 2.28% as of September 30, 2026 • Common stock dividend payout ratio of 21% as of the nine months ended September 30, 2026 $0.00 $0.10 $0.20 $0.30 $0.40 $0.50 $0.60 $0.70 $0.80 Common Dividend Special Dividend
13 OUR MISSION We are dedicated to being the premier financial services provider in our communities CNB’s commitment to providing premier banking and wealth management solutions, building valued client relationships, being an employer of choice, and achieving top-tier performance is evidenced by: • Products and services • Professional employees • Safe, sound, and sustainable franchise growth
14 $0.8 $0.8 $0.9 $1.0 $1.2 $1.4 $1.6 $1.8 $2.1 $2.2 $2.3 $2.6 $2.8 $3.2 $3.8 $4.7 $5.3 $5.5 $5.8 $6.2 $8.4 $8.4 $0 $1 $2 $3 $4 $5 $6 $7 $8 $9 Acquisition of FC Banc Corp Acquisition of Bank of Akron Acquisition of ESSA Bancorp Ridge View Bank Is Formed ERIEBANK Formed2 0 0 5 2 0 1 3 2 0 1 6 2 0 2 0 2 0 2 1 $ i n B ill io n s 2 0 2 5 ASSET GROWTH AND KEY MILESTONES Acquisition of Lake National Bank Bank on Buffalo Is Formed CAPITAL ACTIVITY 2010: Common Equity Raise of $34.5MM 2016: $50.0MM Subordinated Debt Issued 2017: At-The-Market Capital Raise of $20.0MM 2020: Preferred Equity Capital Raise of $60.4MM 2021: $85.0MM Subordinated Debt Issuance (replacing existing Subordinated Debt) 2022: Common Equity Raise of $100.0MM 2026: $50.0MM Partial Redemption of Subordinated Debt
15 CNB BANK SENIOR MANAGEMENT MICHAEL D. PEDUZZI President, Chief Executive Officer MARTIN T. GRIFFITH Senior Executive Vice President, Chief Revenue Officer LEANNE D. KASSAB Senior Executive Vice President, Chief Experience Officer TITO L. LIMA Senior Executive Vice President, Chief Financial Officer GREGORY M. DIXON Executive Vice President, Chief Credit Officer DARRYL P. KOCH Executive Vice President, Chief Information Technology & Security Officer HEATHER J. KOPTCHAK Executive Vice President, Chief Human Resources Officer ROBIN W. MINK Executive Vice President, Chief Treasury Management Officer STEVEN R. SHILLING Executive Vice President, Chief Wealth Management Officer ANGELA D. WILCOXSON Executive Vice President, Chief Commercial Banking Officer ANNA K. “KATIE” ANDERSEN Senior Vice President, Chief Risk Officer KYLIE GRAHAM Senior Vice President, Director of Operations MICHAEL J. NOAH Executive Vice President, Chief Operating Officer & President, BankOnBuffalo
16 QUARTERLY RESULTS Q3 2026
17 PROFITABILITY NET INCOME AVAILABLE TO COMMON (1) DILUTED EARNINGS PER COMMON SHARE (1) In thousands. (2) Excludes merger related expenses and is a non-GAAP financial measure – see Appendix for reconciliations. (3) ROATCE is a non-GAAP financial measure – see Appendix for reconciliations. Quarterly return metrics are annualized. RETURN ON AVERAGE ASSETS (“ROAA”) RETURN ON AVERAGE TANGIBLE COMMON EQUITY $0.82 $0.69 $0.91 $0.91 $- $0.20 $0.40 $0.60 $0.80 $1.00 Q3 2025 Q2 2026 Q3 2026 Adj EPS (2) EPS 1.20% 1.02% 1.34% 1.33% 0.0% 0.2% 0.4% 0.6% 0.8% 1.0% 1.2% 1.4% 1.6% Q3 2025 Q2 2026 Q3 2026 ROAA Adj (2) ROAA 14.33% 12.03% 15.20% 14.39% 0.0% 3.0% 6.0% 9.0% 12.0% 15.0% 18.0% Q3 2025 Q2 2026 Q3 2026 ROATCE Adj (2) ROATCE (3) $22,527 $18,914 $27,229 $26,985 $- $5,000 $10,000 $15,000 $20,000 $25,000 $30,000 Q3 2025 Q2 2026 Q3 2026 Net Income Adj (2) Net Income
18 LOANS AND DEPOSITS LOANS ($M) DEPOSITS ($M)(1) (1) Deposits excludes deposits held for sale. $6,485 $6,514 $6,621 $- $1,000 $2,000 $3,000 $4,000 $5,000 $6,000 $7,000 $8,000 Q3 2025 Q2 2026 Q3 2026 $6,900 $7,080 $7,048 $- $1,000 $2,000 $3,000 $4,000 $5,000 $6,000 $7,000 $8,000 Q3 2025 Q2 2026 Q3 2026
19 NET INTEREST MARGIN (“NIM”) & EFFICIENCY RATIO NIM(1) EFFICIENCY RATIO(1) (1) Net interest margin, fully tax equivalent and Adjusted efficiency ratio, fully tax equivalent are non-GAAP financial measures – see Appendix for reconciliations. Adjusted efficiency ratio fully tax equivalent excludes merger related expenses in Q3 2025. Quarterly figures presented are annualized. 3.69% 3.88% 3.89% 3.69% 3.89% 3.89% 3.55% 3.60% 3.65% 3.70% 3.75% 3.80% 3.85% 3.90% 3.95% Q3 2025 Q2 2026 Q3 2026 NIM NIM Fully Tax Equiv. 64.56% 57.86% 58.21% 57.67% 56.14% 56.53% 50.00% 52.00% 54.00% 56.00% 58.00% 60.00% 62.00% 64.00% 66.00% Q3 2025 Q2 2026 Q3 2026 Efficiency Ratio Adjusted Efficiency Ratio, Fully Tax Equiv.
20 Commercial & industrial 27.3% Commercial mortgage 37.2% Residential real estate 33.5% Consumer & other 2.0% LOAN PORTFOLIO COMPOSITION 9/30/2026 LOAN PORTFOLIO COMPOSITION AVERAGE YIELD ON TOTAL LOANS & LOANS HELD FOR SALE ▪ Approximately 60.7% of the loan portfolio is variable rate 6.52% 6.38% 6.31% 5.00% 5.20% 5.40% 5.60% 5.80% 6.00% 6.20% 6.40% 6.60% 6.80% 7.00% Q3 2025 Q2 2026 Q3 2026
21 Apartments 28.3% Lodging 17.2% Mixed Use 5.5% Office 6.4% Retail 8.3% Manufacturing 4.3% Student Housing 1.1% Warehouse 2.6% Storage Units 2.1% All Other 24.2% Manufacturing 15.7% Healthcare & Social Services 9.9% Retail 8.2% Construction 7.3% Finance and Insurance 10.1% Administrative and Support and Waste Management and Remediation Services 5.3% Other Services 6.2% Mining, Quarrying, and Oil & Gas Extraction 3.5% Accommodation and Food Services 4.4% Transportation and Warehousing 5.1% All Other 24.2% ADDITIONAL LOAN PORTFOLIO DETAIL ▪ Well diversified Commercial & Industrial (“C&I”) portfolio with no single industry greater than 16% of total C&I portfolio ▪ CNB has proven C&I underwriting practices and strong loan loss history ▪ Commercial Mortgage portfolio is also well diversified with no single segment greater than 29% of the total Commercial Mortgage portfolio, and with the Commercial Office segment representing less than 7% of the total Commercial Mortgage portfolio C&I DETAIL (9/30/2026) COMMERCIAL MORTGAGE DETAIL (9/30/2026) (1) (1) Does not include construction loans.
22 ADDITIONAL COMMERCIAL MORTGAGE DETAIL HOSPITALITY (9/30/26)(1) (1) Markets are based upon metropolitan statistical areas. OFFICE (9/30/26)(1) MULTIFAMILY (9/30/26)(1) • Consists of 140 outstanding loans, totaling $132.0 million, or 1.99% of total loans outstanding • Nonaccrual commercial office loans that totaled $2.0 million, or 1.55% of total commercial office loans outstanding • The average outstanding balance per commercial office loan was $943 thousand • Consists of 148 outstanding loans, totaling $370.2 million, or 5.59% of total loans outstanding • There were no nonaccrual commercial lodging loans • The average outstanding balance per loan was $2.5 million • Consists of 331 outstanding loans, totaling $539.7 million, or 8.15% of total loans outstanding • Nonaccrual multifamily loans totaled $721 thousand, or 0.13% of total multifamily loans outstanding • The average outstanding balance per loan was $1.6 million Buffalo 15.1% Columbus 15.9% Pittsburgh 12.7% Cleveland 9.1% Roanoke 6.6% Other 40.6% Buffalo 7.7% State College- DuBois, 4.5% Cincinnati 8.1% Allentown- Bethlehem- Easton 9.4% Cleveland 23.2% Other 47.1% Cleveland 26.4% Columbus 6.0% Buffalo 20.7% Philadelphia 10.5% Allentown- Bethlehem- Easton 15.4% Other 21.0%
23 CONSERVATIVE CREDIT CULTURE 9/30/2026 NONACCRUAL LOANS BY TYPE HISTORICAL ASSET QUALITY NET CHARGE-OFFS/AVERAGE LOANS(1) Note: “NPAs” means Non-Performing Assets. “ACL” means Allowance for Credit Losses. (1) Quarterly “Q” calendar periods presented are annualized. 0.06% 0.09% 0.14% 0.00% 0.05% 0.10% 0.15% 0.20% 0.25% 0.30% 0.35% Q3 2025 Q2 2026 Q3 2026 9/30/2025 6/30/2026 9/30/2026 Nonaccrual loans $36,013 $54,842 $53,618 Loans 90+ days past due and accruing 86 27 99 Other real estate owned and repossessed assets 4,254 3,554 3,140 Nonperforming assets $40,353 $58,423 $56,857 Nonaccrual loans / loans 0.56% 0.84% 0.81% NPAs / assets 0.49% 0.69% 0.68% ACL / nonaccrual loans 187.94% 123.00% 127.89% Commercial mortgage 18.5% Consumer & other 1.5% Residential real estate 32.2% Commercial & industrial 47.8%
24 DEPOSIT MIX 9/30/2026 DEPOSIT MIX(1) AVERAGE COST DEPOSITS (1) Deposit Mix excludes deposits classified as Deposits held for sale on the balance sheet at 9/30/2026. 2.75% 2.42% 2.40% 2.30% 2.04% 2.01% 1.00% 1.50% 2.00% 2.50% 3.00% 3.50% 4.00% Q 3 2 0 2 5 Q 2 2 0 2 6 Q 3 2 0 2 6 Cost of total interest-bearing deposits Cost of total deposits ▪ Well diversified deposit portfolio ▪ Granular deposit base with average balance per account of $33 thousand ▪ Focused on continuing to reduce interest cost of deposits ▪ Strong risk profile of deposit portfolio, with core deposits at 95.9% of total deposits ▪ Treasury Management deposit portfolio comprising 22.9% of total deposit portfolio Demand - noninterest 16.5%Demand - interest 14.9% Savings 52.9% Time deposits 15.7%
25 U.S. Government sponsored entities 24.3% State & political subdivisions 10.0% Agency residential & multi-family mortgage- backed securities 61.7% Corporate notes & bonds 3.3% Pooled SBA 0.7% ▪ Total investment portfolio comprised of 11.1% of total assets, provides supplemental interest income to the loan portfolio and provides securities to meet collateral pledging needs for certain municipal deposit relationships ▪ Overall low credit risk profile with 86.7% of the portfolio comprised of government or government sponsored securities and residential & multi-family mortgage securities issued by government or government sponsored entities, as of September 30, 2026 ▪ Portfolio modified duration of 4.10 years enables CNB to reinvest cash flows to capitalize on higher interest rates SECURITIES PORTFOLIO 9/30/2026 INVESTMENT PORTFOLIO DETAIL HIGHLIGHTS (1) Accumulated other comprehensive income (loss), “AOCI” amounts included in the amount presented under Total Net Unrealized Losses. These AOCI amounts are calculated using a tax rate of 21%. As of 9/30/2026 ($000) Book Value Market Value Total Net Unrealized Losses AOCI (1) Wgt Avg Mod Dur (Yrs) Up100 Dn100 AFS $744,228 $677,435 ($66,793) ($52,766) 4.50 -4.54% 4.34% HTM 185,863 170,743 (15,120) (2,882) 2.62 -2.86% 2.56% Total $930,091 $848,178 ($81,913) ($55,648) 4.10 -4.20% 3.98% Price Vol
26 ▪ The quarter-over-quarter (“QoQ”) increase in Wealth and asset management fees was due to a $1.1 million transition fee for the Corporation moving its existing retail investment business platform to a new provider ▪ Lower Net realized and unrealized gains QoQ on equity securities was due to market movement in deferred compensation plan assets ▪ Lower Other non-interest income QoQ was primarily due to lower gains on recoveries of acquired loans NON-INTEREST INCOME NON-INTEREST INCOME Q3 2025 Q2 2026 Q3 2026 Wealth and asset management fees $2,359 $2,728 $3,672 Service charges on deposit accounts 2,222 2,010 2,144 Other service charges and fees 480 417 464 Net realized gains on available-for-sale securities 397 - - Net realized and unrealized gains (losses) on equity securities 664 707 3 Mortgage banking 196 269 437 Bank owned life insurance 975 1,167 1,046 Card processing and interchange income 2,336 2,804 2,840 Other non-interest income 937 1,200 883 Total non-interest income $10,566 $11,302 $11,489
27 ▪ The increase QoQ in Salaries and benefits was due to higher incentive compensation accruals ▪ The decrease QoQ in Legal, professional, and examination fees was driven by the reversal of a legal accrual assumed as part of the ESSA acquisition ▪ The QoQ decrease in Other non-interest expenses was caused by the timing of business development-related costs and other real estate owned expenses NON-INTEREST EXPENSE NON-INTEREST EXPENSES Q3 2025 Q2 2026 Q3 2026 Salaries and benefits $23,339 $22,712 $24,705 Net occupancy expense of premises 4,823 5,085 4,987 Technology expense 5,485 7,205 7,417 Amortization of core deposit intangible 780 1,016 1,025 Advertising expense 754 728 662 State and local taxes 1,292 2,046 1,849 Legal, professional, and examination fees 1,637 1,718 1,145 FDIC insurance premiums 940 1,021 1,255 Card processing and interchange expenses 1,300 1,470 1,453 Merger and integration costs 4,155 - - Other non-interest expense 5,652 7,707 6,606 Total non-interest expenses $50,157 $50,708 $51,104
28 CONSOLIDATED CAPITAL POSITION (1) Tangible common equity / Tangible assets is a non-GAAP financial measure - see Appendix for reconciliation. (2) Well-capitalized includes a 2.5% capital conservation buffer, resulting in minimum regulatory ratios of 7.0% Common Equity Tier 1 and 10.5% Total Risk-Based Capital. Note: Capital ratios as of September 30, 2026 are estimated pending final regulatory filings. ▪ The Corporation did not repurchase shares of common stock during the nine months ended September 30, 2026; remaining capacity under the current program was 500,000 shares or $15.0 million as of September 30, 2026. 10.19% 8.91% 12.19% 14.67% 7.0% 10.5% 0.00% 2.00% 4.00% 6.00% 8.00% 10.00% 12.00% 14.00% 16.00% Common Equity / Total Assets Tangible Common Equity / Tangible Assets (1) Common Equity Tier 1 Ratio Total Risk Based Capital Ratio 9/30/2026 Well-Capitalized (2)
29 UNINSURED DEPOSITS AND LIQUIDITY ▪ Well diversified and granular deposit base comprised of a combination of consumer, small business, commercial and public funds with an average deposit balance per account at CNB Bank of approximately $33 thousand ▪ Substantial available liquidity, which is well in excess of uninsured deposits UNINSURED DEPOSITS AVAILABLE LIQUIDITY (1) Adjustments to Uninsured Deposits include the exclusion of collateralized deposits and affiliate deposits. (2) Availability contingent on the FHLB activity-based stock ownership requirement. (3) Includes access to discount window, BIC program and Bank Term Funding Program. (4) Availability contingent on internal borrowing guidelines and Availability contingent on correspondent bank approvals at time of borrowing. ($000) 9/30/2025 6/30/2026 9/30/2026 Uninsured Deposits $2,079,586 $2,070,983 $2,145,914 Adjusted Uninsured Deposits (1) 1,423,093 1,345,596 1,363,223 Total CNB Bank Deposits 6,926,340 7,183,689 7,148,929 Uninsured Deposits to Total CNB Bank Deposits 30.0% 28.8% 30.0% Adjusted Uninsured Deposits to Total CNB Bank Deposits 20.5% 18.7% 19.1% ($000) 9/30/2025 6/30/2026 9/30/2026 Excess Cash at Federal Reserve $351,943 $364,781 $221,181 FHLB Borrowing Capacity (2) 1,849,186 1,590,940 1,780,254 Federal Reserve Borrowing Capacity (3) 347,773 407,918 305,131 Brokered Deposits (4) 2,557,986 2,595,667 2,598,905 Other third-party funding channels (4) 1,076,821 1,442,228 1,489,969 Total net available liquidity $6,183,708 $6,401,534 $6,395,440 Available Liquidity as a Multiple of Adjusted Uninsured Deposits 4.3 4.8 4.7
30 INTEREST RATE SENSITIVITY (1) The graph demonstrates the annualized result of an interest rate simulation and the estimated effect that a parallel interest rate shift, or "shock," in the yield curve and subjective adjustments in deposit pricing might have on the Corporation's projected net interest income over the next 12 months. This simulation assumes that there is no growth in interest-earning assets or interest-bearing liabilities over the next 12 months. The changes to net interest income shown above are in compliance with CNB's policy guidelines. (2) Data presented reflects 6/30/2026, due to timing of Quarterly Report on Form 10-Q. ▪ Earnings stability across declining and rising rate environments ▪ Interest rate sensitivity based primarily on organic balance sheet execution (no external hedging utilized) 6/30/2026 12/31/2025 +300 basis points 0.8% 1.6% +200 basis points 0.9% 1.5% +100 basis points 0.6% 1.0% -100 basis points -1.4% -1.8% -200 basis points -1.8% -2.0% -300 basis points -2.4% -2.8% % Change in Net Interest Income (1)
31 MARKET VALUATION • Franchise is undervalued compared to its Peer Financial Institutions • CNB has a long history of strong profitability levels across diversified markets • Long-term historical growth in loans and deposits should lead to growth-oriented valuation • Experienced Executive Management is focused on long-term shareholder objectives 8.2x 9.3x 9.5x 10.0x 10.3x 10.4x 10.5x 10.7x 11.4x 11.4x 11.5x 11.5x 12.0x 12.1x 12.1x 12.1x 13.2x 13.7x 14.8x 0.00 2.00 4.00 6.00 8.00 10.00 12.00 14.00 16.00 Price / Forward EPS Next Twelve Months(1) Median Value: 11.4x (1) Calculated as stock share price as a multiple of next twelve months forward earnings estimate. Chart data sourced from S&P Capital IQ on October 14, 2026.
32 MARKET VALUATION • Franchise is undervalued compared to its Peer Financial Institutions • Substantial liquidity and exceptional capital levels support a top tier market value • Disciplined underwriting coupled with conservative credit culture support long-term shareholder value • Diversified balance sheet supports proactive credit risk management and further accretion of capital (1) Calculated as stock price as a multiple of tangible book value per share. Tangible book value is calculated using the last financial period end available, June 30, 2026, tangible common equity and common shares outstanding values. Chart data sourced from S&P Capital IQ on October 14, 2026. 1.27x 1.35x 1.35x 1.41x 1.42x 1.44x 1.49x 1.49x 1.55x 1.63x 1.65x 1.65x 1.72x 1.81x 2.23x 2.27x 2.41x 2.79x 3.00x 0.00 0.50 1.00 1.50 2.00 2.50 3.00 3.50 Price / Tangible Book Value(1) Median Value: 1.63x
33 AWARDS & RECOGNITIONS • FHLB Pillars of the Community Award (2026) • Featured in NASDAQ’s Banking on You Series (2026) • CNB voted Best Bank in Progressland (2026) • ERIEBANK voted Best Bank – Meadville Tribune Readers Choice (2026) • ESSA voted Best Bank in the Pocono Record Community Choice Awards (2026) • FCBank named Bank of the Year from the Ohio Bankers League (2025) • Ridge View Bank named Best in Customer Service by Smith Mountain Laker Magazine (2025)
A P P E N D I X
35 NON-GAAP RECONCILIATION This presentation contains references to financial measures that are not defined in GAAP. Management uses non-GAAP financial information in its analysis of the Corporation’s performance. Management believes that these non-GAAP measures provide a greater understanding of ongoing operations, enhance comparability of results of operations with prior periods and show the effects of significant gains and charges in the periods presented. The Corporation’s management believes that investors may use these non-GAAP measures to analyze the Corporation’s financial performance without the impact of unusual items or events that may obscure trends in the Corporation’s underlying performance. This non-GAAP data should be considered in addition to results prepared in accordance with GAAP, and is not a substitute for, or superior to, GAAP results. Limitations associated with non-GAAP financial measures include the risks that persons might disagree as to the appropriateness of items included in these measures and that different companies might calculate these measures differently. A reconciliation of these non-GAAP financial measures is provided below (dollars in thousands, except per share data).
36 NON-GAAP RECONCILIATION Dollars in thousands, except per share data September 30, 2025 June 30, 2026 September 30, 2026 September 30, 2025 September 30, 2026 Calculation of return on average tangible common equity (non-GAAP): Net income $ 19,990 $ 28,304 $ 28,061 $ 45,427 $ 83,401 Less: preferred stock dividends 1,076 1,075 1,076 3,226 3,226 Net income available to common shareholders 18,914$ 27,229$ 26,985$ 42,201$ 80,175$ Average shareholders' equity $ 789,266 $ 897,293 $ 920,710 $ 680,200 $ 900,500 Less: average goodwill & intangibles 107,827 120,838 118,783 65,554 120,482 Less: average preferred equity 57,785 57,785 57,785 57,785 57,785 Average tangible common shareholders' equity (non-GAAP) $ 623,654 $ 718,670 $ 744,142 $ 556,861 $ 722,233 Return on average equity (GAAP) (annualized) 10.05% 12.65% 12.09% 8.93% 12.38% Return on average common equity (GAAP) (annualized) 10.26% 13.01% 12.41% 9.07% 12.72% Return on average tangible common equity (non-GAAP) (annualized) 12.03% 15.20% 14.39% 10.13% 14.84% Adjusted calculation of return on average equity (non-GAAP): Net income 19,990$ 28,304$ 28,061$ 45,427$ 83,401$ Add: merger transaction related expenses, net of tax (non-GAAP) 3,613 - - 5,381 - Adjusted net income (non-GAAP) 23,603$ 28,304$ 28,061$ 50,808$ 83,401$ Average shareholders' equity 789,266$ 897,293$ 920,710$ 680,200$ 900,500$ Adjusted return on average equity (non-GAAP) (annualized) 11.86% 12.65% 12.09% 9.99% 12.38% Adjusted calculation of return on average tangible common equity (non-GAAP): Net income available to common shareholders 18,914$ 27,229$ 26,985$ 42,201$ 80,175$ Add: merger transaction related expenses, net of tax (non-GAAP) 3,613 - - 5,381 - Adjusted net income available to common shareholders 22,527$ 27,229$ 26,985$ 47,582$ 80,175$ Average tangible common shareholders' equity (non-GAAP) 623,654$ 718,670$ 744,142$ 556,861$ 722,233$ Adjusted return on average tangible common equity (non-GAAP) (annualized) 14.33% 15.20% 14.39% 11.42% 14.84% Three Months Ended Nine Months Ended
37 NON-GAAP RECONCILIATION Dollars in thousands, except per share data 2017 2018 2019 2020 2021 2022 2023 2024 2025 Calculation of return on average tangible common equity (non-GAAP): Net income $23,860 $33,719 $40,081 $32,743 $57,707 $63,188 $58,020 $54,575 $66,131 Less: preferred stock dividends - - - 1,147 4,302 4,302 4,302 4,302 4,302 Net Income Available to Common $23,860 $33,719 $40,081 $31,596 $53,405 $58,886 $53,718 $50,273 $61,829 Average shareholders' equity $239,223 $250,491 $285,324 $358,163 $431,062 $455,748 $550,333 $592,550 $723,241 Less: average goodwill & intangibles 40,941 39,901 39,163 41,821 44,265 44,163 44,193 44,118 81,548 Less: average preferred equity - - 20,200 57,785 57,785 57,785 57,785 57,785 Average tangible common shareholders' equity (non-GAAP) $198,282 $210,590 $246,161 $296,142 $329,012 $353,800 $448,355 $490,647 $583,908 Return on average equity (GAAP) (annualized) 9.97% 13.46% 14.05% 9.14% 13.39% 13.86% 10.54% 9.21% 9.14% Return on average tangible common equity (non-GAAP) (annualized) 12.03% 16.01% 16.28% 10.67% 16.23% 16.64% 11.98% 10.25% 10.59% Adjusted calculation of return on average tangible common equity (non-GAAP): Net Income Available to Common $23,860 $33,719 $40,081 $31,596 $53,405 $58,886 $53,718 $50,273 $61,829 Add: merger transaction related expenses (non-GAAP) - - - - - - - - 11,600 Adjusted net income available to common shareholders 23,860$ 33,719$ 40,081$ 31,596$ 53,405$ 58,886$ 53,718$ 50,273$ 73,429$ Adjusted return on average tangible common equity (non-GAAP) 12.03% 16.01% 16.28% 10.67% 16.23% 16.64% 11.98% 10.25% 12.58% For the year ending December 31,
38 NON-GAAP RECONCILIATION Dollars in thousands, except per share data 2017 2018 2019 2020 2021 2022 2023 2024 2025 Shareholders' Equity $243,910 $262,830 $304,966 $416,137 $442,847 $530,762 $571,247 $610,695 $872,127 Less: Preferred Equity - - - 57,785 57,785 57,785 57,785 57,785 57,785 Common Shareholders' Equity $243,910 $262,830 $304,966 $358,352 $385,062 $472,977 $513,462 $552,910 $814,342 Goodwill and Other Intangibles 38,730 38,730 38,730 43,749 43,749 43,749 43,874 43,874 88,512 Core Deposit Intangibles 1,625 727 160 567 460 364 280 206 33,693 LESS: Total Intangible Assets $40,355 $39,457 $38,890 $44,316 $44,209 $44,113 $44,154 $44,080 $122,205 Tangible Common Equity (non-GAAP) $203,555 $223,373 $266,076 $314,036 $340,853 $428,864 $469,308 $508,830 $692,137 Total Assets $2,768,773 $3,221,521 $3,763,659 $4,729,399 $5,328,939 $5,475,179 $5,752,957 $6,192,010 $8,396,435 Goodwill and Other Intangibles 38,730 38,730 38,730 43,749 43,749 43,749 43,874 43,874 88,512 Core Deposit Intangibles 1,625 727 160 567 460 364 280 206 33,693 LESS: Total Intangible Assets $40,355 $39,457 $38,890 $44,316 $44,209 $44,113 $44,154 $44,080 $122,205 Tangible Assets (non-GAAP) $2,728,418 $3,182,064 $3,724,769 $4,685,083 $5,284,730 $5,431,066 $5,708,803 $6,147,930 $8,274,230 Tangible Common Equity / Tangible Assets (non-GAAP) 7.46% 7.02% 7.14% 6.70% 6.45% 7.90% 8.22% 8.28% 8.36% Ending Shares Outstanding 15,264,740 15,207,281 15,247,985 16,833,008 16,855,062 21,121,346 20,896,439 20,987,992 29,473,352 Book Value Per Common Share $15.98 $17.28 $20.00 $21.29 $22.85 $22.39 $24.57 $26.34 $27.63 Tangible Book Value Per Common Share (non-GAAP) $13.33 $14.69 $17.45 $18.66 $20.22 $20.30 $22.46 $24.24 $23.48 As of December 31,
39 NON-GAAP RECONCILIATION Dollars in thousands, except per share data 2025 2026 Shareholders' Equity $857,130 $912,550 Less: Preferred Equity 57,785 57,785 Common Shareholders' Equity 799,345 854,765 Less: goodwill and other intangibles 93,773 87,465 Less: core deposit intangible 34,727 30,646 Tangible Common Equity (non-GAAP) $670,845 $736,654 Total Assets $8,270,706 $8,385,117 Less: goodwill and other intangibles 93,773 87,465 Less: core deposit intangible 34,727 30,646 Tangible Assets (non-GAAP) $8,142,206 $8,267,006 Ending Shares Outstanding 29,477,429 29,620,028 Book Value Per Common Share $27.12 $28.86 Tangible Book Value Per Common Share (non-GAAP) $22.76 $24.87 Common shareholders' equity / Total assets (GAAP) 9.66% 10.19% Tangible Common Equity / Tangible Assets (non-GAAP) 8.24% 8.91% As of September 30,
40 NON-GAAP RECONCILIATION Dollars in thousands, except per share data September 30, 2025 June 30, 2026 September 30, 2026 September 30, 2025 September 30, 2026 Basic earnings per common share computation: Net income available to common shareholders $ 18,914 $ 27,229 $ 26,985 $ 42,201 $ 80,175 Less: net income available to common shareholders allocated to participating securities 149 256 225 345 715 Net income available to common shareholders allocated to common stock $ 18,765 $ 26,973 $ 26,760 $ 41,856 $ 79,460 Weighted average common shares outstanding, including shares considered participating securities 27,388 29,627 29,621 23,165 29,608 Less: average participating securities 209 273 233 166 255 Weighted average shares 27,179 29,354 29,388 22,999 29,353 Basic earnings per common share $ 0.69 $ 0.92 $ 0.91 $ 1.82 $ 2.71 Diluted earnings per common share computation: Net income available to common shareholders allocated to common stock $ 18,765 $ 26,973 $ 26,760 $ 41,856 $ 79,460 Weighted average common shares outstanding for basic earnings per common share 27,179 29,354 29,388 22,999 29,353 Add: dilutive effect of stock compensation 101 138 145 76 137 Weighted average shares and dilutive potential common shares 27,280 29,492 29,533 23,075 29,490 Diluted earnings per common share $ 0.69 $ 0.91 $ 0.91 $ 1.81 $ 2.69 Adjusted basic earnings per common share computation (non-GAAP): Net income available to common shareholders $ 18,914 $ 27,229 $ 26,985 $ 42,201 $ 80,175 Add: merger transaction related expenses, net of tax (non-GAAP) 3,613 - - 5,381 - Less: net income available to common shareholders allocated to participating securities 149 256 225 345 715 Less: adjustment to net income available to common shareholders allocated to participating securities for merger transaction related expenses, net of tax (non-GAAP) 28 - - 39 - Adjusted net income available to common shareholders allocated to common stock (non-GAAP) $ 22,350 $ 26,973 $ 26,760 $ 47,198 $ 79,460 Weighted average common shares outstanding, including shares considered participating securities 27,388 29,627 29,621 23,165 29,608 Less: average participating securities 209 273 233 166 255 Weighted average shares 27,179 29,354 29,388 22,999 29,353 Adjusted basic earnings per common share (non-GAAP) $ 0.82 $ 0.92 $ 0.91 $ 2.05 $ 2.71 Adjusted diluted earnings per common share computation (non-GAAP): Adjusted net income available to common shareholders allocated to common stock (non-GAAP) $ 22,350 $ 26,973 $ 26,760 $ 47,198 $ 79,460 Weighted average common shares outstanding for basic earnings per common share 27,179 29,354 29,388 22,999 29,353 Add: dilutive effect of stock compensation 101 138 145 76 137 Weighted average shares and dilutive potential common shares 27,280 29,492 29,533 23,075 29,490 Adjusted diluted earnings per common share (non-GAAP) $ 0.82 $ 0.91 $ 0.91 $ 2.05 $ 2.69 Three Months Ended Nine Months Ended
41 NON-GAAP RECONCILIATION Dollars in thousands, except per share data 2017 2018 2019 2020 2021 2022 2023 2024 2025 Net Income Available to Common Shareholders $23,860 $33,719 $40,081 $31,596 $53,405 $58,886 $53,718 $50,273 $61,829 LESS: Net Income Allocated to Participating Securities 135 150 147 100 183 229 283 388 476 Net Income Allocated to Common Stock $23,725 $33,569 $39,934 $31,496 $53,222 $58,657 $53,435 $49,885 $61,353 Weighted Average Common Shares Outstanding, Including Participating Securities 15,212 15,274 15,219 16,048 16,875 18,057 21,010 20,993 24,755 LESS: Average Participating Securities 80 64 55 48 55 70 106 155 169 Weighted Average Shares 15,132 15,210 15,164 16,000 16,820 17,987 20,904 20,838 24,586 Basic Earnings Per Common Share $1.57 $2.21 $2.63 $1.97 $3.16 $3.26 $2.56 $2.39 $2.50 Weighted Average Shares 15,132 15,210 15,164 16,000 16,820 17,987 20,904 20,838 24,586 ADD: Dilutive Effects of Performance Based Shares - - - - - 33 40 62 83 Weighted Average Shares and Dilutive Potential Common Shares 15,132 15,210 15,164 16,000 16,820 18,020 20,944 20,900 24,669 Diluted Earnings Per Common Share $1.57 $2.21 $2.63 $1.97 $3.16 $3.26 $2.55 $2.39 $2.49 Net Income Available to Common Shareholders $23,860 $33,719 $40,081 $31,596 $53,405 $58,886 $53,718 $50,273 $61,829 ADD: Merger Costs, Prepayment Penalties and Branch Closure Costs (net of tax) - - 134 10,168 - - - - 11,521 Adjusted Net Income Available to Common Shareholders $23,860 $33,719 $40,215 $41,764 $53,405 $58,886 $53,718 $50,273 $73,350 LESS: Net Income Allocated to Participating Securities 135 150 147 100 183 229 283 388 476 Adjusted Net Income Allocated to Common Stock $23,725 $33,569 $40,068 $41,664 $53,222 $58,657 $53,435 $49,885 $72,874 Weighted Average Shares and Dilutive Potential Common Shares 15,132 15,210 15,164 16,000 16,820 17,987 20,944 20,900 24,669 Adjusted Diluted Earnings Per Common Share $1.57 $2.21 $2.64 $2.60 $3.16 $3.26 $2.55 $2.39 $2.95 For the year ending December 31,
42 NON-GAAP RECONCILIATION September 30, 2025 June 30, 2026 September 30, 2026 September 30, 2025 September 30, 2026 Calculation of merger transaction related expenses, net of tax (non-GAAP) (1): Merger and integration costs - non deductible $ 1,570 $ - $ - $ 2,897 $ - Merger and integration costs - deductible 2,586 - - 3,144 - Statutory federal tax rate 21% 21% 21% 21% 21% Tax benefit (expense) of merger and integration costs (non-GAAP) 543 - - 660 - Merger transaction related expenses - deductible, net of tax 2,043 - - 2,484 - Merger transaction related expenses, net of tax (non-GAAP) $ 3,613 $ - $ - $ 5,381 $ - September 30, 2025 June 30, 2026 September 30, 2026 September 30, 2025 September 30, 2026 Calculation of net income available to common (GAAP): Net income $ 19,990 $ 28,304 $ 28,061 $ 45,427 $ 83,401 Less: preferred stock dividends 1,076 1,075 1,076 3,226 3,226 Net income available to common shareholders $ 18,914 $ 27,229 $ 26,985 $ 42,201 $ 80,175 Adjusted calculation of net income available to common (non-GAAP): Net income available to common shareholders $ 18,914 $ 27,229 $ 26,985 $ 42,201 $ 80,175 Add: merger transaction related expenses, net of tax (non-GAAP) 3,613 - - 5,381 - Adjusted net income available to common shareholders (non-GAAP) $ 22,527 $ 27,229 $ 26,985 $ 47,582 $ 80,175 Three Months Ended Nine Months Ended Three Months Ended Nine Months Ended (1) Merger transaction related expenses represent legal, advisory, severance, technology conversion, and other expenses directly related to the ESSA acquisition. Management believes exclusion of these non- recurring charges provides more meaningful period-over-period comparisons of operating performance.
43 NON-GAAP RECONCILIATION September 30, 2025 June 30, 2026 September 30, 2026 September 30, 2025 September 30, 2026 Calculation of return on average assets: Net income $ 19,990 $ 28,304 $ 28,061 $ 45,427 $ 83,401 Average total assets 7,798,867$ 8,475,376$ 8,387,702$ 6,757,473$ 8,409,827$ Return on average assets (GAAP) (annualized) 1.02% 1.34% 1.33% 0.90% 1.33% Adjusted calculation of return on average assets (non-GAAP): Net income 19,990 28,304 28,061 45,427 83,401 Add: merger transaction related expenses, net of tax (non-GAAP) $ 3,613 $ - $ - $ 5,381 $ - Adjusted net income $ 23,603 $ 28,304 $ 28,061 $ 50,808 $ 83,401 Average total assets 7,798,867$ 8,475,376$ 8,387,702$ 6,757,473$ 8,409,827$ Adjusted return on average assets (non-GAAP) (annualized) 1.20% 1.34% 1.33% 1.01% 1.33% Three Months Ended Nine Months Ended
44 NON-GAAP RECONCILIATION September 30, 2025 June 30, 2026 September 30, 2026 September 30, 2025 September 30, 2026 Calculation of net interest margin: Interest income $ 108,645 $ 115,656 $ 114,997 $ 276,795 $ 342,691 Interest expense 41,516 39,312 38,692 109,038 116,719 Net interest income 67,129$ 76,344$ 76,305$ 167,757$ 225,972$ Average total earning assets $ 7,221,656 $ 7,883,060 $ 7,785,804 $ 6,286,016 $ 7,810,301 Net interest margin (GAAP) (annualized) 3.69% 3.88% 3.89% 3.57% 3.87% Calculation of net interest margin (fully tax equivalent basis) (non-GAAP): Interest income 108,645$ 115,656$ 114,997$ 276,795$ 342,691$ Tax equivalent adjustment (non-GAAP) 314 497 474 838 1,366 Adjusted interest income (fully tax equivalent basis) (non-GAAP) 108,959 116,153 115,471 277,633 344,057 Interest expense 41,516 39,312 38,692 109,038 116,719 Net interest income (fully tax equivalent basis) (non-GAAP) 67,443$ 76,841$ 76,779$ 168,595$ 227,338$ Average total earning assets 7,221,656$ 7,883,060$ 7,785,804$ 6,286,016$ 7,810,301$ Less: average mark to market adjustment on investments (non-GAAP) (39,121) (40,194) (47,088) (43,229) (39,872) Adjusted average total earning assets, net of mark to market (non-GAAP) 7,260,777$ 7,923,254$ 7,832,892$ 6,329,245$ 7,850,173$ Net interest margin, fully tax equivalent basis (non-GAAP) (annualized) 3.69% 3.89% 3.89% 3.56% 3.87% Three Months Ended Nine Months Ended
45 NON-GAAP RECONCILIATION September 30, 2025 June 30, 2026 September 30, 2026 September 30, 2025 September 30, 2026 Calculation of efficiency ratio: Non-interest expense $ 50,157 $ 50,708 $ 51,104 $ 130,812 $ 150,999 Non-interest income 10,566$ 11,302$ 11,489$ 28,081$ 32,789$ Net interest income 67,129 76,344 76,305 167,757 225,972 Total revenue $ 77,695 $ 87,646 $ 87,794 $ 195,838 $ 258,761 Efficiency ratio 64.56% 57.86% 58.21% 66.80% 58.35% Calculation of efficiency ratio (fully tax equivalent basis) (non-GAAP): Non-interest expense $ 50,157 $ 50,708 $ 51,104 $ 130,812 $ 150,999 Less: core deposit intangible amortization 780 1,016 1,025 813 3,046 Adjusted non-interest expense (non-GAAP) 49,377$ 49,692$ 50,079$ 129,999$ 147,953$ Non-interest income 10,566$ 11,302$ 11,489$ 28,081$ 32,789$ Net interest income 67,129$ 76,344$ 76,305$ 167,757$ 225,972$ Less: tax exempt investment and loan income, net of TEFRA (non-GAAP) 1,737 2,391 2,217 4,652 6,573 Add: tax exempt investment and loan income (fully tax equivalent basis) (non-GAAP) 2,453 3,265 3,010 6,575 8,978 Adjusted net interest income (fully tax equivalent basis) (non-GAAP) 67,845 77,218 77,098 169,680 228,377 Adjusted net revenue (fully tax equivalent basis) (non-GAAP) 78,411$ 88,520$ 88,587$ 197,761$ 261,166$ Efficiency ratio (fully tax equivalent basis) (non-GAAP) 62.97% 56.14% 56.53% 65.74% 56.65% Adjusted calculation of efficiency ratio (fully tax equivalent basis) (non-GAAP): Adjusted non-interest expense (non-GAAP) 49,377$ 49,692$ 50,079$ 129,999$ 147,953$ Less: merger and integration costs (non-GAAP) 4,155 - - 6,041 - Adjusted non-interest expense (non-GAAP) 45,222$ 49,692$ 50,079$ 123,958$ 147,953$ Adjusted net revenue (fully tax equivalent basis) (non-GAAP) 78,411$ 88,520$ 88,587$ 197,761$ 261,166$ Adjusted efficiency ratio (fully tax equivalent basis) (non-GAAP) 57.67% 56.14% 56.53% 62.68% 56.65% Three Months Ended Nine Months Ended
The common and preferred stock of the Corporation trade on the NASDAQ Global Select Market under the symbols CCNE and CCNEP, respectively.