CNB FINANCIAL CORP

CNB Financial Corporation is a financial holding company incorporated in Pennsylvania in 1983. It operates primarily through its subsidiary, CNB Bank, a state bank chartered in Pennsylvania. The company's business involves providing banking services. CNB Bank was originally County National Bank, which CNB Financial Corporation acquired on April 26, 1984, and later changed its name in December 2006. The Corporation has expanded through several acquisitions, including FC Banc Corp. and its subsidiary, The Farmers Citizens Bank, in October 2013; Lake National Bank in July 2016; and Bank of Akron in July 2020. Most recently, on July 23, 2025, CNB Financial Corporation acquired ESSA Bancorp, Inc. and its subsidiary bank, ESSA Bank & Trust Company. This acquisition was an all-stock transaction where ESSA merged into the Corporation, and ESSA Bank merged into CNB Bank. Following the merger, ESSA Bank's offices operate under the trade name ESSA Bank, a division of CNB Bank. The total consideration for the ESSA acquisition was approximately $202.6 million, consisting of approximately 8,359,430 shares of the Corporation's common stock valued at approximately $202.5 million, based on a July 23, 2025 closing price of $24.23 per share, and $21 thousand in cash for fractional shares.