EX-99.1 8 ccned506004dex9912.htm EXHIBIT 99.1
ANNUAL 2018 REPORT

Table of Contents Board of Directors and Executive Management 3 Message to Our Shareholders, Customers, Employees and Friends 4-5 Consolidated Financial Highlights 6-7 CNB Bank Senior Management and Officer Listings 8 ERIEBANK Senior Management and Officer Listings 9 FCBank Senior Management and Officer Listings 10 BankOnBuffalo Senior Management and Officer Listings 10 Shareholder Information 11 2 CNB FINANCIAL CORPORATION

Board of Directors and Executive Management CORPORATE OFFICERS, CNB FINANCIAL CORPORATION Joseph B. Bower, Jr. Mary Ann Conaway President & Chief Executive Officer Assistant Secretary Richard L. Greslick, Jr. Brian W. Wingard Secretary Treasurer & Principal Financial Officer BOARD OF DIRECTORS, CNB FINANCIAL CORPORATION AND CNB BANK Peter F. Smith Deborah Dick Pontzer Chairperson of the Board; Economic Development and Attorney at Law Workforce Specialist, Office of Congressman Glenn Thompson Jeffrey S. Powell Joseph B. Bower, Jr. President, J.J. Powell, Inc. President and Chief Executive Officer, CNB Financial Corporation; President and Chief Executive Officer, CNB Bank Nicholas N. Scott Richard L. Greslick, Jr. Vice President and Owner, Secretary, CNB Financial Scott Enterprises Corporation; Senior Executive Vice President and Chief Support Officer, CNB Bank Richard B. Seager President and Chief Executive Robert W. Montler Officer, Beacon Light Behavioral President and Chief Executive Health Systems Officer, Lee Industries and Keystone Process Equipment Francis X. Straub, III Managing Officer and Director, St. Marys Pharmacy, Inc. and Joel E. Peterson Bennetts Valley Pharmacy, Inc. President, Clearfield Wholesale Paper Peter C. Varischetti President, Varischetti Holdings, LP EXECUTIVE OFFICERS, CNB BANK Joseph B. Bower, Jr. Mary Ann Conaway President and Chief Executive Executive Vice President, Officer Employee Experience Mark D. Breakey Leanne D. Kassab Senior Executive Vice Executive Vice President, President and Chief Risk Customer Experience Officer Joseph E. Dell, Jr. Steven R. Shilling Senior Executive Vice Executive Vice President, President and Chief Private Client Solutions Commercial Banking Officer Richard L. Greslick, Jr. Brian W. Wingard Senior Executive Vice Executive Vice President and President and Chief Chief Financial Officer Support Officer 2018 ANNUAL REPORT HIGHLIGHTS 3

Message to Our Shareholders, Customers, Employees and Friends: GROWTH! Growth was the theme of our year for 2018 at CNB Financial Corporation (CNB). CNB experienced solid performance and expansion in virtually every area. As you read through the financial report you will see many of the accomplishments that have been achieved in the past twelve months: • Earnings increased 41% • EPS increased 40% • Deposits increased 20% • Assets increased 16% • Loans increased 15% • BankOnBuffalo reached deposits of $300,000,000 in deposits in just two years • ERIEBANK expanding into Cleveland Last year, I mentioned the three key principles of our strategic plan: 1. Be the source of exceptional experiences 2. Foster an environment of leadership 3. Position for long term growth As we work toward achievement of these principles, our belief is that success will follow. Through hard work by our team, we’ve made significant progress in successfully implementing our plan. One example of this is CNB’s overall growth in customer households over the prior year. Household growth and retention are two of the key measures of our quality customer experience. Customer households grew year over year by 4,869, which equates to an 8% increase. Our normal growth rate is in the 2% to 3% range. Perhaps the best news surrounding the growth of CNB is that it has occurred in all of our markets across our four brands. A few notable events that occurred at each division are highlighted for you in the following paragraphs. CNB Bank has been serving its customers in central PA for over 152 years. In 2018, we named Chris Stott as President of the CNB Bank market to focus on the advancement of our local communities and our 20 offices that serve the area. Chris has been with the Bank since 1997 when he started our secondary mortgage operation. Most recently he directed our Private Banking group for all four divisions. A major accomplishment for CNB Bank and our entire corporation was the CNB Bank market surpassing the $1 Billion mark in deposits. This was a tremendous accomplishment, as our whole company focused on deposit gathering activities all year. ERIEBANK continues to lead the corporation in deposits per office, averaging over $81 million, with eleven locations across five counties. High average deposits in a branch leads to enhanced profitability. ERIEBANK has set the example for our corporation. Over the past few years, we have been evaluating entry into the Cleveland market and expanding ERIEBANK further around Lake Erie. We were excited to announce the hiring of Wesley Gillespie to lead this endeavor as our Regional President in late 2018. Wes comes to us with 26 years of experience in all aspects of banking and has spent most of his career in the Cleveland area. This new market will provide additional opportunities to grow our ERIEBANK division for years to come. 4 CNB FINANCIAL CORPORATION

FCBank leads all divisions in profitability per dollar of funding. This achievement is even more surprising since it is by far our most competitive market. Our strategy to be a true community bank for each distinct market in central Ohio has resulted in many great partnerships with these municipalities. We participate in the major events within the towns and cities with both leadership from our team, and financial contributions and sponsorships. We were a major sponsor of the iceless skating rink in Bucyrus for the Candlelight Christmas event. In addition, we ran the 10 Fantastic Charities at Worthington’s Concert on the Green series, donating to 10 different charities including a grand prize of $3,500 to the Possibility Playground at Sutter Park Preschool. Commercially, we focus on smaller rehabs or new builds and commercial and industrial entities that are not being served by many of our competitors. We also avoid many of the large, highly competitive construction projects in central Ohio. This model provides us with steady, solid growth at profitable levels. BankOnBuffalo led our deposit gathering efforts in 2018 with over $282 million in growth. Loans also grew at a pace of 148% to $269 million. Commercial and industrial lending led the way with $97 million in new loans. Our Private Client group also experienced success with $43 million in assets under management and $55 million in loans. We entered Niagara County with a temporary site in Niagara Falls with ground breaking expected on our first BankOnBuffalo ground up build in March 2019. Erie and Niagara Counties have been very welcoming to our approach to banking and we are honored to be a part of these communities. We are excited about the future for CNB in all of our divisions. The bank-wide focus on the three key principles that were laid out in our strategic plan have been key to our success. Leadership at all levels in our two most mature divisions has helped us become one of the top two banks, by deposit size, in virtually all communities we serve. Our continued efforts with providing exceptional experiences will ensure we maintain our position in these divisions and improve our market share in the newer divisions. CNB’s future for opportunities and growth remains solid with BankOnBuffalo gaining traction, ERIEBANK’s entry to Cleveland and the robust community of Columbus for FCBank. Our move into these major metropolitan areas has begun to add more opportunities for customers, employees, directors, diversity of assets and more. I would like to recognize a long-term board member who recently retired. Denny Merrey retired after 28 years on the board, including 10 years serving as chairperson. Denny’s leadership through the Great Recession was invaluable in the boardroom as well as in our markets. Denny, on behalf of the Board, and the team, thank you for your commitment to CNB. We wish you the very best for many years to come. In closing, I want to extend a sincere thank you to all of our customers for continuing to partner with CNB for your financial solutions. I also want to thank our shareholders for your ownership and support of our vision and strategy. Finally, thank you to our employees for your leadership and collaboration to provide exceptional experiences to all. Joseph B. Bower, Jr. President and Chief Executive Officer 2018 ANNUAL REPORT HIGHLIGHTS 5

Consolidated Financial Highlights (dollars in thousands, except per share data) FOR THE YEAR 2018 2017 % Change Interest and Dividend Income $131,870 $108,874 21.1% Interest Expense 26,950 17,365 55.2% Net Interest Income 104,920 91,509 14.7% Non-interest Income 20,723 21,435 (3.37%) Non-interest Expense 79,342 70,037 13.3% Net Income 33,719 23,860 41.3% Net Income Return on: Average Assets 1.12% 0.89% 25.8% Average Equity 13.46% 9.97% 35.0% AT YEAR END Assets $3,221,521 $2,768,773 16.4% Loans, Net of Unearned 2,474,557 2,145,959 15.3% Deposits 2,610,786 2,167,815 20.4% Shareholders’ Equity 262,830 243,910 7.8% PER SHARE DATA Net Income, Diluted $2.21 $1.57 40.8% Dividends 0.67 0.66 1.5% Book Value 17.28 15.98 8.1% 6 CNB FINANCIAL CORPORATION

Financials ASSET GROWTH (in thousands) 2014 $2,189,213 2015 $2,285,136 2016 $2,573,136 2017 $2,768,773 2018 $3,221,521 LOANS, NET OF UNEARNED (in thousands) 2014 $1,355,289 2015 $1,577,798 2016 $1,873,536 2017 $2,145,959 2018 $2,474,557 NET INTEREST INCOME (in thousands) 2014 $74,595 2015 $74,707 2016 $81,287 2017 $91,509 2018 $104,920 EARNINGS PER SHARE 2014 $1.60 2015 $1.54 2016 $1.42 2017 $1.57 2018 $2.21 2018 ANNUAL REPORT HIGHLIGHTS 7

CNB BANK SENIOR MANAGEMENT AND OFFICERS Christopher L. Stott R. Michael Love Kay E. DellAntonio Market President Vice President, Wealth & Asset Management Assistant Vice President, Commercial Banking Jeffrey W. Alabran Eileen F. Ryan Denise J. Greene Senior Vice President, Commercial Banking Vice President, Director of Private Banking Assistant Vice President, Private Banking Glenn R. Pentz C. Brett Stewart Heather Koptchak Senior Vice President, Wealth & Asset Management Vice President, Commercial Banking Assistant Vice President, Market Manager Craig C. Ball Calvin R. Thomas, Jr. Dustin A. Minarchick Vice President, Wealth & Asset Management Vice President, Wealth & Asset Management Assistant Vice President, Commercial Banking Leader Timothy D. Clapper Joseph H. Yaros Katie A. Penoyer Vice President, Commercial Banking Vice President, Commercial Banking Assistant Vice President, Treasury Services Michael E. Haines Vickie L. Baker Heather D. Serafini Vice President, Commercial Banking Assistant Vice President, Community Office Manager Assistant Vice President, Private Banking Eric A. Johnson James C. Davidson Katie M. Whysong Vice President, Wealth & Asset Management Assistant Vice President, Private Banking Assistant Vice President, Commercial Banking ADMINISTRATIVE SERVICES Yarrow L. Diamond Ruth Anne Ryan-Catalano Shannon L. Irwin Senior Vice President, Innovative Solutions Vice President, Retail Banking Assistant Vice President, Employee Experience Gregory M. Dixon John H. Sette Paul A. McDermott Senior Vice President, Senior Credit Officer Vice President, Information Technology Assistant Vice President, Facilities Cory K. Johnston Susan M. Warrick Amy B. Potter Vice President, Controller Vice President, Operations Assistant Vice President, Marketing Carla M. Higgins Rebecca A. Coleman B.J. Sterndale Vice President, Quality Assurance Manager Assistant Vice President, Operations Officer Assistant Vice President, Training Julie L. Martin Andrew D. Franson Sherry L. Wallace Vice President, Commercial Services Assistant Vice President, Wealth & Asset Operations Assistant Vice President, Mortgage Banking Robin W. Mink Kylie L. Graham Joel M. Zupich Vice President, Senior Treasury Product Assistant Vice President, Compliance Assistant Vice President, Credit Administration and Sales Team Leader CNB SECURITIES CORPORATION, A SUBSIDIARY OF CNB FINANCIAL CORPORATION BOARD OF DIRECTORS CORPORATE OFFICERS BOARD OF DIRECTORS CORPORATE OFFICERS Joseph B. Bower, Jr. Joseph P. Strouse Halsey M. Ginther Brian W. Wingard Chairperson President Director President Richard L. Greslick, Jr. Francis A. Goss Glenn R. Pentz Evan R. Pizzuto Secretary Vice President Director Treasurer, Wilmington Trust SP Services, Inc. Mark D. Breakey Evan R. Pizzuto Elizabeth F. Bothner Director Wilmington Trust SP Services, Inc. Secretary, Wilmington Trust SP Services, Inc. 8 CNB FINANCIAL CORPORATION

ERIEBANK SENIOR MANAGEMENT AND OFFICERS David J. Zimmer James R. Miale Chrystal M. Fairbanks President Vice President, Commercial Banking Assistant Vice President, Commercial Banking/ Wesley H. Gillespie Joshua P. Miller Community Office Manage Regional President Vice President, ERIEBANK Investment Advisors Jessica A. Figoli Steven M. Cappellino Larry G. Morton, Jr. Assistant Vice President, Private Banking Senior Vice President, Area Manager Vice President, ERIEBANK Investment Advisors Joanne L. Fulton William L. DeLuca, Jr. Gregory A. Noon Assistant Vice President, Treasury Services Senior Vice President, Commercial Banking Vice President, Commercial Banking Denise E. Gelofsack Steven Levy Benjamin V. Palazzo Assistant Vice President, Portfolio Manager Senior Vice President, Commercial Banking Vice President, Commercial Banking Allison M. Hodas David P. Bogardus Timothy J. Roberts Assistant Vice President, Commercial Banking Vice President, Area Manager Vice President, Commercial Banking Bryan G. Kusich Betsy C. Bort Paul D. Sallie Assistant Vice President, Commercial Banking Vice President, Commercial Banking Vice President, Private Banking Barbara A. Macks Travis J. Burch Assistant Vice President, John M. Schulze Vice President, ERIEBANK Investment Advisors ERIEBANK Investment Advisors Vice President, Commercial Banking Scott O. Calhoun Theresa L. Swanson William J. Vitron, Jr. Vice President, Commercial Banking Assistant Vice President, Community Office Manager Vice President, ERIEBANK Investment Advisors Timothy A. Flenner Mary J. Taormina Thomas J. Walker Vice President, Area Manager Assistant Vice President, Community Office Manager Vice President, Commercial Banking Christine Hartog John R. VanTassel J. Allen Weaver Vice President, Community Office Manager Assistant Vice President, Treasury Services Vice President, Commercial Banking Katie J. Jones Abigail L. Williams Kelly S. Buck Vice President, Market Manager Assistant Vice President, Community Office Manager Assistant Vice President, Private Banking ERIEBANK BOARD OF ADVISORS Gary M. Alizzeo Donald W. Damon Thomas M. Kennedy Esquire; Shafer Law Firm, P.C. Retired; Former ERIEBANK Senior Vice President President, Professional Development Associates, Inc. Joseph B. Bower, Jr. Jane M. Earll Jerome T. Osborne, III President and Chief Executive Officer, Esquire; Retired Pennsylvania State Senator President, JTO, Inc. CNB Financial Corporation, CNB Bank Richard L. Greslick, Jr. Thomas W. Reams Mark D. Breakey Senior Executive Vice President Vice President, C. H. Reams & Associates, Inc. Senior Executive Vice President and and Chief Support Officer, CNB Bank; Secretary, Nick Scott, Jr. Chief Risk Officer, CNB Bank CNB Financial Corporation Vice President & Owner, Scott Enterprises Gary L. Clark Charles “Boo” Hagerty James E. Spoden Chief Executive Officer, President, Hamot Health Foundation Esquire, MacDonald Illig Jones & Britton, LLP Reed Manufacturing Company Andrea T. Jeffress David J. Zimmer Physician, OB-GYN Associates of Erie, PC Chairperson of the Board; President, ERIEBANK ERIEBANK OHIO ADVISORY BOARD Dr. Lundon Albrecht Bryce A. Heinbaugh Shawn Neece Owner, Albrecht Family Dentistry; Managing Partner and Founder, Director, NMS Certified Public Accountants Dental Consultant, Coltene Whaledent IEN Risk Management Consultants Joseph T. Svete Jennifer Brown Richard J. Kessler President, Svete & McGee Company, LPA Economic Development Specialist, CT Consultants President, Society of Rehabilitation David J. Zimmer Richard T. Flenner, Jr. Kevin D. Malecek Chairperson of the Board; President, ERIEBANK Retired; Former President, Lake National Bank Senior Development Officer, Lakeland Foundation and Lakeland Community College 2018 ANNUAL REPORT HIGHLIGHTS 9

FCBANK SENIOR MANAGEMENT AND OFFICERS Jenny L. Saunders Linda K. Salters Annette D. Lester President Vice President, Market Manager Assistant Vice President , Neal S. Clark Jack L. Trachtenberg Community Office Manager Senior Vice President, Commercial Banking Vice President, Private Banking Team Leader Jillian V. Price J. Ralph Parker Dean J. Vande Water Assistant Vice President, Private Banking Senior Vice President, Senior Credit Officer Vice President, Sam P. Rawal Ryan T. Connell Commercial Real Estate Team Leader Assistant Vice President, Private Banking Vice President, Financial Advisor Jeff P. Wallace Rory Reid Robert P. Linnabary Vice President, Treasury Services Assistant Vice President, Vice President, Commercial Banking William R. Diehl Community Office Manager Bernard J. McGuinness Assistant Vice President, Senior Portfolio Manager Andrew C. Shuneson Vice President, Commercial Banking Anthony D. Laughner Assistant Vice President, Commercial Banking Kate McNeill Miller Assistant Vice President, Vice President, Commercial Banking Community Office Manager FCBANK BOARD OF ADVISORS Joseph B. Bower, Jr. Richard L. Greslick, Jr. Jenny L. Saunders President and Chief Executive Officer, Senior Executive Vice President & Chairperson of the Board, President, FCBank CNB Financial Corporation, CNB Bank Chief Support Officer, CNB Bank; Sam Shim Mark D. Breakey Secretary, CNB Financial Corporation Board Member, Worthington City Schools Senior Executive Vice President & Lawrence A. Morrison Julie Young Chief Risk Officer, CNB Bank CPA and Partner, Kleshinski, Morrison & Morris, LLP Human Resources Attorney, JMY Law, LLC Jennifer Carney Jason Pohl Partner and Co-Founder, Partner and Co-Founder, Centric Consulting, LLC Carney Ranker Architects, Ltd. BANK ON BUFFALO SENIOR MANAGEMENT AND OFFICERS Martin T. Griffith Rosanne Faraci Annette A. Tomlin President Vice President, Credit Administration Vice President, Community Office Manager Maria E. Barth David G. Hawker Joseph D. Becker Senior Vice President, Commercial Banking Vice President, Commercial Banking Assistant Vice President, Private Banking David P. Paul Kathleen B. Kane James H. Cosgriff Senior Vice President, Wealth & Asset Management Vice President, Community Office Manager Assistant Vice President, Wealth Advisor Michael A. Anderson Kelly A. Navagh Angela M. Indelicato-Matar Vice President, Regional Retail Banking Vice President, Treasury Services Assistant Vice President, Commercial Banking Administrator Michael J. Noah James P. Reidy Gregory G. Emminger Vice President, Commercial Banking Assistant Vice President, Community Office Vice President, Commercial Banking Manager BANK ON BUFFALO BOARD OF ADVISORS Joseph B. Bower, Jr. Richard L. Greslick, Jr. Michael Newman President and Chief Executive Officer, Senior Executive Vice President & Owner and Executive Vice President, NOCO, Inc. CNB Financial Corporation, CNB Bank Chief Support Officer, CNB Bank; Secretary, CNB Peter J. Romano, Jr. Mark D. Breakey Financial Corporation President and CEO, United Materials, LLC Senior Executive Vice President & Martin T. Griffith Stephen J. Schop Chief Risk Officer, CNB Bank Chairperson of the Board, Managing Partner, Schop, Powell & Associates President, BankOnBuffalo Joseph E. Dell, Jr. Mark A. Tronconi Senior Executive Vice President & Gerry Murak Partner at Tronconi, Segarra & Associates Chief Commercial Banking Officer, CNB Bank Principal and Founder, Murak & Associates, LLC; Ellen E. Grant CEO and Board Chairman, SoPark Corporation; Weiss Institute Fellow, President, CEO, and Founder, Precision Scientific Former Deputy Mayor of the City of Buffalo Instruments, Inc. 10 CNB FINANCIAL CORPORATION

Shareholder Information ANNUAL MEETING QUARTERLY SHARE DATA The Annual Meeting of the Shareholders For information regarding the Corporation’s of CNB Financial Corporation will be held quarterly share data, please refer to Item 5 in Tuesday, April 16, 2019 at 2:00 p.m. at the the 2018 Form 10-K. Corporation’s headquarters in Clearfield, PA. MARKET MAKERS CORPORATE ADDRESS The following firms has chosen to make CNB Financial Corporation a market in the stock of the Corporation. 1 S. Second Street Inquiries concerning their services should be P.O. Box 42 directed to: Clearfield, PA 16830 (800) 492-3221 Boenning & Scattergood, Inc. 1700 Market Street, Ste 1420 STOCK TRANSFER AGENT & REGISTRAR Philadelphia, PA 19103 American Stock Transfer & (800) 842-8928 Trust Company, LLC Keefe, Bruyette & Woods, Inc. 6201 15th Avenue 787 Seventh Avenue, 4th Floor Brooklyn, NY 11219 New York, NY 10019 (800) 937-5449 (212) 887-7777 FORM 10-K Shareholders may obtain a copy of the Annual Report to the Securities and Exchange Commission on Form 10-K by writing to: CNB Financial Corporation 1 S. Second Street P.O. Box 42 Clearfield, PA 16830 ATTN: Shareholder Relations 2018 ANNUAL REPORT HIGHLIGHTS 11

Each depositor insured to at least $100,000 Backed by the full faith and credit of the United States government FFederal DepositDIC Insurance Corporation•www.fdic.gov The common stock of the Corporation trades on the NASDAQ Global Select Market under the symbol CCNE.