EX-99.1 9 cnbannualreport2019.htm EXHIBIT 99.1
2019 ANNUAL REPORT

TABLE OF CONTENTS Board of Directors and Executive Management 3 Message to the Shareholders 4-5 Consolidated Financial Highlights 6-7 CNB Bank Senior Management and Officer Listings 8 ERIEBANK Senior Management, Officer and Advisory Board Listings 9 FCBank Senior Management, Officer and Advisory Board Listings 10 BankOnBuffalo Senior Management, Officer and Advisory Board 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. Tito L. Lima Secretary Treasurer & Principal Financial Officer BOARD OF DIRECTORS, CNB FINANCIAL CORPORATION AND CNB BANK Peter F. Smith Jeffrey S. Powell Chairperson of the Board; Attorney at Law President, J.J. Powell, Inc. Joseph B. Bower, Jr. Nicholas N. Scott President and Chief Executive Officer, Vice President and Owner, CNB Financial Corporation; President Scott Enterprises and Chief Executive Officer, CNB Bank Richard L. Greslick, Jr. Richard B. Seager Secretary, CNB Financial Corporation; Senior President and Chief Executive Officer, Beacon Executive Vice President Light Behavioral Health Systems and Chief Support Officer, CNB Bank Francis X. Straub, III Robert W. Montler Managing Officer and Director, President and Chief Executive Officer, St. Marys Pharmacy, Inc. Lee Industries and Keystone Process Equipment and Bennetts Valley Pharmacy, Inc. Joel E. Peterson Peter C. Varischetti President, Clearfield Wholesale Paper President, Varischetti Holdings, LP Deborah Dick Pontzer Economic Development and Workforce Julie Young Specialist, Office of Congressman Human Resources Attorney, JMY Law, LLC Glenn Thompson EXECUTIVE OFFICERS, CNB BANK Martin T. Griffith Joseph B. Bower, Jr. Executive Vice President, Community Banking; President and Chief Executive Officer President BankOnBuffalo Joseph E. Dell, Jr. Leanne D. Kassab Senior Executive Vice President, Chief Executive Vice President, Customer Experience Commercial Banking Officer Richard L. Greslick, Jr. Tito L. Lima Senior Executive Vice President, Chief Support Executive Vice President, Chief Financial Officer Officer Mary Ann Conaway Steven R. Shilling Executive Vice President, Executive Vice President, Employee Experience Private Client Solutions Gregory M. Dixon Executive Vice President, Chief Risk Officer 2019 ANNUAL REPORT HIGHLIGHTS 3

MESSAGE TO OUR SHAREHOLDERS, CUSTOMERS, EMPLOYEES AND FRIENDS It is my pleasure to share CNB Financial Corporation 2019 highlights with you. The expansion of CNB’s customer base was significant despite not actively expanding our market area. Our households served increased 7.8% to 68,892 households, which contributed to asset growth of 17%. Other financial highlights for the year include: Earnings Growth 18.9% EPS Growth 19.0% Deposit Growth 18.8% Loan Growth 13.3% Return on Average Tangible Common Equity 16.28% Loan to Deposit Ratio Improved To 90.38% The Corporation strives to achieve, and maintain, financial performance levels in the top quartile of our peer group in order to provide a positive return to shareholders. While this measure is critical to long-term success and a safe, sound financial institution, management and the Board believe that other, non-financial measures are equally important. CNB’s roots are deep within the communities we serve. Their success and well-being are critical to our organization and to our employees. We believe in a workforce that enjoys what they do every day. CNB not only listens to their employees, we also take measures to minimize stress points in the lives of our team. Our team is extremely important to our success as satisfied employees provide better service to our customers. CNB provides each employee with the opportunity for a solid foundation for retirement with matching and profit sharing contribution plans in place. In addition, our employees have access to expert financial planning advice through our Private Client Solutions group. Beyond financial wellness, CNB also provides health and wellness programs, online/telephone doctor assistance, a confidential Employee Assistance Program, and a robust healthcare plan that includes premium-free vision and dental. We recently addressed several additional topics that are key to a healthy family environment. By listening to feedback from employees, we improved our position on paternity leave, adoption leave and student loan payment assistance. We have reduced travel time by better utilizing technology, and improved educational opportunities throughout the Bank. Most job functions have training tracks designed to help team members develop their knowledge, understand the importance of collaboration and improve communications. In 2015, we developed the CNB Leadership Institute to build depth in our organization and create a better leadership succession track. This program continues to evolve and, to date, has graduated 38 individuals, many whom have already made great advancements here at CNB. Community Involvement took on an extra meaning this year when a group from the last CNB Leadership class developed an initiative inspired by Dr. Martin Luther King, Jr. The group developed a program for CNB to “Take the Day On” instead of taking Martin Luther King Day off. The event was a huge success that resulted in the support of 44 non-profit organizations by 382 CNB team members, from across four bank divisions in three states. This community outreach event is in addition to the continued leadership, volunteer hours and financial support that our 605 employees provide to local non-profits, youth programs and governmental organizations all year long. 4 CNB FINANCIAL CORPORATION

A few years ago, CNB began taking on several initiatives to reduce emissions and electric usage. Our main office now features equipment that minimizes the use of lighting, heat and air conditioning not only during overnight hours, but also during working hours. While efforts have significantly reduced our usage of electricity, we are not finished. Over the next few years, we will install this technology into all of our locations. We are also looking into ways to reduce the power needs for all of our technology, which will require assistance from our major vendors and creative thinking. Opening our latest version of a state of the art financial center in Niagara Falls, NY was another of our highlights. This new BankOnBuffalo office furthers our open floor plan design which began in ERIEBANK 14 years ago. This new office is even more welcoming, offering coffee, wireless functionality for both our staff and our customers along with comfortable areas to relax during their visit at our office. The office also features enhanced teller machines both inside and at the drive thru. The addition of these machines provides a more personal touch at the drive thru and the convenience of expanded hours of service. On December 18, 2019, CNB announced the acquisition of Bank of Akron. This will add six new BankOnBuffalo locations along with a talented team of bankers to our rapidly expanding presence in the western NY market area. In order to support our growing franchise, the Main Office expansion project was announced. The new building plan calls for additional space for up to 70 more employees. This project will enable CNB to continue its growth while providing back office infrastructure in areas of compliance, account and loan servicing, eSolutions, marketing, information technology, and security. We are happy to maintain such a large workforce in our hometown. Clearfield has been very supportive of our bank and our growth throughout the 155 years in business. I want to welcome Julie Young to the CNB Financial Corporation and the CNB Bank Boards. Julie comes to CNB from Columbus, OH, where she is also a member of our FCBank Advisory Board. She brings a breadth of knowledge to the Board with her experience in employment law, both at the federal and state levels. She is a lifelong resident of the Columbus area and provides us with perspective from a large, rapidly growing metropolitan area. Management and the Board look forward to working with Julie. Finally, I want to thank you for your continued trust in CNB to provide you with a beneficial relationship as a customer, shareholder or employee. We will continue to work hard to maintain that trust through the successful integration of personal relationships and innovative solutions to provide exceptional experiences for our customers and employees alike. Joseph B. Bower, Jr. President and Chief Executive Officer 2019 ANNUAL REPORT HIGHLIGHTS 5

CONSOLIDATED FINANCIAL HIGHLIGHTS (dollars in thousands, except per share data) FOR THE YEAR 2019 2018 % Change Interest and Dividend Income $155,728 $131,870 18.1% Interest Expense 39,530 26,950 46.7% Net Interest Income 116,198 104,920 10.7% Non-interest Income 25,975 20,723 25.3% Non-interest Expense 87,508 79,342 10.3% Net Income 40,081 33,719 18.9% Net Income Return on: Average Assets 1.17% 1.12% 4.5% Average Equity 14.05% 13.46% 4.4% AT YEAR END Assets $3,763,659 $3,221,521 16.8% Loans, Net of Unearned 2,804,035 2,474,557 13.3% Deposits 3,102,327 2,610,786 18.8% Shareholders’ Equity 304,966 262,830 16.0% PER SHARE DATA Net Income, Diluted $2.63 $2.21 19.0% Dividends 0.68 0.67 1.5% Book Value 20.00 17.28 15.7% 6 CNB FINANCIAL CORPORATION

CONSOLIDATED FINANCIAL HIGHLIGHTS (dollars in thousands, except per share data) ASSET GROWTH (in thousands) 2015 $2,285,136 2016 $2,573,136 2017 $2,768,773 2018 $3,221,521 2019 $3,763,659 LOANS, NET OF UNEARNED (in thousands) 2015 $1,577,798 2016 $1,873,536 2017 $2,145,959 2018 $2,474,557 2019 $2,804,035 NET INTEREST INCOME (in thousands) 2015 $74,707 2016 $81,287 2017 $91,509 2018 $104,920 2019 $116,198 EARNINGS PER SHARE 2015 $1.54 2016 $1.42 2017 $1.57 2018 $2.21 2019 $2.63 2019 ANNUAL REPORT HIGHLIGHTS 7

CNB BANK SENIOR MANAGEMENT AND OFFICERS Christopher L. Stott Heather J. Koptchak Kay E. DellAntonio Senior Vice President, Market President Vice President, Employee Administration Assistant Vice President, Commercial Banking Jeffrey W. Alabran Julie L. Martin William R. Diehl Senior Vice President, Commercial Banking Vice President, Commercial Services Assistant Vice President, Senior Portfolio Manager Yarrow L. Diamond Dustin A. Minarchick Andrew D. Franson Senior Vice President, Innovative Solutions Vice President, Commercial Banking Leader Assistant Vice President, Wealth & Asset Operations Robin W. Mink Amy B. Potter Denise E. Gelofsack Senior Vice President, Senior Treasury Management Vice President, Customer Experience Assistant Vice President, Senior Portfolio Manager Director Eileen F. Ryan Shannon L. Irwin Glenn R. Pentz Vice President, Director of Private Banking Assistant Vice President, Employee Experience Senior Vice President, Investment Advisor Ruth Anne Ryan-Catalano Darryl P. Koch Craig C. Ball Vice President, Retail Banking Assistant Vice President, Information Security Officer Vice President, Wealth Advisor John M. Schulze Paul A. McDermott Timothy D. Clapper Vice President, Director of Participations and Assistant Vice President, Facilities Vice President, Commercial Banking Syndications Katie A. Penoyer Rosanne Faraci John H. Sette Assistant Vice President, Treasury Services Vice President, Credit Administration Vice President, Information Technology Heather D. Serafini Kylie L. Graham Kelly J. Sheffield Assistant Vice President, Private Banking Vice President, Support Vice President, BSA Officer B.J. Sterndale Joseph K. Haines C. Brett Stewart Assistant Vice President, Training Vice President, Commercial Banking Vice President, Commercial Banking Dorthy M. Turner Michael E. Haines Susan M. Warrick Assistant Vice President, Wealth Advisor Vice President, Commercial Banking Vice President, Operations Sherry L. Wallace Carla M. Higgins Katie M. Whysong Assistant Vice President, Mortgage Banking Vice President, Customer Experience/Quality Assurance Vice President, Commercial Banking Eric E. White Eric A. Johnson Joseph H. Yaros Assistant Vice President, Market Manager Vice President, Wealth & Asset Management Vice President, Commercial Banking Carrie A. Wood Team Leader Vickie L. Baker Assistant Vice President, Marketing & Financial Cory K. Johnston Assistant Vice President, Community Office Manager Literacy Manager Vice President, Controller Rebecca A. Coleman Joel M. Zupich R. Michael Love Assistant Vice President, Operations Officer Assistant Vice President, Credit Administration Vice President, Wealth Advisor James C. Davidson Assistant Vice President, Private Banking CNB SECURITIES CORPORATION, A SUBSIDIARY OF CNB FINANCIAL CORPORATION BOARD OF DIRECTORS CORPORATE OFFICERS BOARD OF DIRECTORS CORPORATE OFFICERS Richard L. Greslick, Jr Gregory M. Dixon Glenn R. Pentz Tito L. Lima Chairperson Chairperson Director President Gregory M. Dixon Joseph P. Strouse Donald R. McLamb, Jr. Donald R. McLamb, Jr. Secretary President Wilmington Trust SP Services, Inc. Treasurer, Wilmington Trust SP Services, Inc. Joseph B. Bower, Jr. Francis Goss Elizabeth F. Bothner Treasurer Vice President Secretary, Wilmington Trust SP Services, Inc. 8 CNB FINANCIAL CORPORATION

ERIEBANK SENIOR MANAGEMENT AND OFFICERS David J. Zimmer Katie J. Jones Thomas J. Walker President Vice President, Market Manager Vice President, Commercial Banking Wesley H. Gillespie Steven B. Levy Mark R. Weibel Regional President, Northeast Ohio Senior Vice President, Commercial Banking Vice President, Wealth Advisor Steven M. Cappellino James R. Miale Kelly S. Buck Senior Vice President, Area Manager Vice President, Commercial Banking Assistant Vice President, Private Banking William L. DeLuca, Jr. Larry G. Morton Chrystal M. Fairbanks Senior Vice President, Commercial Banking Vice President, Wealth Advisor Assistant Vice President, Community Office Manager David P. Bogardus Gregory A. Noon Jessica A. Figoli Vice President, Area Manager Vice President, Commercial Banking Area Manager Assistant Vice President, Private Banking Travis J. Burch Benjamin V. Palazzo Joanne L. Fulton Vice President, Investment Advisor Vice President, Commercial Banking Assistant Vice President, Treasury Services James E. Burke Timothy J. Roberts Allison M. Hodas Vice President, Commercial Banking Vice President, Commercial Banking Assistant Vice President, Commercial Banking Scott O. Calhoun Paul D. Sallie Bryan G. Kusich Vice President, Commercial Banking Vice President, Private Banking Assistant Vice President, Commercial Banking Maggie M. Dempsey Alison A. Samuels Barbara A. Macks Senior Vice President, Private Banking Vice President, Commercial Banking Assistant Vice President, Wealth Advisor Timothy A. Flenner Jerome L. Smith Theresa L. Swanson Vice President, Area Manager Vice President, Commercial Banking Assistant Vice President, Community Office Manager Suzanne Hamilton William J. Vitron, Jr. John R. VanTassel Vice President, Commercial Banking Vice President, ERIEBANK Investment Advisors Assistant Vice President, Treasury Services Christine Hartog Vice President, Community Office Manager ERIEBANK BOARD OF ADVISORS David J. Zimmer Joseph E. Dell, Jr. Dr. Andrea T. Jeffress Chairperson of the Board; President, ERIEBANK Senior Executive Vice President, Chief Commercial Physician, OB-GYN Associates of Erie, PC Gary M. Alizzeo Banking Officer Thomas M. Kennedy Esquire, Shafer Law Firm, P.C. Gregory M. Dixon President, Professional Development Associates, Inc. Executive Vice President, Chief Risk Officer, Joseph B. Bower, Jr. Jerome T. Osborne, III CNB Bank President and Chief Executive Officer, President, JTO, Inc. CNB Financial Corporation, CNB Bank Jane M. Earll Thomas W. Reams Esquire; Retired Pennsylvania State Senator Gary L. Clark President, C. H. Reams & Associates, Inc. Richard L. Greslick, Jr. Chief Executive Officer, Nicholas N. Scott Senior Executive Vice President & Reed Manufacturing Company Vice President & Owner, Scott Enterprises Chief Support Officer, CNB Bank; Secretary, Donald W. Damon CNB Financial Corporation James E. Spoden Retired; Former ERIEBANK Senior Vice President Esquire, MacDonald Illig Jones & Britton, LLP Charles “Boo” Hagerty President, Hamot Health Foundation ERIEBANK OHIO ADVISORY BOARD Wesley H. Gillespie Richard T. Flenner, Jr. Kevin D. Malecek Chairperson of the Board; Regional President, Retired; Former President, Lake National Bank Director of Economic Development, City of Mentor ERIEBANK Northeast Ohio Bryce A. Heinbaugh Shawn Neece Dr. Lundon Albrecht Managing Partner and Founder, Director, NMS Certified Public Accountants Owner, Albrecht Family Dentistry 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 2019 ANNUAL REPORT HIGHLIGHTS 9

FCBANK SENIOR MANAGEMENT AND OFFICERS Jenny L. Saunders Kate M. Miller Jeffrey J. Beyke President Vice President, Commercial Banking Assistant Vice President, Market Manager Neal S. Clark Amy E. Pierce Annette D. Lester Senior Vice President, Commercial Banking Vice President, Treasury Services Assistant Vice President , Chris D. Butcher Linda K. Salters Community Office Manager Vice President, Private Client Solutions Vice President, Business Development Leader Jillian V. Price Team Leader Jack L. Trachtenberg Assistant Vice President, Private Banking J. Ralph Parker Vice President, Private Banking Sam P. Rawal Senior Vice President, Credit Officer Stephanie A. Wagner Assistant Vice President, Private Banking Robert P. Linnabary Vice President, Wealth Advisor Rory Reid Vice President, Commercial Banking Jeff P. Wallace Assistant Vice President, Bernard J. McGuinness Vice President, Treasury Services Community Office Manager Vice President, Commercial Banking Stephen D. Winner Andrew C. Shuneson Michael D. Mantor Vice President, Commercial Real Estate Assistant Vice President, Commercial Banking Vice President, Commercial Banking FCBANK BOARD OF ADVISORS Jenny L. Saunders Gregory M. Dixon Lawrence A. Morrison Chairperson of the Board, President, FCBank Executive Vice President, Chief Risk Officer, CPA and Partner, Kleshinski, Morrison & Morris, LLP Joseph B. Bower, Jr. CNB Bank Jason Pohl President and Chief Executive Officer, Richard L. Greslick, Jr. Partner and Co-Founder, Centric Consulting, LLC CNB Financial Corporation, CNB Bank Senior Executive Vice President & Sam Shim Jennifer Carney Chief Support Officer, CNB Bank; Board Member, Worthington City Schools Secretary, CNB Financial Corporation Pincipal, OHM-Advisors Julie Young Human Resources Attorney, JMY Law, LLC BANK ON BUFFALO SENIOR MANAGEMENT AND OFFICERS Martin T. Griffith Joseph D. Becker James H. Cosgriff Executive Vice President, Community Banking; Vice President, Private Banking Assistant Vice President, Wealth Advisor President BankOnBuffalo Christine M. Domster Ryan T. Gorman Maria E. Barth Vice President, Treasury Services Assistant Vice President, Community Office Senior Vice President, Commercial Banking David G. Hawker Manager Michael J. Noah Vice President, Commercial Banking Angela M. Indelicato-Matar Senior Vice President, Commercial Banking Kathleen B. Kane Assistant Vice President, Commercial Banking David P. Paul Vice President, Community Office Manager Thomas J. Ivancic Senior Vice President, Private Client Solutions Team Kelly A. Navagh Assistant Vice President, Commercial Banking Leader Vice President, Treasury Services James P. Reidy Assistant Vice President, Community Office Michael A. Anderson Gail E. Testa-Romano Vice President, Regional Retail Banking Manager Vice President, Wealth Advisor Administrator Annette A. Tomlin Vice President, Community Office Manager BANK ON BUFFALO BOARD OF ADVISORS Martin T. Griffith Joseph E. Dell, Jr. Gerry Murak Chairperson of the Board, Senior Executive Vice President & Principal and Founder, Murak & Associates, LLC; Executive Vice President, Community Banking; Chief Commercial Banking Officer, CNB Bank CEO and Board Chairman, SoPark Corporation; President BankOnBuffalo Gregory M. Dixon President, CEO, and Founder, Precision Scientific Herbert L. Bellamy, Jr. Executive Vice President, Chief Risk Officer, CNB Instruments, Inc. CEO, Bellamy Enterprises; CEO, Bank Michael Newman Buffalo Black Achievers, Inc. Richard L. Greslick, Jr. Owner and Executive Vice President, NOCO, Inc. Joseph B. Bower, Jr. Senior Executive Vice President & Peter J. Romano, Jr. President and Chief Executive Officer, Chief Support Officer, CNB Bank; Secretary, CNB President and CEO, United Materials, LLC CNB Financial Corporation, CNB Bank Financial Corporation Stephen J. Schop Managing Partner, Schop, Powell & Associates Mark A. Tronconi 10 CNB FINANCIAL CORPORATION Partner at Tronconi, Segarra & Associates

SHAREHOLDER INFORMATION ANNUAL MEETING QUARTERLY SHARE DATA The Annual Meeting of the Shareholders of For information regarding the Corporation’s CNB Financial Corporation will be held Tuesday, quarterly share data, please refer to Item 5 in the April 21, 2020 at 2:00 pm at the Lock Haven 2018 Form 10-K. University - Clearfield Campus, 201 University Drive, Clearfield, PA 16830, 2nd Floor Upper Lounge. MARKET MAKERS The following firms has chosen to make a market in CORPORATE ADDRESS the stock of the Corporation. Inquiries concerning CNB Financial Corporation their services should be directed to: 31 S. Second Street Boenning & Scattergood, Inc. P.O. Box 42 1700 Market Street, Ste 1420 Clearfield, PA 16830 Philadelphia, PA 19103 (800) 492-3221 (800) 842-8928 STOCK TRANSFER AGENT & REGISTRAR Keefe, Bruyette & Woods, Inc. 787 Seventh Avenue, 4th Floor American Stock Transfer & Trust Company, LLC New York, NY 10019 6201 15th Avenue (212) 887-7777 Brooklyn, NY 11219 (800) 937-5449 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 2019 ANNUAL REPORT HIGHLIGHTS 11

Each depositor insured to at least $250,000 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.