CNB FINANCIAL CORP/PA false 0000736772 0000736772 2026-07-06 2026-07-06 0000736772 us-gaap:CommonStockMember 2026-07-06 2026-07-06 0000736772 us-gaap:SeriesAPreferredStockMember 2026-07-06 2026-07-06
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): July 6, 2026
CNB FINANCIAL CORPORATION
(Exact name of registrant as specified in its charter)
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| Pennsylvania |
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001-39472 |
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25-1450605
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(State or other jurisdiction of incorporation or organization) |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
1 South Second Street
PO Box 42
Clearfield, Pennsylvania 16830
(Address of principal executive offices, zip code)
Registrant’s telephone number, including area code: (814) 765-9621
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class |
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Trading Symbol |
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Name of each exchange on which registered |
| Common Stock, no par value |
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CCNE |
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The NASDAQ Stock Market LLC |
| Depositary Shares (each representing a 1/40th interest in a share of 7.125% Series A Non-Cumulative, Perpetual Preferred Stock) |
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CCNEP |
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The NASDAQ Stock Market LLC |
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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On July 6, 2026, Gary Olson, a member of the Board of Directors of CNB Financial Corporation (the “Company”), notified the Company of his resignation from the Company’s Board of Directors for personal reasons, effective July 31, 2026. Mr. Olson’s resignation was not the result of any disagreement between the Company and Mr. Olson on any matter relating to the Company’s operations, policies or practices.
In addition to resigning from the Board of Directors of the Company, Mr. Olson resigned from the Board of Directors of the Company’s subsidiary bank, CNB Bank, effective July 31, 2026.
SIGNATURE
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.
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CNB FINANCIAL CORPORATION |
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| Date: July 10, 2026 |
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By: |
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/s/ Tito L. Lima |
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Tito L. Lima |
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Treasurer |