CNB Financial (NASDAQ: CCNE) officer updates holdings after stock award

Rhea-AI Filing Summary

CNB Financial Corporation executive Leanne D. Kassab, SEVP/Chief Experience Officer, reported changes in her CNB Financial (CCNE) holdings. On January 30, 2026, she acquired 3,610 shares of common stock at $27.70 per share, tied to shares accumulated through the 2025 Dividend Reinvestment Plan. On the same date, 774 common shares were surrendered to the company at $27.70 per share to cover tax withholding on a restricted stock award, leaving 20,867 common shares held directly. She also holds 1,000 depositary shares representing interests in Series A preferred stock, plus indirect ownership of 728 common shares through a spouse and 8,745.319 common shares through a 401(k) plan.

Insider Trade Summary

5 transactions reported

Mixed 5 txns

Insider Kassab Leanne D

Role SEVP/Chief Experience Officer

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	3,610	$27.70	$100K
Tax Withholding	Common Stock	774	$27.70	$21K
holding	Depositary Shares	--	--	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 21,641 shares (Direct); Depositary Shares — 1,000 shares (Direct); Common Stock — 728 shares (Indirect, Spouse)

Footnotes (1)

1. Accumulated shares through the Dividend Reinvestment Plan in 2025 Reflects shares of common stock surrendered to the Issuer to satisfy tax withholding obligations in connection with the Restricted Stock Award. Each Depositary Share represents a 1/40th interest in a share of the Issuer's 7.125% Series A Fixed-Rate Non-Cumulative Perpetual Preferred Stock, no par value per share. Depositary Shares were purchased in an underwritten public offering. The amount of securities beneficially owned have been adjusted to reflect the latest 401K plan statement.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kassab Leanne D

(Last) (First) (Middle)

31 S 2ND STREET

(Street)

CLEARFIELD PA 16830

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
CNB FINANCIAL CORP/PA [ CCNE ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SEVP/Chief Experience Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/30/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/30/2026		A	V	3,610	A	$27.7	21,641(1)	D
Common Stock	01/30/2026		F	V	774(2)	D	$27.7	20,867	D
Depositary Shares(3)								1,000(3)	D
Common Stock								728	I	Spouse
Common Stock								8,745.319(4)	I	By 401K Plan

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Accumulated shares through the Dividend Reinvestment Plan in 2025

2. Reflects shares of common stock surrendered to the Issuer to satisfy tax withholding obligations in connection with the Restricted Stock Award.

3. Each Depositary Share represents a 1/40th interest in a share of the Issuer's 7.125% Series A Fixed-Rate Non-Cumulative Perpetual Preferred Stock, no par value per share. Depositary Shares were purchased in an underwritten public offering.

4. The amount of securities beneficially owned have been adjusted to reflect the latest 401K plan statement.

Remarks:

	/s/ Jessica A. Zupich, Attorney-in-Fact	02/02/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What insider transaction did CCNE executive Leanne Kassab report?

Leanne D. Kassab reported acquiring 3,610 shares of CNB Financial (CCNE) common stock at $27.70 per share. These shares were accumulated through the company’s Dividend Reinvestment Plan during 2025 and recorded with a transaction date of January 30, 2026.

Why were 774 CNB Financial (CCNE) shares surrendered by the officer?

Kassab surrendered 774 shares of CNB Financial common stock to the issuer at $27.70 per share. The shares were used to satisfy tax withholding obligations arising from a restricted stock award granted to her by the company.

How many CNB Financial (CCNE) common shares does Leanne Kassab now hold directly?

After the reported transactions, Leanne D. Kassab directly holds 20,867 shares of CNB Financial common stock. This figure reflects both the stock acquired through the Dividend Reinvestment Plan and the shares surrendered to cover taxes on her restricted stock award.

What indirect CNB Financial (CCNE) holdings are reported for Leanne Kassab?

Kassab reports indirect ownership of 728 CNB Financial common shares through her spouse and 8,745.319 common shares through a 401(k) plan. The 401(k) share count was adjusted to match the most recent plan statement.

What are the CNB Financial (CCNE) depositary shares held by the executive?

Leanne Kassab holds 1,000 depositary shares of CNB Financial. Each depositary share represents a 1/40th interest in a share of the issuer’s 7.125% Series A fixed-rate non-cumulative perpetual preferred stock, purchased in an underwritten public offering.

What is Leanne Kassab’s role at CNB Financial (CCNE)?

Leanne D. Kassab serves as Senior Executive Vice President and Chief Experience Officer of CNB Financial Corporation. Her position is disclosed in the insider filing as her officer title in relation to the reported equity holdings and transactions.