CNB Financial Corporation filed a shelf registration statement (prospectus dated June 26, 2026) to offer and sell, from time to time, common stock, preferred stock, depositary shares and debt securities. The prospectus is a shelf offering summary; specific terms, amounts and prices will be provided in prospectus supplements.
The prospectus states that as of June 24, 2026 there were 29,623,819 shares of common stock issued and outstanding and that the last reported sale price on NASDAQ was $33.57 per share on June 24, 2026. The filing also discloses 57,760 shares of existing 7.125% Series A preferred stock outstanding.
CNB Financial Corp. executive Robin Mink reported a small share sale and updated holdings. On June 4, 2026, Mink sold 103.568 shares of CNB Financial common stock at $30.53 per share through a 401k plan account, leaving 3,346.7900 shares held indirectly by the 401k plan. A separate holding entry shows 6,753.4800 shares of common stock held directly, described as accumulated year-to-date 2026 through the Dividend Reinvestment Plan and reflecting the latest 401k plan statement.
CNB Financial Corporation redeemed $50,000,000 in aggregate principal amount of its 3.25% Fixed-to-Floating Rate Subordinated Notes due June 15, 2031 on June 15, 2026. The notes were redeemed at 100% of principal, plus accrued and unpaid interest up to, but excluding, that date.
After this partial redemption, $35,000,000 in aggregate principal amount of these subordinated notes remains outstanding and will continue to accrue interest in accordance with their existing terms.
CNB Financial Corporation approved a new 2026 Common Share Repurchase Program, authorizing buybacks of up to 500,000 shares of common stock, with a total purchase cap of $15,000,000. The program will run from June 10, 2026, when the 2025 plan expires, through June 10, 2027.
Repurchases may be made through open market purchases, privately negotiated transactions, or other methods that comply with the Securities Exchange Act of 1934 and applicable agreements. The company may start or pause repurchases at any time without prior notice, depending on market conditions and other factors.
CNB Financial Corp. director Francis X. Straub III reported gifting shares to a family trust. On June 5, 2026, he made bona fide gifts of 15,169 shares of CCNE common stock and 5,250 depositary shares, with the Cheryl Straub Trust benefiting his spouse.
The filing also shows 12,081.97 phantom stock units, each economically equivalent to one common share and payable upon termination of service. Each depositary share represents a 1/40th interest in CNB Financial’s 7.125% Series A fixed-rate non-cumulative perpetual preferred stock.
CNB Financial Corporation’s Board of Directors declared a quarterly cash dividend of $0.19 per share on its common stock. The dividend will be paid on June 15, 2026 to shareholders of record as of June 1, 2026.
CNB Financial is a financial holding company with approximately $8.5 billion in consolidated assets, operating primarily through CNB Bank, which provides a full range of banking, trust, and wealth management services across multiple branded divisions in Pennsylvania, Ohio, New York, and Virginia.
CNB Financial Corporation reported strong first-quarter results for the period ended March 31, 2026. Net income was $27.0 million, up from $11.5 million a year earlier, with net income available to common shareholders of $26.0 million.
Net interest income rose to $73.3 million from $48.4 million, while provision for credit losses declined to $998 thousand. Diluted earnings per common share were $0.88, compared with $0.50 in the prior-year quarter, and the quarterly cash dividend increased to $0.19 per common share.
At March 31, 2026, total assets were $8.51 billion, loans receivable were $6.43 billion, and deposits were $7.14 billion. The allowance for credit losses on loans remained at $67.1 million, reflecting stable credit quality, while nonperforming loans and past-due trends stayed manageable across portfolios.
CNB Financial Corp. director Deborah Dick Pontzer reported an open-market sale of 244 shares of Common Stock at $30.55 per share. After this sale, she holds 41,051.18 Common shares directly, plus 5,100 shares indirectly through her spouse and 766.465 phantom stock units that are economically equivalent to common stock and become payable upon termination of service. The filing also notes shares accumulated through dividend reinvestment in Q1 2026.
CNB Financial Corp. insider activity: SVP and Strategic Project Manager Carla M. Higgins reported an open-market sale of 1,300 shares of CNB Financial common stock at $30.45 per share. Following the sale, she holds 2,538.0200 shares directly and 2,302.4670 shares indirectly through a 401K plan, which reflects accumulated shares from a Q1 2026 dividend reinvestment plan and updated 401K statement figures.
CNB Financial Corp/PA President & CEO Michael D. Peduzzi reported an open-market purchase of 1,000 shares of CNB Financial common stock at $30.35 per share. After this transaction, he directly holds 55,318 shares and indirectly holds 2,996.47 shares through a 401K plan, reflecting updated plan statement balances.