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Farmers National Banc Corp 8-K Filings

FMNB NASDAQ

Every 8-K that Farmers National Banc Corp (FMNB) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow FMNB and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full FMNB filings page.

Rhea-AI Summary

Farmers National Banc Corp. (FMNB) reported that it has agreed with Myke Matuszak, Senior Executive Vice President and Chief Operating Officer of the company and of The Farmers National Bank of Canfield, that his employment will terminate effective October 15, 2026.

The announcement was made on September 18, 2026 and is formally authorized by President and Chief Executive Officer Kevin J. Helmick.

Rhea-AI Summary

Farmers National Banc Corp. reported higher earnings for the quarter ended June 30, 2026, with net income of $23.0 million and diluted EPS of $0.39, up from $13.9 million and $0.37 a year earlier. Excluding $1.7 million of acquisition and core conversion costs, adjusted net income was $24.4 million, or $0.41 per diluted share.

Results were driven in part by the March 2026 acquisition of Middlefield Banc Corp., which helped lift net interest income to $56.0 million from $34.9 million and expand the net interest margin to 3.44% from 2.91%. Noninterest income rose to $14.4 million, while noninterest expense increased to $40.9 million, reflecting integration and system conversion spending.

Total assets reached $7.14 billion, up from $5.18 billion a year earlier, with loans net of allowance at $4.72 billion and deposits at $5.83 billion. Credit metrics included nonperforming loans of $44.6 million, or 0.93% of total loans, and annualized net charge-offs of 0.30%. Capital ratios remained strong, including a Common Equity Tier 1 ratio of 11.96% and a tangible common equity ratio of 6.98%.

Rhea-AI Summary

Farmers National Banc Corp. filed an amended Form 8-K to add detailed financial information for recently acquired Middlefield Banc Corp. The filing includes audited Middlefield statements for 2023 and 2024, unaudited nine-month 2025 results, and unaudited pro forma combined financials reflecting the completed merger.

Middlefield reported total assets of $1.85 billion and total loans of $1.52 billion as of December 31, 2024, with deposits of $1.45 billion. For 2024, Middlefield generated $15.5 million in net income and basic earnings per share of $1.93, supported by diversified loan and securities portfolios and a detailed allowance for credit losses methodology.

Rhea-AI Summary

Farmers National Banc Corp. reported stronger first quarter 2026 results as it closed the Middlefield Banc Corp. acquisition and expanded in Ohio and Pennsylvania.

Net income was $16.3 million, up from $13.6 million a year earlier, while diluted earnings per share held at $0.36. Excluding $4.0 million of acquisition and core conversion costs, adjusted net income rose to $20.0 million, or $0.45 per diluted share, reflecting higher core profitability.

Total assets climbed to $7.18 billion at March 31, 2026 from $5.25 billion at year-end 2025, with Middlefield contributing $1.82 billion of assets, $1.49 billion of loans and $1.49 billion of deposits. Net interest income increased to $42.6 million and the net interest margin improved to 3.12%, helped by higher asset yields and lower funding costs.

Credit quality remained controlled, though nonperforming loans rose to $59.9 million, or 1.25% of total loans, mainly from the acquired portfolio. Farmers posted a 1.11% return on average assets and 11.55% return on average equity, and management expects further net interest margin expansion in the second quarter of 2026 as Middlefield synergies are realized.

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Farmers National Banc Corp. shareholders approved the 2026 Equity Incentive Plan, which reserves 1,000,000 shares of common stock for equity-based awards to directors, officers, and other participants. The plan, administered by the Board’s Compensation Committee, allows grants of restricted stock, stock units, and share awards.

At the 2026 Annual Meeting, shareholders elected four Class I directors to terms ending at the 2029 meeting and passed all management proposals, including an advisory vote approving 2025 executive pay and ratification of Crowe LLP as independent auditor. Turnout was strong, with 29,654,001 shares, or about 78.58% of those entitled to vote, represented in person or by proxy.

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Farmers National Banc Corp. appointed Todd J. Simko as Senior Executive Vice President and Chief Banking Officer, effective March 16, 2026. He brings over 25 years of banking leadership experience, including roles at the FHLB in Pittsburgh, the Department of Treasury and Main Street Bank.

Simko will oversee strategy and execution in commercial lending, loan operations, treasury management and related areas as Farmers integrates its recently acquired Middlefield Bank franchise and continues to grow across Ohio and Pennsylvania. Farmers reports $5.2 billion in banking assets, 62 banking locations and $4.7 billion in wealth management assets under care at December 31, 2025.

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Farmers National Banc Corp. completed its stock-for-stock merger with Middlefield Banc Corp., folding Middlefield into Farmers and combining Middlefield Bank into The Farmers National Bank of Canfield. Middlefield shareholders receive 2.6 Farmers common shares for each Middlefield common share, with cash paid instead of fractional shares.

Farmers reports that it now has over $7.4 billion in banking assets, more than $4.7 billion in wealth management assets under care, and operates 83 branches across Ohio and Pennsylvania. Two former Middlefield directors, Kevin A. DiGeronimo and Michael C. Voinovich, have joined the Farmers board and been assigned to key committees.

Rhea-AI Summary

Farmers National Banc Corp. shareholders approved several key items at a special meeting related to its planned merger with Middlefield Banc Corp. Investors adopted the merger agreement under which Middlefield will merge into Farmers, with Farmers as the surviving company, and also approved issuing Farmers common shares required to complete the merger.

Shareholders further approved amending the Articles of Incorporation to increase authorized common shares from 50,000,000 to 75,000,000, which will take effect upon filing with the Ohio Secretary of State. Each proposal received strong support, with about 88% of eligible shares represented. Farmers and Middlefield jointly announced that both companies’ shareholders have approved the merger, which is expected to close during the first quarter of 2026.

Rhea-AI Summary

Farmers National Banc Corp. reported that it has received all regulatory approvals necessary to complete its proposed merger with Middlefield Banc Corp. The transaction also includes merging The Middlefield Banking Company into The Farmers National Bank of Canfield, aligning both holding companies and their banking subsidiaries. The update was disclosed through a joint press release attached as an exhibit.

Rhea-AI Summary

Farmers National Banc Corp. filed a current report to note that it announced earnings for the quarter ended December 31, 2025. The company furnished a detailed earnings press release as Exhibit 99.1 and an investor presentation with additional fourth-quarter and other financial information as Exhibit 99.2.

The earnings materials are being furnished under Items 2.02 and 7.01, meaning they are not deemed “filed” for liability purposes under the Exchange Act and are not automatically incorporated into other securities filings unless specifically referenced.

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Farmers National Banc Corp. is updating investors on its planned merger with Middlefield Banc Corp. The company reports that it issued a January 13, 2026 press release reminding shareholders to vote “FOR” the proposed merger and related proposals at a Special Meeting scheduled for February 10, 2026. Under the Agreement and Plan of Merger, Middlefield will merge into Farmers, followed by a bank merger in which The Middlefield Banking Company will combine with The Farmers National Bank of Canfield.

The filing notes that a Registration Statement on Form S-4 containing a definitive joint proxy statement/prospectus was declared effective on December 15, 2025, and that these materials have been mailed to shareholders and are available on the SEC’s and the companies’ websites. It also includes customary forward-looking statement warnings, highlighting risks such as failure to obtain regulatory or shareholder approvals, challenges integrating Middlefield, and broader economic and industry uncertainties that could affect the combined organization’s performance.

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Farmers National Banc Corp. reported that its board of directors approved an amendment to the company’s Amended Code of Regulations. The change increases the maximum time allowed between the shareholder record date and the shareholders’ meeting from 45 days to 60 days.

This governance update adjusts the scheduling window for shareholder meetings while leaving the record-date framework in place. The full text of the amended Regulations, reflecting this change, is included as an exhibit to the report.

Rhea-AI Summary

Farmers National Banc Corp. (FMNB) agreed to acquire Middlefield Banc Corp. in an all‑stock merger. Each outstanding Middlefield common share will be converted into the right to receive 2.6 Farmers common shares at closing. Following the parent‑level merger, Middlefield’s bank is expected to merge into The Farmers National Bank of Canfield, with Farmers Bank as the surviving bank.

The deal requires approvals from shareholders of both companies, effectiveness of a Form S‑4 registering the new Farmers shares, Nasdaq listing approval for the shares to be issued, regulatory clearances, and customary closing conditions. Two Middlefield directors will join the Farmers board immediately after closing (one Class II term expiring at the 2027 annual meeting and one Class III term expiring at the 2028 annual meeting). The merger is expected to close in the first quarter of 2026.

The agreement includes termination rights, an outside date of December 31, 2026, and a $12,000,000 termination fee payable by Middlefield under certain circumstances. Middlefield may also terminate if specified stock price and Nasdaq Bank Index thresholds are breached, unless Farmers elects to adjust the exchange ratio. Directors of both companies entered voting agreements supporting the transaction.

Rhea-AI Summary

Farmers National Banc Corp. (FMNB) furnished an update covering two items: it announced earnings for the quarter ended September 30, 2025 and disclosed a proposed merger with Middlefield Banc Corp.

The company furnished a press release and financial information as Exhibit 99.1 and an investor presentation as Exhibit 99.2 for third-quarter results. It also furnished a joint press release (Exhibit 99.3) and a merger presentation (Exhibit 99.4). These materials are furnished under Items 2.02 and 7.01 and are not deemed filed under the Exchange Act.

In connection with the merger, the company will file a Form S-4 that will include a joint proxy statement and prospectus. Shareholders are urged to read these materials when available. The merger remains subject to shareholder and regulatory approvals and other customary conditions, as noted in the forward-looking statements section.