City National Bank
Annual Report 2017

Plain-text annual report

2017 ANNUAL R E P O R T “When we were looking at putting up a new building or adding significant equipment, ERIEBANK has always been our partner in helping us expand.” - Bill Witkowski, Owner of Port Erie Plastics In June 2017, CNB Bank hosted its sixth annual charity golf tournament and raised $23,800 to benefit the local American Cancer Society (ACS) chapter. The money raised was used to purchase a vehicle, for the second year in a row and was donated to the ACS Road to Recovery program. The vehicle will provide transportation to and from treatment for people with cancer who do not have a ride or are unable to drive themselves. Over the past six years the CNB charity golf tournament has raised $130,350 for the ACS, which was used to support programs such as the Wig Program, Hope Lodge, and Road to Recovery. to your customers, co-workers and community, every time. Employee experience is a top priority for CNB and they utilize a reward and recognition program that enables employees to recognize their co-workers for exceptional customer service or going above and beyond for one other. In a social media style news feed, employees can post comments and send one another points for a job well done. CNB acknowledges that happy employees make happy customers and incentivizes its staff to award these points to one another. The points can then be redeemed for gift cards, merchandise, or experiences, such as golf with the President, or donut delivery for the team. Each month an exceptional experience is chosen by the market Presidents and that employee is awarded with an additional prize. TABLE OF CONTENTS Message to the Shareholders Consolidated Financial Highlights Board of Directors and Executive Management Shareholder Information CNB Bank 2017 Highlights ERIEBANK 2017 Highlights FCBank 2017 Highlights BankOnBuffalo 2017 Highlights 4-5 6-7 8 9 10-11 12-13 14 15 3 2017 ANNUAL REPORT HIGHLIGHTS MESSAGE TO OUR SHAREHOLDERS To Our Shareholders, Customers, Employees & Friends: Change, challenge and opportunity were at the forefront as we entered 2017. The United States was in The last strategic plan had five pillars of success, as was laid out in the shareholder letter for 2016’s annual report. This year, the focus the midst of a political upheaval it hadn’t seen in recent history, if ever. The banking community, as well is more concentrated on three key principles: as the overall business world, was in very uncertain times. Eventually, we saw signs of regulatory relief through the very fact that the pace of new regulations virtually came to a halt. This slowdown was much needed by both the industry and our customers. It was time to assess whether the new rules and reg- ulations that have bombarded Financial Institutions on behalf of customers are really having the effect 1. Be the source of exceptional experiences 2. Foster an environment of leadership 3. Position for long-term growth that was intended. This evaluation process will result in some much-needed changes and adjustments I briefly touched on the first two elements which we believe tie into the third. Along with successful communities and valued team to better serve the consumers of financial products. Later in the year, tax reform came. The boost that members, we have vibrant markets to provide for long-term organic growth opportunities. Buffalo, Cleveland, Columbus and Erie are this new law put into every household and business will provide for additional opportunities, at least in all markets of growth. We’ve only just begun development of our franchise in these cities, with the exception of Erie, where we are the short run. As the year came to a close, 2017 was a year of very positive change for both employers celebrating twelve years and still going strong. Using our business model of four community banks working together, CNB has a sound and employees alike. CNB’s primary focus has been on our customer’s experience with services and delivery options. We have worked hard to differentiate our offerings as well as to provide newer products such as online commercial treasury services, mobile access and new card technology, to name a few. Then there are the future payment technologies such as person to person (P2P), business organic opportunity that is moving in the right direction. These three principles provide the Corporation with the ability to produce significant financial rewards. The 2017 annual report provides you with the result of solid earnings and growth over another year. A few highlights are organic loan growth of 15%, ROE of 11.23% and EPS of $1.77. Both the ROE and EPS measures exclude the adjustment for the new tax law. to business (B2B), person to business (P2B) and business to person (B2P). These services will continually take more and more I would like to recognize and thank two board members who have recently retired, Bill Falger and Jim Ryan. Bill was the President & cash out of the payment system thus making our efforts against cybercrime more critical than ever. CNB has worked hard to CEO for CNB and personally provided me with insight and a vision that helped move the Corporation forward. He has also provided solidify its cyber awareness. We have partnered with various experts to safeguard and monitor our e-commerce activities both much knowledge and experience as a member of the Board for the past eight years since his retirement from the Bank. Jim has been internally and externally. Finally, as we consider customer experience, the evolution of delivery channels continues. Our offices an inspiration and ambassador of the growth we’ve experienced over the past 19 years. His optimism and energy will be missed inside have changed from traditional teller lines to universal associates who are trained to handle most customer needs efficiently at the boardroom. Jim’s drive was key to our BankOnBuffalo initiative. Gentleman, thank you for all your contributions and best of luck to any of our locations. More and more optionality appears within our online solutions to allow customers to bank when they want, you as you move toward your next adventures. in the way they want. Another focus laid out in our strategic plan has included leadership in our communities. CNB strongly believes in fostering an environment of leadership. Our team is encouraged to dedicate time to community organizations that are important to them. It is our mission to provide leadership, time and resources to causes that enhance our communities. A clear example of this is our financial commitment to the Erie Downtown Development Corporation through ERIEBANK. In addition, members of our team will participate in various aspects of this entity’s revitalization of downtown Erie to include being a director. It is an important aspect of our culture to aid our communities and assist them in providing better quality of life for all. Our success exists within our team. A renewed approach to our team members began several years ago. Today, everyone at CNB has more benefit options available to them than ever before. Our starting wages increased at the beginning of 2018 again, for the third time in five years. More paid time off has been provided to all employees. Consistent, appropriate training is made available to every associate, every year. A group of our newest employees were asked to evaluate our benefits package to determine what, if anything, should be changed. Student loan debt was raised as an item that is hindering the ability of many to advance their lifestyle as the cost of a college education continues to soar out of control. As a result, a program is now being offered to help alleviate some of these mounting pressures. One of the biggest keys to our success has been the art of collaboration. Every team member has a voice in what we do for our customers. Together we make decisions to more effectively service our communities. This allows CNB to not only make decisions more quickly but to implement and ultimately get solutions to market faster as everyone is part of the process and each become change agents, not just task masters. In closing, I want to extend a sincere thank you to our customers for doing business with us and the confidence you have in our products, services, and employees; to our first-class employees for their dedication and commitment to our customers and the financial services industry; and to our shareholders for your ownership and support of our strategic vision and execution. Joseph B. Bower, Jr. President and Chief Executive Officer 4 5 CNB FINANCIAL CORPORATION2017 ANNUAL REPORT HIGHLIGHTS CONSOLIDATED FINANCIAL HIGHLIGHTS (dollars in thousands, except per share data) FOR THE YEAR Interest and Dividend Income Interest Expense Net Interest Income Non-interest Income Non-interest Expense Net Income Net Income Return on: Average Assets Average Equity AT YEAR END Assets Loans, Net of Unearned Deposits Shareholders’ Equity PER SHARE DATA Net Income, Diluted Dividends Book Value Market Value 2017 $108,874 17,365 91,509 21,435 70,037 23,860 2016 % Change $94,315 13,028 81,287 17,691 67,118 20,540 15.4% 33.3% 12.6% 21.2% 4.3% 16.2% 0.89% 9.97% 0.85% 9.69% 4.7% 2.9% $2,768,773 2,145,959 2,167,815 243,910 $2,573,821 1,873,536 2,017,522 211,784 7.6% 14.5% 7.4% 15.2% $1.57 0.66 15.98 26.24 $1.42 0.66 14.64 26.74 10.6% - 9.2% (1.9%) FINANCIALS ASSET GROWTH (in thousands) 200 400 600 800 1,000 1,000 1,400 1,600 1,800 2,000 2,200 2,400 2,600 $2,131,289 $2,189,213 $2,285,136 $2,573,136 $2,768,773 LOANS, NET OF UNEARNED (in thousands) 150 300 450 600 750 900 1,050 1,200 1,350 1,500 1,650 1,800 1,950 2,100 $1,295,363 $1,355,289 $1,577,798 $1,873,536 $2,145,959 NET INTEREST INCOME (in thousands) $ 10 $20 $30 $40 $ 50 $60 $70 $80 $90 $59,204 $74,595 $74,707 $81,287 $91,509 EARNINGS PER SHARE (diluted) $.20 .40 .60 .80 1.00 1.20 1.40 1.60 $1.29 $1.60 $1.54 $1.42 $1.57 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 2013 2014 2015 2016 2017 6 7 CNB FINANCIAL CORPORATION2017 ANNUAL REPORT HIGHLIGHTS BOARD OF DIRECTORS AND EXECUTIVE MANAGEMENT CORPORATE OFFICERS, CNB FINANCIAL CORPORATION Joseph B. Bower, Jr. President & Chief Executive Officer Richard L. Greslick, Jr. Secretary Brian W. Wingard Treasurer & Principal Financial Officer BOARD OF DIRECTORS CNB Financial Corporation and CNB Bank Peter F. Smith Chairperson of the Board; Attorney at Law Joseph B. Bower, Jr. President and Chief Executive Officer, CNB Financial Corporation; President and Chief Executive Officer, CNB Bank Richard L. Greslick, Jr. Secretary, CNB Financial Corporation; Senior Executive Vice President and Chief Operating Officer, CNB Bank Dennis L. Merrey Retired; Former President, Clearfield Powdered Metals, Inc. EXECUTIVE OFFICERS, CNB BANK Joseph B. Bower, Jr. President and Chief Executive Officer Mark D. Breakey Senior Executive Vice President and Chief Credit Officer Joseph E. Dell, Jr. Senior Executive Vice President and Chief Commercial Banking Officer Robert W. Montler President and Chief Executive Officer, Lee Industries and Keystone Process Equipment Joel E. Peterson President, Clearfield Wholesale Paper Deborah Dick Pontzer Economic Development and Workforce Specialist, Office of Congressman Glenn Thompson Jeffrey S. Powell President, J.J. Powell, Inc. Nicholas N. Scott Vice President and Owner, Scott Enterprises Richard B. Seager President and Chief Executive Officer, Beacon Light Behavioral Health Systems Francis X. Straub, III Managing Officer and Director, St. Marys Pharmacy, Inc. and Bennetts Valley Pharmacy, Inc. Peter C. Varischetti President, Varischetti Holdings, LLC Richard L. Greslick, Jr. Senior Executive Vice President and Chief Operating Officer Steven R. Shilling Executive Vice President, Private Client Solutions Mary Ann Conaway Executive Vice President, Human Resources Leanne D. Kassab Executive Vice President, Customer Experience Brian W. Wingard Executive Vice President and Chief Financial Officer BOARD OF DIRECTORS CORPORATE OFFICERS BOARD OF DIRECTORS CORPORATE OFFICERS CNB SECURITIES CORPORATION, A SUBSIDIARY OF CNB FINANCIAL CORPORATION, WILMINGTON, DE Joseph B. Bower, Jr. Chairperson Joseph P. Strouse President Richard L. Greslick, Jr. Secretary Francis A. Goss Vice President Mark D. Breakey Director 8 Michael A. Chimera Director Brian W. Wingard President Glenn R. Pentz Director Evan R. Pizzuto Wilmington Trust SP Services, Inc. Evan R. Pizzuto Treasurer, Wilmington Trust SP Services, Inc. Elizabeth F. Bothner Secretary, Wilmington Trust SP Services, Inc. SHAREHOLDER INFORMATION ANNUAL MEETING QUARTERLY SHARE DATA For information regarding the Corporation’s quarterly share data, please refer to Item 5 in the 2017 Form 10-K. MARKET MAKERS The following firm has chosen to make a market in the stock of the Corporation. Inquiries concerning their services should be directed to: Boenning & Scattergood, Inc. 1700 Market Street, Ste 1420 Philadelphia, PA 19103 (800) 842-8928 The Annual Meeting of the Shareholders of CNB Financial Corporation will be held Tuesday, April 17, 2018 at 2:00 p.m. at the Corporation’s headquarters in Clearfield, PA. CORPORATE ADDRESS CNB Financial Corporation 31 S. Second Street P.O. Box 42 Clearfield, PA 16830 (800) 492-3221 STOCK TRANSFER AGENT & REGISTRAR American Stock Transfer & Trust Company, LLC 6201 15th Avenue 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 31 S. Second Street P.O. Box 42 Clearfield, PA 16830 ATTN: Shareholder Relations 9 CNB FINANCIAL CORPORATION2017 ANNUAL REPORT HIGHLIGHTS CNB BANK 2017 HIGHLIGHTS On February 24, 2017, CNB expanded its market presence in Central Pennsylvania with a full-service office in Blair County. The new community office is conveniently located in Duncansville, off Plank Road, near Convention Center Boulevard. The facility signifies a multi-million dollar investment by CNB and features a customer and community focus throughout the branch that includes a local based team, images of the Blair County region, an Internet kiosk, coffee station, digital displays, open transaction areas with cash dispensers, a self-service coin counter, and a new ATM. Nine local subcontractors, which together employ 135 individuals, worked on construction of the building for approximately eight months, from July 2016 through February 2017. Interior of the new community office in Blair County. In June 2017, twenty employees successfully graduated as the inaugural class of the CNB Leadership Institute. Given the growth the Bank has been experiencing, and the additional leadership depth that was needed across the entire organization, in 2015 CNB’s senior leadership team felt that it was the right time to enhance the importance of management succession planning and select the inaugural class from within the organization. The six-session program spanned over the course of 18 months with each session lasting three days. The curriculum focuses on topics such as servant leadership, building self-awareness and individual development through the DiSC personal assessment tool, emotional intelligence, leading and working in high performing teams, effective presentation skills, project management, managing change and conflict, and effective feedback and coaching skills. The program design also places a focus on leveraging senior leadership to support and reinforce key concepts, creates a long term focus on continuous learning and personal development, and uses simulations and collaborative activities to enhance competencies and reinforce CNB’s values and vision. CNB BANK SENIOR MANAGEMENT AND OFFICERS Gregory M. Dixon Market Executive Jeffrey W. Alabran Senior Vice President, Commercial Banking Vickie L. Baker Assistant Vice President, Market Manager James C. Davidson Assistant Vice President, Private Banking Christopher L. Stott Senior Vice President, Director of Private Banking Kay E. DellAntonio Assistant Vice President, Commercial Banking Craig C. Ball Vice President, Wealth & Asset Management Timothy D. Clapper Vice President, Commercial Banking Michael E. Haines Vice President, Commercial Banking Eric A. Johnson Vice President, Wealth & Asset Management R. Michael Love Vice President, Wealth & Asset Management Glenn R. Pentz Vice President, Wealth & Asset Management C. Brett Stewart Vice President, Commercial Banking Calvin R. Thomas, Jr. Vice President, Wealth & Asset Management Joseph H. Yaros Vice President, Commercial Banking Mary A. Baker Assistant Vice President, Market Manager Tyler A. Kirkwood Commercial Banking Officer Jacklyn M. Lantzy Community Office Manager, Blair County Lisa A. Marchiori Community Office Manager, DuBois James V. Masone Assistant Commercial Banking Officer Alesia N. McElwee Community Office Manager, Clearfield Main Dustin A. Minarchick Commercial Banking Officer Andrew V. Nedzinski Commercial Banking Officer Denise J. Greene Assistant Vice President, Private Banking Heather Koptchak Assistant Vice President, Market Manager Katie A. Penoyer Assistant Vice President, Treasury Services Heather D. Serafini Assistant Vice President, Private Banking Katie M. Whysong Assistant Vice President, Commercial Banking Nadine J. Rodgers Banking Officer Judy L. Barry Banking Officer, Portfolio Manager Douglas M. Shaffer Community Office Manager, Punxsutawney Lori L. Curtis Community Office Manager, Philipsburg Plaza Lori D. Shimel Community Office Manager, Houtzdale Danielle D. Daniels Commercial Banking Officer Autumn F. Farley Commercial Banking Officer Caroline Henry Community Office Manager, Karthaus and Kylertown Dorthy M. Turner Wealth & Asset Management Officer Kevin C. Wain Community Office Assistant Manager, Clearfield Industrial Park Road Gregory R. Williams Banking Officer ADMINISTRATIVE SERVICES Cory K. Johnston Vice President, Controller Julie L. Martin Vice President, Commercial Services Robin W. Mink Vice President, Senior Treasury Product and Sales Team Leader Eileen F. Ryan Vice President, Mortgage Lending Ruth Anne Ryan-Catalano Vice President, Retail Banking John H. Sette Vice President, Information Technology Carolyn B. Smeal Vice President, Administration Susan M. Warrick Vice President, Operations Rebecca A. Coleman Assistant Vice President, Operations Andrew D. Franson Assistant Vice President, Wealth & Asset Operations Officer Kylie L. Graham Assistant Vice President, Compliance Carla M. Higgins Assistant Vice President, Quality Assurance Manager Shannon L. Irwin Assistant Vice President, Human Resources Paul A. McDermott Assistant Vice President, Facilities Amy B. Potter Assistant Vice President, Marketing B.J. Sterndale Assistant Vice President, Training Erin L. Brimmeier Operations Officer Michael A. Chimera Assistant Controller Thomas W. Grice IT Branch/Project Manager, Officer Matthew J. Mills IT Manager, Officer Brenda L. Terry Banking Officer Sherry Wallace Mortgage Banking Officer Jessica A. Zupich Enterprise Support Officer Joel M. Zupich Credit Officer A subsidiary of CNB Financial Corporation, CNB Bank is a regional independent community bank with office locations in North Central and Northwestern Pennsylvania, Central and Northeast Ohio, and Buffalo, New York, with over 500 employees who make customer service more responsive and reliable. For 153 years, the Bank has strived to be more customer-driven than its competitors and to build long-term customer relationships by being reliable and competitively priced. 10 11 CNB FINANCIAL CORPORATION2017 ANNUAL REPORT HIGHLIGHTSIn December 2017, the Federal Reserve Bank of Philadelphia announced the appointment of Joseph B. Bower Jr., President and Chief Executive Officer of CNB Bank and CNB Financial Corp., to its Community Depository Institutions Advisory Council (CDIAC). The CDIAC is a 12-member council composed of representatives from commercial banks, thrift institutions and credit unions.The council convenes twice a year with officials from the Federal Reserve Bank of Philadelphia to share insights about economic and business trends facing community depository institutions in their local markets.After each local meeting, a representative from the Philadelphia council joins counterparts from other Federal Reserve Banks at a meeting hosted by the Board of Governors of the Federal Reserve System in Washington, D.C. ERIEBANK 2017 HIGHLIGHTS 2017 was a year of grand announcements for ERIEBANK. They kicked everything off with a new community office in Ashtabula, Ohio, in February 2017. The new 4,200 square foot facility represents a significant expansion of the commercial banking services ERIEBANK first began offering to Ashtabula businesses in 2014. The new facility signifies a multi-million dollar investment by ERIEBANK. Ten local subcontractors, which together employ more than 100 individuals, worked on construction of the building for approximately eight months, from May 2016 through January 2017. In March, 2017, the formation of an Ohio Advisory Board and the appointment of seven inaugural members was announced. The board provides leadership and guidance as ERIEBANK continues to develop its presence in the northeast Ohio region. Ribbon cutting ceremony at new community office in Ashtabula, Ohio. As a compliment to ERIEBANK’s sponsorship of 8 Great Tuesdays, a free concert series held annually at the Liberty Park Amphitheater in Erie and organized by the Erie Western PA Port Authority, a new initiative named 8 Great Charities was launched in July, 2017. The contest benefiting local non-profit organizations featured a nomination phase, open to the public via the Bank’s Facebook page, and resulted in eight different organizations receiving a total of $8,000 in donations. In November, 2017 ERIEBANK announced its investment of $2.5 million in the Erie Downtown Equity Fund in support of the Erie Downtown Development Corporation (EDDC). The EDDC is a privately funded non-profit organization led by business, university and community leaders seeking to drive economic growth in Erie’s downtown through real estate development. 8 Great Charities Finalists ERIEBANK was the first financial services institution to announce its commitment to fund the collaborative effort. Karl Sanchack, president and CEO of the Erie Innovation District, emphasized the importance of ERIEBANK’s announcement. “The EDDC needs multi-entity engagement to achieve its goals, and adding the financial expertise of ERIEBANK to this collaboration is simply fantastic. It’s a signpost to a successful future.” Ending the year with one last major announcement and further solidifying ERIEBANK’s commitment to the community, ERIEBANK and the Greater Regional Erie Athletic Team Training Inc. (G.R.E.A.T.T.) together announced that, through a partnership, the former Family First Sports Park will soon begin a $9.1 million renovation of the facility and be named ERIEBANK Sports Park. ERIEBANK is supporting the park through financing as well as donations of funds and expertise to move the project forward, committing to a strategic partnership to strengthen the park’s success for years to come. Headquartered in Erie, Pennsylvania, ERIEBANK is a division of CNB Bank. Presently, there are eight full service offices in Pennsylvania, which house its commercial, retail and private banking divisions, and three full service offices in Ohio. Five of those offices are in Erie, two in Meadville, and one in Warren, Pennsylvania. The three offices in Ohio are located in Mentor and Ashtabula. In addition, ERIEBANK Investment Advisors provides wealth and asset management services, retirement plans and other employee benefit plans. David Zimmer, ERIEBANK President announcing the naming of ERIEBANK Sports Park. 12 ERIEBANK SENIOR MANAGEMENT AND OFFICERS David J. Zimmer President Timothy J. Roberts Vice President, Commercial Banking Steven M. Cappellino Senior Vice President, Regional Manager, Crawford County William L. DeLuca, Jr. Senior Vice President, Commercial Banking Andrew L. Meinhold Senior Vice President, Regional Manager, Lake County David P. Bogardus Vice President, Commercial Banking Betsy C. Bort Vice President, Commercial Banking Scott O. Calhoun Vice President, Commercial Banking Timothy A. Flenner Vice President, Commercial Banking Christine Hartog Vice President, Market Manager, Community Office Manager, Mentor Katie J. Jones Vice President, Market Manager Joshua P. Miller Vice President, ERIEBANK Investment Advisors Larry G. Morton, Jr. Vice President, ERIEBANK Investment Advisors Gregory A. Noon Vice President, Commercial Banking Benjamin V. Palazzo Vice President, Commercial Banking ERIEBANK BOARD OF ADVISORS Gary M. Alizzeo Esquire; Shafer Law Firm, P.C. Joseph B. Bower, Jr. President and Chief Executive Officer, CNB Financial Corporation, CNB Bank Mark D. Breakey Senior Executive Vice President and Chief Credit Officer, CNB Bank Gary L. Clark Chief Executive Officer, Reed Manufacturing Company Donald W. Damon Retired; Former ERIEBANK Senior Vice President Paul D. Sallie Vice President, Private Banking John M. Schulze Vice President, Commercial Banking William J. Vitron, Jr. Vice President, ERIEBANK Investment Advisors Thomas J. Walker Vice President, Commercial Banking J. Allen Weaver Vice President, Commercial Banking Team Leader Kelly S. Buck Assistant Vice President, Private Banking Chrystal M. Fairbanks Assistant Vice President, Community Office Manager/ Private Banking, Ashtabula Russell G. Daniels Retail Banking Officer/Community Office Assistant Manager, West 12th Street Erin L. Bednaro Community Office Manager, Interchange Robert P. Cannon Community Office Manager, Midland Kimberly L. Coleman Banking Officer, Commercial Loan Documentation Specialist Tracie A. Harmon Community Office Manager, Vernon Jaclyn R. Italiani Community Office Manager, Downtown Barbara V. Keim Banking Officer, Portfolio Manager Brenda G. Shaffer Community Office Manager, Harborcreek Jessica A. Figoli Assistant Vice President, Private Banking Denise E. Gelofsack Assistant Vice President, Portfolio Manager Allison M. Hodas Assistant Vice President, Commercial Banking Justin R. Singer Commercial Banking Officer Helicia E. Sonney Community Office Manager, Asbury Theresa L. Swanson Community Office Manager, Warren Bryan G. Kusich Assistant Vice President, Commercial Banking Mary J. Taormina Community Office Manager, Meadville Barbara A. Macks Assistant Vice President, ERIEBANK Investment Advisors James R. Miale Assistant Vice President, Commercial Banking John R. VanTassel Treasury Services Officer Abigail L. Williams Community Office Manager, West 12th Street Debra A. Masone Community Office Assistant Manager, Meadville Joseph E. Dell, Jr. Senior Executive Vice President and Chief Commercial Banking Officer Jane M. Earll Esquire; Retired Pennsylvania State Senator David K. Galey Retired; Former Treasurer and Chief Financial Officer, Greenleaf Corporation Richard L. Greslick, Jr. Senior Executive Vice President and Chief Operating Officer, CNB Bank; Secretary, CNB Financial Corporation Charles “Boo” Hagerty President, Hamot Health Foundation Thomas M. Kennedy President, Professional Development Associates, Inc. Jerome T. Osborne, III President, JTO, Inc. Thomas W. Reams Vice President, C. H. Reams & Associates, Inc. Nick Scott, Jr. Vice President & Owner, Scott Enterprises James E. Spoden Esquire, MacDonald Illig Jones & Britton, LLP David J. Zimmer Chairperson of the Board; President, ERIEBANK ERIEBANK OHIO ADVISORY BOARD Dr. Lundon Albrecht Owner, Albrecht Family Dentistry; Dental Consultant, Coltene Whaledent Bryce A. Heinbaugh Managing Partner and Founder, IEN Risk Management Consultants Jennifer Brown Economic Development Specialist, CT Consultants Richard J. Kessler President, Society of Rehabilitation Richard T. Flenner, Jr. Retired; Former President, Lake National Bank Kevin D. Malecek Senior Development Officer, Lakeland Foundation and Lakeland Community College Shawn Neece Director, NMS Certified Public Accountants Joseph T. Svete President, Svete & McGee Company, LPA David J. Zimmer Chairperson of the Board; President, ERIEBANK 13 CNB FINANCIAL CORPORATION2017 ANNUAL REPORT HIGHLIGHTS The major announcement at FCBank in 2017 was the welcoming of Jenny Saunders as President. Jenny took over leadership of the FCBank team in October 2017. Jenny is a veteran banker with over 30 years of community banking experience. FCBank, a division of CNB Bank, is headquartered in Worthington, Ohio with seven full service offices in the communities of Bucyrus, Shiloh, Cardington, Fredericktown, Worthington, Dublin, and Upper Arlington, plus one loan production office in Lancaster, Ohio. FCBank is driven by a strong focus on meeting the financial needs of businesses and individuals in a way only a community bank can deliver. FCBank offers commercial, retail, and private banking services, along with wealth and asset management services through FC Financial Services. FCBANK SENIOR MANAGEMENT AND OFFICERS Jenny Saunders, FCBank President FCBank headquarters located in Worthington, Ohio. Dean J. Vande Water Vice President, Commercial Real Estate Team Leader William R. Diehl Assistant Vice President, Commercial Banking Annette D. Lester Assistant Vice President , Community Office Manager, Cardington Bernard J. McGuinness Assistant Vice President, Business Development Jillian V. Price Assistant Vice President, Private Banking Sam P. Rawal Assistant Vice President, Private Banking Jared Butler Senior Systems Adminstration Team Leader Ashley N. Lutz Commercial Banking Officer Michelle P. Muchow Executive Assistant, Banking Officer J. Ralph Parker Senior Credit Officer Travis M. Smith Commercial Banking Officer Elaine M. Wilson Community Office Manager, Fredericktown Christopher A. Winegardner Community Office Manager, Worthington Clara J. McClung Community Office Assistant Manager, Worthington Richard L. Greslick, Jr. Senior Executive Vice President & Chief Operating Officer, CNB Bank; Secretary, CNB Financial Corporation Lawrence A. Morrison CPA and Partner, Kleshinski, Morrison & Morris, LLP Jason Pohl Partner and Co-Founder, Centric Consulting, LLC Jenny L. Saunders Chairperson of the Board, President, FCBank Sam Shim Board Member, Worthington City Schools Julie Young Human Resources Attorney, JMY Law, LLC Jenny L. Saunders President Neal S. Clark Senior Vice President, Commercial Banking Donna M. Conley Vice President, Commercial Banking Leader John G. Hock Vice President, Commercial Banking Robert P. Linnabary Vice President, Commercial Banking Linda K. Salters Vice President, Market Manager Jack L. Trachtenberg Vice President, Private Banking Team Leader FCBANK BOARD OF ADVISORS Joseph B. Bower, Jr. President and Chief Executive Officer, CNB Financial Corporation, CNB Bank Mark D. Breakey Senior Executive Vice President & Chief Credit Officer, CNB Bank Jennifer Carney Partner and Co-Founder, Carney Ranker Architects, Ltd. 14 BankOnBuffalo, a division of CNB Bank, experienced major growth in 2017. The newest bank in the Buffalo area opened its first full-service office within the Electric Tower in downtown Buffalo on February 21, 2017. Previously a loan production office, services now available include deposit accounts, private banking, real estate, commercial, industrial, residential and consumer loans and lines of credit, treasury services, online banking, mobile banking, merchant credit card processing, remote deposit and accounts receivable handling. In April, 2017 the formation of a BankOnBuffalo Advisory Board and the appointment of eleven inaugural members was announced. The local Board will provide leadership and guidance as BankOnBuffalo expands upon its initial entry into the Buffalo market in serving the financial needs of the region’s small to middle market businesses. Ribbon Cutting ceremony at the Orchard Park community office that opened November 2, 2017. November 2017 was a month of celebration. On November 2, 2017, the Bank expanded into Buffalo’s Southtowns by opening a full-service community office in Orchard Park. On November 16, 2017, a third branch location opened in Williamsville, New York. BankOnBuffalo, a division of CNB Bank, is headquartered in Buffalo, New York with three full service offices in the communties of Buffalo, Orchard Park, and Williamsville. BankOnBuffalo is being developed by local people and businesses. This local decision-making will increase the level of service provided to the communities of Buffalo and bring growth to the entire region. BankOnBuffalo offers commercial, retail, and private banking services, along with wealth and asset management services through BankOnBuffalo Investment Advisors. Interior of completely renovated Orchard Park community office. BANK ON BUFFALO SENIOR MANAGEMENT AND OFFICERS Martin T. Griffith President Rosanne Faraci Vice President, Credit Administration Annette A. Tomlin Vice President, Regional Retail Banking Officer Maria E. Barth Senior Vice President, Commercial Banking Kathleen B. Kane Vice President, Regional Retail Market Manager David G. Hawker Assistant Vice President, Commercial Banking David P. Paul Senior Vice President, Wealth & Asset Management Kelly A. Navagh Vice President, Treasury Services Monica R. Neimeier Banking Officer, Portfolio Manager Gregory G. Emminger Vice President, Commercial Banking Michael J. Noah Vice President, Commercial Banking BANK ON BUFFALO BOARD OF ADVISORS Joseph B. Bower, Jr. President and Chief Executive Officer, CNB Financial Corporation, CNB Bank Mark D. Breakey Senior Executive Vice President & Chief Credit Officer, CNB Bank Joseph E. Dell, Jr. Senior Executive Vice President & Chief Commercial Banking Officer, CNB Bank Richard L. Greslick, Jr. Senior Executive Vice President & Chief Operating Officer, CNB Bank; Secretary, CNB Financial Corporation Martin T. Griffith Chairperson of the Board, President, BankOnBuffalo Gerry Murak Principal and Founder, Murak & Associates, LLC; CEO and Board Chairman, SoPark Corporation; President, CEO, and Founder, Precision Scientific Instruments, Inc. Michael Newman Owner and Executive Vice President, NOCO, Inc. Peter J. Romano, Jr. President and CEO, United Materials, LLC Stephen J. Schop Managing Partner, Schop, Powell & Associates Mark A. Tronconi Partner at Tronconi, Segarra & Associates 15 CNB FINANCIAL CORPORATION2017 ANNUAL REPORT HIGHLIGHTS Backed by the full faith and credit of the United States government Each depositor insured to at least $250,000 FDIC Federal Deposit Insurance Corporation •www.fdic.gov The common stock of the Corporation trades on the NASDAQ Global Select Market under the symbol CCNE.

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