CNB FINANCIAL CORP/PA false 0000736772 0000736772 2024-07-11 2024-07-11 0000736772 us-gaap:CommonStockMember 2024-07-11 2024-07-11 0000736772 us-gaap:SeriesAPreferredStockMember 2024-07-11 2024-07-11

 

 

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 11, 2024

 

 

CNB FINANCIAL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Pennsylvania   001-39472   25-1450605

(State or other jurisdiction of

incorporation or organization)

 

(Commission

File Number)

 

(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:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

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:

 

Title of each class

 

Trading

Symbol

 

Name of each exchange

on which registered

Common Stock, no par value   CCNE   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)   CCNEP   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 8.01. Other Events

On July 11, 2024, CNB Bank (the “Bank”), the wholly-owned banking subsidiary of CNB Financial Corporation (the “Corporation”), announced senior management changes at the Bank as approved by the Bank’s board of directors on July 9, 2024. Michael Noah has been promoted to Executive Vice President and Chief Operating Officer of the Bank; Martin Griffith has been appointed as Senior Executive Vice President and Chief Revenue Officer of the Bank; and Richard Greslick has been appointed as Senior Executive Vice President and Chief Administrative Officer of the Bank.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

 

Exhibit

Number

  

Description

99.1    Press Release dated July 11, 2024
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)


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.

 

    CNB FINANCIAL CORPORATION
Date: July 11, 2024     By:  

/s/ Tito L. Lima

      Tito L. Lima
      Treasurer

Exhibit 99.1

 

LOGO

 

LOGO

FOR IMMEDIATE RELEASE:

July 11, 2024

 

Contact:

Tito L. Lima

Chief Financial Officer and Treasurer

(814) 765-9621

CNB BANK ANNOUNCES MANAGEMENT PROMOTION AND APPOINTMENTS

Clearfield, P.A. – CNB Bank (“Bank”), the wholly-owned banking subsidiary of CNB Financial Corporation (“Corporation”) (NASDAQ: CCNE), today announced senior management changes as approved by the Board of Directors at a meeting held on July 9, 2024.

Mr. Michael Noah has been promoted to Executive Vice President and Chief Operating Officer. Mr. Noah has been with CNB Bank since 2017 and has served as the Regional President of its BankOnBuffalo division since 2021. In his new role as Chief Operating Officer, Mr. Noah will be the lead officer of the Bank’s Regional Presidents. Working with these Regional Presidents and their leadership teams, Mr. Noah will be responsible for ensuring the implementation of the Corporation’s loan and deposit growth strategies, and integrating the Corporation’s revenue generation and efficiency management activities, at the Bank’s family of divisions including CNB Bank, BankOnBuffalo, ERIEBANK, FCBank, Impressia Bank, and Ridge View Bank.

Mr. Martin Griffith has been appointed as Senior Executive Vice President and Chief Revenue Officer for CNB Bank. Mr. Griffith has been with CNB Bank since 2016, and previously held the positions of the BankOnBuffalo division founding President, as well as Chief Banking Officer. In this new role as Chief Revenue Officer, Mr. Griffith will develop and implement growth and revenue generation strategies covering the Bank’s primary sources of interest income and fees, including Commercial Banking, Private Banking, and Wealth and Asset Management. Commercial Banking activities include the Bank’s current and prospective portfolio of clients in the Commercial and Industrial, Commercial Real Estate, and Treasury Management business segments. In addition, his management and oversight of the Private Banking and Wealth Management divisions will promote customer relationship expansion in the Bank’s current customer base and markets, as well as seek to add new clients and markets for trust and wealth management.

Mr. Richard Greslick has been appointed as Senior Executive Vice President and Chief Administrative Officer for CNB Bank. Mr. Greslick has been with CNB Bank since 1998, and previously held several senior management positions including Chief Support Officer and Chief Operating Officer. In this new role as Chief Administrative Officer, Mr. Greslick will provide senior leadership over the Bank’s back-office Operations and Employee Resource functions, as well as Retail Lending. As the Chief Administrative Officer, he will seek to achieve greater operational efficiencies while ensuring the quality of client experiences and required regulatory compliance over the Bank’s various support activities. The Operations activities under his leadership will include loan and deposit account operations and related core application administration, payments processing including electronic banking activities, card services, and physical security. Retail Lending includes mortgage banking, home equity lending, and other consumer lending activities. Employee Resources includes human resource recruitment and retention, payroll processing, and benefits management activities.


Michael D. Peduzzi, President and CEO of the Corporation and Bank, stated, “We are excited to announce these important management changes that both recognize and realign the strengths of some of our senior leaders to both catalyze future growth, and promote greater efficiency in the operations of our company.

Marty Griffith has been a critical driver to much of the commercial loan growth success of CNB Bank, especially over recent years where he was more involved in our entire corporate footprint. As our new Chief Revenue Officer, we look to extend his commercial banking success to promote the revenue generation collaboration among our key business segments. While continuing to support further qualitative commercial loan growth and increased top-line loan interest income across all our markets, we look for Marty and his team to identify opportunities to realize stronger revenue growth in our wealth and treasury management fee-based businesses.

Rich Greslick has been a key player in the development of the Bank’s operations platforms over the past twenty years when the Bank experienced a period of rapid growth. As Rich and his team have ensured that our company embraces the modernization and expansion of our support functions, he will now be charged with overseeing how these back-office functions, in conjunction with our Employee Resources objectives, can be further integrated to maximize the efficiency of the processes supporting our continued growth and franchise expansion activities.

Michael Noah has successfully led the growth of our BankOnBuffalo division in recent years, reflecting a combination of highly productive commercial business development officers, successful retail banking and funding efforts, integration of all aspects of treasury management, and successful cross-referral and development with the private banking and wealth management functions. As our new Chief Operating Officer, we look forward to benefitting from Mike’s leadership and skills in collaborating with our other Regional Presidents to best implement our corporate revenue generation and expense management initiatives, to realize more consistent efficiency and increasing profitability across all our divisions.”

About CNB Financial Corporation

CNB Financial Corporation is a financial holding company with consolidated assets of approximately $5.9 billion. CNB Financial Corporation conducts business primarily through its principal subsidiary, CNB Bank. CNB Bank is a full-service bank engaging in a full range of banking activities and services, including trust and wealth management services, for individual, business, governmental, and institutional customers. CNB Bank operations include a private banking division, three loan production offices, one drive-up office, one mobile office, and 52 full-service offices in Pennsylvania, Ohio, New York, and Virginia. CNB Bank, headquartered in Clearfield, Pennsylvania, with offices in Central and North Central Pennsylvania, serves as the multi-brand parent to various divisions. These divisions include ERIEBANK, based in Erie, Pennsylvania, with offices in Northwest Pennsylvania and Northeast Ohio; FCBank, based in Worthington, Ohio, with offices in Central Ohio; BankOnBuffalo, based in Buffalo, New York, with offices in Western New York; Ridge View Bank, based in Roanoke, Virginia, with offices in the Southwest Virginia region; and Impressia Bank, a division focused on banking opportunities for women, which operates in CNB Bank’s primary market areas. Additional information about CNB Financial Corporation may be found at www.CNBBank.bank.

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Document and Entity Information
Jul. 11, 2024
Document And Entity Information [Line Items]  
Entity Registrant Name CNB FINANCIAL CORP/PA
Amendment Flag false
Entity Central Index Key 0000736772
Document Type 8-K
Document Period End Date Jul. 11, 2024
Entity Incorporation State Country Code PA
Entity File Number 001-39472
Entity Tax Identification Number 25-1450605
Entity Address, Address Line One 1 South Second Street
Entity Address, Address Line Two PO Box 42
Entity Address, City or Town Clearfield
Entity Address, State or Province PA
Entity Address, Postal Zip Code 16830
City Area Code (814)
Local Phone Number 765-9621
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Common Stock [Member]  
Document And Entity Information [Line Items]  
Security 12b Title Common Stock, no par value
Trading Symbol CCNE
Security Exchange Name NASDAQ
Series A Preferred Stock [Member]  
Document And Entity Information [Line Items]  
Security 12b Title Depositary Shares (each representing a 1/40th interest in a share of 7.125% Series A Non-Cumulative, Perpetual Preferred Stock)
Trading Symbol CCNEP
Security Exchange Name NASDAQ

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