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CNB FINANCIAL CORP/PA

For the period ended Dec 31, 2025. Filed Mar 16, 2026.

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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.

Dec 31, 2025 · Filed Mar 16, 2026

CCNE$35.78-0.5%Stored close · as of Nov 6, 2026
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Contents

APPENDIX A

Reconciliation of Non-GAAP Financial Measures

Twelve Months Ended
December 31, 2025December 31, 2024
Calculation of net income available to common (GAAP):
Net income$66,131$54,575
Less: preferred stock dividends4,3024,302
Net income available to common shareholders$61,829$50,273
Adjusted calculation of net income available to common (non-GAAP):
Net income available to common shareholders$61,829$50,273
Add: merger transaction related expenses, net of tax (non-GAAP)11,600—
Adjusted net income available to common shareholders (non-GAAP)$73,429$50,273
Twelve Months Ended
December 31, 2025December 31, 2024
Calculation of merger transaction related expenses, net of tax (non-GAAP) (1):
Merger transaction related expenses - non deductible$3,234$—
Merger transaction related expenses - deductible10,590—
Statutory federal tax rate21%21%
Tax benefit (expense) of merger and integration costs (non-GAAP)2,224—
Merger transaction related expenses - deductible, net of tax8,366—
Merger transaction related expenses, net of tax (non-GAAP)$11,600$—
(1) Merger transaction related expenses represent legal, advisory, severance, technology conversion, and other expenses directly related to the ESSA acquisition. Management believes exclusion of these non-recurring charges provides more meaningful period-over-period comparisons of operating performance.
Twelve Months Ended
December 31, 2025December 31, 2024
Basic earnings per common share computation:
Net income available to common shareholders$61,829$50,273
Less: net income available to common shareholders allocated to participating securities476388
Net income available to common shareholders allocated to common stock$61,353$49,885
Weighted average common shares outstanding, including shares considered participating securities24,75520,993
Less: average participating securities169155
Weighted average shares24,58620,838
Basic earnings per common share$2.50$2.39
Diluted earnings per common share computation:
Net income available to common shareholders allocated to common stock$61,353$49,885
Weighted average common shares outstanding for basic earnings per common share24,58620,838
Add: dilutive effect of stock compensation8362
Weighted average shares and dilutive potential common shares24,66920,900
Diluted earnings per common share$2.49$2.39
Adjusted basic earnings per common share computation (non-GAAP):
Net income available to common shareholders$61,829$50,273
Add: merger transaction related expenses, net of tax (non-GAAP)11,600—
Less: net income available to common shareholders allocated to participating securities476388
Adjustment to net income available to common shareholders allocated to participating securities for merger transaction related expenses, net of tax (non-GAAP)79—
Adjusted net income available to common shareholders allocated to common stock (non-GAAP)$72,874$49,885
Weighted average common shares outstanding, including shares considered participating securities24,75520,993
Less: average participating securities169155
Weighted average shares24,58620,838
Adjusted basic earnings per common share (non-GAAP)$2.96$2.39
Adjusted diluted earnings per common share computation (non-GAAP):
Adjusted net income available to common shareholders allocated to common stock (non-GAAP)$72,874$49,885
Weighted average common shares outstanding for basic earnings per common share24,58620,838
Add: dilutive effect of stock compensation8362
Weighted average shares and dilutive potential common shares24,66920,900
Adjusted diluted earnings per common share (non-GAAP)$2.95$2.39
Twelve Months Ended
December 31, 2025December 31, 2024
Calculation of efficiency ratio:
Non-interest expense$190,881$150,002
Non-interest income$40,165$39,114
Net interest income242,036187,469
Total revenue$282,201$226,583
Efficiency ratio67.64%66.20%
Calculation of efficiency ratio (fully tax equivalent basis) (non-GAAP):
Non-interest expense$190,881$150,002
Less: core deposit intangible amortization1,84873
Adjusted non-interest expense (non-GAAP)$189,033$149,929
Non-interest income$40,165$39,114
Net interest income$242,036$187,469
Less: tax exempt investment and loan income, net of TEFRA (non-GAAP)6,5515,635
Add: tax exempt investment and loan income (fully tax equivalent basis) (non-GAAP)9,2668,068
Adjusted net interest income (fully tax equivalent basis) (non-GAAP)244,751189,902
Adjusted net revenue (fully tax equivalent basis) (non-GAAP)$284,916$229,016
Efficiency ratio (fully tax equivalent basis) (non-GAAP)66.35%65.47%
Adjusted calculation of efficiency ratio (fully tax equivalent basis) (non-GAAP):
Adjusted non-interest expense (non-GAAP)$189,033$149,929
Less: merger and integration costs (non-GAAP)13,824—
Adjusted non-interest expense (non-GAAP)$175,209$149,929
Adjusted net revenue (fully tax equivalent basis) (non-GAAP)$284,916$229,016
Adjusted efficiency ratio (fully tax equivalent basis) (non-GAAP)61.49%65.47%
December 31, 2025December 31, 2024
Adjusted calculation of loans (non-GAAP):
Loans$6,422,942$4,529,074
Less: ESSA acquired loans, net of estimated purchase accounting fair value adjustments (non-GAAP)(1,675,080)—
Adjusted loans (non-GAAP)$4,747,862$4,529,074
December 31, 2025December 31, 2024
Adjusted calculation of total deposits (non-GAAP):
Total deposits$7,027,109$5,371,364
Add: deposits held for sale (non-GAAP)88,119—
Less: ESSA acquired deposits, net of estimated purchase accounting fair value adjustments (non-GAAP)(1,455,805)—
Adjusted total deposits (non-GAAP)$5,659,423$5,371,364
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