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¹ This release contains references to certain financial measures that are not defined under U.S. Generally Accepted Accounting Principles ("GAAP"). Management believes that these non-GAAP measures provide a greater understanding of ongoing operations, enhance comparability of results of operations with prior periods and show the effects of significant gains and charges in the periods presented. A reconciliation of these non-GAAP financial measures is provided in the "Reconciliation of Non-GAAP Financial Measures" section.

Michael Peduzzi, President and CEO of both the Corporation and CNB Bank, commented on the Corporation’s positive quarterly results, stating, "CNB’s performance for the third quarter of 2024 was much in alignment with themes in a time of year when so many sports are active. We continue to have a strong defense with our traditionally sound loan and investment underwriting, disciplined loan and deposit pricing, and solid risk management practices. This was complemented by a solid offensive push as we translated pipeline activity and qualified business leads into sound loan growth, and an expansion of the number of relationships and accounts in our deposit base, all leading to notable increases in revenues. Further, thanks to effective “special team” efforts by our Finance team, we closely monitored market conditions and took advantage of an opportunity to realize substantial interest expense savings by repositioning a large portion of wholesale funding sources.

The Corporation’s team across our entire footprint continues to be focused on controlling staffing levels and overhead cost management, while expanding the use of the Corporation’s previous investments in key sales and customer experience technologies. Our playbook for implementing our overall strategy remains the same – to maintain a team of motivated and engaged employees delivering products and services to achieve mutually beneficial and sustainable success for our clients and investors."

Other Balance Sheet Highlights

• Book value per common share was $26.13 at September 30, 2024, reflecting an increase from $25.19 at June 30, 2024 and $23.52 at September 30, 2023. Tangible book value per common share, a non-GAAP measure, was $24.03 as of September 30, 2024, reflecting an increase of $0.94, or 16.20% (annualized) from $23.09 as of June 30, 2024 and a year-over-year increase of $2.63, or 12.29%, from $21.40 as of September 30, 2023.¹ The increases in book value per common share and tangible book value per common share compared to June 30, 2024 were primarily due to a $9.1 million increase in retained earnings and a $10.1 million decrease in accumulated other comprehensive loss primarily from the after-tax impact of temporary unrealized valuation changes in the Corporation’s available-for-sale investment portfolio for the past three months. The increases in book value per common share and tangible book value per common share compared to September 30, 2023 were primarily due to (i) a $34.4 million increase in retained earnings over the twelve months ended September 30, 2024, (ii) the Corporation's repurchase of 23,988 common shares at a weighted average price of $18.38 in the second quarter of 2024, and (iii) a $21.2 million decrease in accumulated other comprehensive loss primarily from the after-tax impact of temporary unrealized valuation changes in the Corporation’s available-for-sale investment portfolio for the past twelve months.

Loan Portfolio Profile

• As part of our lending policy and risk management activities, the Corporation tracks lending exposure by industry classification and type to determine potential risks associated with industry concentrations, and if any concentration risk issues could lead to additional credit loss exposure. In the current post-pandemic and relatively inflationary economic environment, the Corporation has continued to evaluate its exposure to the office, hospitality, and multifamily industries within its commercial real estate portfolio. Even given the Corporation’s historically sound underwriting protocols and high credit quality ratings for borrowers in the commercial real estate industry segments, the Corporation monitors numerous relevant sensitivity elements, including occupancy, loan-to-value, absorption and cap rates, debt service coverage and covenant compliance, and developer/lessor financial strength both in the project and globally. At September 30, 2024, the Corporation had the following key metrics related to its office, hospitality and multifamily portfolios:

• Commercial office loans:

  • There were 114 outstanding loans, totaling $117.0 million, or 2.55%, of the Corporation loans outstanding;

  • There were no nonaccrual commercial office loans at September 30, 2024;

  • There was one past due commercial office loan that totaled $214 thousand, or 0.18% of total commercial office loans outstanding at September 30, 2024; and

  • The average outstanding balance per commercial office loan was $1.0 million.

• Commercial hospitality loans:

  • There were 173 outstanding loans, totaling $320.6 million, or 6.98%, of total Corporation loans outstanding;

  • There were no nonaccrual commercial hospitality loans at September 30, 2024;

  • There were no past due commercial hospitality loans at September 30, 2024; and

  • The average outstanding balance per commercial hospitality loan was $1.9 million.

• Commercial multifamily loans:

  • There were 225 outstanding loans, totaling $349.1 million, or 7.60%, of total Corporation loans outstanding;

  • There was one nonaccrual commercial multifamily loan that totaled $268 thousand, or 0.08% of total multifamily loans outstanding. The one customer relationship did not have a related specific loss reserve at September 30, 2024

  • There were two past due commercial office loans that totaled $760 thousand, or 0.22% of total commercial multifamily loans outstanding at September 30, 2024; and

  • The average outstanding balance per commercial multifamily loan was $1.6 million.

The Corporation had no commercial office, hospitality or multifamily loan relationships considered by the banking regulators to be a high volatility commercial real estate credit ("HVCRE").

Performance Ratios

• Annualized return on average equity was 9.28% for the three months ended September 30, 2024, compared to 8.94% and 9.80% for the three months ended June 30, 2024 and September 30, 2023, respectively. Annualized return on average equity was 9.01% for the nine months ended September 30, 2024 compared to 10.74% for the nine months ended September 30, 2023.

• Annualized return on average tangible common equity, a non-GAAP measure, was 10.33% for the three months ended September 30, 2024, compared to 9.93% and 11.07% for the three months ended June 30, 2024 and September 30, 2023, respectively.¹ Annualized return on average tangible common equity, a non-GAAP measure, was 10.01% for the nine months ended September 30, 2024 compared to 12.23% for the nine months ended September 30, 2023.¹

• The Corporation's efficiency ratio was 66.34% for the three months ended September 30, 2024, compared to 65.94% and 67.00% for the three months ended June 30, 2024 and September 30, 2023, respectively. The efficiency ratio on a fully tax-equivalent basis, a non-GAAP measure, was 65.58% for the three months ended September 30, 2024, compared to 65.20% and 66.26% for the three months ended June 30, 2024 and September 30, 2023, respectively.¹ The increase for the three months ended September 30, 2024 compared to the three months ended June 30, 2024 was primarily the result of an increase in incentive compensation related accruals which are based on various components of the Corporation's financial performance for the year.

• The Corporation's efficiency ratio was 67.10% for the nine months ended September 30, 2024, compared to 64.26% for the nine months ended September 30, 2023. The efficiency ratio on a fully tax-equivalent basis, a non-GAAP ratio, was 66.34% for the nine months ended September 30, 2024, compared to 63.60% the nine months ended September 30, 2023.¹

Revenue

• Total revenue (net interest income plus non-interest income) was $58.5 million for the three months ended September 30, 2024, compared to $54.6 million and $55.1 million for the three months ended June 30, 2024 and September 30, 2023, respectively.
  
  

  • Net interest income was $47.5 million for the three months ended September 30, 2024, compared to $45.7 million and $47.2 million, for the three months ended June 30, 2024 and September 30, 2023, respectively. When comparing the third quarter of 2024 to the second quarter of 2024, the difference in net interest income of $1.8 million, or 3.87% (15.39% annualized), reflected the increase in total loans outstanding quarter over quarter, partially offset by targeted interest-bearing deposit rate increases to ensure both deposit relationship retention and new deposit growth in the Corporation's markets.
    
    

  • Net interest margin was 3.43%, 3.36% and 3.55% for the three months ended September 30, 2024, June 30, 2024 and September 30, 2023, respectively. Net interest margin on a fully tax-equivalent basis, a non-GAAP measure, was 3.42%, 3.34% and 3.53% for the three months ended September 30, 2024, June 30, 2024 and September 30, 2023, respectively.¹ 
    
    

    • The yield on earning assets of 5.98% for the three months ended September 30, 2024 increased 9 basis points from June 30, 2024 and increased 35 basis points from September 30, 2023. The increases in yield compared to June 30, 2024 and September 30, 2023 were attributable to the net benefit of higher interest rates on both variable-rate loans and new loan production.
      
      

    • The cost of interest-bearing liabilities of 3.21% for the three months ended September 30, 2024 increased 4 basis points from June 30, 2024 and 55 basis points from September 30, 2023 primarily as a result of the Corporation’s targeted interest-bearing deposit rate increases for deposit retention and growth initiatives given the competitive environment resulting from the numerous Federal Reserve rate hikes since the first quarter of 2022.

• Total revenue was $167.2 million for the nine months ended September 30, 2024 compared to $166.3 million for the nine months ended September 30, 2023.
  
  

  • Net interest income was $138.4 million for the nine months ended September 30, 2024 compared to $142.1 million for the nine months ended September 30, 2023. When comparing the nine months ended September 30, 2024 to the nine months ended September 30, 2023, the decrease in net interest income of $3.7 million, or 2.61% (3.49% annualized), was due to loan growth and the benefits of the impact of higher interest rates resulting in greater income on variable-rate loans, coupled with a higher average balance of interest-bearing deposits with the Federal Reserve, being more than offset by an increase in the Corporation's interest expense as a result of targeted interest-bearing deposit rate increases to ensure both deposit growth and retention.
    
    

  • Net interest margin was 3.40% and 3.66% for the nine months ended September 30, 2024 and 2023, respectively. Net interest margin on a fully tax-equivalent basis, a non-GAAP measure, was 3.38% and 3.64% for the nine months ended September 30, 2024 and 2023, respectively.¹ 
    
    

    • The yield on earning assets of 5.89% for the nine months ended September 30, 2024 increased 41 basis points from September 30, 2023. The increase in yield compared to September 30, 2023 was attributable to the net benefit of higher interest rates on both variable-rate loans and new loan production.
      
      

    • The cost of interest-bearing liabilities of 3.14% for the nine months ended September 30, 2024 increased 80 basis points from September 30, 2023 primarily as a result of the Corporation’s targeted interest-bearing deposit rate increases for deposit retention and growth initiatives given the competitive environment resulting from the numerous Federal Reserve rate hikes since the first quarter of 2022. The Federal Reserve rate decrease announced in mid-September 2024, being only effective for a short period of time in the quarter, had no significant impact on the Corporation’s third quarter results.

• Total non-interest income was $11.0 million for the three months ended September 30, 2024 compared to $8.9 million and $7.9 million for the three months ended June 30, 2024 and September 30, 2023, respectively. During the three months ended September 30, 2024, notable changes compared to the three months ended June 30, 2024 included increases in net realized and unrealized gains on equity securities and higher pass-through income from small business investment companies ("SBICs"). The increase in third quarter 2024 noninterest income compared to the three months ended September 30, 2023 was primarily due to higher pass-through income from SBICs and net realized and unrealized gains on equity securities.

• Total non-interest income was $28.8 million for the nine months ended September 30, 2024 compared to $24.2 million for the nine months ended September 30, 2023. This increase was primarily due to higher pass-through income from SBICs coupled with an increase in net realized and unrealized gains on equity securities.

Non-Interest Expense

• For the three months ended September 30, 2024 total non-interest expense was $38.8 million, compared to $36.0 million and $36.9 million for the three months ended June 30, 2024 and September 30, 2023, respectively. The increase of $2.8 million, or 7.77%, from the three months ended June 30, 2024 was primarily a result of an increase in salaries and benefits, card processing and interchange expenses, and other non-interest expenses. The increase in salaries and benefits resulted primarily from an increase in incentive compensation accruals, which are based on various components of the Corporation's financial performance for the year, coupled with the timing of profit-sharing accruals. The increase in card processing and interchange expenses related primarily to corporate cardholder rewards program accrual, while the increase in other non-interest expenses was primarily driven by the timing of expenditures and business generation related expenses. The increase in non-interest expense compared to the three months ended September 30, 2023 was primarily attributable to higher salaries and benefits driven by costs for personnel added for new offices in expansion markets, an increase in personnel costs related to annual merit increases, increases in health insurance costs, and contractual renewal increases in the Corporation's investments in technology applications.

• For the nine months ended September 30, 2024 total non-interest expense was $112.2 million, compared to $106.9 million for the nine months ended September 30, 2023. The increase of $5.3 million, or 4.96%, from the nine months ended September 30, 2023 was primarily a result of an increase in salaries and benefits and technology expenses, partially offset by a decrease in card processing and interchange expenses. The increase in salaries and benefits was driven by an increase in personnel costs related to annual merit increases and growth in the Corporation's staff and new offices in its expansion markets, while the increase in technology was primarily due to year-over-year investments in technology applications aimed at enhancing both customer online banking capabilities, customer call center communications, and in-branch technology delivery channels. The decrease in card processing and interchange expenses related to the changes made by the Corporation to its cardholder rewards program.

Income Taxes

• Income tax expense for the three months ended September 30, 2024 was $3.3 million, representing a 19.31% effective tax rate, compared to $3.0 million, representing an 19.03% effective tax rate, for the three months ended June 30, 2024 and $3.4 million, representing a 19.86% effective tax rate, for the three months ended September 30, 2023. Income tax expense for the nine months ended September 30, 2024 was $9.2 million, representing an 18.92% effective tax rate compared to $10.6 million, representing a 19.47% effective tax rate, for the nine months ended September 30, 2023.

Asset Quality

• Total nonperforming assets were approximately $42.0 million, or 0.70% of total assets, as of September 30, 2024, compared to $36.5 million, or 0.62% of total assets, as of June 30, 2024, and $29.3 million, or 0.51% of total assets, as of September 30, 2023, as discussed above.

• The allowance for credit losses measured as a percentage of total loans was 1.02% as of September 30, 2024 compared to 1.02% as of both June 30, 2024 and September 30, 2023. In addition, the allowance for credit losses as a percentage of nonaccrual loans was 117.03% as of September 30, 2024, compared to 130.88% and 169.34% as of June 30, 2024 and September 30, 2023, respectively. The change in the allowance for credit losses as a percentage of nonaccrual loans was primarily attributable to the levels of nonperforming assets, as discussed above.

• The provision for credit losses was $2.4 million for the three months ended September 30, 2024, compared to $2.6 million and $1.1 million for the three months ended June 30, 2024 and September 30, 2023, respectively. The $1.3 million increase in the provision expense for the third quarter of 2024 compared to the third quarter of 2023 was primarily a result of higher loan portfolio growth and increased net loan charge-offs in the third quarter of 2024 compared to the third quarter of 2023.

• For the three months ended September 30, 2024, net loan charge-offs were $1.2 million, or 0.11% (annualized) of average total loans and loans held for sale, compared to $2.8 million, or 0.25% (annualized) of average total loans and loans held for sale, during the three months ended June 30, 2024, and $732 thousand, or 0.06% (annualized) of average total loans and loans held for sale, during the three months ended September 30, 2023.

• For the nine months ended September 30, 2024, net loan charge-offs were $5.4 million, or 0.16% (annualized) of average total loans and loans held for sale, compared to $2.2 million, or 0.07% (annualized) of average total loans and loans held for sale, during the nine months ended September 30, 2023, with most of the larger year-to-date charge-offs being as previously disclosed occurring in the first and second quarter of 2024.

Capital

• As of September 30, 2024, the Corporation’s total shareholders’ equity was $606.4 million, representing an increase of $19.7 million, or 3.35% (13.33% annualized), from June 30, 2024 and an increase of $57.2 million, or 10.41%, from September 30, 2023 primarily due to an increase in the Corporation's retained earnings (net income, partially offset by the common and preferred stock dividends paid) and a decrease in accumulated other comprehensive loss primarily from the after-tax impact of temporary unrealized valuation changes in the Corporation’s available-for-sale investment portfolio for the past twelve months. The additions to shareholders equity from retained earnings were partially offset by the Corporation's repurchase of its common stock, as discussed above.

• Regulatory capital ratios for the Corporation continue to exceed regulatory “well-capitalized” levels as of September 30, 2024, consistent with prior periods.

• As of September 30, 2024, the Corporation’s ratio of common shareholders' equity to total assets was 9.12% compared to 8.99% at June 30, 2024 and 8.57% at September 30, 2023. As of September 30, 2024, the Corporation’s ratio of tangible common equity to tangible assets, a non-GAAP measure, was 8.45% compared to 8.30% at June 30, 2024 and 7.86% at September 30, 2023. The increases compared to June 30, 2024 and September 30, 2023 were primarily the result of an increase in retained earnings coupled with a decrease in accumulated other comprehensive loss, as discussed above.¹

About CNB Financial Corporation

CNB Financial Corporation is a financial holding company with consolidated assets of approximately $6.0 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, two loan production offices, one drive-up office, one mobile office, and 54 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.

Forward-Looking Statements

This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to the Corporation’s financial condition, liquidity, results of operations, future performance and business. These forward-looking statements are intended to be covered by the safe harbor for “forward-looking statements” provided by the Private Securities Litigation Reform Act of 1995. Forward-looking statements are those that are not historical facts. Forward-looking statements include statements with respect to beliefs, plans, objectives, goals, expectations, anticipations, estimates and intentions that are subject to significant risks and uncertainties and are subject to change based on various factors (some of which are beyond the Corporation’s control). Forward-looking statements often include the words “believes,” “expects,” “anticipates,” “estimates,” “forecasts,” “intends,” “plans,” “targets,” “potentially,” “probably,” “projects,” “outlook” or similar expressions or future conditional verbs such as “may,” “will,” “should,” “would” and “could.” The Corporation’s actual results may differ materially from those contemplated by the forward-looking statements, which are neither statements of historical fact nor guarantees or assurances of future performance. Such known and unknown risks, uncertainties and other factors that could cause the actual results to differ materially from the statements, include, but are not limited to, (i) adverse changes or conditions in capital and financial markets, including actual or potential stresses in the banking industry; (ii) changes in interest rates; the credit risks of lending activities, including our ability to estimate credit losses and the allowance for credit losses, as well as the effects of changes in the level of, and trends in, loan delinquencies and write-offs; (iv) effectiveness of our data security controls in the face of cyber attacks and any reputational risks following a cybersecurity incident; (v) changes in general business, industry or economic conditions or competition; (vi) changes in any applicable law, rule, regulation, policy, guideline or practice governing or affecting financial holding companies and their subsidiaries or with respect to tax or accounting principles or otherwise; (vii) higher than expected costs or other difficulties related to integration of combined or merged businesses; (viii) the effects of business combinations and other acquisition transactions, including the inability to realize our loan and investment portfolios; (ix) changes in the quality or composition of our loan and investment portfolios; (x) adequacy of loan loss reserves; (xi) increased competition; (xii) loss of certain key officers; (xiii) deposit attrition; (xiv) rapidly changing technology; (xv) unanticipated regulatory or judicial proceedings and liabilities and other costs; (xvi) changes in the cost of funds, demand for loan products or demand for financial services; and (xvii) other economic, competitive, governmental or technological factors affecting our operations, markets, products, services and prices. Such developments could have an adverse impact on the Corporation's financial position and results of operations. For more information about factors that could cause actual results to differ from those discussed in the forward-looking statements, please refer to the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of and the forward-looking statement disclaimers in the Corporation’s annual and quarterly reports filed with the Securities and Exchange Commission.

The forward-looking statements are based upon management’s beliefs and assumptions and are made as of the date of this press release. Factors or events that could cause the Corporation’s actual results to differ may emerge from time to time, and it is not possible for the Corporation to predict all of them. The Corporation undertakes no obligation to publicly update or revise any forward-looking statements included in this press release or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise, except to the extent required by law. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release might not occur and you should not put undue reliance on any forward-looking statements.

CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)

CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)

CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)

CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)

CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)

CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)

CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)

Reconciliation of Non-GAAP Financial Measures

CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)

Reconciliation of Non-GAAP Financial Measures

CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)

Reconciliation of Non-GAAP Financial Measures

CNB FINANCIAL CORPORATION
CONSOLIDATED FINANCIAL DATA
Unaudited
(dollars in thousands, except per share data)

Reconciliation of Non-GAAP Financial Measures

CONTACT: Contact: Tito L. Lima Treasurer (814) 765-9621