INVESTOR PRESENTATION

AUGUST 2023

CERTAIN IMPORTANT INFORMATION

CAUTION REGARDING FORWARD LOOKING STATEMENTS This presentation 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 CNB'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 CNB'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." CNB'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 the interest rate environment; (iii) 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) the duration and scope of a pandemic, including the lingering impacts of the COVID-19 pandemic, and the local, national and global impact of a pandemic; (vi) changes in general business, industry or economic conditions or competition; (vii) 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; (viii) higher than expected costs or other difficulties related to integration of combined or merged businesses; (ix) the effects of business combinations and other acquisition transactions, including the inability to realize our loan and investment portfolios; (x) changes in the quality or composition of our loan and investment portfolios; (xi) adequacy of loan loss reserves; (xii) increased competition; (xiii) loss of certain key officers; (xiv) deposit attrition; (xv) rapidly changing technology; (xvi) unanticipated regulatory or judicial proceedings and liabilities and other costs; (xvii) changes in the cost of funds, demand for loan products or demand for financial services; and (xviii) other economic, competitive, governmental or technological factors affecting our operations, markets, products, services and prices. 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 CNB's annual and quarterly reports filed with the SEC.

The forward-looking statements contained herein are based upon management's beliefs and assumptions. Any forward-looking statement made herein speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. CNB undertakes no obligation to publicly update or revise any forward-looking statements included in this presentation, 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 might not occur and you should not put undue reliance on any forward-looking statements.

NON-GAAPFINANCIAL MEASURES This report contains references to financial measures that are not defined in GAAP. Management uses non-GAAP financial information in its analysis of the Corporation's performance. 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. The Corporation's management believes that investors may use these non- GAAP measures to analyze the Corporation's financial performance without the impact of unusual items or events that may obscure trends in the Corporation's underlying performance. This non-GAAP data should be considered in addition to results prepared in accordance with GAAP, and is not a substitute for, or superior to, GAAP results. Limitations associated with non- GAAP financial measures include the risks that persons might disagree as to the appropriateness of items included in these measures and that different companies might calculate these measures differently. Non-GAAP measures reflected within the presentation include: Tangible common equity/tangible assets, Return on average tangible common equity, Net interest margin (fully tax equivalent basis), Efficiency ratio (fully tax equivalent) and Tangible book value per share.

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CNB FINANCIAL CORPORATION

GREATER

  • Holding Company for CNB Bank (Clearfield, PA), serving the community since 1865
  • 51 full-service offices, 1 drive-through location, 1 mobile office and 2 loan production office across Pennsylvania, New York, Ohio and Virginia
  • CNB Bank's regional divisions (all under one charter) include CNB Bank (Western PA); FC Bank (Columbus & Central OH), ERIEBANK (Northeast OH & Northwest PA), BankOnBuffalo (Western NY), Ridge View Bank (Southwest, VA), and Impressia Bank, which operates across our entire footprint
  • Nasdaq: CCNE & CCNEP
  • Market Capitalization: ~$418 million(1)

FINANCIAL HIGHLIGHTS

(As of 6/30/2023)

ASSETS:

$5.7 billion

DEPOSITS:

$4.9 billion

LOANS:

$4.5 billion

2023 YRD ROAA:

1.11%

2023 YTD ROATCE(2):

12.88%

NPAs/ASSETS:

0.43%

BANKONBUFFALO

ERIEBANK

ERIE, PA

CLEVELAND, OH

COLUMBUS, OH

OH

CORPORATE HEADQUARTERS

CNB BANK

FC BANK

RIDGE VIEW BANK

BUFFALO, NY

NY

PA

VA

SOUTHWEST VA

(1)

Based on 20,995,716 share count reported as of August 1, 2023 in June 30, 2023 Form 10-Q and the August 3, 2023 closing stock price ($19.90)

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(2)

Return on average tangible common equity is a non-GAAP financial measure - see Appendix for reconciliation

COMPELLING INVESTMENT OPPORTUNITY

EARNINGS PER COMMON SHARE(1)

RETURN ON AVERAGE TANGIBLE COMMON EQUITY(2)

$3.50

$3.16

$3.26

18.00%

$3.00

$2.93

ROATCE

$2.63

ROAE

$2.50

$2.21

$2.00

$1.97

$1.50

$1.60

$1.54

$1.42

$1.57

$1.29

$1.00

$0.50

$-

2013

2014

2015

2016

2017

2018

2019

2020

2021

2022

2023

LTM

TANGIBLE BOOK VALUE PER SHARE(2)

$25.00

BV / Share

$21.29

$22.85

$22.39

$23.42

$20.00

TBV / Share

$20.00

$17.28

$20.22

$20.30

$21.32

$15.98

$18.66

$17.45

$15.00

$14.01

$14.64

$13.09

$14.69

$11.43

$13.33

$11.96

$10.00

$10.97

$11.76

$9.23

$5.00

$-

2013

2014

2015

2016

2017

2018

2019

2020

2021

2022

2023

YTD

16.00%

14.00%

12.00%

10.00%

8.00%

6.00%

4.00%

2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020 2021 2022 2023 YTD

2008

The Great

2020

COVID-19

Recession

Pandemic

(1)

Earnings per share includes merger costs in 2019 and merger costs, FHLB prepayment penalties and branch closure costs in 2020

(2)

Return on average tangible common equity and tangible book value per share are non-GAAP financial measures - see Appendix for reconciliations; Average equity

4

includes both common and preferred equity in periods following the 2020 preferred equity issuance

Note: "CAGR" means Compound Annual Growth Rate

UNIQUE MULTI-STATE,MULTI-BRAND MODEL

  • Opened August 2005
  • Comprised of two premium franchises
  • Legacy market with 8 full-service offices serving Erie, Crawford & Warren counties in PA
  • Growth market with 4 full-service offices serving Lake, Ashtabula, & Cuyahoga counties in OH, including the city of Cleveland
  • Established in Q3 2021
  • Currently 2 loan production offices and one full-service office
  • Hired Carrie McConnell, a 20+ year veteran within the Southwest Virginia market, as Regional President
  • Expect to have 6 to 8 locations within the next 5 years and become a meaningful contributor to overall growth
  • Opened in 2013 with the acquisition of FC Banc Corp. in Bucyrus, OH
  • 7 full-service offices serving focused on the greater-Columbus metro area and northeastern Ohio
  • Legacy bank of the organization founded in 1865
  • 18 full-service offices serving Clearfield, Centre, McKean, Elk, Jefferson, Cambria, Indiana and Blair counties in PA
  • Western and Central PA focus
  • Rebranded in July 2022 of the legacy Wealth Management business with long- established roots and a history of excellence in performance
  • Focus on a planning-based approach for families and commercial customers
  • Seamless partnership with Private Banking in providing customers with a broad array of competitive solutions
    • Opened in 2016 serving the Greater Buffalo market
    • Currently 11 full-service offices, 1 loan production office, 1 mobile office and 1 drive through location
    • Further expansion into Rochester market in 2022 with commercial lending and Wealth & Asset management
  • Extending beyond traditional business banking offerings, clients will have access to resources related to accelerating their business, developing appropriate business strategies, and establishing a community of women who support one another.
  • Begin within the existing geographic footprint of each of CNB Bank's five other divisions, then strategically expand beyond those borders utilizing an online presence.

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Disclaimer

CNB Financial Corporation published this content on 08 August 2023 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 08 August 2023 22:25:03 UTC.