Griffith Martin T. 4

What Happened

• Martin T. Griffith, Senior Executive Vice President & Chief Revenue Officer of CNB Financial Corp. (CCNE), received a restricted stock award of 3,610 shares on 2026-01-30. The award was reported at $27.70 per share for a total value of $99,997 (transaction code A).
• To cover tax withholding on the award, 958 shares were surrendered back to the issuer (transaction code F) at the same price, equal to $26,537.

Key Details

• Transaction date(s): 2026-01-30.
• Prices: $27.70 per share for both the award (acquisition) and the shares surrendered for withholding.
• Share counts/values: 3,610 shares awarded ($99,997); 958 shares surrendered for taxes ($26,537).
• Shares owned after transaction: the filing does not disclose a total beneficial ownership figure; footnote F2 states beneficial ownership was adjusted per the latest 401(k) statement.
• Footnotes: F1 = shares surrendered to satisfy tax withholding; F2 = ownership adjusted based on 401(k) statement; F3 = describes depositary preferred shares purchased in a public offering (not directly related to this award).
• Timeliness: Filing dated 2026-02-03 for a 2026-01-30 transaction—filed within the typical two-business-day Form 4 window.

Context

• This was a Restricted Stock Award (acquisition) rather than an open-market purchase. The partial surrender of shares was a routine cashless-withholding to cover tax liabilities and should not be read as a separate sell decision. Awards like this are common as part of compensation packages and do not by themselves indicate executive trading intent.