---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-23-106549"
form_type: "8-K"
ticker: "CCNE"
cik: "0000736772"
company_name: "CNB FINANCIAL CORP/PA"
filed_at: "2023-04-19T23:59:59+00:00"
generated_at: "2026-06-17T00:01:27.972197+00:00"
event_type: "other"
sentiment: "neutral"
materiality_score: 0.15
calibrated_materiality_score: 0.15
confidence: "high"
source: SEC EDGAR
---

# CNB Financial shareholders elect directors, approve say-on-pay, ratify auditor at annual meeting

## Summary
- Elected Class 1 directors Smith, Powell, Straub, Varischetti each with >13M votes for.
- Elected Class 3 director Peduzzi with 14.0M votes for.
- Non-binding advisory vote on executive compensation passed: 13.6M for, 540k against.
- Ratified FORVIS LLP as auditor for 2023 with 16.2M votes for.

## SEC filing metadata
- accession: 0001193125-23-106549
- form_type: 8-K
- ticker: CCNE
- cik: 0000736772
- company_name: CNB FINANCIAL CORP/PA
- filed_at: 2023-04-19T23:59:59+00:00
- event_type: other
- sentiment: neutral
- materiality_score: 0.15
- calibrated_materiality_score: 0.15
- confidence: high
- sec_items: 5.07
- EDGAR index: https://www.sec.gov/Archives/edgar/data/736772/000119312523106549/0001193125-23-106549-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/736772/000119312523106549/d384072d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-23-106549
- JSON: https://secwatch.observer/filing/0001193125-23-106549.json
- Plain text: https://secwatch.observer/filing/0001193125-23-106549.txt

## Key facts
- Shareholder Votes
  CNB FINANCIAL CORP/PA shareholders approved Election of Class 1 Directors at the 2023-04-18 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-04-18
  source text: Election of Class 1 Directors At the Annual Meeting, the following persons were duly elected as Class 1 directors, to serve until the Corporation’s 2026 Annual Meeting of Shareholders: Peter F. Smith Jeffrey S. Powell Francis X. Straub, III Peter C. Varischetti
  evidence_url: https://www.sec.gov/Archives/edgar/data/736772/000119312523106549/0001193125-23-106549-index.htm
- Shareholder Votes
  CNB FINANCIAL CORP/PA shareholders approved Election of Class 3 Director at the 2023-04-18 meeting.
  - Proposal: director election
  - Outcome: passed
  - Meeting: 2023-04-18
  source text: Election of Class 3 Director At the Annual Meeting, the following person was duly elected as a Class 3 director, to serve until the Corporation’s 2024 Annual Meeting of Shareholders: Michael D. Peduzzi
  evidence_url: https://www.sec.gov/Archives/edgar/data/736772/000119312523106549/0001193125-23-106549-index.htm
- Shareholder Votes
  CNB FINANCIAL CORP/PA shareholders approved Ratification of FORVIS, LLP as the Corporation's Independent Registered Public Accounting Firm at the 2023-04-18 meeting.
  - Proposal: auditor ratification
  - Outcome: passed
  - Meeting: 2023-04-18
  source text: Ratification of FORVIS, LLP as the Corporation’s Independent Registered Public Accounting Firm At the Annual Meeting, the Corporation’s shareholders ratified the appointment of FORVIS, LLP as the Corporation’s independent registered public accounting firm for the year ending December 31, 2023.
  evidence_url: https://www.sec.gov/Archives/edgar/data/736772/000119312523106549/0001193125-23-106549-index.htm
- Shareholder Votes
  CNB FINANCIAL CORP/PA shareholders approved Advisory Vote to Approve Named Executive Officer Compensation at the 2023-04-18 meeting.
  - Proposal: say on pay
  - Outcome: passed
  - Meeting: 2023-04-18
  source text: Advisory Vote to Approve Named Executive Officer Compensation At the Annual Meeting, the Corporation’s shareholders approved, by non-binding advisory vote, the compensation paid to the Corporation’s named executive offices.
  evidence_url: https://www.sec.gov/Archives/edgar/data/736772/000119312523106549/0001193125-23-106549-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.