---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-25-004095"
form_type: "8-K"
ticker: null
cik: "0001382230"
company_name: "ESSA Bancorp, Inc."
filed_at: "2025-01-10T23:59:59+00:00"
generated_at: "2026-05-28T04:42:13.808650+00:00"
event_type: "m_and_a"
sentiment: "positive"
materiality_score: 0.85
calibrated_materiality_score: 0.85
confidence: "high"
source: SEC EDGAR
---

# ESSA Bancorp to be acquired by CNB Financial for ~$214M in stock; combined assets ~$8B

## Summary
- ESSA shareholders to receive 0.8547 CNB shares per share; deal valued ~$214M aggregate (~$21.10 per ESSA share).
- Combined pro forma assets ~$8B, deposits ~$7B, loans ~$6B; no branch overlap.
- Deal expected to close Q3 2025, subject to regulatory and shareholder approvals; termination fee $8.8M if ESSA fails.
- Three ESSA directors (Olson, Selig, Henning) to join CNB and CNB Bank boards; Olson to serve as strategic advisor.
- Three ESSA executives (Olson, Gray, Hangen) receive cash payments ($3.7M, $1.7M, $1.6M) upon closing in exchange for non-compete and termination of employment.

## SEC filing metadata
- accession: 0001193125-25-004095
- form_type: 8-K
- cik: 0001382230
- company_name: ESSA Bancorp, Inc.
- filed_at: 2025-01-10T23:59:59+00:00
- event_type: m_and_a
- sentiment: positive
- materiality_score: 0.85
- calibrated_materiality_score: 0.85
- confidence: high
- sec_items: 1.01, 5.02, 8.01, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1382230/000119312525004095/0001193125-25-004095-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1382230/000119312525004095/d838120d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-25-004095
- JSON: https://secwatch.observer/filing/0001193125-25-004095.json
- Plain text: https://secwatch.observer/filing/0001193125-25-004095.txt

## Key facts
- Executive change
  Charles D. Hangen was terminated as other_named_officer at ESSA Bancorp, Inc..
  - Action: terminated
  source text: The Agreements provide that effective as of, and contingent on, the closing of the Merger, the executives’ employment agreements will be terminated, and the executives will not be entitled to any further payments thereunder.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1382230/000119312525004095/0001193125-25-004095-index.htm
- Executive change
  Gary S. Olson was terminated as other_named_officer at ESSA Bancorp, Inc..
  - Action: terminated
  source text: The Agreements provide that effective as of, and contingent on, the closing of the Merger, the executives’ employment agreements will be terminated, and the executives will not be entitled to any further payments thereunder.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1382230/000119312525004095/0001193125-25-004095-index.htm
- Executive change
  Peter A. Gray was terminated as other_named_officer at ESSA Bancorp, Inc..
  - Action: terminated
  source text: The Agreements provide that effective as of, and contingent on, the closing of the Merger, the executives’ employment agreements will be terminated, and the executives will not be entitled to any further payments thereunder.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1382230/000119312525004095/0001193125-25-004095-index.htm

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