Item 8.01. Other Events.

The Board of Directors of CNB Financial Corporation (NASDAQ: CCNE) (the "Corporation") has announced that on June 1, 2023, holders of record as of May 18, 2023 (the "Depository Shares Record Date") of its depositary shares (the "Depositary Shares"), each representing a 1/40th interest in the Corporation's 7.125% Series A Fixed-Rate Non-Cumulative Perpetual Preferred Stock (the "Series A Preferred Stock"), will receive a quarterly distribution in the amount of $0.4453125 per Depositary Share, resulting from the Corporation's declaration of a quarterly cash dividend of $17.8125 per share of Series A Preferred Stock, which underlies the Depositary Shares. On June 1, 2023, the Series A Preferred Stock dividend will be paid to the depositary for the Series A Preferred Stock. The depositary will, in turn, distribute such dividend to the holders of record of the Depositary Shares as of the Depositary Shares Record Date.

A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits



d. Exhibits.
Number                      Description
  99.1                      Press release of CNB Financial Corporation dated May 4, 2023
104                         Cover Page Interactive Data File (embedded within the Inline XBRL
                            document)

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