Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

On January 26, 2021, Julia A. Sloat, who currently serves in the class of directors of Park National Corporation ("Park") whose terms will expire at the 2021 Annual Meeting of Shareholders of Park (the "2021 Annual Meeting"), notified Park that she has decided to retire and not stand for re-election to the Board of Directors of Park. Ms. Sloat's term as a director of Park will expire immediately prior to the 2021 Annual Meeting, which will be held on April 26, 2021. In addition, Julia A. Sloat will retire as a director of Park's national bank subsidiary, The Park National Bank, effective April 26, 2021.

Julia A. Sloat has served as a member of the Board of Directors of Park since June 2015 and as a member of the Board of Directors of The Park National Bank since June 2015. Ms. Sloat has served as a member of each of the Compensation Committee and the Risk Committee of the Park Board of Directors. Ms. Sloat was an advocate for The Park National Bank during her service as a board member. She will be recognized during Park's 2021 Annual Meeting for her dedicated service and superior counsel provided to both Park and The Park National Bank.

The Nominating and Corporate Governance Committee, on behalf of the Board of Directors of Park, has recommended that rather than fill the vacancy which will be created by the retirement of Ms. Sloat, the number of directors of Park will be reduced to twelve upon her retirement.


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