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0001605301FALSE00016053012026-01-272026-01-27

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 27, 2026
CB FINANCIAL SERVICES, INC.
(Exact name of registrant as specified in its charter)

Commission file number: 001-36706

Pennsylvania 51-0534721
(State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)

100 N. Market Street, Carmichaels, PA
15320
(Address of principal executive offices) (Zip Code)

(724) 966-5041
(Registrant’s telephone number, including area code)

Not Applicable
(Former name, former address and former fiscal year, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Securities registered pursuant to Section 12(b) of the Act:

Common stock, par value $0.4167 per share CBFV The Nasdaq Stock Market, LLC
(Title of each class) (Trading symbol) (Name of each exchange on which registered)


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).   ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition
period for complying with any new or revised financial accounting standard provided pursuant to Section 13(a) of the On January 27, 2026, CB Financial Services, Inc. ("the Company") issued a press release announcing its financial results for the year ended December 31, 2025, a copy of which is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
Exchange Act.  ☐




Item 2.02. Results of Operations and Financial Condition.
Item 5.02.    Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
Effective January 21, 2026, Amanda L. Engles was promoted to Chief Financial Officer of CB Financial Services, Inc. (the “Company”). She had been serving as the Company’s Interim Chief Financial Officer since February 2025. For further information, refer to the press release dated January 27, 2026, which is filed as Exhibit 99.3 hereto and incorporated herein by reference.

In connection with the promotion, the Bank and Amanda L. Engles entered into a Change in Control Agreement dated as of January 21, 2026. The Change in Control Agreement provides for an initial 2-year term and renews annually, subject to board approval. If a qualifying termination event occurs on or after a change in control of the Company or Community Bank, Ms. Engles would receive: (1) severance equal to a cash lump sum payment equal to two (2) times the sum of (i) her highest annual rate of base salary paid during the calendar year of, or two calendar years preceding her date of termination, and (ii) the average of the annual cash bonus earned by Executive for the three years preceding the year in which the Change in Control occurs; and (2) continued life insurance and non-taxable medical and dental insurance coverage for two years or until she receives substantially similar benefits from another employer whichever occurs earlier.

The foregoing summary of the Change in Control Agreement is not complete and is qualified in its entirety by reference to the full text of the Change in Control Agreement, which is attached as Exhibit 10.1 hereto and incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
John H. Montgomery, President and Chief Executive Officer of the Company and Community Bank (the “Bank”) will meet with investors at the 2026 Janney CEO Forum Conference being held in Scottsdale, Arizona on February 4-5, 2026. A copy of the investor presentation to be used at the meeting is furnished herewith as Exhibit 99.2 and is incorporated herein by reference.
Item 8.01. Other Events.
On January 27, 2026, the Company announced that its Board of Directors declared a cash dividend on the Company's outstanding shares of common stock. The dividend of $0.28 per share will be paid on or about February 27, 2026 to stockholders of record as of the close of business on February 13, 2026.
Item 9.01. Financial Statements and Exhibits.
(d)Exhibits
10.1.    Change in Control Agreement - Engles (2026)
99.1.    Earnings Press Release Dated January 27, 2026
99.2.    Investor Presentation - January 2026
99.3.    Appointment of CFO Press Release Dated January 27, 2026
104. Cover Page Interactive Data File (embedded in Inline XBRL)
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
  CB FINANCIAL SERVICES, INC.
     
     
Date: January 27, 2026
By:  /s/ John H. Montgomery
    John H. Montgomery
    President and Chief Executive Officer

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EX-10.20 2 changeincontrolagreement-e.htm EX-10.20 Document

CHANGE IN CONTROL AGREEMENT

This Change in Control Agreement (this “Agreement”) is entered into and effective as of January 21, 2026 (the “Effective Date”), by and between Community Bank (the “Bank”) and Amanda L. Engles (“Executive”). Any reference to the “Company” means CB Financial Services, Inc., the stock holding company of the Bank.
WHEREAS, the Bank wishes to assure itself of the continued services of Executive for the period provided in this Agreement; and
WHEREAS, to induce Executive to commence and continue employment with the Bank and to provide further incentive to achieve the financial and performance objectives of the Bank, the parties desire to specify the benefits which shall be due to Executive upon Executives termination of employment under certain circumstances in the event of a Change in Control.
NOW THEREFORE, in consideration of the mutual agreements herein contained, and upon the other terms and conditions hereinafter provided, the parties hereby agree as follows:
1.    Term and Annual Renewal. The initial term of this Agreement will begin as of the Effective Date and will continue for twenty-four (24) full calendar months. Commencing on May 1, 2026 and continuing on May 1st of each calendar year thereafter (each, the “Renewal Date”), this Agreement will renew so that the remaining term will be twenty-four (24) months after each Renewal Date; provided, however, that in order for this Agreement to renew, beginning in 2026, the disinterested members of the Board of Directors of the Bank (the “Board”) must affirmatively approve the renewal of this Agreement and include that decision in the minutes of the Board’s meeting. If the disinterested members of the Board decide not to renew this Agreement, then the Board will provide Executive with a written notice of non-renewal (“Non-Renewal Notice”) no later than five business days after such action is taken, in which event this Agreement will terminate twenty-four (24) months from the prior Renewal Date. The failure of the disinterested members of the Board to take the actions set forth herein before any Renewal Date will result in the automatic non-renewal of this Agreement, even if the Board fails to affirmatively issue the Non-Renewal Notice to Executive. Reference herein to the term of this Agreement will refer to both the initial term and the extended terms. Notwithstanding the foregoing, in the event that the Company or the Bank has entered into an agreement to effect a transaction that would be considered a Change in Control as defined below, then the term of this Agreement shall be extended and shall terminate twenty-four (24) months following the date on which the Change in Control occurs.
2.    Terms of Employment.
(a)    Position and Responsibilities. Executive will serve as Executive Vice President, Chief Financial Officer of the Bank or any successor executive position with the Bank with similar authorities and responsibilities (the “Executive Position”) and will perform the duties and will have all powers associated with such position as set forth in any job description provided to Executive by the Bank. During his employment hereunder, except for periods of absence occasioned by illness, reasonable vacation periods, and reasonable leaves of absence, Executive will devote all of his business time, attention, skill and efforts to the faithful performance of his duties; provided, however, that Executive may serve as a member of the board of directors of business, community and charitable organizations, provided that in each case the service does not materially interfere with the performance of his duties under this Agreement, adversely affect the reputation of the Bank or any other affiliates of the Bank, or present any conflict of interest.
(b)    Base Salary. The Bank will pay Executive an initial base salary of $250,000.00 per year (“Base Salary”). Executive’s Base Salary will be payable in accordance with the customary payroll practices of the Bank. Following a Change in Control and during the term of this Agreement, the Board may increase, but not decrease (other than a decrease which is applicable to all senior officers of the Bank and in a percentage not exceeding the percentage decrease for other senior officers), Executive’s Base Salary, as the Board deems appropriate. Any change in Base Salary will become Executive’s new “Base Salary” for purposes of this Agreement.
(c)    Benefits and Incentive Compensation. Executive will be entitled to participate in all employee benefit plans, arrangements and perquisites offered to employees and officers of the Bank. Executive will also be entitled to participate in any bonus, incentive plan or similar arrangements of the Bank in which Executive is eligible to participate.

    



3.    Definitions. Unless defined elsewhere in this Agreement, the following words and terms shall have the meanings set forth below for purposes of this Agreement.
(a)    Change in Control. For purposes of this Agreement, the term “Change in Control” shall mean the occurrence of any of the following events:
(i)    Merger: The Company or the Bank merges into or consolidates with another entity, or merges another bank or corporation into the Bank or the Company, and as a result, less than a majority of the combined voting power of the resulting corporation immediately after the merger or consolidation is held by persons who were stockholders of the Company or the Bank immediately before the merger or consolidation;
(ii)    Acquisition of Significant Share Ownership: There is filed, or is required to be filed, a report on Schedule 13D or another form or schedule (other than Schedule 13G) required under Sections 13(d) or 14(d) of the Securities Exchange Act of 1934, as amended, if the schedule discloses that the filing person or persons acting in concert has or have become the beneficial owner of 25% or more of a class of the Company’s or the Bank’s voting securities; provided, however, this clause (ii) shall not apply to beneficial ownership of the Company’s or the Bank’s voting shares held in a fiduciary capacity by an entity of which the Company directly or indirectly beneficially owns 50% or more of its outstanding voting securities;
(iii)    Change in Board Composition: During any period of two consecutive years, individuals who constitute the Company’s or the Bank’s Board of Directors at the beginning of the two-year period cease for any reason to constitute at least a majority of the Company’s or the Bank’s Board of Directors; provided, however, that for purposes of this clause (iii), each director who is first elected by the board (or first nominated by the board for election by the stockholders) by a vote of at least two-thirds (2/3) of the directors who were directors at the beginning of the two-year period or who is appointed to the board as the result of a directive, supervisory agreement or order issued by the primary federal regulator of the Company or the Bank or by the Federal Deposit Insurance Corporation (“FDIC”) shall be deemed to have also been a director at the beginning of such period; or
(iv)    Sale of Assets: The Company or the Bank sells to a third party all or substantially all of its assets.
(b)    Code. “Code” shall mean the Internal Revenue Code of 1986, as amended.
(c)    Good Reason. For purposes of this Agreement, “Good Reason” shall mean a termination by Executive, when without Executive’s express written consent, any of the following occurs:
(i)    a material reduction in Executive’s Base Salary or benefits provided to Executive (other than a reduction or elimination of Executive’s benefits under one or more benefit plans maintained by the Bank as part of a good faith, overall reduction or elimination of such plans or benefits applicable to all participants in a manner that does not discriminate against Executive (except as such discrimination may be necessary to comply with applicable law)); or
(ii)    a change in the Executive’s employment position that results in Executive working in a different position and, or, department that requires knowledge and expertise that Executive does not possess and cannot reasonably obtain.
Notwithstanding the foregoing, prior to any termination of employment for Good Reason, Executive must first provide written notice to the Board within 90 days following the initial existence of the condition, describing the existence of such condition, and the Bank shall thereafter have the right to remedy the condition within 30 days of the date the Board received the written notice from Executive, but the Bank may waive its right to cure. If the Bank remedies the condition within such 30-day cure period, then no Good Reason shall be deemed to exist with respect to such condition. If the Bank does not remedy the condition within such 30-day cure period, then Executive may deliver a notice of termination for Good Reason at any time within 60 days following the expiration of such cure period.
(e)    Termination for Cause. Termination for Cause shall mean termination because of, in the good faith determination of the Board, Executive’s:
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(i)    material act of dishonesty or fraud in performing Executive’s duties on behalf of the Bank;
(ii)    willful misconduct that in the judgment of the Board will likely cause economic damage to the Bank or injury to the business reputation of the Bank;
(iii)    incompetence (in determining incompetence, the acts or omissions shall be measured against standards generally prevailing in the banking industry);
(iv)    breach of fiduciary duty involving personal profit;
(v)    intentional failure to perform stated duties under this Agreement after written notice thereof from the Board;
(vi)    willful violation of any law, rule or regulation (other than traffic violations or similar offenses which results only in a fine or other non-custodial penalty) that reflect adversely on the reputation of the Bank, any felony conviction, any violation of law involving moral turpitude, or any violation of a final cease-and-desist order; any violation of the policies and procedures of the Bank as outlined in the Bank’s employee handbook, which would result in termination of the Bank employees, as from time to time amended and incorporated herein by reference, or
(vii)    material breach by Executive of any provision of this Agreement.
Notwithstanding the foregoing, Executive shall not be deemed to have been terminated for Cause unless and until there shall have been delivered to Executive a notice of termination which shall include a copy of a resolution duly adopted by the affirmative vote of not less than a majority of the disinterested members of the Board, at a meeting of the Board called and held for the purpose of finding that, in good faith opinion of the Board (after reasonable notice to Executive and an opportunity for Executive to be heard before the Board with counsel) that Executive was guilty of the conduct described in any of the paragraphs (i) through (vii) above.
4.    Benefits upon Termination in Connection with a Change in Control. In the event of a Change in Control followed by Executive’s involuntary termination of employment by the Bank for reasons other than Termination for Cause or Executive’s voluntary termination of employment by Executive for Good Reason (either occurring during the term of this Agreement following the Change in Control), the Bank shall pay Executive, or in the event of Executive’s subsequent death, Executive’s beneficiary or estate, as the case may be, as severance pay, a cash lump sum payment equal to two (2) times the sum of (i) the highest rate of annual Base Salary paid to Executive during the calendar year of Executive’s date of termination or either of the two (2) calendar years immediately preceding Executive’s date of termination and (ii) the average of the annual cash bonus earned by Executive for the three years preceding the year in which the Change in Control. The payment will be payable within 30 days following Executive’s date of termination and will be subject to applicable withholding taxes.
In addition, the Bank will continue to provide to Executive with medical and dental insurance coverage substantially comparable (and on substantially the same terms and conditions) to the coverage maintained by the Bank for Executive immediately prior to Executive’s termination under the same cost-sharing arrangements that apply for active employees of the Bank as of Executive’s date of termination. Such continued coverage shall cease upon the earlier of: (i) the date which is 24 months from Executive’s date of termination or (ii) the date on which Executive becomes a full-time employee of another employer, provided Executive is entitled to benefits with such other employer that are substantially similar to the health and welfare benefits provided by the Bank. If the Bank cannot provide one or more of the benefits set forth in this paragraph because Executive is no longer an employee, applicable rules and regulations prohibit such benefits or the payment of such benefits in the manner contemplated, or it would subject the Bank to penalties, then the Bank shall pay Executive a cash lump sum payment reasonably estimated to be equal to the value of such benefits or the value of the remaining benefits at the time of such determination. Such cash payment shall be made in a lump sum within 30 days after the later of: (i) Executive’s date of termination; or (ii) the effective date of the rules or regulations prohibiting such benefits or subjecting the Bank to penalties.
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5.    280G Cutback. Notwithstanding anything in this Agreement to the contrary, in no event shall the aggregate payments or benefits to be made or afforded to Executive under this Agreement , either as a stand-alone benefit or when aggregated with other payments to, or for the benefit of, Executive (collectively referred to as the “Change in Control Benefits”) that are contingent on a change in control (as defined under Code Section 280G), constitute an “excess parachute payment” under Code Section 280G or any successor thereto, and in order to avoid such a result, Executive’s benefits payable under this Agreement shall be reduced by the minimum amount necessary so that the Change in Control Benefits that are payable to Executive are not subject to penalties under Code Sections 280G and 4999.
6.    Source of Payments. All payments provided in this Agreement shall be timely paid by check or direct deposit from the general funds of the Bank (or any successor to the Bank).
7.    Effect on Prior Agreements and Conflicting Agreements.
(a)    This Agreement contains the entire understanding between the parties with respect to the matters agreed to herein. All prior agreements between the Bank and Executive with respect to the matters agreed to herein are hereby superseded and shall have no force or effect, except that this Agreement shall not affect or operate to reduce any benefit or compensation inuring to Executive of a kind elsewhere provided. No provision of this Agreement shall be interpreted to mean that Executive is subject to receiving fewer benefits than those available to Executive without reference to this Agreement.
(b)    Executive hereby represents and warrants that the execution of this Agreement and the performance of his obligations hereunder will not breach or be in conflict with any other agreement to which he is a party or is bound, and that he is not now subject to any covenants against competition or similar covenants which would affect the performance of his obligations under this Agreement to the Bank.
8.    Post-Termination Non-Solicitation of Customers or Employees.
(a)    In exchange for entering into this Agreement, for a period beginning the date of this Agreement to one year following Executive’s termination of employment with the Bank, Executive shall not, except as otherwise permitted in writing by the Bank: (i) directly or indirectly solicit persons or entities who were customers or referral sources of the Bank or its affiliates within one year Executive’s termination of employment, to a become customer or referral source of a person or entity other than the Bank or its affiliates; or (ii) directly or indirectly solicit any employee of the Bank or its affiliates who were employed within one year of Executive’s termination of employment to work for anyone other than the Bank or its affiliates.
(b)    Executive agrees that the restrictions contained in this Agreement are fair and reasonable and necessary for the protection of the legitimate business interests of the Bank, and the parties intend that such restrictions be enforceable and enforced to their fullest extent. Executive acknowledges that he can earn a livelihood without violating any of the undertakings contained in this Agreement, and that the restrictions in this Agreement will not prevent her from obtaining employment in different jobs within his chosen field of work. Executive further acknowledges that it would take at least 8 months to locate, hire and adequately train a replacement and to give Executive’s replacement sufficient time to develop a good business relationship with the clients with whom Executive has worked or will work during employment with the Bank.
(c)    Executive acknowledges that any violation of this Agreement may subject her to a civil action for money damages by the Bank for losses sustained as a result of the breach of this Section 8 or any covenants contained herein. Executive recognizes that the Bank’s remedies at law may be inadequate and that the Bank shall have the right to seek injunctive relief in addition to any other remedy available to it. If Executive breaches the covenants contained herein, the Bank has the right to seek issuance of a court-ordered injunction as well as any and all other remedies and damages, to compel the enforcement of the terms stated herein. This provision with respect to injunctive relief shall not, however, diminish the right of the Bank to claim and recover damages in addition to injunctive relief.
9.    No Attachment. Except as required by law, no right to receive payments under this Agreement shall be subject to anticipation, commutation, alienation, sale, assignment, encumbrance, charge, pledge, or hypothecation, or to execution, attachment, levy, or similar process or assignment by operation of law, and any attempt, voluntary or involuntary, to affect any such action shall be null, void, and of no effect.
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10.    Binding on Successors. The Bank shall require any successor or assignee, whether direct or indirect, by purchase, merger, consolidation or otherwise, to all or substantially all the business or assets of the Bank, expressly and unconditionally to assume and agree to perform the Bank’s obligations under this Agreement, in the same manner and to the same extent that the Bank would be required to perform if no such succession or assignment had taken place.
11.    Modification and Waiver.
(a)    This Agreement may not be modified or amended except by an instrument in writing signed by the parties hereto.
(b)    No term or condition of this Agreement shall be deemed to have been waived, nor shall there be any estoppel against the enforcement of any provision of this Agreement, except by written instrument of the party charged with such waiver or estoppel. No such written waiver shall be deemed a continuing waiver unless specifically stated therein, and each such waiver shall operate only as to the specific term or condition waived and shall not constitute a waiver of such term or condition for the future or as to any act other than that specifically waived.
12.    Required Provisions.
(a)    The Board may terminate Executive’s employment at any time, but any termination by the Bank’s Board other than termination for Cause shall not prejudice Executive’s right to compensation or other benefits under this Agreement. Executive shall have no right to receive compensation or other benefits for any period after Executive’s termination for Cause.
(b)    Notwithstanding anything herein contained to the contrary, any payments to Executive by the Bank or the Company, whether pursuant to this Agreement or otherwise, are subject to and conditioned upon their compliance with Section 18(k) of the Federal Deposit Insurance Act, 12 U.S.C. § 1828(k), and the regulations promulgated thereunder in 12 C.F.R. Part 359.
(c)    Notwithstanding anything else in this Agreement to the contrary, Executive’s employment shall not be deemed to have been terminated unless and until Executive has a Separation from Service within the meaning of Code Section 409A. For purposes of this Agreement, a “Separation from Service” shall have occurred if the Bank and Executive reasonably anticipate that either no further services will be performed by Executive after the date of termination (whether as an employee or as an independent contractor) or the level of further services performed is less than 50 percent of the average level of bona fide services in the 36 months immediately preceding the termination. For all purposes hereunder, the definition of Separation from Service shall be interpreted consistent with Treasury Regulation 1.409A-1(h)(ii).
(d)    Notwithstanding the foregoing, in the event Executive is a Specified Employee (as defined herein) and any payment under this Agreement is triggered due to Executive’s Separation from Service, then, solely, to the extent required to avoid penalties under Code Section 409A, Executive’s payments shall be delayed until the first day of the seventh month following Executive’s Separation from Service. A “Specified Employee” shall be interpreted to comply with Code Section 409A and shall mean a key employee within the meaning of Code Section 416(i) (without regard to paragraph 5 thereof), but an individual shall be a “Specified Employee” only if the Bank or Company is or becomes a publicly traded company.
13.    Governing Law. This Agreement shall be governed by the laws of the Commonwealth of Pennsylvania but only to the extent not superseded by federal law.
14.    Arbitration. Any dispute or controversy arising under or in connection with this Agreement shall be settled exclusively by binding arbitration, as an alternative to civil litigation and without any trial by jury to resolve such claims, conducted by a single arbitrator mutually acceptable to the Bank and Executive, sitting in a location selected by the Bank within 50 miles from the main office of the Bank, in accordance with the rules of the American Arbitration Association’s National Rules for the Resolution of Employment Disputes then in effect. Judgment may be entered on the arbitrator’s award in any court having jurisdiction.
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15.    Notice. For the purposes of this Agreement, notices and all other communications provided for in this Agreement shall be in writing and shall be deemed to have been duly given when delivered or mailed by certified or registered mail, return receipt requested, postage prepaid, addressed to the respective addresses set forth below:
To the Bank
Community Bank
2111 North Franklin Drive
Washington, PA 15301
To Executive:
Most recent address on file with the Bank


IN WITNESS WHEREOF, this Agreement is entered into as of the date first above written.
COMMUNITY BANK
By:
Name: John H. Montgomery
Title: President & CEO
EXECUTIVE
Amanda L. Engles


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EX-99.1 3 a20251231ex9914thqtrearnin.htm EX-99.1 EARNINGS RELEASE Document

EXHIBIT 99.1
cbfinancialservices.jpg

CB Financial Services, Inc.
Announces Fourth Quarter and Full Year 2025 Financial Results and
Declares Quarterly Cash Dividend Increase of 8%

WASHINGTON, PA., January 27, 2026 -- CB Financial Services, Inc. (“CB” or the “Company”) (NASDAQGM: CBFV), the holding company of Community Bank (the “Bank”), today announced its fourth quarter and 2025 financial results.

Three Months Ended Year Ended
12/31/25 9/30/25 6/30/25 3/31/25 12/31/24 12/31/25 12/31/24
(Dollars in thousands, except per share data) (Unaudited)
Net Income (Loss) (GAAP)
$ 4,742  $ (5,696) $ 3,949  $ 1,909  $ 2,529  $ 4,903  $ 12,594 
Net Income Adjustments
(943) 9,623  —  808  (562) 9,489  (1,830)
Adjusted Net Income (Non-GAAP) (1)
$ 3,799  $ 3,927  $ 3,949  $ 2,717  $ 1,967  $ 14,392  $ 10,764 
Earnings (Loss) per Common Share - Diluted (GAAP) $ 0.89  $ (1.07) $ 0.74  $ 0.35  $ 0.46  $ 0.92  $ 2.38 
Adjusted Earnings per Common Share - Diluted (Non-GAAP) (1)
$ 0.72  $ 0.74  $ 0.74  $ 0.50  $ 0.35  $ 2.71  $ 2.03 
Income (Loss) Before Income Tax Expense (GAAP) $ 5,270  $ (7,020) $ 4,715  $ 2,336  $ 3,051  $ 5,300  $ 15,343 
Net Provision (Recovery) for Credit Losses 362  259  (40) 683  589  570 
Pre-Provision Net Revenue (“PPNR”)
$ 5,632  $ (6,761) $ 4,723  $ 2,296  $ 3,734  $ 5,889  $ 15,913 
Net Income Adjustments (765) 11,752  —  1,023  (711) 12,011  (2,086)
Adjusted PPNR (Non-GAAP) (1)
$ 4,867  $ 4,991  $ 4,723  $ 3,319  $ 3,023  $ 17,900  $ 13,827 
(1)    Refer to Explanation of Use of Non-GAAP Financial Measures and reconciliation of adjusted net income and adjusted earnings per common share - diluted as presented later in this Press Release.
2025 Fourth Quarter Financial Highlights
•Total assets were $1.55 billion at December 31, 2025, an increase of $2.2 million from September 30, 2025. Cash balances and an increase in deposits funded strong commercial and industrial, commercial real estate and construction loan production and investment security purchases. The Bank continues to focus efforts on repositioning the balance sheet to maximize earnings while maintaining its historic risk profile. These strategic movements include:
◦Effectively managing cash and liquidity.
◦Redeploying repayments of indirect automobile and residential mortgage loans into higher-yielding commercial loan products. Commercial loans totaled 61.3% of the Bank’s loan portfolio at December 31, 2025 compared to 54.7% at December 31, 2024.
◦Changing the Bank’s deposit mix by focusing on growth in lower cost core deposit relationships and reducing reliance on higher priced funding.
•Net interest margin (NIM) improved to 3.76% for the three months ended December 31, 2025 compared to 3.64% for the three months ended September 30, 2025. Main factors impacting the improved NIM included:
◦An increase in the yield on earning assets to 5.48% from 5.41%. This was primarily due to the Bank implementing a balance sheet repositioning strategy of its portfolio of available-for-sale investment securities during the quarter ended September 30, 2025, in which $129.6 million in book value of lower-yielding investment securities with an average yield of 2.87% were sold for an $11.8 million loss ($9.3 million after-tax). Investment securities sold included $121.1 million of mortgage-backed securities/collateralized mortgage obligations issued by the U.S. government-sponsored agencies, $5.0 million of U.S. government agency securities and $3.5 million of municipal securities. The Bank then purchased $117.8 million of higher-yielding mortgage-backed securities/collateralized mortgage obligations issued by U.S government-sponsored agencies, municipal securities, subordinated debt investments and non-agency guaranteed securitizations with an expected tax-equivalent yield of approximately 5.43%.
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EXHIBIT 99.1

This strategy is expected to add nearly 19 basis points to net interest margin and approximately $0.40 to annual earnings per share. The positive impact of the balance sheet repositioning strategies have offset the effect of recent target federal funds rate cuts on asset repricing.
◦A reduction in the cost of funds to 1.78% from 1.86% resulting from the favorable change in the Bank’s deposit mix coupled with disciplined deposit pricing and the recent reductions in the target federal funds rate.
•Noninterest expenses increased $740,000 to $9.9 million for the three months ended December 31, 2025 compared to $9.2 million for the three months ended September 30, 2025. This increase was driven by increases in salaries and employee benefits resulting primarily from additions to the Bank’s Treasury personnel, contracted services due to compensation consulting and loan review services and data processing due to the implementation of enhanced treasury and commercial banking platforms.
•Asset quality remains strong as nonperforming loans to total loans was 0.46% at December 31, 2025.
•Book value per share and tangible book value per share (Non-GAAP) was $31.28 and $29.35, respectively at December 31, 2025. The improvements since year-end 2024 resulted from increased equity due to the decrease in accumulated other comprehensive losses resulting from the securities repositioning strategy and current period net income, partially offset by treasury shares repurchased under the Company’s stock repurchase program and the payment of dividends.
•The Bank remains well-capitalized and is positioned for future growth.

Management Commentary
President and CEO John H. Montgomery commented, “We delivered solid fourth quarter results, benefiting from net interest margin expansion and the balance sheet optimization efforts completed in the prior quarter. Our loan portfolio expanded with strong growth in relationship-driven commercial lending, while we achieved healthy deposit growth and an improved deposit mix through our continued focus on building strong core banking relationships. Net interest margin expansion was driven primarily by a reduced cost of funds, reflecting a more favorable deposit mix, disciplined deposit pricing and recent federal funds rate cuts. Additionally, the yield on earning assets increased, supported by our balance sheet repositioning, which effectively mitigated the effects of rate reductions on asset repricing.

Given economic uncertainties, we remain committed to prudent financial management through a cautious approach to our balance sheet and rigorous oversight of our lending operations. Since year-end 2024, total loans have increased by $69.6 million, or 6.4%, with commercial real estate and commercial and industrial loans as the main drivers of expansion. This growth is somewhat tempered by reductions in consumer, construction and residential real estate lending segments. The uptick in borrowing activity we observed during the quarter was promising, with loan production totaling $204.6 million against $97.6 million in payoffs over the past year. Our asset quality continues to be strong, with nonperforming loans representing 0.46% of total loans and allowance for credit losses covering 190.5% of nonperforming assets at quarter-end. These results reflect our ongoing commitment to stringent risk assessment and high lending standards.

During the fourth quarter, we completed the build out of our Specialty Treasury Payments & Services program, a key pillar of our long-term strategy to drive sustainable revenue growth and expand our core deposit base. With the necessary treasury products, talent, and technology infrastructure now in place, the program is fully deployed. While onboarding new customers will take time, we anticipate meaningful progress during the first quarter. We view this as a high-value investment that we expect will enhance our franchise's strength, efficiency and scalability while generating significant revenue growth over time.

As part of our growth strategy for 2026, we're investing in building out our mortgage lending group to capture greater market share in this important product category. Expanding our mortgage capabilities in our primary market will enhance customer relationships, diversify our revenue streams and create new cross-selling opportunities. We are committed to becoming a leader in the mortgage market, and this initiative aligns with our relationship-banking model and extends our core deposit and lending capabilities.

As we look ahead to 2026, we remain confident in our strategic direction and believe we are well-positioned to sustain momentum and drive continued earnings growth.”

Dividend Declaration
The Company’s Board of Directors has approved a 7.7% increase in the regular quarterly dividend by declaring a $0.28 quarterly cash dividend per outstanding share of common stock, payable on or about February 27, 2026, to stockholders of record as of the close of business on February 13, 2026.

2025 Fourth Quarter Financial Review
Net Interest and Dividend Income
Net interest and dividend income increased $2.3 million, or 19.9%, to $13.8 million for the three months ended December 31, 2025 compared to $11.5 million for the three months ended December 31, 2024.
2


•Net Interest Margin (NIM) (GAAP) increased to 3.76% for the three months ended December 31, 2025 compared to 3.12% for the three months ended December 31, 2024. Fully tax equivalent (FTE) NIM (Non-GAAP) increased 67 basis points (“bps”) to 3.80% for the three months ended December 31, 2025 compared to 3.13% for the three months ended December 31, 2024.
•Interest and dividend income increased $561,000, or 2.9%, to $20.0 million for the three months ended December 31, 2025 compared to $19.4 million for the three months ended December 31, 2024.
◦Interest income on loans increased $1.1 million, or 7.7%, to $16.1 million for the three months ended December 31, 2025 compared to $14.9 million for the three months ended December 31, 2024. The average balance of loans increased $72.4 million to $1.14 billion from $1.07 billion, causing an $1.1 million increase in interest income on loans. Additionally, the average yield on loans increased 3 bps to 5.62% from 5.59% despite a 100 bp reduction in the federal funds rate since December 2024. While this led to the downward repricing of adjustable rate loans, the impact was negated by a reduction in lower yielding consumer loans due to the discontinuation of the indirect automobile loan product with the redeployment of those funds into higher yielding commercial loan products. The increase in the average yield caused a $81,000 increase in interest income on loans.
◦Interest income on investment securities increased $354,000, or 11.4%, to $3.5 million for the three months ended December 31, 2025 compared to $3.1 million for the three months ended December 31, 2024 driven by a 79 bp increase in average yields, partially offset by a $7.3 million decrease in average balances. These changes were primarily due to the securites repositioning strategy.
◦Interest income on interest-earning deposits at other banks decreased $954,000 to $384,000 for the three months ended December 31, 2025 compared to $1.3 million for the three months ended December 31, 2024 driven by a 95 bp decrease in the average yield and a $73.0 million decrease in average balances. The decrease in the yield was directly related to the Federal Reserve’s reductions in the target federal funds rate while the decrease in the volume was due to the funding of loans.
•Interest expense decreased $1.7 million, or 21.9%, to $6.2 million for the three months ended December 31, 2025 compared to $7.9 million for the three months ended December 31, 2024.
◦Interest expense on deposits decreased $1.7 million, or 22.6%, to $5.8 million for the three months ended December 31, 2025 compared to $7.5 million for the three months ended December 31, 2024. The cost of interest-bearing deposits declined 61 bps to 2.18% for the three months ended December 31, 2025 from 2.79% for the three months ended December 31, 2024 due to the change in the deposit mix and the recent Federal Reserve federal funds target rate decreases. The decrease in the cost of interest-bearing deposits accounted for a $1.6 million decrease in interest expense. Average interest-bearing deposit balances decreased $13.2 million, or 1.2%, to $1.05 billion as of December 31, 2025 compared to $1.07 billion as of December 31, 2024, primarily as the Bank strategically reduced time deposit only relationships. The decrease in average balances accounted for a $67,000 decrease in interest expense.
Provision for Credit Losses
A provision for credit losses of $362,000 was recorded for the three months ended December 31, 2025. The provision for credit losses on loans was $265,000 and was primarily due to additional reserves required for overall loan growth and charge-offs, partially offset by favorable changes in maximum loss rates utilized in the allowance model. Additionally, the provision for credit losses on unfunded commitments was $97,000 and was due to an increase in unfunded commitments. This compared to a provision for credit losses of $683,000 recorded for the three months ended December 31, 2024 as the provision for credit losses on loans was $483,000 primarily due to loan growth, increases in the loss rate and qualitative adjustments on construction and land development loans and an increase in qualitative adjustments on residential real estate loans, partially offset by a payoff of an impaired loan, and the provision for credit losses on unfunded commitments was $200,000 due to an increase in the loss rate on construction loans.

Noninterest Income
Noninterest income increased $74,000, or 4.5%, to $1.73 million for the three months ended December 31, 2025, compared to $1.66 million for the three months ended December 31, 2024 primarily due to a $125,000 increase in service fees related to corporate deposit and Individual Covered Health Reimbursement Arrangement accounts and a $40,000 gain on the sale of assets related to the sale of a Bank storage facility recognized during the three months ended December 31, 2025, partially offset by a $94,000 decrease in other income related to hedge fees.


3


Noninterest Expense
Noninterest expense increased $470,000, or 5.0%, to $9.9 million for the three months ended December 31, 2025 compared to $9.5 million for the three months ended December 31, 2024. Salaries and benefits increased $584,000, or 11.1%, to $5.8 million primarily due to revenue producing staff additions, merit increases and higher incentive compensation costs, partially offset by savings realized due to the reduction in force implemented earlier this year. Other noninterest expense increased $85,000 due to increases in travel, conference and entertainment expenses related to sales activities and an increase in check fraud losses. Equipment expense increased $69,000 due to higher depreciation and maintenance expenses associated with interactive teller machines, security system upgrades and other equipment placed into service in late 2024. These increases were partially offset as intangible amortization decreased $88,000 as the Bank’s core deposit intangibles were fully amortized in 2024. Occupancy expense decreased $79,000 due to certain property management cost savings initiatives implemented in 2025. Data processing expense decreased $42,000 due to costs associated with the implementation of a new loan origination system and financial dashboard platform during mid-2024.

Statement of Financial Condition Review

Assets
Total assets increased $66.1 million, or 4.5%, to $1.55 billion at December 31, 2025, compared to $1.48 billion at December 31, 2024.
•Cash and due from banks decreased $17.9 million, or 36.1%, to $31.7 million at December 31, 2025, compared to $49.6 million at December 31, 2024, due to funding loan growth.
•Securities increased $17.7 million, or 6.8%, to $279.9 million at December 31, 2025, compared to $262.2 million at December 31, 2024. This was primarily due to the Bank implementing a balance sheet repositioning strategy of its portfolio of available-for-sale investment securities during the quarter ended September 30, 2025, in which $129.6 million in book value of lower-yielding investment securities with an average yield of 2.87% were sold for an $11.8 million loss ($9.3 million after-tax). Investment securities sold included $121.1 million of mortgage-backed securities/collateralized mortgage obligations issued by the U.S. government-sponsored agencies, $5.0 million of U.S. government agency securities and $3.5 million of municipal securities. The Bank then purchased $117.8 million of higher-yielding mortgage-backed securities/collateralized mortgage obligations issued by U.S government-sponsored agencies, municipal securities, subordinated debt investments and non-agency guaranteed securitizations with an expected tax-equivalent yield of approximately 5.43%. This strategy is expected to add nearly 19 basis points to net interest margin and approximately $0.40 to annual earnings per share.
Loans and Credit Quality
•Total loans increased $69.6 million, or 6.4%, to $1.2 billion compared to $1.1 billion, and included increases in commercial real estate and commercial and industrial loans of $66.7 million and $49.0 million, respectively, partially offset by decreases in consumer, construction and residential real estate loans of $27.6 million, $9.3 million and $8.8 million, respectively. The decrease in consumer loans resulted from a reduction in indirect automobile loan production due to the discontinuation of this product offering as of June 30, 2023. This portfolio is expected to continue to decline as resources are allocated and production efforts are focused on more profitable commercial products. Excluding the $29.6 million decrease in indirect automobile loans, total loans increased $99.3 million, or 9.6%. Loan production totaled $204.6 million while $97.6 million of loans were paid off since December 31, 2024.
•Nonperforming loans, which include nonaccrual loans and accruing loans past due 90 days or more, were $5.3 million at December 31, 2025 and $1.8 million at December 31, 2024. Nonperforming loans to total loans ratio was 0.46% at December 31, 2025 and 0.16% at December 31, 2024. The increase in nonperforming loans was due to the addition of two loan relationships to nonaccrual status during the year. The first relationship consists of three residential real estate loans totaling $2.1 million which are well-secured with first liens on multiple rental properties. The Bank has executed assignments of rents and leases, is in the process of foreclosure on the properties and currently does not expect to incur losses on the loans. The second is a $2.0 million commercial real estate loan fully secured by an owner-occupied distribution warehouse, which is currently under a sales agreement, and other assets of the borrower. The Bank is currently working with the borrower to achieve a successful resolution and expects to be repaid in full in 2026.
•The allowance for credit losses (ACL) was $10.1 million at December 31, 2025 and $9.8 million at December 31, 2024. As a result, the ACL to total loans was 0.87% at December 31, 2025 and 0.90% at December 31, 2024. During the current year, the Company recorded a net provision for credit losses of $589,000. The ACL to nonperforming assets was 190.5% at December 31, 2025 and 548.1% at December 31, 2024.
•Net charge-offs for the three months ended December 31, 2025 were $295,000, or 0.10% of average loans on an annualized basis. Net charge-offs for the three months ended December 31, 2024 were $157,000, or 0.06% of average loans on an annualized basis. Net charge-offs for the year ended December 31, 2025 were $223,000. Net charge-offs for the year ended December 31, 2024 were $281,000.
4


Liabilities
Total liabilities increased $56.0 million, or 4.2%, to $1.4 billion at December 31, 2025 compared to $1.3 billion at December 31, 2024.
Deposits
•Total deposits increased $56.3 million, or 4.4%, to $1.34 billion as of December 31, 2025 compared to $1.28 billion at December 31, 2024. Interest-bearing demand, non interest-bearing demand and time deposits increased $40.4 million, $23.8 million and $15.6 million, respectively, while money market and savings deposits decreased $22.3 million and $1.2 million, respectively. This favorable change in the deposit mix occurred as the Bank continues to focus on building core banking relationships while strategically reducing higher priced funding. Brokered time deposits totaled $98.5 million as of December 31, 2025 and $39.0 million as of December 31, 2024, all of which mature within three months and were utilized to fund the purchase of floating rate CLO securities. At December 31, 2025, FDIC insured deposits totaled approximately 59.5% of total deposits while an additional 15.7% of total deposits were collateralized with investment securities.
Stockholders’ Equity
Stockholders’ equity increased $10.2 million, or 6.9%, to $157.5 million at December 31, 2025, compared to $147.4 million at December 31, 2024. The key factors positively impacting stockholders’ equity was a $13.8 million decrease in accumulated other comprehensive loss resulting primarily from the securities repositioning strategy, $2.6 million of shares issued as a result of stock option exercises and $4.9 million of net income for the current year, partially offset by $6.8 million of treasury shares purchased under the stock repurchase program and the payment of $5.1 million in dividends since December 31, 2024.
Book value per share
Book value per common share was $31.28 at December 31, 2025 compared to $28.71 at December 31, 2024, an increase of $2.57.

Tangible book value per common share (Non-GAAP) was $29.35 at December 31, 2025, compared to $26.82 at December 31, 2024, an increase of $2.53.

Refer to “Explanation of Use of Non-GAAP Financial Measures” at the end of this Press Release.

About CB Financial Services, Inc.
CB Financial Services, Inc. is the bank holding company for Community Bank, a Pennsylvania-chartered commercial bank. Community Bank operates its branch network in southwestern Pennsylvania and West Virginia. Community Bank offers a broad array of retail and commercial lending and deposit services.
For more information about CB Financial Services, Inc. and Community Bank, visit our website at www.cb.bank.

Statement About Forward-Looking Statements
Statements contained in this press release that are not historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995 and such forward-looking statements are subject to significant risks and uncertainties. The Company intends such forward-looking statements to be covered by the safe harbor provisions contained in the Act. The Company’s ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on the operations and future prospects of the Company and its subsidiaries include, but are not limited to, general and local economic conditions, changes in market interest rates, deposit flows, demand for loans, real estate values and competition, competitive products and pricing, the ability of our customers to make scheduled loan payments, loan delinquency rates and trends, our ability to manage the risks involved in our business, our ability to control costs and expenses, inflation, market and monetary fluctuations, changes in federal and state legislation and regulation applicable to our business, actions by our competitors, and other factors that may be disclosed in the Company’s periodic reports as filed with the Securities and Exchange Commission. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. The Company assumes no obligation to update any forward-looking statements except as may be required by applicable law or regulation.

Company Contact:
John H. Montgomery
President and Chief Executive Officer
Phone: (724) 223-8317

5


CB FINANCIAL SERVICES, INC.
SELECTED CONSOLIDATED FINANCIAL INFORMATION
(Dollars in thousands, except share and per share data) (Unaudited)
Selected Financial Condition Data 12/31/25 9/30/25 6/30/25 3/31/25 12/31/24
Assets
Cash and Due From Banks $ 31,693  $ 55,890  $ 64,506  $ 61,274  $ 49,572 
Securities 279,895  272,559  267,171  258,699  262,153 
Loans Held for Sale —  107  512  230  900 
Loans  
Real Estate:  
Residential 329,237  333,430  329,324  334,744  337,990 
Commercial 552,180  539,395  513,197  497,316  485,513 
Construction 45,419  38,905  40,680  54,597  54,705 
Commercial and Industrial 161,081  143,919  138,221  107,419  112,047 
Consumer 42,876  49,581  57,376  61,854  70,508 
Other 31,467  38,156  32,026  32,564  31,863 
Total Loans 1,162,260  1,143,386  1,110,824  1,088,494  1,092,626 
Allowance for Credit Losses (10,116) (10,146) (9,722) (9,819) (9,805)
Loans, Net 1,152,144  1,133,240  1,101,102  1,078,675  1,082,821 
Premises and Equipment, Net 19,646  19,896  20,223  20,392  20,708 
Bank-Owned Life Insurance 24,812  24,660  24,506  24,358  24,209 
Goodwill 9,732  9,732  9,732  9,732  9,732 
Accrued Interest Receivable and Other Assets 29,771  29,430  30,232  30,096  31,469 
Total Assets $ 1,547,693  $ 1,545,514  $ 1,517,984  $ 1,483,456  $ 1,481,564 
Liabilities
Deposits
Noninterest-Bearing Demand Accounts $ 291,745  $ 291,882  $ 278,685  $ 267,392  $ 267,896 
Interest-Bearing Demand Accounts 357,134  365,976  353,448  341,212  316,764 
Money Market Accounts 209,166  206,166  225,141  228,005  231,458 
Savings Accounts 169,307  169,005  172,021  176,722  170,530 
Time Deposits 312,453  301,391  280,137  267,766  296,869 
Total Deposits 1,339,805  1,334,420  1,309,432  1,281,097  1,283,517 
Other Borrowings 34,758  34,748  34,738  34,728  34,718 
Accrued Interest Payable and Other Liabilities 15,593  23,881  25,452  19,342  15,951 
Total Liabilities 1,390,156  1,393,049  1,369,622  1,335,167  1,334,186 
Stockholders’ Equity 157,537  152,465  148,362  148,289  147,378 
Total Liabilities and Stockholders’ Equity $ 1,547,693  $ 1,545,514  $ 1,517,984  $ 1,483,456  $ 1,481,564 
6


(Dollars in thousands, except share and per share data) (Unaudited)
  Three Months Ended Year Ended
Selected Operating Data 12/31/25 9/30/25 6/30/25 3/31/25 12/31/24 12/31/25 12/31/24
Interest and Dividend Income:
Loans, Including Fees $ 16,077  $ 15,973  $ 15,492  $ 14,528  $ 14,930  $ 62,070  $ 59,383 
Securities:
Taxable 3,035  2,848  2,860  2,777  3,096  11,520  11,533 
Tax-Exempt 415  146  —  —  —  561  — 
Dividends 28  27  51  110 
Other Interest and Dividend Income 458  367  399  514  1,378  1,737  5,105 
Total Interest and Dividend Income 19,992  19,341  18,760  17,847  19,431  75,939  76,131 
Interest Expense:
Deposits 5,802  5,810  5,721  6,111  7,492  23,445  28,441 
Short-Term Borrowings —  68  108  23  —  199  — 
Other Borrowings 364  364  391  402  407  1,520  1,622 
Total Interest Expense 6,166  6,242  6,220  6,536  7,899  25,164  30,063 
Net Interest and Dividend Income 13,826  13,099  12,540  11,311  11,532  50,775  46,068 
Provision (Recovery) for Credit Losses - Loans 265  336  (136) 68  483  534  379 
Provision (Recovery) for Credit Losses - Unfunded Commitments 97  (77) 144  (108) 200  55  191 
Net Interest and Dividend Income After Net Provision (Recovery) for Credit Losses 13,464  12,840  12,532  11,351  10,849  50,186  45,498 
Noninterest Income:
Service Fees 585  574  559  462  460  2,180  1,680 
Insurance Commissions
Other Commissions 60  63  66  63  63  252  251 
Net Gain on Sale of Loans 50  26  22  105  52 
Net Gain (Loss) on Securities 14  (11,752) —  (69) (11,807) 51 
Net Gain on Purchased Tax Credits 12  14  49 
Gain on Sale of Subsidiary —  —  —  —  —  —  138 
Net Gain on Disposal of Premises and Equipment 40  —  —  —  —  40  274 
Income from Bank-Owned Life Insurance 152  154  148  149  152  603  594 
Net Gain on Bank-Owned Life Insurance Claims —  —  —  —  —  —  915 
Other Income 867  229  127  155  961  1,379  1,484 
Total Noninterest Income (Loss) 1,729  (10,677) 931  787  1,655  (7,230) 5,494 
Noninterest Expense:
Salaries and Employee Benefits 5,842  5,247  5,088  6,036  5,258  22,213  18,821 
Occupancy 573  574  616  750  652  2,513  3,096 
Equipment 382  367  372  330  313  1,452  1,155 
Data Processing 790  708  761  797  832  3,055  3,308 
Federal Deposit Insurance Corporation Assessment 171  173  203  176  172  724  639 
Pennsylvania Shares Tax 242  306  143  257  301  948  1,161 
Contracted Services 481  371  382  310  522  1,543  1,623 
Legal and Professional Fees 234  411  117  262  268  1,024  985 
Advertising 192  132  124  119  137  566  484 
Other Real Estate Owned
55  —  34  65  50 
Amortization of Intangible Assets —  —  —  —  88  —  958 
Other Expense 961  886  941  765  876  3,553  3,369 
Total Noninterest Expense 9,923  9,183  8,748  9,802  9,453  37,656  35,649 
Income (Loss) Before Income Tax Expense 5,270  (7,020) 4,715  2,336  3,051  5,300  15,343 
Income Tax Expense (Benefit) 528  (1,324) 766  427  522  397  2,749 
Net Income (Loss) $ 4,742  $ (5,696) $ 3,949  $ 1,909  $ 2,529  $ 4,903  $ 12,594 
7


Three Months Ended Year Ended
Per Common Share Data 12/31/25 9/30/25 6/30/25 3/31/25 12/31/24 12/31/25 12/31/24
Dividends Per Common Share $ 0.26  $ 0.26  $ 0.25  $ 0.25  $ 0.25  $ 1.02  $ 1.00 
Earnings (Loss) Per Common Share - Basic 0.95  (1.14) 0.79  0.37  0.49  0.97  2.45 
(Loss) Earnings Per Common Share - Diluted 0.89  (1.07) 0.74  0.35  0.46  0.92  2.38 
Weighted Average Common Shares Outstanding - Basic 5,015,025  4,985,188  5,022,813  5,125,577  5,126,782  5,036,706  5,134,092 
Weighted Average Common Shares Outstanding - Diluted 5,304,685  5,319,594  5,332,026  5,471,006  5,544,829  5,306,916  5,302,522 
12/31/25 9/30/25 6/30/25 3/31/25 12/31/24
Common Shares Outstanding 5,036,509  4,998,383  4,972,300  5,099,069  5,132,654 
Book Value Per Common Share $ 31.28  $ 30.50  $ 29.84  $ 29.08  $ 28.71 
Tangible Book Value per Common Share (1)
29.35  28.56  27.88  27.17  26.82 
Stockholders’ Equity to Assets 10.2  % 9.9  % 9.8  % 10.0  % 9.9  %
Tangible Common Equity to Tangible Assets (1)
9.6  9.3  9.2  9.4  9.4 
Three Months Ended Year Ended
Selected Financial Ratios (2)
12/31/25 9/30/25 6/30/25 3/31/25 12/31/24 12/31/25 12/31/24
Return on Average Assets 1.22  % (1.50) % 1.06  % 0.53  % 0.65  % 0.33  % 0.84  %
Return on Average Equity 12.14  (15.15) 10.76  5.24  6.80  3.27  8.77 
Average Interest-Earning Assets to Average Interest-Bearing Liabilities 134.05  134.42  135.33  134.70  133.33  134.62  134.78 
Average Equity to Average Assets 10.02  9.93  9.88  10.07  9.63  9.97  9.56 
Net Interest Rate Spread 3.18  3.05  2.91  2.61  2.41  2.95  2.47 
Net Interest Rate Spread (FTE) (1)
3.23  3.08  2.93  2.63  2.42  2.97  2.48 
Net Interest Margin 3.76  3.64  3.54  3.27  3.12  3.55  3.19 
Net Interest Margin (FTE) (1)
3.80  3.67  3.55  3.28  3.13  3.58  3.20 
Net Charge-Offs (Recoveries) to Average Loans
0.10  (0.03) (0.01) 0.02  0.06  0.02  0.03 
Efficiency Ratio 63.79  379.15  64.94  81.02  71.68  86.48  69.14 
Asset Quality Ratios 12/31/25 9/30/25 6/30/25 3/31/25 12/31/24
Allowance for Credit Losses to Total Loans 0.87  % 0.89  % 0.88  % 0.90  % 0.90  %
Allowance for Credit Losses to Nonperforming Loans (3)
190.51  464.99  550.20  414.48  548.07 
Delinquent and Nonaccrual Loans to Total Loans (4)
0.89  0.59  0.49  0.54  0.72 
Nonperforming Loans to Total Loans (3)
0.46  0.19  0.16  0.22  0.16 
Nonperforming Assets to Total Assets (5)
0.34  0.15  0.13  0.16  0.12 
Capital Ratios (6)
12/31/25 9/30/25 6/30/25 3/31/25 12/31/24
Common Equity Tier 1 Capital (to Risk Weighted Assets) 13.92  % 14.19  % 15.28  % 14.94  % 14.78  %
Tier 1 Capital (to Risk Weighted Assets) 13.92  14.19  15.28  14.94  14.78 
Total Capital (to Risk Weighted Assets) 14.89  15.20  16.29  15.95  15.79 
Tier 1 Leverage (to Adjusted Total Assets) 10.15  10.06  10.49  10.36  9.98 
(1)    Refer to Explanation of Use of Non-GAAP Financial Measures in this Press Release for the calculation of the measure and reconciliation to the most comparable GAAP measure.
(2)    Interim period ratios are calculated on an annualized basis.
(3)    Nonperforming loans consist of all nonaccrual loans and accruing loans that are 90 days or more past due.
(4)    Delinquent loans consist of accruing loans that are 30 days or more past due.
(5)    Nonperforming assets consist of nonperforming loans and other real estate owned.
(6)    Capital ratios are for Community Bank only.
Certain items previously reported may have been reclassified to conform with the current reporting period’s format. 
8


AVERAGE BALANCES AND YIELDS
  Three Months Ended
  December 31, 2025 September 30, 2025 June 30, 2025 March 31, 2025 December 31, 2024
Average Balance Interest and Dividends
Yield / Cost (1)
Average Balance Interest and Dividends
Yield / Cost (1)
Average Balance Interest and Dividends
Yield / Cost (1)
Average Balance Interest and Dividends
Yield / Cost (1)
Average Balance Interest and Dividends
Yield / Cost (1)
(Dollars in thousands) (Unaudited)
Assets:
Interest-Earning Assets:
Loans, Net (2)
$ 1,138,734  $ 16,145  5.62  % $ 1,120,036  $ 16,034  5.68  % $ 1,098,698  $ 15,549  5.68  % $ 1,075,083  $ 14,584  5.50  % $ 1,066,304  $ 14,975  5.59  %
Debt Securities
Taxable 241,449  3,035  5.03  259,196  2,848  4.40  284,499  2,860  4.02  278,362  2,777  3.99  284,002  3,096  4.36 
Tax-Exempt 35,243  525  5.96  12,461  185  5.94  —  —  —  —  —  —  —  —  — 
Equity Securities 1,000  2.80  1,000  2.80  1,000  3.60  2,674  28  4.19  2,693  27  4.01 
Interest-Earning Deposits at Banks 41,222  384  3.73  29,682  293  3.95  33,564  331  3.94  45,056  459  4.07  114,245  1,338  4.68 
Other Interest-Earning Assets 2,998  74  9.79  3,972  74  7.39  3,767  68  7.24  3,196  55  6.98  3,070  40  5.18 
Total Interest-Earning Assets 1,460,646  20,170  5.48  1,426,347  19,441  5.41  1,421,528  18,817  5.31  1,404,371  17,903  5.17  1,470,314  19,476  5.27 
Noninterest-Earning Assets 85,605  75,480  67,513  63,324  65,786 
Total Assets $ 1,546,251  $ 1,501,827  $ 1,489,041  $ 1,467,695  $ 1,536,100 
Liabilities and Stockholders' Equity:
Interest-Bearing Liabilities:
Interest-Bearing Demand Accounts $ 367,382  $ 1,850  2.00  % $ 350,232  $ 1,835  2.08  % $ 334,752  $ 1,677  2.01  % $ 317,799  $ 1,526  1.95  % $ 328,129  $ 1,838  2.23  %
Money Market Accounts 212,212  1,232  2.30  211,660  1,401  2.63  238,195  1,747  2.94  230,634  1,726  3.04  227,606  1,821  3.18 
Savings Accounts 168,853  45  0.11  171,188  43  0.10  174,055  42  0.10  172,322  41  0.10  170,612  45  0.10 
Time Deposits 306,395  2,675  3.46  287,646  2,531  3.49  259,506  2,255  3.49  285,093  2,818  4.01  341,686  3,788  4.41 
Total Interest-Bearing Deposits 1,054,842  5,802  2.18  1,020,726  5,810  2.26  1,006,508  5,721  2.28  1,005,848  6,111  2.46  1,068,033  7,492  2.79 
Short-Term Borrowings 16  —  4.71  5,655  68  4.77  9,143  108  4.74  1,985  23  4.70  —  —  — 
Other Borrowings 34,754  364  4.16  34,743  364  4.16  34,733  391  4.52  34,723  402  4.70  34,713  407  4.66 
Total Interest-Bearing Liabilities 1,089,612  6,166  2.25  1,061,124  6,242  2.33  1,050,384  6,220  2.38  1,042,556  6,536  2.54  1,102,746  7,899  2.85 
Noninterest-Bearing Demand Deposits 285,269  271,462  270,729  265,522  267,598 
Total Funding and Cost of Funds
1,374,881  1.78  1,332,586  1.86  1,321,113  1.89  1,308,078  2.03  1,370,344  2.29 
Other Liabilities 16,367  20,120  20,789  11,854  17,883 
Total Liabilities 1,391,248  1,352,706  1,341,902  1,319,932  1,388,227 
Stockholders' Equity 155,003  149,121  147,139  147,763  147,873 
Total Liabilities and Stockholders' Equity $ 1,546,251  $ 1,501,827  $ 1,489,041  $ 1,467,695  $ 1,536,100 
Net Interest Income (FTE)
(Non-GAAP) (3)
$ 14,004  $ 13,199  $ 12,597  $ 11,367  $ 11,577 
Net Interest-Earning Assets (4)
371,034  365,223  371,144  361,815  367,568 
Net Interest Rate Spread (FTE)
(Non-GAAP) (3) (5)
3.23  % 3.08  % 2.93  % 2.63  % 2.42  %
Net Interest Margin (FTE)
(Non-GAAP) (3)(6)
3.80  3.67  3.55  3.28  3.13 
(1)    Annualized based on three months ended results.
(2)    Net of the allowance for credit losses and includes nonaccrual loans with a zero yield and Loans Held for Sale if applicable.
(3)    Refer to Explanation and Use of Non-GAAP Financial Measures in this Press Release for the calculation of the measure and reconciliation to the most comparable GAAP measure.
(4)    Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.
(5)    Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
(6)    Net interest margin represents annualized net interest income divided by average total interest-earning assets.
9


AVERAGE BALANCES AND YIELDS
Year Ended
December 31, 2025 December 31, 2024
Average Balance Interest and Dividends Yield /Cost Average Balance Interest and Dividends Yield / Cost
(Dollars in thousands) (Unaudited)
Assets:
Interest-Earning Assets:
Loans, Net (1)
$ 1,108,344  $ 62,313  5.62  % $ 1,073,601  $ 59,544  5.55  %
Debt Securities
Taxable 265,757  11,520  4.33  268,604  11,533  4.29 
Exempt From Federal Tax 12,024  710  5.90  —  —  — 
Marketable Equity Securities 1,413  51  3.61  2,693  110  4.08 
Interest-Earning Deposits at Banks 37,349  1,467  3.93  96,474  4,831  5.01 
Other Interest-Earning Assets 3,484  270  7.75  3,142  274  8.72 
Total Interest-Earning Assets 1,428,371  76,331  5.34  1,444,514  76,292  5.28 
Noninterest-Earning Assets 73,211  57,986 
Total Assets $ 1,501,582  $ 1,502,500 
Liabilities and Stockholders' Equity:
Interest-Bearing Liabilities:
Interest-Bearing Demand Accounts $ 342,698  $ 6,888  2.01  % $ 326,073  $ 7,414  2.27  %
Savings Accounts 171,594  171  0.10  180,647  202  0.11 
Money Market Accounts 223,093  6,107  2.74  215,864  6,706  3.11 
Time Deposits 284,727  10,279  3.61  314,510  14,119  4.49 
Total Interest-Bearing Deposits 1,022,112  23,445  2.29  1,037,094  28,441  2.74 
Short-Term Borrowings 4,199  199  4.74  —  —  — 
Other Borrowings 34,738  1,520  4.38  34,697  1,622  4.67 
Total Interest-Bearing Liabilities 1,061,049  25,164  2.37  1,071,791  30,063  2.80 
Noninterest-Bearing Demand Deposits 273,295  270,528 
Total Funding and Cost of Funds
1,334,344  1.89  1,342,319  2.24 
Other Liabilities 17,463  16,559 
Total Liabilities 1,351,807  1,358,878 
Stockholders' Equity 149,775  143,622 
Total Liabilities and Stockholders' Equity $ 1,501,582  $ 1,502,500 
Net Interest Income (FTE) (Non-GAAP) (2)
51,167  46,229 
Net Interest-Earning Assets (3)
367,322  372,723 
Net Interest Rate Spread (FTE) (Non-GAAP) (2)(4)
2.97  % 2.48  %
Net Interest Margin (FTE) (Non-GAAP) (2)(5)
3.58  3.20 
(1)    Net of the allowance for credit losses and includes nonaccrual loans with a zero yield and Loans Held for Sale if applicable.
(2)    Refer to Explanation and Use of Non-GAAP Financial Measures in this Press Release for the calculation of the measure and reconciliation to the most comparable GAAP measure.
(3)    Net interest-earning assets represent total interest-earning assets less total interest-bearing liabilities.
(4)    Net interest rate spread represents the difference between the weighted average yield on interest-earning assets and the weighted average cost of interest-bearing liabilities.
(5)    Net interest margin represents annualized net interest income divided by average total interest-earning assets.


10


Explanation of Use of Non-GAAP Financial Measures
In addition to financial measures presented in accordance with generally accepted accounting principles (“GAAP”), we use, and this Press Release contains or references, certain Non-GAAP financial measures. We believe these Non-GAAP financial measures provide useful information in understanding our underlying results of operations or financial position and our business and performance trends as they facilitate comparisons with the performance of other companies in the financial services industry. Non-GAAP adjusted items impacting the Company's financial performance are identified to assist investors in providing a complete understanding of factors and trends affecting the Company’s business and in analyzing the Company’s operating results on the same basis as that applied by management. Although we believe that these Non-GAAP financial measures enhance the understanding of our business and performance, they should not be considered an alternative to GAAP or considered to be more important than financial results determined in accordance with GAAP, nor are they necessarily comparable with similar Non-GAAP measures which may be presented by other companies. Where Non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconciliation to the comparable GAAP financial measure, can be found herein.

12/31/25 9/30/25 6/30/25 3/31/25 12/31/24
(Dollars in thousands, except share and per share data) (Unaudited)
Total Assets (GAAP)
$ 1,547,693  $ 1,545,514  $ 1,517,984  $ 1,483,456  $ 1,481,564 
Goodwill and Intangible Assets, Net (9,732) (9,732) (9,732) (9,732) (9,732)
Tangible Assets (Non-GAAP) (Numerator) $ 1,537,961  $ 1,535,782  $ 1,508,252  $ 1,473,724  $ 1,471,832 
Stockholders' Equity (GAAP) $ 157,537  $ 152,465  $ 148,362  $ 148,289  $ 147,378 
Goodwill and Intangible Assets, Net (9,732) (9,732) (9,732) (9,732) (9,732)
Tangible Common Equity or Tangible Book Value (Non-GAAP) (Denominator) $ 147,805  $ 142,733  $ 138,630  $ 138,557  $ 137,646 
Stockholders’ Equity to Assets (GAAP) 10.2  % 9.9  % 9.8  % 10.0  % 9.9  %
Tangible Common Equity to Tangible Assets (Non-GAAP) 9.6  % 9.3  % 9.2  % 9.4  % 9.4  %
Common Shares Outstanding (Denominator) 5,036,509  4,998,383  4,972,300  5,099,069  5,132,654 
Book Value per Common Share (GAAP) $ 31.28  $ 30.50  $ 29.84  $ 29.08  $ 28.71 
Tangible Book Value per Common Share (Non-GAAP) $ 29.35  $ 28.56  $ 27.88  $ 27.17  $ 26.82 

Three Months Ended Year Ended
12/31/25 9/30/25 6/30/25 3/31/25 12/31/24 12/31/25 12/31/24
(Dollars in thousands) (Unaudited)
Net Income (Loss) (GAAP) $ 4,742  $ (5,696) $ 3,949  $ 1,909  $ 2,529  $ 4,903  $ 12,594 
Amortization of Intangible Assets, Net —  —  —  —  88  —  958 
Adjusted Net Income (Loss) (Non-GAAP) (Numerator) $ 4,742  $ (5,696) $ 3,949  $ 1,909  $ 2,617  $ 4,903  $ 13,552 
Annualization Factor 3.97  3.97  4.01  4.06  3.98  1.00  1.00 
Average Stockholders' Equity (GAAP) $ 155,003  $ 149,121  $ 147,139  $ 147,763  $ 147,873  $ 149,775  $ 143,622 
Average Goodwill and Intangible Assets, Net (9,732) (9,732) (9,732) (9,732) (9,758) (9,732) (10,134)
Average Tangible Common Equity (Non-GAAP) (Denominator) $ 145,271  $ 139,389  $ 137,407  $ 138,031  $ 138,115  $ 140,043  $ 133,488 
Return on Average Equity (GAAP) 12.14  % (15.15) % 10.76  % 5.24  % 6.80  % 3.27  % 8.77  %
Return on Average Tangible Common Equity (Non-GAAP) 12.95  % (16.21) % 11.53  % 5.61  % 7.54  % 3.50  % 10.15  %
11


Three Months Ended Year Ended
12/31/25 9/30/25 6/30/25 3/31/25 12/31/24 12/31/25 12/31/24
(Dollars in thousands) (Unaudited)
Interest Income (GAAP) $ 19,992  $ 19,341  $ 18,760  $ 17,847  $ 19,431  $ 75,939  $ 76,131 
Adjustment to FTE Basis 178  100  57  56  45  392  161 
Interest Income (FTE) (Non-GAAP) 20,170  19,441  18,817  17,903  19,476  76,331  76,292 
Interest Expense (GAAP) 6,166  6,242  6,220  6,536  7,899  25,164  30,063 
Net Interest Income (FTE) (Non-GAAP) $ 14,004  $ 13,199  $ 12,597  $ 11,367  $ 11,577  $ 51,167  $ 46,229 
Net Interest Rate Spread (GAAP) 3.18  % 3.05  % 2.91  % 2.61  % 2.41  % 2.95  % 2.47  %
Adjustment to FTE Basis 0.05  0.03  0.02  0.02  0.01  0.02  0.01 
Net Interest Rate Spread (FTE) (Non-GAAP) 3.23  % 3.08  % 2.93  % 2.63  % 2.42  % 2.97  % 2.48  %
Net Interest Margin (GAAP) 3.76  % 3.64  % 3.54  % 3.27  % 3.12  % 3.55  % 3.19  %
Adjustment to FTE Basis 0.04  0.03  0.01  0.01  0.01  0.03  0.01 
Net Interest Margin (FTE) (Non-GAAP) 3.80  % 3.67  % 3.55  % 3.28  % 3.13  % 3.58  % 3.20  %

Three Months Ended Year Ended
12/31/25 9/30/25 6/30/25 3/31/25 12/31/24 12/31/25 12/31/24
(Dollars in thousands) (Unaudited)
Income (Loss) Before Income Tax Expense (GAAP) $ 5,270  $ (7,020) $ 4,715  $ 2,336  $ 3,051  $ 5,300  $ 15,343 
Net Provision (Recovery) for Credit Losses 362  259  (40) 683  589  570 
PPNR (Non-GAAP)
5,632  (6,761) 4,723  2,296  3,734  5,889  15,913 
Adjustments
Net (Gain) Loss on Securities (14) 11,752  —  69  (3) 11,807  (51)
Gain on Sale of Subsidiary —  —  —  —  —  —  (138)
Net Gain on Disposal of Premises and Equipment (40) —  —  —  —  (40) (274)
Earn-out Payment Related to the Sale of EU (711) —  —  (49) (708) (759) (708)
Net Gain on Bank-Owned Life Insurance Claims —  —  —  —  —  —  (915)
Reduction in Force Expenses —  —  1,003  —  1,003  — 
Adjusted PPNR (Non-GAAP) (Numerator) $ 4,867  $ 4,991  $ 4,723  $ 3,319  $ 3,023  $ 17,900  $ 13,827 
Annualization Factor 3.97  3.97  4.01  4.06  3.98  1.00  1.00 
Average Assets (Denominator) $ 1,546,251  $ 1,501,827  $ 1,489,041  $ 1,467,695  $ 1,536,100  $ 1,501,582  $ 1,502,500 
Adjusted PPNR Return on Average Assets (Non-GAAP) 1.25  % 1.32  % 1.27  % 0.92  % 0.78  % 1.19  % 0.92  %
12


Three Months Ended Year Ended
12/31/25 9/30/25 6/30/25 3/31/25 12/31/24 12/31/25 12/31/24
(Dollars in thousands, except share and per share data) (Unaudited)
Net Income (Loss) (GAAP)
$ 4,742  $ (5,696) $ 3,949  $ 1,909  $ 2,529  $ 4,903  $ 12,594 
Adjustments
Net (Gain) Loss on Securities (14) 11,752  —  69  (3) 11,807  (51)
Gain on Sale of Subsidiary —  —  —  —  —  —  (138)
Net Gain on Disposal of Premises and Equipment (40) —  —  —  —  (40) (274)
Earn-out Payment Related to the Sale of EU (711) —  —  (49) (708) (759) (708)
Net Gain on Bank-Owned Life Insurance Claims —  —  —  —  —  —  (915)
Reduction in Force Expenses —  —  1,003  —  1,003  — 
Tax effect (178) (2,129) —  (215) 149  (2,522) 256 
Adjusted Net Income (Non-GAAP) $ 3,799  $ 3,927  $ 3,949  $ 2,717  $ 1,967  $ 14,392  $ 10,764 
Weighted-Average Diluted Common Shares and Common Stock Equivalents Outstanding 5,304,685  5,319,594  5,332,026  5,471,006  5,544,829  5,306,916  5,302,522 
Earnings (Loss) per Common Share - Diluted (GAAP) $ 0.89  $ (1.07) $ 0.74  $ 0.35  $ 0.46  $ 0.92  $ 2.38 
Adjusted Earnings per Common Share - Diluted (Non-GAAP) $ 0.72  $ 0.74  $ 0.74  $ 0.50  $ 0.35  $ 2.71  $ 2.03 
Net Income (Loss) (GAAP) (Numerator) $ 4,742  $ (5,696) $ 3,949  $ 1,909  $ 2,529  $ 4,903  $ 12,594 
Annualization Factor 3.97  3.97  4.01  4.06  3.98  1.00  1.00 
Average Assets (Denominator) 1,546,251  1,501,827  1,489,041  1,467,695  1,536,100  1,501,582  1,502,500 
Return on Average Assets (GAAP) 1.22  % (1.50) % 1.06  % 0.53  % 0.65  % 0.33  % 0.84  %
Adjusted Net Income (Non-GAAP) (Numerator) $ 3,799  $ 3,927  $ 3,949  $ 2,717  $ 1,967  $ 14,392  $ 10,764 
Annualization Factor 3.97  3.97  4.01  4.06  3.98  1.00  1.00 
Average Assets (Denominator) 1,546,251  1,501,827  1,489,041  1,467,695  1,536,100  1,501,582  1,502,500 
Adjusted Return on Average Assets (Non-GAAP) 0.97  % 1.04  % 1.06  % 0.75  % 0.51  % 0.96  % 0.72  %
Three Months Ended Year Ended
12/31/25 9/30/25 6/30/25 3/31/25 12/31/24 12/31/25 12/31/24
(Dollars in thousands) (Unaudited)
Net Income (Loss) (GAAP) (Numerator)
$ 4,742  $ (5,696) $ 3,949  $ 1,909  $ 2,529  $ 4,903  $ 12,594 
Annualization Factor 3.97  3.97  4.01  4.06  3.98  1.00  1.00 
Average Equity (GAAP) (Denominator) 155,003  149,121  147,139  147,763  147,873  149,775  143,622 
Return on Average Equity (GAAP) 12.14  % (15.15) % 10.76  % 5.24  % 6.80  % 3.27  % 8.77  %
Adjusted Net Income (Non-GAAP) (Numerator) $ 3,799  $ 3,927  $ 3,949  $ 2,717  $ 1,967  $ 14,392  $ 10,764 
Annualization Factor 3.97  3.97  4.01  4.06  3.98  1.00  1.00 
Average Equity (GAAP) (Denominator) 155,003  149,121  147,139  147,763  147,873  149,775  143,622 
Adjusted Return on Average Equity (Non-GAAP) 9.72  % 10.45  % 10.76  % 7.46  % 5.29  % 9.61  % 7.49  %
13



Three Months Ended Year Ended
12/31/25 9/30/25 6/30/25 3/31/25 12/31/24 12/31/25 12/31/24
(Dollars in thousands) (Unaudited)
Noninterest Expense (GAAP) (Numerator) $ 9,923  $ 9,183  $ 8,748  $ 9,802  $ 9,453  $ 37,656  $ 35,649 
Net Interest and Dividend Income (GAAP) $ 13,826  $ 13,099  $ 12,540  $ 11,311  $ 11,532  $ 50,775  $ 46,068 
Noninterest Income (Loss) (GAAP) 1,729  (10,677) 931  787  1,655  (7,230) 5,494 
Operating Revenue (GAAP) (Denominator) $ 15,555  $ 2,422  $ 13,471  $ 12,098  $ 13,187  $ 43,545  $ 51,562 
Efficiency Ratio (GAAP) 63.79  % 379.15  % 64.94  % 81.02  % 71.68  % 86.48  % 69.14  %
Noninterest Expense (GAAP) $ 9,923  $ 9,183  $ 8,748  $ 9,802  $ 9,453  $ 37,656  $ 35,649 
Adjustments:
Reduction in Force Expenses —  —  —  (1,003) —  (1,003) — 
Amortization of Intangible Assets —  —  —  —  (88) —  (958)
Adjusted Noninterest Expense (Non-GAAP) (Numerator) $ 9,923  $ 9,183  $ 8,748  $ 8,799  $ 9,365  $ 36,653  $ 34,691 
Net Interest and Dividend Income (GAAP) $ 13,826  $ 13,099  $ 12,540  $ 11,311  $ 11,532  $ 50,775  $ 46,068 
Noninterest Income (Loss) (GAAP) 1,729  (10,677) 931  787  1,655  (7,230) 5,494 
Adjustments:
Net (Gain) Loss on Securities (14) 11,752  —  69  (3) 11,807  (51)
Gain on Sale of Branches —  —  —  —  —  —  (138)
Net Gain on Disposal of Premises and Equipment (40) —  —  —  —  (40) (274)
Earn-out Payment Related to the Sale of EU (711) —  —  (49) (708) (759) (708)
Net Gain on Bank-Owned Life Insurance Claims —  —  —  —  —  —  (915)
Adjusted Noninterest Income (Non-GAAP) $ 964  $ 1,075  $ 931  $ 807  $ 944  $ 3,778  $ 3,408 
Adjusted Operating Revenue (Non-GAAP) (Denominator) $ 14,790  $ 14,174  $ 13,471  $ 12,118  $ 12,476  $ 54,553  $ 49,476 
Adjusted Efficiency Ratio (Non-GAAP) 67.09  % 64.79  % 64.94  % 72.61  % 75.06  % 67.19  % 70.12  %

14
EX-99.2 4 a20251231cbfvinvestorpre.htm EX-99.2 INVESTOR PRESENTATION a20251231cbfvinvestorpre




CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 2 Forward-Looking Statements and Non-GAAP Financial Measures Statements contained in this investor presentation that are not historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995 and such forward-looking statements are subject to significant risks and uncertainties. The Company intends such forward-looking statements to be covered by the safe harbor provisions contained in the Act. The Company’s ability to predict results or the actual effect of future plans or strategies is inherently uncertain.  Factors which could have a material adverse effect on the operations and future prospects of the Company and its subsidiaries include, but are not limited to, general and local economic conditions, changes in market interest rates, deposit flows, demand for loans, real estate values and competition, competitive products and pricing, the ability of our clients to make scheduled loan payments, loan delinquency rates and trends, our ability to manage the risks involved in our business, our ability to control costs and expenses, inflation, market and monetary fluctuations, changes in federal and state legislation and regulation applicable to our business, actions by our competitors, and other factors that may be disclosed in the Company’s periodic reports as filed with the Securities and Exchange Commission. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. The Company assumes no obligation to update any forward-looking statements except as may be required by applicable law or regulation. Explanation of Use of Non-GAAP Financial Measures In addition to financial measures presented in accordance with generally accepted accounting principles (“GAAP”), we use, and this investor presentation may contain or reference, certain non-GAAP financial measures. We believe these non-GAAP financial measures provide useful information in understanding our underlying results of operations or financial position and our business and performance trends as they facilitate comparisons with the performance of other companies in the financial services industry. Non-GAAP adjusted items impacting the Company's financial performance are identified to assist investors in providing a complete understanding of factors and trends affecting the Company’s business and in analyzing the Company’s operating results on the same basis as that applied by management. Although we believe that these non-GAAP financial measures enhance the understanding of our business and performance, they should not be considered an alternative to GAAP or considered to be more important than financial results determined in accordance with GAAP, nor are they necessarily comparable with similar non-GAAP measures which may be presented by other companies. Where non-GAAP financial measures are used, the comparable GAAP financial measure, as well as the reconciliation to the comparable GAAP financial measure, can be found within the referenced earnings release.


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 3 CB Financial Services, Inc. - Corporate Overview • Holding Company for Community Bank (Carmichaels, PA), serving the community since 1901 • Community Bank operates 12 full-service branch offices and two loan production offices in southwestern Pennsylvania and northern West Virginia • NASDAQ: CBFV Market Data CBFV Share Price $35.63 Shares Outstanding 5.0M Market Cap $178.5M Avg. 3 Mo. Daily Trading Volume 6,487 shares Insider Ownership 8.85% Institutional Ownership 45.61% Dividend Yield 2.92% Total Stockholders' Equity $157.5M Book Value per Common Share $31.28 Tangible Book Value per Common Share (1) $29.35 Price to Book Value 1.14x Price to Tangible Book Value (1) 1.21x ◦ All daily trading information/multiples as of January 23, 2026 ◦ All other financial information as of December 31, 2025 Washington Waynesburg Moundsville Canonsburg Uniontown Branches/ITM LPO Operations (1) Non GAAP financial measure.


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 4 Community Bank partners with individuals, businesses and communities to realize their dreams, protect their financial futures and improve their lives. Take Care of Each Other Always Do the Right Thing Be a Great Teammate Work Hard to Achieve Our Goals Give and Expect Mutual Respect Enjoy Life Everyday Be Positive Have a Sense of Urgency Client Experience First Our Mission Statement Our Core Values Our Cornerstone About Us


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 5 Creating Value for our Shareholders and Stakeholders • Sustainable Earnings Growth ▪ Improve core earnings by investing in talent and technology, implementing and rewarding a disciplined sales culture, innovating new products, providing best in class delivery, improving efficiency and developing digital delivery. • People, Culture & Innovation ▪ Ensure our organization culture, practices, values and structure enable us to attract, train and retain top talent. Embed innovation at our core to improve capacity, to scale and respond to changing market and industry conditions. • Client Experience ▪ Prioritize the Client Experience. Make it simple and easy. • Automate and Optimize Processes ▪ Optimize process and delivery channels through technology, including AI, to enhance our Client Experience, lower costs, mitigate risk and improve profitability. • Improve Efficiency ▪ Establish a board-approved enterprise risk management framework to drive high quality earnings within established risk tolerances. Strategic Initiatives


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 6 Strategic Focus Treasury Management & Commercial Banking Strategy Strategic Focus Objectives Results CB's footprint contains highly concentrated markets and there is opportunity to gain market share in Commercial Banking and Treasury Services. Build and develop a Treasury Management (TM) and Specialized Deposit Division that provides a first class client experience. In 2024, the Bank retained Jim Mele, a seasoned veteran with an established record of success, to build and develop a TM and Specialized Deposit Division. Initial phase completed in 2025 with the addition of three specialty deposit sales personnel and five treasury operations personnel. Targeted investments related to technology and systems to develop new products and processes, with a focus on ensuring a positive client experience. Leverage existing core system strengths and enhance with new TM products and processes with an exceptional client experience as the primary goal. During 2025, new technology was implemented and products were developed, including commercial online banking and ACH platforms, with enhanced capabilities for treasury and commercial clients. Treasury Services are the least commoditized deposits and servicing these accounts will generate growth in lower cost deposits and noninterest income. Enhance liquidity position with sticky, granular cost-effective deposits while also adding net fee income. With the staffing, products and technology implemented, the onboarding of treasury clients has begun and material deposit growth is expected to occur in 1Q26 and ongoing. Combined with the expansion of the Bank's Commercial Banking team, this two pronged strategy enhances the ability to improve net interest margin and net income. Be opportunistic in retaining talented Commercial Bankers to gain market share. The Bank is continuing to evaluate and hire additional Commercial Banking talent. Expenses related to these strategies are expected to be offset with additional cost savings and incremental revenue.


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 7 2026 Macro Outlook Item Comment Monetary Policy The Federal Reserve's rate cuts are uncertain to continue during 2026. Further rate cuts could impact pricing on deposits, borrowings and loans. Interest rate and liquidity management are primary components to managing impact. Inflation/Demand Inflation is expected to persist at current levels, with possible easing near year-end 2026. If inflationary pressures escalate, a potential economic slowdown may temper loan demand. Cost-control and pricing strategies are critical to remain competitive. Regulatory Environment Evolving regulations may impact operations and compliance costs. Risk management (cybersecurity and data privacy in particular) is on the forefront with continued shift to digital channels. Market Dynamics Competitive pressures, market conditions, stablecoin and deposit tokenization and AI- powered technology will require agile and innovative strategies to remain relevant while prioritizing client experience to build loyalty and differentiation. CB will need to remain vigilant and adaptable to navigate the uncertainties and complexities of the macroeconomic landscape in 2026 and beyond.


 
Q4 2025 Financial Highlights


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 9 Q4 2025 Highlights (Unaudited) Earnings (for the three months ended December 31, 2025 unless otherwise noted) • Core earnings. Core net income (non-GAAP) was $3.8 million, with diluted core earnings per share of $0.72. Core pre-provision net revenue (PPNR) (non-GAAP) was $4.9 million. • Margin. Net interest income was $13.8 million, an increase of 5.6% from Q3 2025. Net interest margin was 3.76%, up 12 bp from Q3 2025 as cost of funds decreased 8 bps and yield on interest-earning assets increased 7 bps. • Positive core returns. Adjusted return on average equity (non-GAAP) was 9.72% for Q4 2025, compared to 5.29% for Q4 2024. Balance Sheet & Asset Quality (as of December 31, 2025 unless otherwise noted) • Steady loan portfolio. Total loans ($1.15 billion) increased 1.7% from September 30, 2025 and 6.4% from December 31, 2024 due to commercial lending efforts. Excluding the reduction in the Bank's indirect auto loans, the portfolio grew 9.6% during the year. • Strong deposit base. Deposits ($1.34 billion) increased 0.4% from September 30, 2025 and 4.4% from December 31, 2024. Deposit growth for the year included $40.7 million of core (non-time) deposits and $15.6 million of time deposits. • High concentration of core deposits. Core deposits were 77% of total deposits at December 31, 2025. • Limited wholesale funding. Borrowings to total assets was 2.2% and brokered time deposits to total assets was 6.4% at December 31, 2025. • Strong credit quality. Nonperforming loans to total loans was 0.46% and nonperforming assets to total assets was 0.34% as of December 31, 2025. Annualized net charge-offs to average loans for the current quarter was 0.10%. Liquidity and Capital Strength (as of December 31, 2025 unless otherwise noted) • Significant available liquidity. Cash on deposit was $31.7 million and available borrowing capacity was $627.3 million. Available liquidity covers 248% of uninsured/non-collateralized deposits. • Low-risk deposit base. Insured/collateralized deposits account for 75.2% of total deposits. • Well-capitalized. The Bank's Tier 1 Leverage ratio was 10.15% at December 31, 2025, compared to 9.98% at December 31, 2024. • Increasing shareholder value. TBV per common share (non-GAAP) was $29.35 at December 31, 2025, compared to $27.17 at December 31, 2024. • Stock Repurchase Plan (SRP). Announced $5.0 million SRP in Q3 2025. Attractive way to return capital to shareholders.


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 10 Financial Highlights Change ($000s except per share) Q4 2025 Q3 2025 Q4 2024 Balance Sheet     Total Net Loans (Net of Allowance) $ 1,152,144 $ 18,904 $ 69,323 Total Deposits 1,339,805 5,385 56,288       Income Statement     Net Interest Income 13,826 727 2,294 Net Provision for Credit Losses 362 103 (321) Noninterest Income (excl Net Gain (Loss) on Investment Securities) 1,715 640 63 Gain on Sale of Securities 14 11,766 11 Noninterest Expense 9,923 740 470 Income Tax Expense 528 1,852 6 Net Income 4,742 10,438 2,213 Performance Ratios Earnings Per Share, Diluted $ 0.89 $ 1.96 $ 0.43 Net Interest Margin(1) 3.76 % 0.12 % 0.64 % ROAA(1) 1.22 % 2.72 % 0.57 % ROATCE(1)(2) 12.95 % 29.16 % 5.41 % NCOs/Average Loans(1) 0.10 % 0.13 % 0.05 % Tangible Book Value per Share(2) $ 29.35 $ 0.79 $ 2.53 Tangible Equity Ratio (TCE / TA)(2) 9.61 % 0.32 % 0.26 % Capital Ratios (Bank Only) Tier 1 Leverage 10.15 % 0.09 % 0.16 % Common Equity Tier 1 Capital 13.92 % (0.27) % (0.86) % Tier 1 Capital 13.92 % (0.27) % (0.86) % Total Risk-Based Capital 14.89 % (0.31) % (0.91) % Q4 2025 Results Overview (Unaudited) (1) Annualized (2) Non-GAAP Calculation in Press Release (3) Comparisons are to Q3 2025 unless otherwise noted Quarterly Highlights(3) Balance Sheet: • Loans increased $18.9 million as a result of commercial lending efforts, partially offset by discontinued indirect portfolio product offering. • Deposits increased $5.4 million due to an increase of $21.3 million in time deposits, partially offset by a $5.7 million decrease in core (non-time) deposits. • Tangible book value per share (non-GAAP) was $29.35. Earnings and Capital: • Q3 results included an $11.8 million pre-tax loss on the sale of securities due to the execution of a repositioning strategy. • Core net income was $3.8 million, while core PPNR was $4.9 million for Q4. • Net interest margin(1) was up 12 bp to 3.76% due to an increase in security yields related to the Q3 repositioning and a reduction in cost of funds. • Noninterest income for Q4 included a $711,000 earnout payment related to the 2023 sale of Exchange Underwriters. • Noninterest expense increased 8.1% due to higher salaries and data processing costs related to treasury personnel and products. • The Bank's Tier 1 Leverage ratio was 10.15%.


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 11 Financial Trends - Balance Sheet (Unaudited) Total Net LoansTotal Assets Total Deposits Total Stockholders' Equity in m ill io ns $1,482 $1,483 $1,518 $1,546 $1,548 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 $1,400 $1,450 $1,500 $1,550 $1,600 in m ill io ns $1,083 $1,079 $1,101 $1,133 $1,152 Net Loans Yield on Loans 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 $1,000 $1,025 $1,050 $1,075 $1,100 $1,125 $1,150 $1,175 5.30% 5.40% 5.50% 5.60% 5.70% 5.80% 5.90% 6.00% in m ill io ns $1,284 $1,281 $1,309 $1,334 $1,340 Total Deposits Cost of Interest Bearing Deposits 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 $1,150 $1,200 $1,250 $1,300 $1,350 $1,400 1.75% 2.00% 2.25% 2.50% 2.75% 3.00% 3.25% in m ill io ns $147 $148 $148 $152 $158 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 $130 $140 $150 $160


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 12 Financial Trends - Reported Earnings and Profitability (Unaudited) Net Income (Loss) / PPNR (non-GAAP) Earnings (Loss) Per Share (EPS) - Diluted in th ou sa nd s $2,529 $1,909 $3,949 $(5,696) $4,742 $3,734 $2,296 $4,723 $(6,761) $5,632 Net Income PPNR Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 $(8,000) $(6,000) $(4,000) $(2,000) $— $2,000 $4,000 $6,000 $0.46 $0.35 $0.74 $(1.07) $0.89 Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 $(1.50) $(1.00) $(0.50) $— $0.50 $1.00 Annualized Return on Average Equity (ROAE) 6.80% 5.24% 10.76% (15.15)% 12.14% Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 (16.00)% (8.00)% —% 8.00% 16.00% Annualized Return on Average Assets (ROAA) 0.65% 0.53% 1.06% (1.50)% 1.22% Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 (2.00)% (1.50)% (1.00)% (0.50)% —% 0.50% 1.00% 1.50%


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 13 Financial Trends - Core Earnings and Profitability (1) (Unaudited) Core Net Income / Core PPNR (non-GAAP) Core EPS - Diluted (non-GAAP) in th ou sa nd s $1,967 $2,717 $3,949 $3,927 $3,799 $3,023 $3,319 $4,723 $4,991 $4,867 Core Net Income Core PPNR Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 $1,000 $2,000 $3,000 $4,000 $5,000 $0.35 $0.50 $0.74 $0.74 $0.72 Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 $— $0.20 $0.40 $0.60 $0.80 Core Annualized ROAE (non-GAAP) 5.29% 7.46% 10.76% 10.45% 9.72% Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 —% 3.00% 6.00% 9.00% 12.00% Core Annualized ROAA (non-GAAP) 0.51% 0.75% 1.06% 1.04% 0.97% Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 —% 0.25% 0.50% 0.75% 1.00% 1.25% (1) Non-GAAP Calculation in Press Release


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 14 Financial Trends - Earnings and Profitability (Unaudited) Total Revenue (non-GAAP) Highlights - Revenue Core Efficiency Ratio (non-GAAP)(1) $11,532 $11,311 $12,540 $13,099 $13,826 $944 $807 $931 $1,075 $964 Net Interest Income Noninterest Income (adj.) Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 $7,500 $9,000 $10,500 $12,000 $13,500 $15,000 75.1% 72.6% 64.9% 64.8% 67.1% Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 50.0% 60.0% 70.0% 80.0%Net Interest Margin (NIM) (non-GAAP) (1) 5.27% 5.17% 5.31% 5.41% 5.48% 3.13% 3.28% 3.55% 3.67% 3.80% 2.29% 2.03% 1.89% 1.86% 1.78% Yield on Earning Assets Net Interest Margin (FTE) Cost of Funds Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 —% 2.00% 4.00% 6.00% Net Interest Income: • Q4 2024 - includes $313,000 of loan interest income related to the payoff of a loan previously on nonaccrual. Noninterest Income (adj.) (non-GAAP): • All periods exclude gains/losses on securities. • Q4 2024 - excludes a $708,000 earn-out payment from the sale of EU. • Q1 2025 - excludes a $49,000 earn-out payment from sale of EU. • Q4 2025 - excludes a $711,000 earn-out payment from the sale of EU and a $40,000 gain on the sale of bank assets. (1) Non-GAAP Calculation in Press Release $11,532 $11,311 $12,540 $13,099 $13,826$1,655 $787 $931 $(10,677) $1,729 Net Interest Income Noninterest Income Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 $(20,000) $(10,000) $— $10,000 $20,000


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 15 Monthly Earnings Trends (Unaudited) 3.41% 3.78% 5.44% 5.43% 2.74% 2.21% Net Interest Margin (FTE) Yield on Earning Assets Cost of Funds 12/31/2024 3/31/2025 6/30/2025 9/30/2025 12/31/2025 2.00% 3.00% 4.00% 5.00% 6.00% Net Interest Margin (NIM) (Non-GAAP) 12/31/2024 3/31/2025 6/30/2025 9/30/2025 12/31/2025 $— $500 $1,000 $1,500 $2,000 Pre-Tax Pre-Provision Income (Core) (Non-GAAP) 0.49% 0.96% 12/31/2024 3/31/2025 6/30/2025 9/30/2025 12/31/2025 0.25% 0.50% 0.75% 1.00% 1.25% Core Annualized ROAA (Non-GAAP) 12/31/2024 3/31/2025 6/30/2025 9/30/2025 12/31/2025 $3,250 $3,500 $3,750 $4,000 $4,250 $4,500 $4,750 $5,000 Net Interest Income (FTE) (Non-GAAP)


 
Deposit Composition / Characteristics


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 17 Deposit Mix and Cost (Unaudited) 21.8% 26.7% 15.6% 12.6% 23.3% Non-Interest Bearing Demand Interest Bearing Demand Money Market Accounts Savings Accounts Time Deposits Deposit Mix Average Cost of Interest-Bearing Deposits 2.79% 2.46% 2.28% 2.26% 2.18% Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 —% 1.00% 2.00% 3.00% Deposit Composition (in millions) 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 NIB Demand $ 267.9 $ 267.4 $ 278.7 $ 291.9 $ 291.7 IB Demand 316.8 341.2 353.4 366.0 357.1 Money Market 231.5 228.0 225.1 206.2 209.2 Savings Accounts 170.5 176.7 172.0 169.0 169.3 Organic Time Deposits 257.9 228.8 201.1 202.9 214.0 Brokered Time Deposits 39.0 39.0 79.0 98.5 98.5 Total Deposits $ 1,283.5 $ 1,281.1 $ 1,309.4 $ 1,334.4 $ 1,339.8 Highlights • Deposits increased $56.3 million, or 4.4%, from December 31, 2024. • Brokered time deposits were utilized to fund commercial loan growth and the purchase of floating rate CLO securities and mature within three months. • Mix shifting from organic time and money market to lower-cost demand deposits. • Offering short-term CDs at a cost favorable to alternative funding. • Average cost of interest-bearing deposits was 2.18% for Q4 2025, compared to 2.26% for Q3 2025 and 2.79% for Q4 2024. 2.23% 1.95% 2.01% 2.08% 2.00% 3.18% 3.04% 2.94% 2.63% 2.30% 0.10% 0.10% 0.10% 0.10% 0.11% 4.29% 3.95% 3.27% 3.12% 3.15% 4.81% 4.40% 4.37% 4.36% 4.12% Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 —% 0.50% 1.00% 1.50% 2.00% 2.50% 3.00% 3.50% 4.00% 4.50% 5.00% 5.50% Noninterest- Bearing Interest- Bearing Money Market Accounts Savings Accounts Time Deposits $— $100,000 $200,000 $300,000 $400,000 20.9% 20.9% 21.3% 21.9% 21.8% 24.7% 26.6% 27.0% 27.4% 26.7% 18.0% 17.8% 17.2% 15.5% 15.5% 13.3% 13.8% 13.1% 12.7% 12.6% 20.1% 17.9% 15.4% 15.2% 16.0% 3.0% 3.0% 6.0% 7.4% 7.4% Noninterest-Bearing Interest-Bearing Money Market Accounts Savings Accounts Organic Time Deposits Brokered Time Deposits 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 18 Secure Deposit Base (Unaudited) • In total, 75.2% of client deposits (non- brokered) are FDIC insured or collateralized with investment securities as of December 31, 2025, compared to 78.4% as of December 31, 2024. • Uninsured client deposits consist of business & retail deposits of 14.9% and 9.9% of total deposits, respectively. • At December 31, 2025, client deposits consisted of 56.8% retail, 28.2% business, and 15.0% public funds. • CB is focused on providing opportunities for uninsured depositors to move funds to alternate products, providing benefit to both clients and the Bank. FDIC Insured, 59.5% Collateralized, 15.7% Uninsured, 24.8% Source: Company information as of 12/31/2025 As of 12/31/2025


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 19 Strong Liquidity Position (Unaudited) $— 0.0% $36,224 21.5% $41,089 24.4% $67,575 40.2% $22,333 13.3% $909 0.5% Government Agency Municipal MBS's CMO's Corporate Debt Marketable Equity Cash $31.7 million Investments $107.3 million Fed Capacity $71.2 million FHLB Capacity $506.1 million Other Capacity $50.0 million Available Liquidity of $766.3 million Highlights Source: Company information as of 12/31/2025 • Cash & Cash Equivalents totaled $31.7 million, or 2.0% of total assets. • Investment Securities totaled $279.9 million, with $172.6 million utilized as collateral for public fund deposits. All securities are classified as available-for-sale and marked to market. • Total borrowings totaled $34.8 million, or 2.2% of total assets and included $20.0 million in FHLB borrowings and $14.8 million in subordinated debt. • The Bank has $627.3 million in available borrowing capacity (FED, FHLB, Other). • Available liquidity covers 248% of uninsured/ non-collateralized deposits.


 
Loan Portfolio Composition


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 21 Loan Portfolio Composition (Unaudited) Commercial & Industrial 13.9% Real Estate- Construction 3.9% Real Estate- Commercial 47.5% Real Estate- Residential 28.3% Consumer 3.7% Other 2.7% As of 12/31/2025 Loan Portfolio Detail dollars in millions 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 QoQ Change YoY Change Real Estate - Residential $ 338.0 $ 334.7 $ 329.3 $ 333.4 $ 329.2 (1.3) % (2.6) % Real Estate - Commercial 485.5 497.3 513.2 539.4 552.2 2.4 13.7 Real Estate - Construction 54.7 54.6 40.7 38.9 45.4 16.7 (17.0) Commercial & Industrial 112.0 107.4 138.2 143.9 161.1 12.0 43.8 Consumer 70.5 61.9 57.4 49.6 42.9 (13.5) (39.1) Other 31.9 32.6 32.0 38.2 31.5 (17.5) (1.3) Total Loans $ 1,092.6 $ 1,088.5 $ 1,110.8 $ 1,143.4 $ 1,162.3 1.7 % 6.4 % Highlights • Loans increased $69.6 million, or 6.4%, from December 31, 2024 due primarily from commercial lending. Excluding the indirect loans, loans increased $99.3 million, or 9.6%, from December 31, 2024. • Loan production for Q4 2025 totaled $204.6 million while loans paid off totaled $97.6 million. • CB continues to focus on disciplined pricing and credit quality standards. • CB remains committed to hiring and retaining experienced commercial bankers.


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 22 Commercial Loan Portfolio Detail (Unaudited) 24.9% 18.4% 17.8% 12.0% 4.9% 4.4% 2.8% 1.7% 1.6% 11.5% Retail Space Multifamily Warehouse Space Office Space Medical Facilities Manufacturing Hotels Oil & Gas Senior Housing Other C&I and CRE Loans by Industry Highlights Commercial Real Estate Loan Portfolio Details Total O/S Balance CRE Owner Occupied CRE Non-Owner Occupied O/S Balance Percent Avg Loan Size Avg LTV O/S Balance Percent Avg Loan Size Avg LTV Retail Space $ 137,748 $ 26,725 4.83 % $ 668 52.20 % $ 111,023 20.08 % $ 1,500 61.56 % Multifamily 101,591 — — — — 101,591 18.38 986 61.89 Warehouse Space 98,414 20,558 3.72 791 42.23 77,856 14.08 2,049 55.90 Office Space 66,169 9,000 1.63 429 72.60 57,168 10.34 1,243 57.26 Medical Facilities 26,775 8,672 1.57 667 74.45 18,103 3.27 1,207 55.74 Manufacturing 24,319 2,928 0.53 325 58.44 21,391 3.87 2,139 42.86 Hotels 15,438 1,993 0.36 1,993 74.73 13,445 2.43 1,921 58.94 Oil & Gas 9,355 4,616 0.84 659 65.96 4,740 0.86 1,580 57.94 Senior Housing 9,065 5,841 1.06 1,947 26.90 3,223 0.58 3,223 41.29 Other 63,306 37,669 6.83 477 53.02 25,638 4.74 884 59.26 Total $ 552,180 $ 118,002 21.37 % $ 593 53.74 % $ 434,178 78.63 % $ 1,332 58.49 % • CRE loans represent 47.5% of the total loan portfolio. • Limited exposure to office space. • 21.4% of CRE loans are owner occupied. • Non-Owner Occupied CRE loans have an average LTV of 58.5% based on appraised values at the time of origination, whereas Owner Occupied CRE's LTV is 53.7%. • Average Non-Owner Occupied CRE loan size is approximately $1.3 million, and Owner Occupied is approximately $593,000. • No loans are currently in deferral. • CRE loans are concentrated in the Pittsburgh metropolitan area.Source: Company information as of 12/31/2025


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 23 Consumer Loan Portfolio Detail (Unaudited) 88.5% 8.6% 2.9% 1-4 Family Indirect Auto Other Consumer 31.1% 15.5% 20.9% 20.6% 9.9% 2.0% < 50% 50% - 59% 60% - 69% 70% - 79% 80% - 89% > 90% 43.3% 36.3% 13.5% 6.2% 0.7% > 800 740-799 700-739 661-699 < 660 Consumer Lending Portfolio - $372.1M Residential Real Estate Loan to Values (LTV's) - $329.2MIndirect Auto Portfolio by Max FICO Score- $32.1M Highlights • Residential loans represent 28.3% of total loans. • 67.5% of residential loans have an LTV of less than 70%, based on appraised values at the time of origination. • Indirect auto loans represent 2.8% of total loans. • 79.7% of indirect auto loans are to borrowers with FICO scores greater than 740, at the time of underwriting. • The indirect auto lending program was discontinued in Q2 2023 to prioritize more profitable commercial lending products. Source: Company information as of 12/31/2025 Source: Company information as of 12/31/2025 Source: Company information as of 12/31/2025


 
Asset Quality, Capital Ratios and IRR


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 25 Asset Quality Trends (Unaudited) Net Charge-Offs (Recoveries) / Average Loans Allowance for Credit Losses / Total LoansNonperforming Assets / Total Assets $1,789 $2,369 $1,925 $2,340 $5,310 Nonperforming Assets NPA's / Assets 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 $— $2,000 $4,000 $6,000 0.10% 0.20% 0.30% 0.40% Allowance for Credit Losses / Nonperforming Assets Nonperforming Loans to Total Loans $1,789 $2,369 $1,767 $2,182 $5,310 Nonperforming Loans (000's) Nonperforming/Total Loans 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 $— $2,000 $4,000 $6,000 0.15% 0.20% 0.25% $157 $54 $(39) $(88) $295 Net Charge Offs (Recoveries) NCO's (Recoveries)/ Avg Loans Q4 2024 Q1 2025 Q2 2025 Q3 2025 Q4 2025 $(150) $(100) $(50) $— $50 $100 $150 $200 $250 $300 $350 (0.08)% (0.05)% (0.03)% —% 0.03% 0.05% 0.08% 0.10% 0.13% 0.15% 0.18% $9,805 $9,819 $9,722 $10,146 $10,116 Loan Loss Reserve ($000's) ALLL/ Total Loans 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 $— $4,000 $8,000 $12,000 0.86% 0.88% 0.90% 0.92% $1,789 $2,369 $1,925 $2,340 $5,310 Nonperforming Assets ALLL / Nonperforming Assets 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 $— $2,000 $4,000 $6,000 —% 200.00% 400.00% 600.00%


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 26 Capital Ratios (Bank Only) (Unaudited) Common Equity Tier 1 Capital (to Risk Weighted Assets) Tier 1 Capital to Risk Weighted Assets in th ou sa nd s 14.78% 14.94% 15.28% 14.19% 13.92% Common Equity Tier 1 Capital Adequately Capitalized Well Capitalized 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 4.00% 6.00% 8.00% 10.00% 12.00% 14.00% 16.00% 14.78% 14.94% 15.28% 14.19% 13.92% Tier 1 Capital Adequately Capitalized Well Capitalized 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 6.00% 8.00% 10.00% 12.00% 14.00% 16.00% Tier 1 Leverage (to Adjusted Total Assets) 9.98% 10.36% 10.49% 10.06% 10.15% Tier 1 Leverage Adequately Capitalized Well Capitalized 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 4.00% 6.00% 8.00% 10.00% 12.00% Total Capital (to Risk Weighted Assets) 15.79% 15.95% 16.29% 15.20% 14.89% Total Capital Adequately Capitalized Well Capitalized 12/31/24 3/31/25 6/30/25 9/30/25 12/31/25 8.00% 10.00% 12.00% 14.00% 16.00% 18.00%


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 27 Change in Rates (bp) (in th ou sa nd s) $(2,705) $(2,156) $(973) $— $892 $1,629 $2,326 -300 -200 -100 0 +100 +200 +300 $(4,000) $(2,000) $— $2,000 $4,000 Change in Rates (bp) (in th ou sa nd s) $14,905 $12,540 $7,660 $— $(9,669) $(20,329) $(31,554) -300 -200 -100 0 +100 +200 +300 $(40,000) $(30,000) $(20,000) $(10,000) $— $10,000 $20,000 Change in Net Interest Income (as of 12/31/2025) Change in Economic Value of Equity (as of 12/31/2025) Interest Rate Risk (Unaudited) Interest Rate Risk Details (as of 12/31/2025) EVE EVE as a Percent of Portfolio Value of Assets Net Interest Earnings at Risk Change in Interest Rates in Basis Points Dollar Amount Dollar Change Percent Change NPV Ratio Basis Point Change Dollar Amount Dollar Change Percent Change (Dollars in thousands) +300 $ 202,955 $ (31,554) (13.5) % 14.50 % (113) $ 59,563 $ 2,326 4.1 % +200 214,180 (20,329) (8.7) 14.95 (68) 58,866 1,629 2.8 +100 224,840 (9,669) (4.1) 15.34 (29) 58,129 892 1.6 Flat 234,509 — — 15.63 — 57,237 — — -100 242,169 7,660 3.3 15.79 16 56,264 (973) (1.7) -200 247,049 12,540 5.3 15.76 13 55,081 (2,156) (3.8) -300 249,414 14,905 6.4 15.58 (5) 54,532 (2,705) (4.7)


 
Conclusions


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 29 Market Presence with Brand Recognition Seasoned Executive Leadership Deploying Technology to Enhance Client Experience Investment Summary Serving Stable Southwestern PA & Ohio River Valley markets Proven experience through all economic cycles Continuing to invest with a tech- forward and people-centric approach Investing for Growth Adding new talent, tech upgrades and investing in process improvement Rewarding Shareholders Increased quarterly dividend 8% to $0.28 per share in Q1 2026


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 30 Delivering Value to Shareholders Our goal is to continue operating as a high-performing, independent community bank, generating positive returns and adding significant value for our shareholders. ◦ Committed to Improving Financial Performance ▪ Revenue Growth ▪ Consistent returns ◦ Dividend and Capital Reinvestment ▪ Regular and reliable dividend payouts ▪ Attractive dividend yield ▪ Capital reinvestment to produce higher returns ◦ Investing in Products and Strategies for Future Growth ▪ Specialty Treasury Payments & Services ▪ Commercial Banking ▪ Mortgage Banking ◦ Creating Franchise Value ◦ Supporting Local Communities (building value beyond financial returns)


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 31 ◦ Community bank model is highly-differentiated compared with large regional banks ◦ Intense focus on sales and service culture and quality product offerings which builds full relationships with our clients ◦ Utilize technology investments to enhance speed of process while improving client experience ◦ Enhance profitability and efficiency potential while continuing to invest for future growth ◦ Continue our track record of opportunistic growth in the robust Pittsburgh Metropolitan area and across our footprint ◦ Defend and grow our relatively low-cost deposit base which enables the bank to protect net interest margin ◦ Leverage our credit culture and strong loan underwriting as a foundation to uphold our asset quality metrics Be the Community Bank of choice across our footprint Concluding Thoughts


 
CB Financial Services, Inc. (Nasdaq: CBFV) January 2026 Page 32 Company Contact John H. Montgomery President and Chief Executive Officer Phone: (724) 223-8317 Investor Relations The IR Group Diane Fitzgibbons, President Phone: (206) 388-5789 Email: dianef@theIRgroup.com Bank Main Office: 100 N. Market Street Carmichaels, PA 15320 Corporate Center: 2111 North Franklin Drive, Suite 200 Washington, PA 15301 Contact Information


 
EX-99.3 5 a20260121cbfv-ex993newcfoa.htm EX-99.3 Document

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Amanda L. Engles Promoted to Executive Vice President and Chief Financial Officer of CB Financial Services, Inc.

WASHINGTON, PA., January 27, 2026 -- CB Financial Services, Inc. (“CB” or the “Company”) (NASDAQGM: CBFV), the holding company of Community Bank (the “Bank”), today announced that Amanda L. Engles has been promoted to Executive Vice President and Chief Financial Officer of the Company, effective January 21, 2026. Ms. Engles most recently served as Interim Chief Financial Officer of the Company and served as Senior Vice President and Chief Financial Officer of the Bank, positions she assumed in February 2025. She joined Community Bank in March 2023 as Senior Vice President – Director of Accounting.
“Amanda's deep expertise in finance and her performance in the CFO role over the past year have been outstanding. Her strategic vision and commitment to our organization make this promotion a natural progression, and we're confident in her ability to guide our financial future,” said John H. Montgomery, President and CEO.
Ms. Engles brings over 22 years of financial leadership from the banking sector. Prior to Community Bank, she served as Senior VP & Chief Financial Officer of Emclaire Financial Corp and The Farmers National Bank of Emlenton from 2017 to 2023. Her earlier tenure at The Farmers National Bank of Emlenton spanned from 2004 to 2017, where she held progressively senior roles including Vice President and Controller, Principal Accounting Officer, Treasurer, and Chief Financial Officer. She holds an MBA and a Bachelor of Science in Business Administration with a concentration in Accounting from Clarion University of Pennsylvania.
About CB Financial Services, Inc.
CB Financial Services, Inc. is the bank holding company for Community Bank, a Pennsylvania-chartered commercial bank. Community Bank operates its branch network in southwestern Pennsylvania and West Virginia. Community Bank offers a broad array of retail and commercial lending and deposit services.
For more information about CB Financial Services, Inc. and Community Bank, visit our website at www.cb.bank.
Statement About Forward-Looking Statements
Statements contained in this press release that are not historical facts may constitute forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995 and such forward-looking statements are subject to significant risks and uncertainties. The Company intends such forward-looking statements to be covered by the safe harbor provisions contained in the Act. The Company’s ability to predict results or the actual effect of future plans or strategies is inherently uncertain. Factors which could have a material adverse effect on the operations and future prospects of the Company and its subsidiaries include, but are not limited to, general and local economic conditions, changes in market interest rates, deposit flows, demand for loans, real estate values and competition, competitive products and pricing, the ability of our customers to make scheduled loan payments, loan delinquency rates and trends, our ability to manage the risks involved in our business, our ability to control costs and expenses, inflation, market and monetary fluctuations, changes in federal and state legislation and regulation applicable to our business, actions by our competitors, and other factors that may be disclosed in the Company’s periodic reports as filed with the Securities and Exchange Commission. These risks and uncertainties should be considered in evaluating forward-looking statements and undue reliance should not be placed on such statements. The Company assumes no obligation to update any forward-looking statements except as may be required by applicable law or regulation.
Company Contact:
John H. Montgomery
President and Chief Executive Officer
Phone: (724) 223-8317