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): July 1, 2020

 

 

Farmers National Banc Corp.

(Exact name of registrant as specified in its charter)

 

 

 

Ohio   001-35296   34-1371693

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

20 South Broad Street, P.O. Box 555, Canfield, Ohio   44406-0555
(Address of principal executive offices)   (Zip Code)

(330) 533-3341

(Registrant’s telephone number, including area code)

 

(Former name or former address, 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:

 

Title of each class

 

Trading Symbol

 

Name of each exchange on which registered

Common Stock, No Par Value   FMNB   The NASDAQ Stock Market

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).

Emerging growth company  ☐

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 standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 5.02

Departures of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(b) On July 1, 2020, Farmers National Banc Corp. (“Farmers” or the “Company” ) announced the following executive management changes: (i) Mark L. Graham, currently Executive Vice President of the Company and Chief Credit Officer of The Farmers National Bank of Canfield, the national banking subsidiary of Farmers (the “Bank”), will be appointed as Special Assets Analyst of the Bank effective August 1, 2020 and will retire from the Company and the Bank effective December 31, 2020; (ii) Mark R. Witmer, currently Senior Executive Vice President of the Company and Chief Banking Officer of the Bank, will be appointed as Chief Credit Officer of the Bank effective August 1, 2020; and (iii) Timothy Shaffer, currently Senior Vice President of the Company and Regional President of the Bank, will be appointed Chief Lending Officer of the Bank effective August 1, 2020.

 

Item 7.01

Regulation FD Disclosure.

On July 1, 2020, the Company issued a press release, a copy of which is attached hereto as Exhibit 99.1 hereto, announcing certain executive management changes as described in Item 5.02(b) of this Current Report on Form 8-K.

The press release letter is furnished herein, as part of this Item 7.01, as Exhibit 99.1. Pursuant to General Instruction B.2 of Current Report on Form 8-K, the information in this Item 7.01 and Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liability of that section. Furthermore, the information in this Item 7.01 and Exhibit 99.1 shall not be deemed to be incorporated by reference into the filings of the Company under the Securities Act, except as may be expressly set forth by specific reference in such filing.

 

Item 9.01

Financial Statements and Exhibits.

 

  (d)

Exhibits.

 

Exhibit
Number

  

Description

99.1    Press release, dated July 1, 2020


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.

 

Farmers National Banc Corp.

By:  

/s/ Kevin J. Helmick

Kevin J. Helmick
President and Chief Executive Officer

Date: July 1, 2020

EX-99.1

Exhibit 99.1

 

LOGO

FOR IMMEDIATE RELEASE

Contact:

Amber Wallace

Executive Vice President, Chief Retail/Marketing Officer

330-720-6441

awallace@farmersbankgroup.com

 

 

Farmers National Bank Executes Succession Plan for

Future Growth and Continuity

Canfield, Ohio, July 1, 2020 Leadership transitions within the experienced executive team at Farmers National Bank reflect the due diligence taken to assure strategic continuity and continued future growth opportunities.

“Farmers National Bank has been on a growth and success trajectory for the past several years,” states Kevin J. Helmick, President & CEO of Farmers. “Successfully managing succession is how good organizations maintain high performance. At Farmers, succession planning is a top priority that we conduct on an annual basis.”

Mark L. Graham, currently Executive Vice President and Chief Credit Officer of the Company, will be appointed a Special Assets Analyst effective August 1, 2020 and will retire from the Company effective December 31, 2020.

“Mark Graham has been with Farmers for over 42 years in a number of key leadership roles,” says Helmick. “He is admiringly known as ‘Mr. Farmers’ by the local business community. It is not possible for me to overstate the respect and honor with which he is held both within and outside our Bank. I am thrilled that Mark is going to stay onboard with Farmers to help us navigate through his transition to retirement. I envision calling upon him for counsel after his retirement for years to come.”

Mark R. Witmer, currently Senior Executive Vice President, Chief Banking Officer of the Company, will be appointed as Senior Executive Vice President, Chief Credit Officer of the Company effective August 1, 2020.

“Mark brings a full decade of experience with Farmers, and his 30 years in the financial industry include being the CEO of a very highly-regarded community bank. Mark has held the highest lending authority and credit decisioning in his Chief Banking Officer role at Farmers, and also is highly-esteemed by the business and investor communities,” says Helmick.

Another strategic action taken is the promotion of Timothy Shaffer, currently Senior Vice President of the Company and Regional President of The Farmers National Bank of Canfield (the national banking subsidiary of Farmers). Shaffer will be appointed Senior Vice President, Chief Lending Officer of the Company effective August 1, 2020.


“Tim Shaffer’s promotion is well-earned as he has led our East division commercial banking team to record growth and earnings each of the last eight years,” states Helmick. “He brings 36 years of experience in commercial banking to his new role and a reputation of integrity in the local business communities we serve.”

To learn more about Farmers National Bank, visit www.farmersbankgroup.com.

ABOUT FARMERS NATIONAL BANC CORP.

Founded in 1887, Farmers National Banc Corp. is a diversified financial services company headquartered in Canfield, Ohio, with $2.9 billion in banking assets. Farmers National Banc Corp.’s wholly-owned subsidiaries are comprised of The Farmers National Bank of Canfield, a full-service national bank engaged in commercial and retail banking with 41 banking locations in Mahoning, Trumbull, Columbiana, Stark, Wayne, Medina, Geauga and Cuyahoga Counties in Ohio and Beaver County in Pennsylvania; Farmers Trust Company, which operates four trust offices and offers services in the same geographic markets and Farmers National Insurance, LLC. Total wealth management assets under care at December 31, 2019 were $2.5 billion.

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