UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Title of each class Trading Symbol Name of each exchange on which registered Common Stock, No Par Value FMNB The NASDAQ Stock Market FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended March 31, 2020 Commission file number 001-35296 FARMERS NATIONAL BANC CORP. (Exact name of registrant as specified in its charter) OHIO 34-1371693 (State or other jurisdiction of ...

Part I [Business](index=3&type=section&id=Item%201.%20Business) Farmers National Banc Corp. operates as a financial holding company through its Bank and Trust segments, growing via acquisitions and subject to extensive federal and state financial regulations - The Company operates as a financial holding company through its primary subsidiaries, The Farmers National Bank of Canfield and Farmers Trust Company, reporting in **Bank and Trust segments**[9](index=9&type=chunk)[11](index=11&type=chunk) - Strategic acquisitions, including Monitor Bancorp in 2017 and Maple Leaf Financial in January 2020, have driven company growth[12](index=12&type=chunk)[13](index=13&type=chunk) - Extensive regulation by agencies like the **Federal Reserve Board, OCC, and FDIC** governs the company and its subsidiaries[23](index=23&type=chunk)[26](index=26&type=chunk)[27](index=27&type=chunk) - As a financial holding company, Farmers is subject to **Basel III capital requirements**, fully effective in 2019, and acts as a source of strength for subsidiaries[35](index=35&type=chunk)[41](index=41&type=chunk)[54](index=54&type=chunk) [Risk Factors](index=14&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks from real estate loan concentration, interest rate fluctuations, acquisition integration, operational vulnerabilities, and regulatory changes - The loan portfolio has a significant **61.6% concentration in real estate loans**, making it vulnerable to local market downturns[97](index=97&type=chunk) - Fluctuations in interest rates directly affect **net interest income**, a primary earnings driver[92](index=92&type=chunk) - Integrating acquired businesses like Maple Leaf and Monitor poses risks, potentially diverting management and failing to yield expected synergies[106](index=106&type=chunk)[107](index=107&type=chunk)[108](index=108&type=chunk) - Operational risks include potential **data breaches** of sensitive customer information, leading to reputational damage and financial loss[116](index=116&type=chunk)[118](index=118&type=chunk) - The **allowance for loan losses** is a critical estimate, and incorrect assumptions could lead to insufficient coverage for inherent portfolio losses[102](index=102&type=chunk) [Unresolved Staff Comments](index=22&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company reports no unresolved staff comments from the Securities and Exchange Commission - There are **no unresolved staff comments** from the Commission staff[137](index=137&type=chunk) [Properties](index=22&type=section&id=Item%202.%20Properties) The company operates from its main office in Canfield, Ohio, with numerous owned and leased bank and trust offices across Ohio and Pennsylvania - The Bank's main office is located at **20 and 30 S. Broad St., Canfield, Ohio**[138](index=138&type=chunk)[142](index=142&type=chunk) - The Bank owns most branch locations but leases several offices, including those in Colonial Plaza, Canton, Alliance, and East Liverpool[143](index=143&type=chunk) - Farmers Trust operates from five locations, with **two owned by the Bank** and **three leased from third parties**[144](index=144&type=chunk) [Legal Proceedings](index=24&type=section&id=Item%203.%20Legal%20Proceedings) The company is subject to various legal actions, with one pending legal settlement requiring accrual as of December 31, 2019 - The company has accrued for a **pending legal settlement** as of December 31, 2019, with other matters not expected to be material[145](index=145&type=chunk) [Mine Safety Disclosures](index=24&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[146](index=146&type=chunk) Part II [Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=25&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) FMNB common shares trade on Nasdaq, with quarterly stock prices and dividends reported, and a 2019 share repurchase program authorized for up to 1.5 million shares Quarterly Stock Price and Dividend Data (per share) | Quarter Ended | 2019 High | 2019 Low | 2019 Dividend | 2018 High | 2018 Low | 2018 Dividend | |:---|:---|:---|:---|:---|:---|:---| | March 31 | $14.98 | $11.57 | $0.09 | $15.90 | $12.80 | $0.07 | | June 30 | $15.00 | $13.44 | $0.09 | $16.75 | $13.56 | $0.07 | | Sept 30 | $15.13 | $13.25 | $0.10 | $16.90 | $14.95 | $0.08 | | Dec 31 | $16.50 | $14.02 | $0.10 | $15.48 | $11.56 | $0.08 | - On July 30, 2019, the Board authorized a new share repurchase program for up to **1.5 million shares** of common stock[151](index=151&type=chunk) - The company repurchased **201,169 shares** in 2019 under its program, with no repurchases in 2018 or 2017[151](index=151&type=chunk) [Selected Financial Data](index=26&type=section&id=Item%206.%20Selected%20Financial%20Data) This section summarizes five years of key financial data, highlighting 2019 net income of **$35.8 million**, total assets of **$2.45 billion**, and strong ROA and ROE Selected Financial Highlights (in thousands, except per share data) | Metric | 2019 | 2018 | 2017 | |:---|:---:|:---:|:---:| | **Net Income** | $35,760 | $32,569 | $22,711 | | **Diluted EPS** | $1.28 | $1.16 | $0.82 | | **Total Assets** | $2,449,158 | $2,328,864 | $2,159,069 | | **Net Loans** | $1,797,052 | $1,722,248 | $1,565,066 | | **Total Deposits** | $2,008,964 | $1,799,720 | $1,604,719 | | **Total Stockholders' Equity** | $299,309 | $262,320 | $242,074 | | **Return on Average Assets (ROA)** | 1.50% | 1.46% | 1.09% | | **Return on Average Equity (ROE)** | 12.56% | 13.13% | 9.92% | Reconciliation of Net Income to Adjusted Net Income (Non-GAAP, in thousands) | Description | 2019 | 2018 | 2017 | |:---|:---:|:---:|:---:| | Net income (GAAP) | $35,760 | $32,569 | $22,711 | | Acquisition related costs - tax equated | $167 | $(158) | $283 | | Deferred tax asset adjustment | $0 | $0 | $1,793 | | **Net income - adjusted (Non-GAAP)** | **$35,927** | **$32,411** | **$24,787** | [Management's Discussion and Analysis of Financial Condition and Results of Operations (MD&A)](index=30&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) MD&A highlights 2019 net income growth to **$35.8 million**, driven by increased net interest and noninterest income, improved credit quality, and strong capital levels Comparison of Operating Results (2019 vs. 2018) | Metric | 2019 ($M) | 2018 ($M) | Change | |:---|:---:|:---:|:---:| | Net Income | $35.8 | $32.6 | +9.8% | | Diluted EPS | $1.28 | $1.16 | +10.3% | | Return on Average Assets (ROA) | 1.50% | 1.46% | +4 bps | | Return on Average Equity (ROE) | 12.56% | 13.13% | -57 bps | | Net Interest Margin (Tax-Equiv.) | 3.82% | 3.87% | -5 bps | - Noninterest income increased by **$3.1 million (12.2%)** in 2019, driven by trust fees, investment commissions, and a **63.0% rise in net gains on loan sales**[181](index=181&type=chunk) - Noninterest expense increased by **$2.7 million (4.4%)**, primarily due to higher salaries and a **$0.51 million one-time litigation expense**[182](index=182&type=chunk) - Credit quality improved in 2019, with nonperforming loans to total loans decreasing to **0.35%** and the allowance for loan losses to non-performing loans ratio improving to **228.32%**[215](index=215&type=chunk)[221](index=221&type=chunk) - The company adopted the new **CECL accounting standard** on January 1, 2020, resulting in a one-time **$2.5 million (17%) increase** to the allowance for loan losses[216](index=216&type=chunk) [Quantitative and Qualitative Disclosure about Market Risk](index=46&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosure%20about%20Market%20Risk) The company's primary market risk is interest rate exposure, with simulations showing a **19.7% NPV of Equity decline** from a 100 bps rate decrease, exceeding policy limits Interest Rate Sensitivity Analysis (as of Dec 31, 2019) | Rate Change (bps) | % Change in Net Interest Income | % Change in NPV of Equity | Policy Guideline (NPV) | |:---|:---:|:---:|:---:| | +300 | +5.8% | +21.6% | -20% | | +200 | +4.0% | +19.0% | -15% | | +100 | +2.1% | +12.6% | -10% | | -100 | -4.4% | -19.7% | -10% | - A 100 basis point rate decrease simulation shows a **19.7% decline in Net Present Value of Equity**, exceeding the **10% internal policy guideline**[259](index=259&type=chunk) [Financial Statements and Supplementary Financial Data](index=47&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Financial%20Data) This section presents the audited consolidated financial statements for 2019, including the Balance Sheet, Income Statement, and accompanying notes on accounting policies and capital adequacy [Consolidated Financial Statements](index=51&type=section&id=Financial%20Statements) The consolidated financial statements show **total assets of $2.45 billion** and **net income of $35.8 million** for 2019, reflecting strong financial performance Consolidated Balance Sheet Highlights (in thousands) | Account | Dec 31, 2019 | Dec 31, 2018 | |:---|:---:|:---:| | Total Assets | $2,449,158 | $2,328,864 | | Net Loans | $1,797,052 | $1,722,248 | | Total Deposits | $2,008,964 | $1,799,720 | | Total Liabilities | $2,149,849 | $2,066,544 | | Total Stockholders' Equity | $299,309 | $262,320 | Consolidated Income Statement Highlights (in thousands) | Account | 2019 | 2018 | 2017 | |:---|:---:|:---:|:---:| | Net Interest Income | $82,378 | $78,501 | $73,646 | | Provision for loan losses | $2,450 | $3,000 | $3,350 | | Noninterest Income | $28,602 | $25,499 | $24,051 | | Noninterest Expense | $65,455 | $62,717 | $61,186 | | Net Income | $35,760 | $32,569 | $22,711 | [Notes to Consolidated Financial Statements](index=56&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) Notes detail accounting policy changes like **CECL adoption**, loan portfolio credit quality, **'well capitalized' regulatory status**, and segment performance, with the Bank segment as the primary profit driver - The company adopted a new lease accounting standard on January 1, 2019, capitalizing a **$3.6 million right-of-use asset** and corresponding lease liability[361](index=361&type=chunk) - The company will adopt the new **CECL credit loss standard** on January 1, 2020, expecting a **15% to 20% increase** in the allowance for loan losses[359](index=359&type=chunk) Regulatory Capital Ratios (as of Dec 31, 2019) | Ratio | Company Actual | Bank Actual | Required for Well Capitalized (Bank) | |:---|:---:|:---:|:---:| | Common equity tier 1 | 12.94% | 11.19% | 6.5% | | Tier 1 risk-based capital | 13.06% | 11.19% | 8.0% | | Total risk-based capital | 13.82% | 11.95% | 10.0% | | Tier 1 leverage | 10.69% | 9.06% | 5.0% | - The **Bank segment generated $34.4 million in net income** in 2019, significantly outperforming the **Trust segment's $2.3 million**[550](index=550&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=109&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company engaged CliftonLarsonAllen, LLP as its new independent auditor on January 30, 2019, replacing Crowe LLP, with no reported disagreements - The Company changed its independent registered public accounting firm from **Crowe LLP to CliftonLarsonAllen, LLP (CLA)** for the fiscal year ending December 31, 2019[563](index=563&type=chunk)[565](index=565&type=chunk) - There were **no disagreements** with former auditor Crowe LLP regarding accounting principles, financial statement disclosure, or auditing scope[566](index=566&type=chunk) [Controls and Procedures](index=109&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management, including the CEO and CFO, concluded that the company's disclosure controls and internal control over financial reporting were effective as of December 31, 2019 - Management, including the CEO and CFO, concluded the Company's **disclosure controls and procedures were effective** as of the period end[567](index=567&type=chunk) - No material changes occurred in internal controls over financial reporting during 2019[571](index=571&type=chunk) [Other Information](index=110&type=section&id=Item%209B.%20Other%20Information) No other information is reported for this item - None[572](index=572&type=chunk) Part III [Directors, Executive Officers and Corporate Governance](index=111&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) This section details the company's directors and executive officers, with director information incorporated by reference, and highlights the adopted Code of Business Conduct and Ethics - Information on directors, the audit committee, and nomination procedures is incorporated by reference from the **2020 definitive proxy statement**[575](index=575&type=chunk)[591](index=591&type=chunk)[592](index=592&type=chunk) - The report lists **ten executive officers**, including President and CEO Kevin J. Helmick and Senior Executive Vice President Carl D. Culp, with their business experience[576](index=576&type=chunk)[577](index=577&type=chunk)[579](index=579&type=chunk) - The Company has adopted a **Code of Business Conduct and Ethics** applicable to all employees and officers, available on its website[589](index=589&type=chunk) [Executive Compensation](index=113&type=section&id=Item%2011.%20Executive%20Compensation) All executive compensation information is incorporated by reference from the company's **2020 definitive proxy statement** - Required information is incorporated by reference from the **2020 Proxy Statement's** "Compensation Discussion and Analysis" and "Executive Compensation and Other Information" sections[593](index=593&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=113&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) All information on security ownership and related stockholder matters is incorporated by reference from the company's **2020 definitive proxy statement** - Required information is incorporated by reference from the **2020 Proxy Statement's** "Equity Compensation Plan Information" and "Beneficial Ownership of Management and Certain Beneficial Owners" sections[595](index=595&type=chunk)[596](index=596&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=113&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) All information on certain relationships, related transactions, and director independence is incorporated by reference from the company's **2020 definitive proxy statement** - Required information is incorporated by reference from the **2020 Proxy Statement's** "Certain Relationships and Related Transactions" and "The Board of Directors — Independence" sections[597](index=597&type=chunk)[598](index=598&type=chunk) [Principal Accountant Fees and Services](index=113&type=section&id=Item%2014.%20Principal%20Accountant%20Fees%20and%20Services) All information on principal accountant fees and services is incorporated by reference from the company's **2020 definitive proxy statement** - Required information is incorporated by reference from the **2020 Proxy Statement's** "Independent Registered Public Accounting Firm Fees" and "Pre-Approval of Fees" sections[599](index=599&type=chunk) Part IV [Exhibits, Financial Statement Schedules](index=114&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statement%20Schedules.) This section lists financial statements, schedules, and exhibits filed with the Form 10-K, including key agreements, compensation plans, and required certifications - The consolidated financial statements are included in **Item 8** of the report[602](index=602&type=chunk) - An index to all filed exhibits is provided, including key agreements, compensation plans, and required certifications[603](index=603&type=chunk)[608](index=608&type=chunk) [Form 10-K Summary](index=114&type=section&id=Item%2016.%20Form%2010-K%20Summary) No summary is provided for this item - None[605](index=605&type=chunk)

[PART I - FINANCIAL INFORMATION](index=2&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) [Financial Statements (Unaudited)](index=2&type=section&id=Item%201%20Financial%20Statements%20(Unaudited)) This section presents the unaudited consolidated financial statements of Farmers National Banc Corp. for the period ending September 30, 2019, detailing financial position, performance, and cash flows, along with significant accounting policies [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) The Consolidated Balance Sheet shows total assets grew to **$2.43 billion** as of September 30, 2019, from **$2.33 billion** at year-end 2018, primarily driven by an increase in net loans and deposits, while total stockholders' equity also increased to **$293.2 million** from **$262.3 million** over the same period Consolidated Balance Sheet Highlights (USD in thousands) | Account | September 30, 2019 | December 31, 2018 | | :--- | :--- | :--- | | **Total Assets** | **$2,433,210** | **$2,328,864** | | Net Loans | $1,769,864 | $1,722,248 | | Securities Available for Sale | $423,193 | $402,190 | | Total Deposits | $2,040,652 | $1,799,720 | | **Total Liabilities** | **$2,139,987** | **$2,066,544** | | **Total Stockholders' Equity** | **$293,223** | **$262,320** | [Consolidated Statements of Income](index=4&type=section&id=Consolidated%20Statements%20of%20Income) For the third quarter of 2019, net income was **$9.15 million**, an increase from **$8.08 million** in Q3 2018, while for the nine months ended September 30, 2019, net income rose to **$26.09 million** from **$23.88 million** year-over-year, supported by higher net interest income and a **14.9%** increase in noninterest income for the quarter Income Statement Summary (USD in thousands, except per share data) | Metric | Q3 2019 | Q3 2018 | 9 Months 2019 | 9 Months 2018 | | :--- | :--- | :--- | :--- | :--- | | Net Interest Income | $20,757 | $19,919 | $61,213 | $58,427 | | Provision for Loan Losses | $550 | $950 | $1,850 | $2,475 | | Total Noninterest Income | $7,441 | $6,478 | $20,955 | $18,794 | | Total Noninterest Expenses | $16,423 | $16,180 | $49,104 | $46,734 | | **Net Income** | **$9,154** | **$8,084** | **$26,085** | **$23,883** | | **EPS - Fully Diluted** | **$0.33** | **$0.29** | **$0.94** | **$0.85** | [Consolidated Statements of Comprehensive Income](index=5&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) Total comprehensive income for Q3 2019 was **$12.27 million**, a significant increase from **$4.21 million** in Q3 2018, driven by a positive swing in other comprehensive income, which recorded a **$3.12 million** gain (net of tax) from unrealized gains on securities, compared to a **$3.87 million** loss in the prior-year quarter Comprehensive Income Summary (USD in thousands) | Metric | Q3 2019 | Q3 2018 | 9 Months 2019 | 9 Months 2018 | | :--- | :--- | :--- | :--- | :--- | | Net Income | $9,154 | $8,084 | $26,085 | $23,883 | | Other Comprehensive Income (Loss), Net of Tax | $3,117 | $(3,872) | $15,024 | $(11,098) | | **Total Comprehensive Income** | **$12,271** | **$4,212** | **$41,109** | **$12,785** | [Consolidated Statement of Stockholders' Equity](index=6&type=section&id=Consolidated%20Statement%20of%20Stockholders'%20Equity) Stockholders' equity increased to **$293.2 million** at September 30, 2019, from **$248.8 million** a year prior, primarily due to **$26.1 million** in net income and a **$15.0 million** increase in other comprehensive income, partially offset by **$7.8 million** in dividends declared and **$2.8 million** in share repurchases during the first nine months of 2019 - Dividends declared for the nine months ended Sep 30, 2019 were **$0.28 per share**, compared to **$0.22 per share** for the same period in 2018[24](index=24&type=chunk) - The company repurchased **201,169 shares** for **$2.84 million** in the first nine months of 2019, with no repurchases in the same period of 2018[24](index=24&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) For the nine months ended September 30, 2019, cash and cash equivalents increased by **$27.7 million**, with net cash from operating activities at **$26.1 million**, investing activities using **$54.2 million** primarily for net loan originations, and financing activities providing **$55.8 million** driven by a **$240.9 million** net increase in deposits largely offset by a **$213.8 million** net decrease in short-term borrowings Cash Flow Summary (Nine Months Ended Sep 30, USD in thousands) | Activity | 2019 | 2018 | | :--- | :--- | :--- | | Net Cash from Operating Activities | $26,142 | $26,836 | | Net Cash from Investing Activities | $(54,207) | $(130,389) | | Net Cash from Financing Activities | $55,814 | $121,574 | | **Net Change in Cash and Cash Equivalents** | **$27,749** | **$18,021** | [Notes to Unaudited Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) The notes detail the company's accounting policies, recent and pending accounting standard adoptions, business combinations, and provide granular information on financial instruments, including disclosures on the pending merger with Maple Leaf Financial, the composition of securities and loan portfolios, allowance for loan losses, fair value measurements, and regulatory capital adequacy - On July 1, 2019, the Company merged its Retirement Consulting segment into the Trust segment for reporting purposes to increase efficiencies, reducing reportable segments from three to two (Bank and Trust)[31](index=31&type=chunk)[34](index=34&type=chunk) - The Company adopted ASU 2016-02 (Leases) on January 1, 2019, resulting in the capitalization of a **$3.6 million** right-to-use asset and a corresponding lease liability[43](index=43&type=chunk) - The Company is preparing to adopt ASU 2016-13 (CECL) on January 1, 2020, and estimates it will increase the allowance for loan losses by **10% to 20%**[42](index=42&type=chunk) - On August 30, 2019, the Company entered into an agreement to merge with Maple Leaf Financial, Inc., a transaction expected to close in Q1 2020, with Maple Leaf having total assets of **$277.8 million** as of June 30, 2019[48](index=48&type=chunk)[50](index=50&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=43&type=section&id=Item%202%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses the financial results for the third quarter and first nine months of 2019, highlighting strong performance with net income of **$9.2 million** for the quarter and **$26.1 million** for the nine-month period, driven by loan growth, a **14.9%** quarterly increase in noninterest income, and disciplined expense management, leading to an improved efficiency ratio, alongside robust asset quality and significant deposit growth Key Performance Ratios (annualized) | Metric | Q3 2019 (%) | Q3 2018 (%) | 9 Months 2019 (%) | 9 Months 2018 (%) | | :--- | :--- | :--- | :--- | :--- | | Return on Average Assets | 1.51 | 1.42 | 1.47 | 1.45 | | Return on Average Equity | 12.49 | 12.80 | 12.52 | 13.00 | | Net Interest Margin (tax-equivalent) | 3.79 | 3.86 | 3.81 | 3.90 | | Efficiency Ratio (tax-equivalent) | 55.90 | 58.70 | 57.32 | 58.00 | - Gross loans increased by **$48.3 million** since year-end 2018, an annualized growth rate of **3.7%**, driven by commercial, real estate, and agricultural lending[189](index=189&type=chunk)[224](index=224&type=chunk) - Noninterest income for Q3 2019 increased **14.9%** year-over-year, led by a **42%** increase in gains on sale of mortgage loans and a **20%** growth in insurance agency commissions[194](index=194&type=chunk)[211](index=211&type=chunk) - Asset quality remains strong, with nonperforming loans as a percentage of total loans decreasing to **0.38%** at Sep 30, 2019, from **0.55%** a year prior, and the allowance for loan losses to nonperforming loans increased to **211.31%**[227](index=227&type=chunk)[230](index=230&type=chunk) - Total deposits increased by **$240.9 million** in the first nine months of 2019, primarily due to growth in public funds and an **$87.0 million** increase in brokered time deposits[232](index=232&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=53&type=section&id=Item%203%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate risk, with simulation analysis showing the balance sheet is slightly asset-sensitive, projecting a sudden **+300 basis point** rate increase to increase Net Interest Income (NII) by **5.9%** and Net Present Value of Equity (NPVE) by **43.3%**, while a **-100 basis point** decrease is projected to reduce NII by **4.4%** and NPVE by **30.0%**, with the NPVE change in the **-100 bps** scenario exceeding internal policy limits Interest Rate Sensitivity Analysis (as of Sep 30, 2019, % Change) | Rate Shock (bps) | Change in Net Interest Income | Change in Net Present Value of Equity | | :--- | :--- | :--- | | +300 | +5.9 | +43.3 | | +200 | +4.1 | +35.5 | | +100 | +2.2 | +21.7 | | -100 | -4.4 | -30.0 | - The change in the net present value of equity exceeded the internal policy guideline in the **-100 basis point** shock scenario, attributed to the negative impact on the fair value of low-bearing core deposits, which cannot be fully repriced downwards[252](index=252&type=chunk) [Controls and Procedures](index=54&type=section&id=Item%204%20Controls%20and%20Procedures) The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of September 30, 2019, with no material changes to internal controls over financial reporting during the third quarter - The company's principal executive and financial officers have certified that disclosure controls and procedures are effective[253](index=253&type=chunk) [PART II - OTHER INFORMATION](index=54&type=section&id=PART%20II%20-%20OTHER%20INFORMATION) [Legal Proceedings](index=54&type=section&id=Item%201%20Legal%20Proceedings) The company is involved in ordinary course legal proceedings, accruing a **$505 thousand** charge in Q2 2019 for a pending settlement, which is expected to be fully recovered via insurance coverage - The Company accrued a charge of **$505 thousand** relating to a pending settlement of a legal contingency, which it expects to recover via insurance[178](index=178&type=chunk)[254](index=254&type=chunk) [Risk Factors](index=54&type=section&id=Item%201A%20Risk%20Factors) There have been no material changes to the company's risk factors from those disclosed in its Annual Report on Form 10-K for the fiscal year ended December 31, 2018 - No material changes to risk factors were reported since the last Annual Report on Form 10-K[255](index=255&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=55&type=section&id=Item%202%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) On July 30, 2019, the Board of Directors authorized a new share repurchase program for up to **1,500,000 shares**, superseding a prior program, under which the company purchased **100,697 shares** at an average price of **$14.44 per share** during the third quarter of 2019 before it was superseded, with no shares purchased under the new program during the quarter - A new share repurchase program for up to **1,500,000 shares** was authorized on July 30, 2019[257](index=257&type=chunk) Share Repurchase Activity (Q3 2019) | Period | Total Shares Purchased | Average Price Paid per Share (USD) | | :--- | :--- | :--- | | July 1-30 | 100,697 | $14.44 | | August 1-31 | 0 | $0 | | September 1-30 | 0 | $0 | [Defaults Upon Senior Securities](index=55&type=section&id=Item%203%20Defaults%20Upon%20Senior%20Securities) Not applicable [Mine Safety Disclosures](index=55&type=section&id=Item%204%20Mine%20Safety%20Disclosures) Not applicable [Other Information](index=55&type=section&id=Item%205%20Other%20Information) Not applicable [Exhibits](index=56&type=section&id=Item%206%20Exhibits) This section lists the exhibits filed with the report, including the Agreement and Plan of Merger with Maple Leaf Financial, the company's Articles of Incorporation, CEO/CFO certifications, and iXBRL formatted financial statements - Exhibits filed include the merger agreement with Maple Leaf Financial, Inc., corporate governance documents, and required officer certifications[263](index=263&type=chunk)

[PART I - FINANCIAL INFORMATION](index=2&type=section&id=PART%20I%20-%20FINANCIAL%20INFORMATION) [Item 1 Financial Statements (Unaudited)](index=2&type=section&id=Item%201%20Financial%20Statements%20%28Unaudited%29) Unaudited consolidated financial statements, including balance sheets, income statements, and cash flows, are presented with detailed notes [Consolidated Balance Sheets](index=3&type=section&id=Consolidated%20Balance%20Sheets) This section provides a snapshot of the Company's financial position, detailing assets, liabilities, and stockholders' equity Consolidated Balance Sheet Highlights (In Thousands of Dollars) | Metric | June 30, 2019 | December 31, 2018 | | :---------------------- | :------------ | :---------------- | | Total Assets | $2,405,949 | $2,328,864 | | Total Liabilities | $2,121,124 | $2,066,544 | | Total Stockholders' Equity | $284,825 | $262,320 | | Net Loans | $1,766,282 | $1,722,248 | | Total Deposits | $2,000,635 | $1,799,720 | | Short-term Borrowings | $91,312 | $244,759 | - Total assets increased by **$77.085 million** from December 31, 2018, to June 30, 2019, reflecting growth in net loans and securities available for sale[8](index=8&type=chunk) - Total deposits saw a significant increase of **$200.915 million**, while short-term borrowings decreased substantially by **$153.447 million**[8](index=8&type=chunk) [Consolidated Statements of Income](index=4&type=section&id=Consolidated%20Statements%20of%20Income) This section details the Company's revenues, expenses, and net income over specific periods Consolidated Statements of Income Highlights (In Thousands except Per Share Data) | Metric (Unaudited) | 3 Months Ended June 30, 2019 | 3 Months Ended June 30, 2018 | 6 Months Ended June 30, 2019 | 6 Months Ended June 30, 2018 | | :----------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Total Interest and Dividend Income | $25,529 | $22,474 | $50,208 | $43,756 | | Total Interest Expense | $5,038 | $2,912 | $9,752 | $5,248 | | Net Interest Income | $20,491 | $19,562 | $40,456 | $38,508 | | Provision for Loan Losses | $750 | $750 | $1,300 | $1,525 | | Total Noninterest Income | $6,994 | $6,306 | $13,514 | $12,316 | | Total Noninterest Expenses | $16,704 | $15,458 | $32,681 | $30,554 | | Net Income | $8,543 | $8,073 | $16,931 | $15,799 | | Earnings Per Share - basic | $0.31 | $0.29 | $0.61 | $0.57 | | Earnings Per Share - fully diluted | $0.31 | $0.29 | $0.61 | $0.57 | - Net income for the three months ended June 30, 2019, increased by **$470 thousand (5.8%)** year-over-year, driven by higher net interest income and noninterest income, despite increased interest and noninterest expenses[13](index=13&type=chunk) - For the six months ended June 30, 2019, net income rose by **$1.132 million (7.2%)** compared to the same period in 2018[13](index=13&type=chunk) [Consolidated Statements of Comprehensive Income](index=5&type=section&id=Consolidated%20Statements%20of%20Comprehensive%20Income) This section presents the Company's net income and other comprehensive income components, such as unrealized gains or losses on securities Consolidated Statements of Comprehensive Income Highlights (In Thousands) | Metric (Unaudited) | 3 Months Ended June 30, 2019 | 3 Months Ended June 30, 2018 | 6 Months Ended June 30, 2019 | 6 Months Ended June 30, 2018 | | :----------------------------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Net Income | $8,543 | $8,073 | $16,931 | $15,799 | | Other comprehensive income (loss), net of tax | $7,282 | $(204) | $11,907 | $(7,226) | | Total Comprehensive Income | $15,825 | $7,869 | $28,838 | $8,573 | - Total comprehensive income significantly increased for both the three and six months ended June 30, 2019, primarily due to substantial net unrealized holding gains on available-for-sale securities, net of tax[15](index=15&type=chunk) [Consolidated Statement of Stockholders' Equity](index=6&type=section&id=Consolidated%20Statement%20of%20Stockholders%27%20Equity) This section outlines changes in the Company's equity, including common stock, retained earnings, and other comprehensive income Stockholders' Equity Highlights (In Thousands of Dollars) | Metric (Unaudited) | June 30, 2019 | June 30, 2018 | | :----------------------------------------------------- | :------------ | :------------ | | Common Stock (Ending balance) | $185,687 | $186,931 | | Retained Earnings (Ending balance) | $95,557 | $71,305 | | Accumulated Other Comprehensive Income (Loss) (Ending balance) | $7,877 | $(6,799) | | Treasury Stock, at cost (Ending balance) | $(4,296) | $(3,927) | | Total Stockholders' Equity | $284,825 | $247,510 | - Total stockholders' equity increased by **$37.315 million** year-over-year, largely driven by an increase in retained earnings and a positive shift in accumulated other comprehensive income from a loss to a gain[18](index=18&type=chunk)[19](index=19&type=chunk) - Dividends declared for the six months ended June 30, 2019, were **$5.004 million ($0.18 per share)**, an increase from **$3.871 million ($0.14 per share)** in the prior year[19](index=19&type=chunk) [Consolidated Statements of Cash Flows](index=8&type=section&id=Consolidated%20Statements%20of%20Cash%20Flows) This section presents the Company's cash inflows and outflows from operating, investing, and financing activities Consolidated Statements of Cash Flows Highlights (In Thousands of Dollars) | Cash Flow Activity (Unaudited) | 6 Months Ended June 30, 2019 | 6 Months Ended June 30, 2018 | | :----------------------------- | :--------------------------- | :--------------------------- | | Net Cash From Operating Activities | $14,600 | $16,006 | | Net Cash From Investing Activities | $(49,204) | $(64,726) | | Net Cash From Financing Activities | $40,685 | $67,729 | | Net Change in Cash and Cash Equivalents | $6,081 | $19,009 | | Ending Cash and Cash Equivalents | $64,007 | $76,623 | - Net cash used in investing activities decreased by **$15.522 million**, primarily due to lower net loan originations and payments[23](index=23&type=chunk) - Net cash from financing activities decreased by **$27.044 million**, mainly driven by a significant net change in deposits offset by a decrease in short-term borrowings[23](index=23&type=chunk) [Notes to Unaudited Consolidated Financial Statements](index=9&type=section&id=Notes%20to%20Unaudited%20Consolidated%20Financial%20Statements) Detailed explanations of accounting policies, new standards, and specific financial instrument details are provided [Principles of Consolidation, Basis of Presentation, Estimates, Segments, Equity, and Comprehensive Income](index=9&type=section&id=Principles%20of%20Consolidation%2C%20Basis%20of%20Presentation%2C%20Estimates%2C%20Segments%2C%20Equity%2C%20and%20Comprehensive%20Income) The Company operates as a Financial Holding Company, consolidating its banking and subsidiary operations, with financial statements prepared under Form 10-Q and managed across three segments - Farmers National Banc Corp. operates as a Financial Holding Company, consolidating its nationally chartered subsidiary, The Farmers National Bank of Canfield, and other subsidiaries[25](index=25&type=chunk) - The Company's operations are managed and reported across three primary business segments: the Bank segment, the Trust segment, and the Retirement Consulting segment[28](index=28&type=chunk) - As of June 30, 2019, the Company had **27,767,683 shares outstanding**, following an increase in authorized shares to **50,000,000** in April 2018[29](index=29&type=chunk) [New Accounting Standards](index=9&type=section&id=New%20Accounting%20Standards) This section outlines the adoption of new accounting standards and their impact on the Company's financial statements - ASU 2018-07 (Compensation-Stock Compensation) and ASU 2017-12 (Derivatives and Hedging) were adopted effective January 1, 2019, with no significant impact on the consolidated financial statements[31](index=31&type=chunk)[33](index=33&type=chunk) - ASU 2016-02 (Leases) was adopted on January 1, 2019, requiring the capitalization of **$3.4 million** on the balance sheet as a right-to-use asset and a related liability, with no income statement effect[37](index=37&type=chunk) - ASU 2016-13 (Financial Instruments-Credit Losses), which requires measuring all expected credit losses, will be adopted on January 1, 2020, and management has not yet determined its full impact[36](index=36&type=chunk) [Securities](index=11&type=section&id=Securities) This section details the Company's investment securities portfolio, including fair value, unrealized gains and losses, and sales proceeds Available-for-Sale Investment Securities (In Thousands of Dollars) | Metric | June 30, 2019 | December 31, 2018 | | :----------------------------------- | :------------ | :---------------- | | Amortized Cost | $414,281 | $407,276 | | Gross Unrealized Gains | $10,859 | $2,231 | | Gross Unrealized Losses | $(888) | $(7,317) | | Fair Value | $424,252 | $402,190 | - Proceeds from the sale of portfolio securities were **$10.3 million** for the six months ended June 30, 2019, realizing gross gains of **$24 thousand** and gross losses of **$57 thousand**[46](index=46&type=chunk) - Unrealized losses on debt securities decreased from **$10.5 million** at June 30, 2018, to **$888 thousand** at June 30, 2019, and were deemed temporary, mainly due to changes in interest rates[52](index=52&type=chunk) [Loans](index=15&type=section&id=Loans) This section provides an overview of the Company's loan portfolio, including balances, allowance for loan losses, and credit quality indicators Loan Balances (In Thousands of Dollars) | Loan Type | June 30, 2019 | December 31, 2018 | | :------------------------- | :------------ | :---------------- | | Total Originated Loans | $1,554,205 | $1,482,297 | | Total Acquired Loans | $223,394 | $250,540 | | Net Loans | $1,766,282 | $1,722,248 | Allowance for Loan Losses Activity (In Thousands of Dollars) | Metric (6 Months Ended) | June 30, 2019 | June 30, 2018 | | :------------------------- | :------------ | :------------ | | Beginning Balance | $13,592 | $12,315 | | Provision for Loan Losses | $1,300 | $1,525 | | Loans Charged Off | $(1,154) | $(1,559) | | Recoveries | $484 | $483 | | Total Ending Allowance Balance | $14,222 | $12,764 | - Troubled debt restructurings totaled **$5.1 million** at June 30, 2019, with **$67 thousand** in specific reserves allocated[79](index=79&type=chunk) - The Company categorizes loans into risk categories (Special Mention, Substandard, Doubtful, Pass) based on borrower's ability to service debt and collateral pledged[90](index=90&type=chunk)[92](index=92&type=chunk)[93](index=93&type=chunk) [Revenue from Contracts with Customers](index=30&type=section&id=Revenue%20from%20Contracts%20with%20Customers) This section details the Company's noninterest income streams recognized under ASC 606, categorized by business segment Total Noninterest Income by Segment (In Thousands of Dollars) | Segment / Period | 3 Months Ended June 30, 2019 | 3 Months Ended June 30, 2018 | 6 Months Ended June 30, 2019 | 6 Months Ended June 30, 2018 | | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Trust Segment | $1,821 | $1,740 | $3,679 | $3,547 | | Bank Segment | $4,723 | $4,101 | $9,027 | $7,925 | | Retirement Consulting Segment | $450 | $465 | $808 | $844 | | Total Noninterest Income | $6,994 | $6,306 | $13,514 | $12,316 | - Service charges on deposit accounts, debit card interchange fees, trust fees, insurance agency commissions, retirement plan consulting fees, and investment commissions are recognized as noninterest income[104](index=104&type=chunk)[105](index=105&type=chunk)[106](index=106&type=chunk)[107](index=107&type=chunk)[111](index=111&type=chunk)[112](index=112&type=chunk) - The adoption of ASC 606 on January 1, 2018, did not result in a change to the accounting for any in-scope revenue streams, and no cumulative effect adjustment was recorded[40](index=40&type=chunk) [Fair Value](index=32&type=section&id=Fair%20Value) This section explains the Company's fair value measurements for financial instruments, categorized by a three-level hierarchy based on input observability - Fair value is defined as the exit price in an orderly transaction between market participants, categorized into Level 1 (quoted prices in active markets), Level 2 (significant other observable inputs), and Level 3 (significant unobservable inputs)[114](index=114&type=chunk) Assets Measured at Fair Value on a Recurring Basis (June 30, 2019, In Thousands of Dollars) | Asset Type | Carrying Value | Level 1 | Level 2 | Level 3 | | :--------------------------------------- | :------------- | :------ | :-------- | :------ | | Investment securities available-for-sale | $424,252 | $0 | $424,246 | $6 | | Equity securities at fair value | $559 | $559 | $0 | $0 | | Loan yield maintenance provisions | $1,805 | $0 | $1,805 | $0 | - Impaired loans and other real estate owned are generally measured at fair value on a non-recurring basis, with valuations often based on real estate appraisals and classified as Level 3 due to significant unobservable adjustments[119](index=119&type=chunk)[120](index=120&type=chunk)[129](index=129&type=chunk) [Goodwill and Intangible Assets](index=37&type=section&id=Goodwill%20and%20Intangible%20Assets) This section details the Company's goodwill and acquired intangible assets, including their balances and amortization expense - Goodwill associated with past acquisitions, including Monitor in August 2017, totaled **$38.2 million** at June 30, 2019, and December 31, 2018[139](index=139&type=chunk) Acquired Intangible Assets (In Thousands of Dollars) | Intangible Asset | June 30, 2019 Net | December 31, 2018 Net | | :--------------------------- | :---------------- | :-------------------- | | Customer relationship intangibles | $1,501 | $1,729 | | Non-compete contracts | $48 | $50 | | Trade name | $267 | $291 | | Core deposit intangible | $3,281 | $3,681 | | Total | $5,097 | $5,751 | - Aggregate amortization expense for acquired intangible assets was **$327 thousand** for the three months and **$654 thousand** for the six months ended June 30, 2019[140](index=140&type=chunk) [Leases](index=37&type=section&id=Leases) This section outlines the Company's operating lease obligations, including right-of-use assets, lease liabilities, and related financial metrics - As of June 30, 2019, the right-of-use asset and lease liability for operating leases were both **$3.4 million**[143](index=143&type=chunk) - Lease payments made for the six months ended June 30, 2019, totaled **$292 thousand**[145](index=145&type=chunk) - The weighted-average remaining lease term for all leases was **6.9 years**, and the weighted-average discount rate was **3.4%** as of June 30, 2019[145](index=145&type=chunk) [Interest-Rate Swaps](index=39&type=section&id=Interest-Rate%20Swaps) This section describes the Company's use of interest-rate swaps for asset/liability management and their fair value measurement - Interest-rate swaps are used for asset/liability management to protect fixed-rate commercial real estate loans from interest rate changes, not for trading purposes[148](index=148&type=chunk)[149](index=149&type=chunk) Interest-Rate Swaps Summary (In Thousands) | Metric | June 30, 2019 | December 31, 2018 | | :----------------------------------------- | :------------ | :---------------- | | Notional amounts | $43,357 | $35,996 | | Weighted average pay rate on interest-rate swaps | 4.50% | 4.53% | | Weighted average receive rate on interest-rate swaps | 4.62% | 4.78% | | Fair value of interest-rate swaps | $(1,805) | $(767) | | Fair value of loan yield maintenance provisions | $1,805 | $767 | - Both interest-rate swaps and embedded yield maintenance provisions are carried at fair value, with changes reported in current period earnings, and no net gains or losses were recognized for the three and six months ended June 30, 2019 and 2018[149](index=149&type=chunk)[150](index=150&type=chunk) [Earnings Per Share](index=40&type=section&id=Earnings%20Per%20Share) This section presents the Company's basic and diluted earnings per share for the reported periods Earnings Per Share (EPS) (Unaudited) | Metric (Per Share Data) | 3 Months Ended June 30, 2019 | 3 Months Ended June 30, 2018 | 6 Months Ended June 30, 2019 | 6 Months Ended June 30, 2018 | | :---------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Basic EPS | $0.31 | $0.29 | $0.61 | $0.57 | | Diluted EPS | $0.31 | $0.29 | $0.61 | $0.57 | - Weighted average shares outstanding for diluted EPS were **27,931,200** for the three months and **27,950,331** for the six months ended June 30, 2019[152](index=152&type=chunk) [Stock Based Compensation](index=40&type=section&id=Stock%20Based%20Compensation) This section details the Company's equity incentive plan, including share awards granted and recognized compensation expense - The 2017 Equity Incentive Plan permits the award of up to **800,000 shares** to directors and employees[153](index=153&type=chunk) - For the six months ended June 30, 2019, **34,413 service-time based** and **67,651 performance-based** share awards were granted[153](index=153&type=chunk) - Stock compensation expense recognized was **$664 thousand** for the six months ended June 30, 2019, with **$2.2 million** of total unrecognized compensation expense remaining[154](index=154&type=chunk) [Other Comprehensive Income (Loss)](index=41&type=section&id=Other%20Comprehensive%20Income%20%28Loss%29) This section highlights the components of other comprehensive income, primarily driven by changes in the fair value of available-for-sale securities Net Other Comprehensive Income (Loss) (In Thousands of Dollars) | Metric | 3 Months Ended June 30, 2019 | 3 Months Ended June 30, 2018 | 6 Months Ended June 30, 2019 | 6 Months Ended June 30, 2018 | | :----------------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Unrealized holding gains (losses) on AFS securities (Pre-tax) | $9,203 | $(242) | $15,024 | $(9,128) | | Net other comprehensive income (loss) (After-Tax) | $7,282 | $(204) | $11,907 | $(7,226) | - The positive change in the fair value of securities was the primary reason for the increase in other comprehensive income for both the three and six month periods ended June 30, 2019[213](index=213&type=chunk)[215](index=215&type=chunk) [Regulatory Capital Matters](index=41&type=section&id=Regulatory%20Capital%20Matters) This section details the Company's compliance with Basel III capital requirements and its "well capitalized" status - Basel III capital requirements, including a **2.5% capital conservation buffer**, were fully implemented on January 1, 2019[162](index=162&type=chunk)[165](index=165&type=chunk) Regulatory Capital Ratios (June 30, 2019) | Capital Ratio (Consolidated) | Actual Ratio | Requirement for Adequacy | Well Capitalized Requirement | | :--------------------------- | :----------- | :----------------------- | :--------------------------- | | Common equity tier 1 capital ratio | 12.47% | 4.5% | N/A | | Total risk based capital ratio | 13.34% | 8.0% | N/A | | Tier I risk based capital ratio | 12.59% | 6.0% | N/A | | Tier I leverage ratio | 10.27% | 4.0% | N/A | - The Bank was categorized as 'well capitalized' under the regulatory framework for prompt corrective action at both June 30, 2019, and December 31, 2018[167](index=167&type=chunk) [Segment Information](index=43&type=section&id=Segment%20Information) This section provides financial performance data for the Company's Trust, Bank, and Retirement Consulting segments, and notes a corporate reorganization - The Company's reportable segments are Banking, Trust, and Retirement Consulting, distinguished by products and services offered and information provided to decision-makers[170](index=170&type=chunk) Segment Net Income (6 Months Ended June 30, 2019, In Thousands of Dollars) | Segment | Net Income | | :-------------------------- | :--------- | | Trust Segment | $968 | | Bank Segment | $16,248 | | Retirement Consulting Segment | $75 | | Eliminations and Others | $(360) | | Consolidated Totals | $16,931 | - Effective July 1, 2019, Trust acquired NAI through a corporate reorganization, combining them into a single reporting unit to enhance efficiencies[172](index=172&type=chunk) [Subsequent Event and Contingencies](index=44&type=section&id=Subsequent%20Event%20and%20Contingencies) This section discusses a corporate reorganization and a pending legal settlement, including an accrued charge and expected insurance recovery - On July 1, 2019, Trust acquired all shares of NAI from the Company through a corporate reorganization, combining the entities into one reporting unit for internal and external reports[172](index=172&type=chunk) - The Company accrued a **$505 thousand** charge during the fiscal quarter ended June 30, 2019, related to a pending legal settlement, with an expectation of insurance recovery[173](index=173&type=chunk) [Short-term Borrowings](index=45&type=section&id=Short-term%20Borrowings) This section details the Company's short-term borrowing activities, including Federal Home Loan Bank Advances and repurchase agreements - Short-term Federal Home Loan Bank Advances decreased to **$88 million** at June 30, 2019, from **$240 million** at December 31, 2018[175](index=175&type=chunk) - Securities sold under repurchase agreements totaled **$3.0 million** at June 30, 2019, secured by **$3.1 million** in pledged debt securities[175](index=175&type=chunk)[176](index=176&type=chunk) Securities Sold Under Repurchase Agreements by Collateral Class (In Thousands of Dollars) | Collateral Class | June 30, 2019 | December 31, 2018 | | :--------------------------------------- | :------------ | :---------------- | | U.S. Treasury and U.S. government sponsored entities | $167 | $332 | | State and political subdivisions | $717 | $664 | | Mortgage-backed securities - residential | $1,829 | $3,094 | | Collateralized mortgage obligations - residential | $249 | $319 | | Total repurchase agreements | $2,962 | $4,409 | [Item 2 Management's Discussion and Analysis of Financial Condition and Results of Operations](index=46&type=section&id=Item%202%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management's discussion covers financial performance, condition, asset quality, liquidity, capital, and critical accounting policies [Cautionary Note Regarding Forward Looking Statements](index=46&type=section&id=Cautionary%20Note%20Regarding%20Forward%20Looking%20Statements) This section advises readers that the report contains forward-looking statements subject to inherent uncertainties and risks - The report contains forward-looking statements based on current expectations, beliefs, and assumptions, which are subject to inherent uncertainties, risks, and changes in circumstances[178](index=178&type=chunk) - Readers are cautioned that actual future results could differ materially from those contained in forward-looking information, and the Company disclaims any obligation to update these statements[178](index=178&type=chunk)[180](index=180&type=chunk) [Overview](index=46&type=section&id=Overview) This section provides a high-level summary of the Company's financial performance, including net income, loan growth, asset quality, and net interest margin Key Financial Performance Overview | Metric | 3 Months Ended June 30, 2019 | 3 Months Ended June 30, 2018 | 6 Months Ended June 30, 2019 | 6 Months Ended June 30, 2018 | | :----------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Net Income | $8.5 million | $8.1 million | $16.9 million | $15.8 million | | Diluted EPS | $0.31 | $0.29 | $0.61 | $0.57 | | Annualized Return on Average Assets | 1.45% | 1.47% | 1.45% | 1.46% | | Annualized Return on Average Equity | 12.34% | 13.28% | 12.54% | 13.13% | - Total loans grew to **$1.78 billion** at June 30, 2019, an annualized growth rate of **5.1%**, driven by increases in commercial, commercial real estate, residential real estate, and agricultural loan categories[183](index=183&type=chunk) - Non-performing assets remained low at **0.30% of total assets**, and net charge-offs for the quarter were **$305 thousand (0.07% of average net loans outstanding)**[184](index=184&type=chunk) - The net interest margin decreased by **9 basis points to 3.84%** for the three months ended June 30, 2019, primarily due to a **47 basis point** increase in the cost of interest-bearing liabilities, outpacing a **25 basis point** increase in asset yields[185](index=185&type=chunk) - Noninterest income increased by **10.9% to $7.0 million** for the quarter, driven by gains on mortgage loan sales, other operating income, trust fees, and service charges on deposit accounts[188](index=188&type=chunk) - Noninterest expenses increased to **$16.7 million** for the quarter, including **$505 thousand** in non-recurring expenses, leading to a slight increase in the efficiency ratio to **58.3%**[189](index=189&type=chunk)[190](index=190&type=chunk) [Results of Operations](index=47&type=section&id=Results%20of%20Operations) This section analyzes the Company's financial performance, focusing on net interest income, noninterest income, noninterest expense, income taxes, and other comprehensive income [Net Interest Income](index=49&type=section&id=Net%20Interest%20Income) This section analyzes the Company's net interest income and net interest margin, highlighting factors influencing their changes Net Interest Income and Margin (In Thousands) | Metric | 3 Months Ended June 30, 2019 | 3 Months Ended June 30, 2018 | 6 Months Ended June 30, 2019 | 6 Months Ended June 30, 2018 | | :----------------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | :--------------------------- | | Net Interest Income | $20,491 | $19,562 | $40,456 | $38,508 | | Net Interest Income (Tax Equivalent) | $21,025 | $20,010 | $41,508 | $39,387 | | Net Interest Margin | 3.84% | 3.93% | 3.83% |

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 Title of each class Trading Symbol Name of each exchange on which registered Common Stock, No Par Value FMNB The NASDAQ Stock Market FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the Quarterly period ended March 31, 2019 Commission file number 001-35296 FARMERS NATIONAL BANC CORP. (Exact name of registrant as specified in its charter) OHIO 34-1371693 (State or other jurisdiction of ...

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2018 or ☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission file number 001-35296 Title of each class Name of each exchange on which registered Common Shares, no par value The NASDAQ Stock Market LLC Securitie ...