Form 11-K FARMERS NATIONAL BANC For: Dec 31

The following brief description of the Farmers National Bank 401(k) Retirement Savings Plan (the Plan) provides only general information. The Plan covers eligible employees from Farmers National Bank of Canfield, Farmers Trust Company and Farmers National Insurance LLC (collectively, the Companies). Participants should refer to the Plan document for a more complete description of the Plan’s provisions.

General

The Plan is a single employer defined contribution plan and is subject to the provisions of the Employee Retirement Income Security Act of 1974 (ERISA), as amended.

Employees are eligible to participate in the Plan and receive employer matching and discretionary contributions when they are age 18 or older and have completed 60 days of service. Plan entry dates are the first of the month coinciding with or next following the date the employee satisfies eligibility requirements.

Trustee

Farmers Trust Company is the Trustee of record for the Plan. Farmers Trust Company is an affiliate of the Holding Company.

Contributions

A participant may contribute, through payroll reductions, from 1% to 100% of their compensation to the Plan on a pre-tax basis and/or Roth contributions, up to the maximum dollar amount allowed by law (plus catch-up contributions as defined by the Plan document). Participants may also make rollover contributions to the Plan from other qualified defined benefit or defined contribution plans.

The Plan permits matching contributions, discretionary contributions, qualified non-elective contributions (QNEC) and qualified matching contributions (QMAC) by the Companies. The Companies match 50% of the first 6% of compensation that the participant contributes to the Plan. The Companies do not match catch-up contributions. Employer matching contributions totaled $1,274,352 and $1,098,735 for the Plan years ended 2025 and 2024, respectively. During the years ended December 31, 2025 and 2024, the Companies did not make any discretionary contributions, QNEC, or QMAC.

Effective April 1, 2025, the Plan was amended to put into place an auto-enrollment and auto-increase function. The new amendment auto-enrolls new employees into the plan at a 3% contribution rate. Current employees not enrolled in the plan, or who are currently contributing less than 3%, will be auto-enrolled, or increased, to the 3% contribution rate. All Employees will have their contributions auto-increased by 1% per year until they reach 6%.  Employees can elect out of auto-enrollment and increase via the Empower website.

Participant Accounts

Each participant’s account is credited with the participant’s contributions, the Companies' allocation of discretionary employer contributions, matching contributions, and any earnings (loss) thereon, and charged with an allocation of administrative expenses. Discretionary contributions are allocated as a percentage of compensation of eligible participants for the Plan year. Allocations of the earnings (loss) and expenses are based on the participant’s account balances. The benefit to which a participant is entitled is the benefit that can be provided from the participant’s vested account.

Vesting

Participants are immediately vested in their contributions plus earnings thereon. Vesting in the Companies' matching and discretionary contributions is based on years of continuous service according to the following schedule:

Forfeited Accounts

Forfeited nonvested accounts totaled $169,275 and $111,783 at December 31, 2025 and 2024, respectively. Forfeitures may be used to reduce the Companies’ matching contributions to the Plan, restore participants’ forfeitures, be added to the Companies’ matching contributions, or used to offset Plan expenses as defined by the Plan document. Forfeitures of $66,744 and $23,462 were used to reduce the Companies’ matching contributions during 2025 and 2024, respectively. No forfeitures were reallocated to participants in the Plan during 2025 and 2024.

Investment Options

Upon enrollment in the Plan, participants may direct contributions to their accounts into various investment options offered by the Plan.

Payment of Benefits

On termination of service due to death, disability, retirement, or separation of service, a participant may elect to receive installment payments or a lump-sum amount equal to the value of the participant’s vested interest in his or her account. Participants may also elect to receive periodic payments through a life annuity equal to the value of the participant’s vested interest in his or her account. Upon proven financial hardship, participants may elect to receive a distribution equal to the value of their deferral contributions plus rollovers.

Notes Receivable from Participants

Participants are eligible to take loans from their 401k. Loans are capped at the lessor of 50% of the participants vested balance, or $50,000 minus the participants highest outstanding loan balance in the last 12 months. Loans have a minimum term length of 1 year, maximum length of 5 years and are paid back at a rate of Prime +1. Participants are only allowed 1 loan at a time, and must wait 60 days after paying off an outstanding loan before they are eligible to take another loan.

GAAP establishes a framework for measuring fair value. That framework provides a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. It applies to fair value measurements already recognized or permitted by existing standards. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs used in valuation models (Level 3 measurements).

The three levels of the fair value hierarchy under GAAP are described as follows:

The asset’s or liability's fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used should maximize the use of observable inputs and minimize the use of unobservable inputs.

Following is a description of the valuation methodologies used for assets measured at fair value. There have been no changes in the methodologies used at December 31, 2025 and 2024.

Registered investment companies and common stock – Valued at the closing price reported on the active market on which the individual securities are traded.

Separate accounts - Pooled Separate accounts - The fair value of accumulation units held in separate accounts offered under a guaranteed annuity contract that the Plan participates in are based on the net asset values reported by the fund managers as of the financial statement dates and recent transaction prices. Each pooled separate account provides for daily redemptions by the Plan with no advance notice requirements, and has redemption prices that are determined by the fund’s net asset value per unit. As these investments have been measured at fair value by management, using net asset per share (or its equivalent) as a practical expedient, these values are not presented in a fair value hierarchy.

The preceding valuation methods described may produce a fair value calculation that may not be indicative of net realizable value or reflective of future fair values. Furthermore, although the Plan believes its valuation methods are appropriate and consistent with other market participants, the use of different methodologies or assumptions to determine the fair value of certain financial instruments could result in a different fair value measurement at the reporting date.

The following table sets forth by level, within the fair value hierarchy, the Plan's assets at fair value as of December 31, 2025:         

The following table sets forth by level, within the fair value hierarchy, the Plan's assets at fair value as of December 31, 2024:

*Investments measured at fair value using net asset value per share (or its equivalent) as a practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in the hierarchy tables for such investments are intended to permit reconciliation of the fair value hierarchy to the investments at fair value line item presented in the statements of net assets available for benefits.

The Plan’s investment in pooled separate accounts Large Cap Growth II and Empower S&P 500 Index Separate account totaling $8,098,363 and $14,139,156 as of December 31, 2025, represented a concentration equal to or greater than 10% of the Plan’s net assets available for benefits. The Plan’s investment in AB Large Cap Growth Z totaling $7,367,136 as of December 31, 2024, represented a concentration equal to or greater than 10% of the Plan’s net assets available for benefits. The Plan’s investment in the Fidelity 500 index totaling $12,219,192 as of December 31, 2024, represented a concentration equal to or greater than 10% of the Plan’s net assets available for benefits.

The Plan moved its investment in EI Fixed Account – Series Class IV, a fully benefit-responsive investment contract into EI Fixed Account – Series Class V, also a fully benefit-responsive investment contract, both through Empower Annuity Insurance Company of America on August 25, 2025. The EI Fixed Account – Series Class V was held by the Plan at December 31, 2025, while the EI Fixed Account – Series Class IV was held by the Plan at December 31, 2024. Both Funds invest primarily in stable value products, such as traditional guaranteed investment funds (GIFs), separate account GIFs, and synthetic GIFs.

The key difference between a synthetic investment contract and a traditional investment contract is that the Plan owns the underlying assets of the synthetic investment contract. A synthetic investment contract includes a wrapper contract which is an agreement for the wrap issuer, such as a bank or insurance company, to make payments to the Plan in certain circumstances. The wrapper contract typically includes certain conditions and limitations on the underlying assets owned by the Plan. With traditional investment contracts, the Plan owns only the contract itself. Synthetic and traditional investment contracts are designed to accrue interest based on crediting rates established by the contract issuers. Both contracts held by the Plan are considered traditional investment contracts.

The traditional investment contracts held by the Plan are guaranteed investment contracts. The contract issuer is contractually obligated to repay the principal and interest at a specified interest rate that is guaranteed to the Plan. The crediting rate is based on a formula established by the contract issuer but may not be less than 0%. The crediting rate is reviewed on a quarterly basis for resetting. The average yield and actual average yield earned by the Plan on the fully benefit-responsive investment contract EI Fixed Account – Series Class V was 2.45% for the year ending December 31, 2025. The average yield and actual average yield earned by the Plan on the fully benefit-responsive investment contract EI Fixed Account – Series Class IV was 2.16% and 2.18% for the year ending December 31, 2024.

The Plan’s investment in the fully benefit-responsive investment contracts totaling $4,412,321 and $4,879,468 as of December 31, 2025 and 2024, respectively, represented a concentration less than 10% of the Plan’s net assets available for benefits.

The Plan’s ability to receive amounts due in accordance with the fully benefit-responsive investment contracts is dependent on the third-party issuer’s ability to meet its financial obligations. The issuer’s ability to meet its contractual obligations may be affected by future economic and regulatory developments.

Certain events might limit the ability of the Plan to transact at contract value with the contract issuer. These events may be different under each contract. Examples of such events include the following:

In addition, certain events allow the issuer to terminate the contracts with the Plan and settle at an amount different from the contract’s values. Those events may be different under each contract. Examples of such events include the following:

The Plan's management has no knowledge that the occurrence of any such event, which would limit the Plan’s ability to transact at contract value with participants, is probable.

Distributions to the Funds’ unit holders are declared daily from the net investment income and automatically reinvested in the Funds on a monthly basis, when paid.

The underlying volume submitter plan has received an opinion letter from the Internal Revenue Service (“IRS”) dated August 11, 2020 which stated that the Plan, as then designed, was in compliance with the applicable requirements of the Internal Revenue Code (IRC). The Plan is required to operate in conformity with the Code to maintain its qualified status. The Plan has been amended since receiving the opinion letter, however the Plan sponsor believes the Plan as currently designed, is being operated in compliance with the applicable requirements of the IRC. Therefore, no provision for income taxes has been included in the Plan’s financial statements.

U.S. generally accepted accounting principles require plan management to evaluate tax positions taken by the Plan and recognize a tax liability (or asset) if the Plan has taken an uncertain position that more likely than not would not be sustained upon examination by the Internal Revenue Service. The Plan Administrator has analyzed the tax positions taken by the Plan, and has concluded that as of December 31, 2025 and 2024, there are no uncertain positions taken or expected to be taken that would require recognition of a liability (or asset) or disclosure in the financial statements.

The Plan is subject to routine audits by taxing jurisdictions; however, there are currently no audits in progress for any tax periods. Plan Management believes the Plan is no longer subject to tax examinations for the years prior to 2022.

Although they have not expressed any intent to do so, the Companies have the right under the Plan to discontinue contributions at any time and to terminate the Plan, subject to the provisions of ERISA. In the event of Plan termination, participants will become 100% vested in their accounts.

Parties-in-interest are defined under DOL regulations as any fiduciary of the Plan, any party rendering service to the Plan, the Employer, and certain others. Transactions within the Company stock are considered related party transactions. Certain administrative functions are performed by officers or employees of the Company. No such officer or employee receives compensation from the Plan. Notes receivable from participants also reflect party-in-interest transactions

The Plan held shares of EI Fixed Account – Series Class IV at December 31, 2024 that were moved into EI Fixed Account – Series Class V during 2025, both managed by Empower Annuity Insurance Company of America. The Plan also holds shares in pooled separate accounts, managed by Empower Annuity Insurance Company of America and a mutual fund that is offered by Empower Funds. Since these parties are service providers to the Plan, these transactions and the Plan’s payment of fees to these parties qualify as party-in-interest transactions. The Plan Administrator pays advisory fees to Farmers Trust Company, a related party affiliate to the Plan, and third party administrative (”TPA”) fees to National Associates, Inc. a subsidiary of Farmers Trust Company. Advisory fees and TPA fees amounted to $134,315 and $30,120 for 2025, and $127,284 and $28,653 for 2024. The Plan also paid administrative fees directly to Empower in the amount of $123,640 and $105,416 for the years ended December 31, 2025 and 2024, respectively.

During 2025, the Plan purchased 16,912 shares and sold 5,345 shares of Farmers National Banc Corp. Common Stock. The Plan holds 160,560 shares of Farmers National Banc Corp. Common Stock at December 31, 2025 with a cost basis of $2,851,338. During 2024, the Plan purchased 182,313 shares and sold 142,270 shares of Farmers National Banc Corp. Common Stock. The Plan holds 148,992 shares of Farmers National Banc Corp. Common Stock at December 31, 2024 with a cost basis of $2,690,748. During the years ended December 31, 2025 and 2024, the Plan recorded dividend income on Farmers National Banc Corp. Common Stock of $104,513 and $129,914, respectively. During the years ended December 31, 2025 and 2024, the Plan recorded depreciation of $140,605 and $61,130 on Farmers National Banc Corp. Common Stock.

In order to pass the 2025 Actual Deferral Percentage (ADP) Test, the Plan's management elected to refund excess elective deferrals and earnings thereon to certain highly compensated employees. The calculated amounts for 2025 and 2024 were $38,890 and $27,200, and were distributed on March 16, 2026, and March 14, 2025, respectively. These amounts have been included as excess contributions payable in the accompanying Statements of Net Assets Available for Benefits at December 31, 2025, and 2024, respectively, with a corresponding reduction to employee and employer contributions.

The Plan invests in various investments which are exposed to various risks such as interest rate, market, and credit risks and global events, such as pandemics, conflicts, and wars. Due to the level of risk associated with certain investments, it is at least reasonably possible that changes in the value of investments will occur in the near term and that such changes could materially affect participants’ account balances and the amounts reported in the Statements of Net Assets Available for Benefits.

The following is a reconciliation of net assets available for benefits per the financial statements to Form 5500 at December 31:

The following is a reconciliation of the net increase in net assets available for benefits per the financial statements to Form 5500 for the year ended December 31, 2025:

See the Independent Registered Public Accounting Firm's Report.