8-K

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 May 14, 2004

FARMERS NATIONAL BANC CORP.
(Exact name of registrant as specified in its charter)

Ohio
(State or other jurisdiction of
incorporation or organization) 2-80339
(Commission File Number) 34-1371693
(I.R.S. Employer
Identification Number)

20 South Broad Street
Canfield, OH 44406
(Address of principal executive offices)

(330)533-3341
(Registrant’s telephone number, including area code)

Item 5. Other Events and Regulation FD Disclosure

On May 14, 2004, Farmers National Banc Corp. issued the press release attached as Exhibit 99.1, reporting on its second quarter cash dividend declared payable on June 30, 2004.

On May 11, 2004, Farmers National Banc Corp. (the “Registrant”) announced that its Board of Directors has adopted the 2004 Stock Repurchase Program. Under the stock repurchase program, the Registrant will be authorized to repurchase shares of its outstanding common stock in the open market or in privately negotiated transactions at appropriate times to allow it to enhance the value of its stock and to manage its capital. The Board’s action will allow management to make repurchases, without further board approval, when stock purchases are deemed prudent. The 2004 Stock Repurchase Program contemplates that stock repurchases will be made in accordance with Rule 10b-18 of the regulations issued under the Securities Exchange Act of 1934. Pursuant to the plan, the Registrant may purchase up to 4.9% of the company’s outstanding common stock during a one-year period of time from May 11, 2004.

A copy of the Press Release announcing the cash dividend and the adoption of the 2004 Stock Repurchase Program is attached hereto as Exhibit 99.1.

Item 7. Financial Statements and Exhibits

     [c] Exhibits:

     Exhibit 99.1 May 14, 2004 Press Release

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.
Dated:	May 14, 2004	By: /s/ Frank L. Paden Frank L. Paden, President and Secretary

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  EX-99.1 2 l07641aexv99w1.htm EXHIBIT 99.1 PRESS RELEASE

Exhibit 99.1

Friday, May 14, 2004

     Press Release

Source: Farmers National Banc Corp.
Frank L. Paden, President
20 South Broad St. P.O. Box 555
Canfield, OH 44406
330-533-3341
330-533-0451 (FAX)
Email: exec@fnbcanfield.com

Farmers National Banc Corp. Declares Cash Dividend and

Announces Approval of the

2004 Stock Repurchase Program

     Frank L. Paden, President of Farmers National Banc Corp., Canfield, OH, announced that the Company’s Board of Directors has declared a second quarter cash dividend of $.16 per share on its common stock, payable on June 30, 2004 to shareholders of record on June 11, 2004. This cash dividend represents a 6.7% increase to $.16 per share from $.15 per share paid in June 2003.

     In another action, Mr. Paden reported that the Board of Directors adopted the 2004 Stock Repurchase Program. Under the 2004 Stock Repurchase Program, the Company is authorized to repurchase shares of its outstanding common stock in the open market or in privately negotiated transactions. Through the Stock Repurchase Program, the Company will repurchase up to 4.9% of its outstanding common stock during the next 12 months. Mr. Paden stated that “the Board’s action was based on its conclusion that the ability to repurchase stock under certain appropriate circumstances represents an attractive investment opportunity that will benefit the Company and its shareholders.” The Directors approved this repurchase program based on current market and economic factors and gives the management another tool to strategically manage the Company’s strong capital position. The Company had implemented a Stock Repurchase Program in 2003; the new Repurchase Program will continue the

success of the prior 2003 program. The repurchases under the plan will be made in accordance with Rule 10b-18 of the Securities Exchange Act of 1934, as amended.

     This press release contains certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 (“PSLRA”), and this statement is included for the express purpose of protecting Farmers National Banc Corp. under this Act’s safe harbor provisions. The forward-looking statements are subject to risks and uncertainties that may cause actual results and actions of the Company to differ materially from those projected, including: the price of the Company’s stock in the market, availability and liquidity of the Company’s stock, conditions in the stock market, general economic conditions; business conditions in the banking industry; the regulatory environment; new legislation; fluctuating interest rate environments and other matters. Readers are cautioned not to place undue reliance on the forward-looking statements. Farmers National Banc Corp. undertakes no obligation to publicly revise or update the forward-looking statements to reflect events or circumstances that arise after the date of this release.

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EX-99.1

EXHIBIT 99.1 PRESS RELEASE