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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)October 26, 2020

PARK NATIONAL CORPORATION
(Exact name of registrant as specified in its charter)

Ohio1-1300631-1179518
(State or other jurisdiction(Commission(IRS Employer
of incorporation)File Number)Identification No.)

50 North Third Street, P.O. Box 3500,Newark,Ohio43058-3500
(Address of principal executive offices) (Zip Code)

(740) 349-8451
(Registrant’s telephone number, including area code)
 
Not Applicable
(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 classTrading Symbol(s)Name of each exchange on which registered
Common shares, without par valuePRKNYSE American

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. ☐


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Item 2.02 - Results of Operations and Financial Condition.

On October 26, 2020, Park National Corporation (“Park”) issued a news release (the “Financial Results News Release”) announcing financial results for the three and nine months ended September 30, 2020. A copy of the Financial Results News Release is included as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.

Non-GAAP Financial Measures
Item 7.01 of this Current Report on Form 8-K as well as the Financial Results News Release contain non-GAAP (generally accepted accounting principles) financial measures where management believes it to be helpful in understanding Park’s results of operations or financial position. Where non-GAAP financial measures are used, the comparable U.S. GAAP financial measures, as well as the reconciliation to the comparable U.S. GAAP financial measures, can be found in the Financial Results News Release.

Items Impacting Comparability of Period Results
From time to time, revenue, expenses, and/or taxes are impacted by items judged by management of Park to be outside of ordinary banking activities and/or by items that, while they may be associated with ordinary banking activities, are so unusually large that their outsized impact is believed by management of Park at that time to be infrequent or short-term in nature. Most often, these items impacting comparability of period results are due to merger and acquisition activities and revenue and expenses related to former Vision Bank loan relationships. In other cases, they may result from management's decisions associated with significant corporate actions outside of the ordinary course of business.

Even though certain revenue and expense items are naturally subject to more volatility than others due to changes in market and economic environment conditions, as a general rule volatility alone does not result in the inclusion of an item as one impacting comparability of period results. For example, changes in the provision for loan losses (aside from those related to former Vision Bank loan relationships), gains (losses) on equity securities, and asset valuation writedowns, reflect ordinary banking activities and are, therefore, typically excluded from consideration as items impacting comparability of period results.

Management believes the disclosure of items impacting comparability of period results provides a better understanding of our performance and trends and allows management to ascertain which of such items, if any, to include or exclude from an analysis of our performance; i.e., within the context of determining how that performance differed from expectations, as well as how, if at all, to adjust estimates of future performance taking such items into account.

Items impacting comparability of the results of particular periods are not intended to be a complete list of items that may materially impact current or future period performance.

Non-GAAP Ratios
Park's management uses certain non-GAAP financial measures to evaluate Park's performance. Specifically, management reviews the return on average tangible equity, the return on average tangible assets, the tangible equity to tangible assets ratio and the tangible book value per share.

Management has included in the Financial Results News Release information relating to the annualized return on average tangible equity, the annualized return on average tangible assets, the tangible equity to tangible assets ratio and the tangible book value per share for the three and nine months ended and at September 30, 2020, June 30, 2020, and September 30, 2019. For purposes of calculating the annualized return on average tangible equity, a non-GAAP financial measure, net income for each period is divided by average tangible equity during the period. Average tangible equity equals average shareholders' equity during the applicable period less average goodwill and other intangible assets during the applicable period. For the purpose of calculating the annualized return on average tangible assets, a non-GAAP financial measure, net income for each period is divided by average tangible assets during the period. Average tangible assets equals average assets during the applicable period less average goodwill and other intangible assets during the applicable period. For the purpose of calculating the tangible equity to tangible assets ratio, a non-GAAP financial measure, tangible equity is divided by tangible assets. Tangible equity equals total shareholders' equity less goodwill and other intangible assets, in each case at period end. Tangible assets equals total assets less goodwill and other intangible assets, in each case at period end. For the purpose of calculating the tangible book value per share, a non-GAAP financial measure, tangible equity is divided by the number of common shares outstanding, in each case at period end.


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Management believes that the disclosure of the annualized return on average tangible equity, the annualized return on average tangible assets, the tangible equity to tangible assets ratio and the tangible book value per share presents additional information to the reader of the consolidated financial statements, which, when read in conjunction with the consolidated financial statements prepared in accordance with U.S. GAAP, assists in analyzing Park's operating performance, ensures comparability of operating performance from period to period, and facilitates comparisons with the performance of Park's peer financial holding companies and bank holding companies, while eliminating certain non-operational effects of acquisitions. In the Financial Results News Release, Park has provided a reconciliation of average tangible equity to average shareholders' equity, average tangible assets to average assets, tangible equity to total shareholders' equity and tangible assets to total assets solely for the purpose of complying with SEC Regulation G and not as an indication that the annualized return on average tangible equity, the annualized return on average tangible assets, the tangible equity to tangible assets ratio and the tangible book value per share are substitutes for the annualized return on average equity, the annualized return on average assets, the total shareholders' equity to total assets ratio and the book value per share, respectively, as determined in accordance with U.S. GAAP.

FTE (fully taxable equivalent) Ratios
Interest income, yields, and ratios on a FTE basis are considered non-GAAP financial measures. Management believes net interest income on a FTE basis provides an insightful picture of the interest margin for comparison purposes. The FTE basis also allows management to assess the comparability of revenue arising from both taxable and tax-exempt sources. The FTE basis assumes a corporate federal statutory tax rate of 21 percent. In the Financial Results News Release, Park has provided a reconciliation of FTE interest income solely for the purpose of complying with SEC Regulation G and not as an indication that FTE interest income, yields and ratios are substitutes for interest income, yields and ratios, as determined in accordance with U.S. GAAP.

Paycheck Protection Program ("PPP") Loans
Park originated $543.1 million in loans as part of the PPP. These loans are not typical of Park's loan portfolio in that they are part of a specific government program to support businesses during the COVID-19 pandemic and are 100% guaranteed by the Small Business Administration ("SBA"). As such, management considers growth in the loan portfolio excluding PPP loans, the total allowance for loan losses on originated loans to total originated loans ratio (excluding PPP loans), and general reserve as a % of total originated loans (excluding acquisitions) less impaired commercial loans (excluding PPP loans) in addition to the related U.S. GAAP metrics which are not adjusted for PPP loans.

Item 7.01 - Regulation FD Disclosure

COVID-19 Considerations

Banking has been identified by federal and state governmental authorities to be an essential service and Park is fully committed to continue serving our customers and communities through the COVID-19 public health crisis. For those in our communities experiencing a financial hardship, Park has offered various methods of support including loan modifications, payment deferral programs, participation in the CARES Act Paycheck Protection Program ("PPP") and various other case by case accommodations. Park has implemented various physical distancing guidelines to help protect associates, such as allowing associates to work from home, where practical, while maintaining customer service via our online banking services, mobile app, and ATMs, by keeping drive-thru lanes open to serve customers, maintaining selective branch office openings, and offering other banking services by appointment when necessary.

During the first nine months of 2020, Park provided calamity pay and special one-time bonuses to certain associates. The cost of the calamity pay and special bonuses amounted to $0.8 million and $2.9 million for the three month and nine month periods ended September 30, 2020, respectively, and is included within salaries expense.

Paycheck Protection Program: Through September 30, 2020, Park had approved and funded 4,439 loans totaling $543.1 million under the PPP. These PPP loans had an average principal balance of $122,000. Of the $543.1 million in PPP loans, 21 loans totaling $68.2 million had a principal balance that was greater than $2 million. For its assistance in making and retaining these loans, Park has received an aggregate of $20.2 million in fees from the SBA, of which $6.6 million were recognized during the nine months ended September 30, 2020. Park funded the PPP loans with excess on-balance sheet liquidity.

As of October 23, 2020, Park has submitted approximately 927 repayment requests on behalf of borrowers under the PPP to the SBA and has received $10.0 million in payments from the SBA.

Loan Modifications: During the nine months ended September 30, 2020, Park had modified 4,810 consumer loans, with an aggregate balance of $111 million, and modified 1,386 commercial loans, with an aggregate balance of $584 million, in each case related to a hardship caused by the COVID-19 pandemic and responses thereto. Park is working with borrowers and
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providing modifications in the form of either interest only deferral or principal and interest deferral, in each case, for initial periods of up to 90 days. As necessary, Park is making available a second 90 day interest only deferral or principal and interest deferral bringing the total potential deferral period to six months. Modifications are structured in a manner to best address each individual customer's current situation. A majority of these modifications are excluded from TDR classification under Section 4013 of the CARES Act or under applicable interagency guidance of the federal banking regulators. Modified loans will be considered current and will continue to accrue interest during the deferral period.

Detail of COVID-19 modifications on Park's loan portfolios during the nine months ended September 30, 2020 follows:

(Dollars in thousands)September 30, 2020 Total BalanceSeptember 30, 2020 Balance ModifiedPercent Modified
Commercial$4,197,427 $583,701 13.9 %
Home equity194,445 3,594 1.8 %
Installment1,633,730 47,760 2.9 %
Real estate1,232,196 57,388 4.7 %
Guardian Financial Service Company ("GFSC")14,843 2,267 15.3 %
Other5,905 — — %
Total Loans$7,278,546 $694,710 9.5 %


Of the $694.7 million of COVID-19 modifications during the nine months ended September 30, 2020, $3.9 million were currently greater than 30 days past due in accordance with the modified terms.

Detail of COVID-19 modifications on selected commercial loan portfolios during the nine months ended September 30, 2020 follows:

(Dollars in thousands)September 30, 2020 Total BalanceSeptember 30, 2020 Balance ModifiedPercent Modified
Non-bank consumer finance companies$266,187 $— — %
Hotel and accommodations211,888 160,677 75.8 %
Restaurants and food service48,347 11,028 22.8 %
Arts and recreation46,648 16,963 36.4 %
Healthcare and social assistance250,402 37,282 14.9 %
Strip shopping centers236,575 71,613 30.3 %
Other real estate rental and leasing1,139,821 163,711 14.4 %
PPP loans542,761 — — %
Other loans1,454,798 122,427 8.4 %
Total commercial loans$4,197,427 $583,701 13.9 %

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Many of the initial interest only deferrals or principal and interest deferrals were for an initial period of three months. Park has received requests for additional deferrals. Loans which have had multiple COVID-19 modifications through September 30, 2020 are detailed below.

(Dollars in thousands)September 30, 2020 Balance - Multiple ModificationsWeighted Average Risk Grade
Hotel and accommodations$62,676 4.97 
Restaurants and food service1,140 4.20 
Arts and recreation4,085 4.29 
Strip shopping centers1,889 4.00 
Other real estate rental and leasing6,990 5.19 
Other loans18,638 5.03 
Total commercial loans$95,418 4.94
Home equity$298 N.A.
Installment5,746 N.A.
Real estate14,281 N.A.
GFSC1,062 N.A.
Other— N.A.
Total loans$116,805 N.A.

Park considers a loan out of deferral when the first regular payment is due and that payment is subsequently made. The table below details the current status of loans with COVID-19 deferrals.

(Dollars in thousands)September 30, 2020 Balance - Out of DeferralSeptember 30, 2020 Balance - In DeferralPercent in Deferral as a Percent of Total DeferredPercent in Deferral as a Percent of Total Loans
Hotel and accommodations$109,648 $51,029 31.8 %24.1 %
Restaurants and food service10,041 987 8.9 %2.0 %
Arts and recreation12,844 4,119 24.3 %8.8 %
Healthcare and social assistance37,104 178 0.5 %0.1 %
Strip shopping centers69,724 1,889 2.6 %0.8 %
Other real estate rental and leasing156,143 7,568 4.6 %0.7 %
Other loans102,082 20,345 16.6 %1.4 %
Total commercial loans$497,586 $86,115 14.8 %2.1 %
Home equity$3,287 $307 8.5 %0.2 %
Installment44,636 3,124 6.5 %0.2 %
Real estate48,788 8,600 15.0 %0.7 %
GFSC2,121 146 6.4 %1.0 %
Total loans$596,418 $98,292 14.1 %1.4 %

 

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Financial Results by Segment

The table below reflects the net income (loss) by segment for the first, second and third quarters of 2020, for the first nine months of each of 2020 and 2019 and for the years ended December 31, 2019 and 2018. Park's segments include The Park National Bank ("PNB"), GFSC and "All Other" which primarily consists of Park as the "Parent Company" and SE Property Holdings, LLC ("SEPH"). SEPH is a non-bank subsidiary of Park, holding former Vision Bank other real estate owned ("OREO") property and non-performing loans.
Net income (loss) by segment
(In thousands)Q3 2020Q2 2020Q1 2020Nine months YTD 2020Nine months YTD 201920192018
PNB$32,888 $30,750 $25,908 $89,546 $87,022 $113,600 $109,472 
GFSC332 323 112 767 653 762 521 
All Other(2,374)(1,568)(3,648)(7,590)(8,911)(11,662)394 
   Total Park$30,846 $29,505 $22,372 $82,723 $78,764 $102,700 $110,387 

Net income for the nine months ended September 30, 2020 of $82.7 million represented a $4.0 million, or 5.0%, increase compared to $78.8 million for the nine months ended September 30, 2019. Net income for each of the three and nine months ended September 30, 2020 and the three and nine months September 30, 2019 included several items of income and expense that impact comparability of period results. These items are detailed in the "Financial Reconciliations" section within the Financial Results News Release.

The following discussion provides additional information regarding the two segments that make up Park's ongoing operations, followed by additional information regarding All Other, which consists of the Parent Company and SEPH.

The Park National Bank (PNB)

The table below reflects PNB's net income for the first, second and third quarters of 2020, for the first nine months of each 2020 and 2019 and for the years ended December 31, 2019 and 2018.

(In thousands)Q3 2020Q2 2020Q1 2020Nine months YTD 2020Nine months YTD 201920192018
Net interest income$83,795 $79,891 $75,214 $238,900 $217,355 $293,130 $258,547 
Provision for loan losses13,839 12,883 5,534 32,256 6,563 8,356 7,569 
Other income35,430 31,009 23,481 89,920 68,224 92,392 88,981 
Other expense65,590 60,703 61,368 187,661 172,931 237,433 206,843 
Income before income taxes$39,796 $37,314 $31,793 $108,903 $106,085 $139,733 $133,116 
Income tax expense6,908 6,564 5,885 19,357 19,063 26,133 23,644 
Net income$32,888 $30,750 $25,908 $89,546 $87,022 $113,600 $109,472 

Net interest income of $238.9 million for the nine months ended September 30, 2020 represented a $21.5 million, or 9.9%, increase compared to $217.4 million for the nine months ended September 30, 2019. The increase was a result of a $23.9 million decrease in interest expense, partially offset by a $2.4 million decrease in interest income.

The $2.4 million decrease in interest income was primarily due to a $7.6 million decrease in investment income, partially offset by a $5.2 million increase in interest income on loans.The decrease in investment income was partially the result of a $190.2 million decrease in average investments from $1.38 billion for the nine months ended September 30, 2019 to $1.19 billion for the nine months ended September 30, 2020. The decrease in investment income was also the result of a decrease in the yield on investments, which decreased 16 basis points to 2.62% for the nine months ended September 30, 2020, compared to 2.78% for the nine months ended September 30, 2019. The increase in interest income on loans was partially the result of a $774.0 million increase in average loans from $6.11 billion for the nine months ended September 30, 2019, to $6.89 billion for the nine months ended September 30, 2020. The increase in average loans was partially offset by the decrease in the yield on loans, which
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decreased 49 basis points to 4.66% for the nine months ended September 30, 2020, compared to 5.15% for the nine months ended September 30, 2019. Interest income was impacted by the acquisition of CAB Financial Corporation, the parent of Carolina Alliance Bank ("Carolina Alliance") on April 1, 2019. The Carolina Alliance Bank Division contributed an aggregate of $22.7 million to interest income at PNB during the nine months ended September 30, 2020, compared to $16.9 million for the nine months ended September 30, 2019.

The $23.9 million decrease in interest expense was primarily due to an $19.4 million decrease in interest expense on deposits as well as a $4.5 million decrease in interest expense on borrowings. The decrease in interest expense on deposits was the result of a decrease in the cost of deposits of 56 basis points from 1.03% for the nine months ended September 30, 2019 to 0.47% for the nine months ended September 30, 2020. This was partially offset by a $383.5 million increase in average interest-bearing deposits from $4.96 billion for the nine months ended September 30, 2019, to $5.35 billion for the nine months ended September 30, 2020. Interest expense was impacted by the acquisition of Carolina Alliance. The Carolina Alliance Bank Division contributed an aggregate of $2.6 million to interest expense at PNB during both the nine months ended September 30, 2020 and 2019. The decrease in interest expense on borrowings was partially the result of a $180.1 million decrease in average borrowings from $580.3 million for the nine months ended September 30, 2019, to $400.1 million for the nine months ended September 30, 2020. The cost of borrowings also decreased by 57 basis points, from 2.10% for the nine months ended September 30, 2019 to 1.53% for the nine months ended September 30, 2020.

The provision for loan losses of $32.3 million for the nine months ended September 30, 2020 represented an increase of $25.7 million, compared to $6.6 million for the nine months ended September 30, 2019. Refer to the “Credit Metrics and Provision for (Recovery of) Loan Losses” section for additional details regarding the level of the provision for (recovery of) loan losses recognized in each period presented above.

Other income of $89.9 million for the nine months ended September 30, 2020 represented an increase of $21.7 million, or 31.8%, compared to $68.2 million for the nine months ended September 30, 2019. The $21.7 million increase was primarily related to a $14.4 million increase in other service income, which was primarily due to an increase in fee income from mortgage loan originations and investor rate locks; a $3.7 million increase in gain on sale of debt securities; a $2.4 million increase in other components of net periodic benefit income; a $1.5 million increase in debit card fee income; a $927,000 increase in gain (loss) on sale of OREO, net; a $741,000 increase in income from fiduciary activities; and a $376,000 increase in miscellaneous income, primarily related to an increase in operating lease income. These increases were partially offset by a $1.8 million decrease in service charges on deposits and a $728,000 decrease in gains (losses) from capital investments. Other income was impacted by the acquisition of Carolina Alliance. The Carolina Alliance Bank Division contributed an aggregate of $6.2 million to other income at PNB during the nine months ended September 30, 2020 and $2.5 million during the nine months ended September 30, 2019.

A summary of mortgage originations for the nine months ended September 30, 2020 and 2019 follows. Of total mortgage originations shown below for 2020, refinances comprised 48.1% in the first quarter of 2020, 67.8% in the second quarter of 2020, 68.5% in the third quarter of 2020 and 64.6% for the nine months ended September 30, 2020. Of total mortgage
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originations shown below for 2019, refinances comprised 32.5% in the first quarter of 2019, 29.7% in the second quarter of 2019, 41.3% in the third quarter of 2019 and 35.2% for the nine months ended September 30, 2019.

(In thousands)Q1 2020Q2 2020Q3 2020Nine months YTD 2020
Mortgage Origination Volume
Sold$85,030 $248,339 $355,755 $689,124 
Portfolio56,018 64,351 61,227 $181,596 
Construction33,109 33,754 40,560 $107,423 
Service released3,794 2,362 2,275 $8,431 
Total mortgage originations$177,951 $348,806 $459,817 $986,574 
Q1 2019Q2 2019Q3 2019Nine months YTD 2019
Mortgage Origination Volume
Sold$30,011 $54,802 $83,867 $168,680 
Portfolio31,492 59,613 69,351 160,456 
Construction20,481 22,245 21,280 64,006 
Service released4,407 22,818 28,408 55,633 
Total mortgage originations$86,391 $159,478 $202,906 $448,775 


The table below reflects PNB's other expense for the nine months ended September 30, 2020 and 2019.

(In thousands)Nine months YTD 2020Nine months YTD 2019change% change
Other expense:
Salaries$86,736 $80,447 $6,289 7.8 %
Employee benefits29,113 27,258 1,855 6.8 %
Occupancy expense10,395 9,264 1,131 12.2 %
Furniture and equipment expense13,834 12,686 1,148 9.0 %
Data processing fees8,338 7,868 470 6.0 %
Professional fees and services16,961 15,160 1,801 11.9 %
Marketing4,073 4,246 (173)(4.1)%
Insurance4,090 2,343 1,747 74.6 %
Communication2,894 3,953 (1,059)(26.8)%
State tax expense2,792 2,213 579 26.2 %
Amortization of intangible assets1,738 1,732 6 0.3 %
Miscellaneous6,697 5,761 936 16.2 %
Total other expense$187,661 $172,931 $14,730 8.5 %


Other expense of $187.7 million for the nine months ended September 30, 2020 represented an increase of $14.7 million, or 8.5%, compared to $172.9 million for the nine months ended September 30, 2019. The increase in salaries expense was primarily related to increases in base salary expense, additional compensation incentives, including COVID-19 special one-time bonuses, and officer incentive compensation expense. The increase in employee benefits expense was primarily related to increased pension plan expense, payroll tax expense and defined contribution plan expense, partially offset by a decrease in group insurance costs. The increase in occupancy expense was primarily the result of increased depreciation on premises and a write-down in the right-of-use lease asset related to branches that closed September 30, 2020. The increase in furniture and
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equipment expense was primarily related to increased expenses related to repairs and maintenance on equipment, which also included software maintenance and costs, as well as increased depreciation on furniture and equipment. The increase in data processing fees was related to increased mortgage processing costs, debit card processing costs and other data processing costs. Excluding the impact of the Carolina Alliance Bank Division, data processing fees increased $1.0 million, or 14.3%. The increase in professional fees and services was primarily related to increased title, appraisal and credit costs, increases in management and consulting fees, as well as increased insured cash sweep (ICS) fees, partially offset by a $312,000 decrease in temporary wage expense. The increase in insurance expense was primarily due to a $1.1 million assessment credit which had been utilized for the FDIC expense for the nine months ended September 30, 2019 (and not repeated in 2020), as well as an increase in the assessment base for the nine months ended September 30, 2020, compared to the same period of 2019. The decrease in communications expense was primarily related to a change in statement mailing and production costs, which resulted in lower direct postage expense, but an increase in supply expense which is included in miscellaneous expense. The additional increase in miscellaneous expense was primarily related to a $1.8 million prepayment penalty on FHLB borrowings of $50 million repaid during the nine months ended September 30, 2020, partially offset by a decrease in training and travel related expenses as well as decreased non loan related losses.

Other expense was impacted by the acquisition of Carolina Alliance. Of the $187.7 million of total other expense for the nine months ended September 30, 2020, the Carolina Alliance Bank Division's total other expense was $14.4 million. Of the $172.9 million of total other expense for the nine months ended September 30, 2019, the Carolina Alliance Bank Division's total other expense was $11.4 million.

The table below reflects PNB's other expense less the impact of Carolina Alliance Bank Division for the nine months ended September 30, 2020 and 2019. This table is provided to provide insight into changes in Park's expenses excluding the impact of acquisitions.

(In thousands)Nine months YTD 2020Nine months YTD 2019change% change
Other expense:
Salaries$80,171 $75,368 $4,803 6.4 %
Employee benefits27,134 26,212 922 3.5 %
Occupancy expense9,218 8,434 784 9.3 %
Furniture and equipment expense13,230 12,239 991 8.1 %
Data processing fees8,054 7,047 1,007 14.3 %
Professional fees and services16,243 14,518 1,725 11.9 %
Marketing3,938 4,011 (73)(1.8)%
Insurance3,632 2,162 1,470 68.0 %
Communication2,791 3,845 (1,054)(27.4)%
State tax expense2,789 2,213 576 26.0 %
Amortization of intangible assets903 906 (3)(0.3)%
Miscellaneous5,186 4,568 618 13.5 %
Total other expense$173,289 $161,523 $11,766 7.3 %


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The table below provides certain balance sheet information and financial ratios for PNB as of or for the nine months ended September 30, 2020 and 2019 and as of or for the twelve months ended December 31, 2019.

(In thousands)September 30, 2020December 31, 2019September 30, 2019% change from 12/31/19% change from 09/30/19
Loans $7,263,380 $6,481,644 $6,382,673 12.06 %13.80 %
Allowance for loan losses85,249 54,692 53,865 55.87 %58.26 %
Net loans7,178,131 6,426,952 6,328,808 11.69 %13.42 %
Investment securities1,088,149 1,271,817 1,321,018 (14.44)%(17.63)%
Total assets9,195,911 8,521,537 8,673,919 7.91 %6.02 %
Total deposits7,725,562 7,125,111 7,234,450 8.43 %6.79 %
Average assets (1)
9,171,998 8,425,536 8,353,174 8.86 %9.80 %
Efficiency ratio (2)
56.70 %61.12 %60.09 %(7.23)%(5.64)%
Return on average assets (3)
1.30 %1.35 %1.39 %(3.70)%(6.47)%

(1) Average assets for the nine months ended September 30, 2020 and 2019 and for the year ended December 31, 2019.
(2) Calculated utilizing fully taxable equivalent net interest income which includes the effects of taxable equivalent adjustments using a 21% federal corporate income tax rate. The taxable equivalent adjustments were $2.2 million for both the nine months ended September 30, 2020 and 2019, and $3.0 million for the year ended December 31, 2019.
(3) Annualized for the nine months ended September 30, 2020 and 2019.

Loans outstanding at September 30, 2020 were $7.26 billion, compared to $6.48 billion at December 31, 2019, an increase of $781.7 million, or 12.1%. Loans outstanding at September 30, 2020 were $7.26 billion, compared to $6.38 billion at September 30, 2019, an increase of $880.7 million, or 13.8%. Excluding $542.8 million of PPP loans, loans outstanding were $6.72 billion at September 30, 2020, compared to $6.48 billion at December 31, 2019, an increase of $239.0 million, or 3.7%, and reflected an increase of $337.9 million, or 5.3%, compared to $6.38 billion at September 30, 2019. The table below breaks out the change in loans outstanding, by loan type.

(In thousands)September 30, 2020December 31, 2019September 30, 2019change from 12/31/19% change from 12/31/19change from 9/30/19% change from 9/30/19
Home equity$194,445 $224,857 $231,112 $(30,412)(13.5)%$(36,667)(15.9)%
Installment1,633,730 1,431,197 1,411,475 202,533 14.2 %222,255 15.7 %
Real estate1,232,196 1,275,154 1,269,594 (42,958)(3.4)%(37,398)(2.9)%
Commercial (excluding PPP)3,654,342 3,545,467 3,466,201 108,875 3.1 %188,141 5.4 %
PPP loans542,761 — — 542,761 N.M.542,761 N.M.
Other5,906 4,969 4,291 937 18.9 %1,615 37.6 %
Total loans$7,263,380 $6,481,644 $6,382,673 $781,736 12.1 %$880,707 13.8 %

PNB's allowance for loan losses increased by $30.6 million, or 55.9%, to $85.2 million at September 30, 2020, compared to $54.7 million at December 31, 2019. Net charge-offs were $1.7 million, or 0.03% of total average loans (annualized), for the nine months ended September 30, 2020 and were $2.7 million, or 0.04% of total average loans, for the twelve months ended December 31, 2019. Refer to the “Credit Metrics and Provision for (Recovery of) Loan Losses” section for additional information regarding PNB's loan portfolio and the level of provision for (recovery of) loan losses recognized in each period presented.

Total deposits at September 30, 2020 were $7.73 billion, compared to $7.13 billion at December 31, 2019, an increase of $600.5 million, or 8.4%. Total deposits at September 30, 2020 were $7.73 billion, compared to $7.23 billion at September 30, 2019, an increase of $491.1 million, or 6.8%. During the three months ended September 30, 2020, Park made the decision to participate in a one-way sell (OWS) program in order to manage the balance sheet. At September 30, 2020, Park had $773.3 million in OWS insured cash sweep deposits which were off-balance sheet. Total deposits would have increased 19.3%
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compared to December 31, 2019 and 17.5% compared to September 30, 2019, had the $773.3 million remained on the balance sheet. The table below breaks out the change in deposit balances, by deposit type.

(In thousands)September 30, 2020December 31, 2019September 30, 2019change from 12/31/19% change from 12/31/19change from 9/30/19% change from 9/30/19
Non-interest bearing deposits$2,831,767 $2,036,359 $2,011,587 $795,408 39.1 %$820,180 40.8 %
Transaction accounts1,365,783 1,628,741 1,736,605 (262,958)(16.1)%(370,822)(21.4)%
Savings2,596,811 2,320,880 2,358,893 275,931 11.9 %237,918 10.1 %
Certificates of deposits931,201 1,139,131 1,127,365 (207,930)(18.3)%(196,164)(17.4)%
Total deposits$7,725,562 $7,125,111 $7,234,450 $600,451 8.4 %$491,112 6.8 %

Guardian Financial Services Company (GFSC)

The table below reflects GFSC's net income for the first, second and third quarters of 2020, the first nine months of each of 2020 and 2019 and for the years ended December 31, 2019 and 2018. During the first quarter of 2020, Park made the decision to no longer seek new loans through the GFSC subsidiary.

(In thousands)Q3 2020Q2 2020Q1 2020Nine months YTD 2020Nine months YTD 201920192018
Net interest income$893 $1,025 $1,152 $3,070 $3,786 $5,013 $5,048 
Provision for loan losses34 27 277 338 458 754 1,328 
Other income 60 62 32 154 142 170 187 
Other expense499 651 765 1,915 2,638 3,478 3,245 
Income before income taxes$420 $409 $142 $971 $832 $951 $662 
    Income tax expense 88 86 30 204 179 189 141 
Net income$332 $323 $112 $767 $653 $762 $521 


The table below provides certain balance sheet information and financial ratios for GFSC as of or for the nine months ended September 30, 2020 and 2019 and as of or for the twelve months ended December 31, 2019.

(In thousands)September 30, 2020December 31, 2019September 30, 2019% change from 12/31/19% change from 09/30/19
Loans$16,589 $28,143 $27,964 (41.05)%(40.68)%
Allowance for loan losses1,789 1,987 1,988 (9.96)%(10.01)%
Net loans14,800 26,156 25,976 (43.42)%(43.02)%
Total assets16,045 27,593 27,481 (41.85)%(41.61)%
Average assets (1)
23,011 29,119 29,713 (20.98)%(22.56)%
Return on average assets (2)
4.45 %2.62 %2.94 %69.85 %51.36 %

(1) Average assets for the nine months ended September 30, 2020 and 2019 and for the year ended December 31, 2019.
(2) Annualized for the nine months ended September 30, 2020 and 2019.


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All Other

The table below reflects All Other net (loss) income for the first, second and third quarters of 2020, for the first nine months of each of 2020 and 2019 and for the years ended December 31, 2019 and 2018.

(In thousands)Q3 2020Q2 2020Q1 2020Nine month YTD 2020Nine months YTD 201920192018
Net interest (expense) income$(848)$270 $(83)$(661)$(413)$(406)$3,303 
Recovery of loan losses(37)(686)(658)(1,381)(637)(2,939)(952)
Other income (loss)1,068 (107)(1,027)(66)4,603 4,631 11,933 
Other expense3,770 3,445 4,143 11,358 17,188 23,077 18,667 
Net loss before income tax benefit$(3,513)$(2,596)$(4,595)$(10,704)$(12,361)$(15,913)$(2,479)
    Income tax benefit(1,139)(1,028)(947)(3,114)(3,450)(4,251)(2,873)
Net (loss) income$(2,374)$(1,568)$(3,648)$(7,590)$(8,911)$(11,662)$394 

The net interest (expense) income for All Other included, for all periods presented, interest income on subordinated debt investments in PNB, which were eliminated in the consolidated Park National Corporation totals, as well as interest income on SEPH impaired loan relationships. The net interest (expense) income for All Other included for the three and nine months ended September 30, 2020 interest expense on $175.0 million aggregate principal amount of 4.50% Fixed-to-Floating Rate Subordinated Notes due 2030 issued in August 2020.

Net interest (expense) income reflected net interest expense of $661,000 for the nine months ended September 30, 2020, compared to net interest expense of $413,000 for the nine months ended September 30, 2019. The change was largely the result of an increase in borrowing interest expense, partially offset by an increase in loan interest income related to payment collections at SEPH.

SEPH had net recoveries of $1.4 million for the nine months ended September 30, 2020, compared to net recoveries of $637,000 for the nine months ended September 30, 2019.

All Other had an other loss of $66,000 for the nine months ended September 30, 2020, compared to other income of $4.6 million for the nine months ended September 30, 2019. The change was largely due to a $4.4 million decrease in income related to partnership investments, which went from a $4.2 million gain for the nine months ended September 30, 2019 to a $203,000 loss for the nine months ended September 30, 2020, and a $818,000 decrease in gain (loss) on equity securities, net, which went from a $159,000 gain for the nine months ended September 30, 2019 to a $659,000 loss for the nine months ended September 30, 2020.

All Other had other expense of $11.4 million for the nine months ended September 30, 2020, compared to $17.2 million for the nine months ended September 30, 2019. The decrease was largely due to a $6.4 million decrease in merger related expenses related to the NewDominion and Carolina Alliance acquisitions.


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Park National Corporation

The table below reflects Park's consolidated net income for the first, second and third quarters of 2020, for the first nine months of each of 2020 and 2019 and for the years ended December 31, 2019 and 2018.
(In thousands)Q3 2020Q2 2020Q1 2020Nine months YTD 2020Nine months YTD 201920192018
Net interest income$83,840 $81,186 $76,283 $241,309 $220,728 $297,737 $266,898 
Provision for loan losses13,836 12,224 5,153 31,213 6,384 6,171 7,945 
Other income36,558 30,964 22,486 90,008 72,969 97,193 101,101 
Other expense69,859 64,799 66,276 200,934 192,757 263,988 228,755 
Income before income taxes$36,703 $35,127 $27,340 $99,170 $94,556 $124,771 $131,299 
    Income tax expense5,857 5,622 4,968 16,447 15,792 22,071 20,912 
Net income$30,846 $29,505 $22,372 $82,723 $78,764 $102,700 $110,387 

Credit Metrics and Provision for (Recovery of) Loan Losses

Section 4014 of the CARES Act provided financial institutions with optional temporary relief from having to comply with the Financial Accounting Standards Board Accounting Standards Update 2016-13 ("Measurement of Credit Losses on Financial Instruments") including the current expected credit loss ("CECL") methodology for estimating the allowance for credit losses. This temporary relief will expire on the earlier of the date on which the national emergency concerning COVID-19 terminates or December 31, 2020, with adoption being effective retrospectively as of January 1, 2020.

Park elected to delay the implementation of CECL following the approval of the CARES Act. The CECL standard requires financial institutions to calculate an allowance utilizing a reasonable and supportable forecast period which Park had established as a one-year period. Much is still unknown about the economic impact of COVID-19 including the duration of the pandemic, the duration and impact of future government programs that may be established as a result of the pandemic, and the resiliency of the U.S. economy, making any forecast subject to large fluctuations in the coming months. In this unprecedented situation, Park believes that adopting the CECL model in the first quarter of 2020 would have added an unnecessary level of subjectivity and volatility to the calculation of the allowance for credit losses.

On a consolidated basis, Park reported a provision for loan losses for the nine months ended September 30, 2020 of $31.2 million, compared to $6.4 million for the nine months ended September 30, 2019. The table below shows a breakdown of the provision for (recovery of) loan losses by reportable segment.
(In thousands)Q3 2020Q2 2020Q1 2020Nine months YTD 2020Nine months YTD 201920192018
PNB$13,839 $12,883 $5,534 $32,256 $6,563 $8,356 $7,569 
GFSC34 27 277 338 458 $754 1,328 
All Other(37)(686)(658)(1,381)(637)(2,939)(952)
    Total Park$13,836 $12,224 $5,153 $31,213 $6,384 $6,171 $7,945 

PNB had net charge-offs of $1.7 million, GFSC had net charge-offs of $536,000, and All Other had net recoveries of $1.4 million for the nine months ended September 30, 2020, resulting in net charge-offs of $854,000 for Park, on a consolidated basis. PNB had net charge-offs of $1.8 million, GFSC had net charge-offs of $916,000, and All Other had net recoveries of $637,000 for the nine months ended September 30, 2019, resulting in net charge-offs of $2.0 million for Park, on a consolidated basis.


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The table below provides additional information related to specific reserves and general reserves for Park as of September 30, 2020, December 31, 2019, and September 30, 2019.


(In thousands)9/30/202012/31/20199/30/2019
Total allowance for loan losses$87,038 $56,679 $55,853 
Allowance on purchased credit impaired ("PCI") loans103 268 — 
Allowance on purchased loans371 — — 
Specific reserve8,666 5,230 3,083 
General reserve on originated loans$77,898 $51,181 $52,770 
Total loans$7,278,546 $6,501,404 $6,403,647 
PCI loans (1)
11,877 14,331 20,486 
Purchased loans393,752 548,436 604,399 
Impaired commercial loans116,138 77,459 74,424 
Originated loans excluding impaired commercial loans$6,756,779 $5,861,178 $5,704,338 
Total allowance for loan losses to total loans ratio1.20 %0.87 %0.87 %
Total allowance for loan losses on originated loans to total originated loans ratio1.26 %0.95 %0.97 %
Total allowance for loan losses on originated loans to total originated loans ratio (excluding PPP loans) (2)
1.36 %N.A.N.A.
General reserve as a % of total originated loans less impaired commercial loans 1.15 %0.87 %0.93 %
General reserve as a % of total originated loans less impaired commercial loans (excluding PPP loans) (2)
1.24 %N.A.N.A.

(1) Excludes PCI loans which are individually evaluated for impairment due to additional credit deterioration post acquisition. These loans had a balance of $0, $5,000, and $11,000 at September 30, 2020, December 31, 2019, and September 30, 2019, respectively.
(2) Excludes $542.8 million of PPP loans and $543,000 in related allowance at September 30, 2020. No PPP loans were outstanding at December 31, 2019 or September 30, 2019.

The allowance for loan losses of $87.0 million at September 30, 2020 represented a $30.4 million, or 53.6%, increase compared to $56.7 million at December 31, 2019. This increase was largely the result of a $26.7 million increase in general reserves on originated total loans and a $3.4 million increase in specific reserves. As of September 30, 2020, a $371,000 allowance had been established for performing acquired loans and a $103,000 allowance had been established for PCI loans. In addition to the established allowance related to acquired loans, as of September 30, 2020, these loans have a remaining purchase accounting discount of $8.1 million. The $26.7 million increase in general reserves was the result of the estimated increase in incurred losses as a result of the impact of the COVID-19 pandemic. This estimate was established based on consideration of Park's existing environmental loss factors, modification programs Park has put in place, and balances of high risk portfolios such as hotel and accommodations, restaurants and food service and strip shopping centers. Much is still unknown about the long-term economic impact of the COVID-19 pandemic and management will continue to evaluate this estimate of incurred losses as new information becomes available.


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SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
Park cautions that any forward-looking statements contained in this Current Report on Form 8-K or made by management of Park are provided to assist in the understanding of anticipated future financial performance. Forward-looking statements provide current expectations or forecasts of future events and are not guarantees of future performance. The forward-looking statements are based on management’s expectations and are subject to a number of risks and uncertainties. Although management believes that the expectations reflected in such forward-looking statements are reasonable, actual results may differ materially from those expressed or implied in such statements.

Risks and uncertainties that could cause actual results to differ materially include, without limitation:

•the ever-changing effects of the novel coronavirus (COVID-19) pandemic - - the duration, extent and severity of which are impossible to predict, including the possibility of further resurgence in the spread of COVID-19 - - on economies (local, national and international) and markets, and on our customers, counterparties, employees and third-party service providers, as well as the effects of various responses of governmental and nongovernmental authorities to the COVID-19 pandemic, including public health actions directed toward the containment of the COVID-19 pandemic, and the implementation of fiscal stimulus packages;
•the impact of future governmental and regulatory actions upon our participation in and execution of government programs related to the COVID-19 pandemic;
•Park's ability to execute our business plan successfully and within the expected timeframe as well as our ability to manage strategic initiatives in light of the impact of the COVID-19 pandemic and the various responses to the COVID-19 pandemic;
•general economic and financial market conditions, specifically in the real estate markets and the credit markets, either nationally or in the states in which Park and our subsidiaries do business, may experience a weaker recovery than anticipated, in addition to the continuing impact of the COVID-19 pandemic on our customers’ operations and financial condition, either of which may result in adverse impacts on the demand for loan, deposit and other financial services, delinquencies, defaults and counterparties' inability to meet credit and other obligations and the possible impairment of collectability of loans;
•factors that can impact the performance of our loan portfolio, including real estate values and liquidity in our primary market areas, the financial health of our commercial borrowers and the success of construction projects that we finance, including any loans acquired in acquisition transactions;
•the effect of monetary and other fiscal policies (including the impact of money supply and interest rate policies of the Federal Reserve Board) as well as disruption in the liquidity and functioning of U.S. financial markets, as a result of the COVID-19 pandemic and government policies implemented in response thereto, may adversely impact prepayment penalty income, mortgage banking income, income from fiduciary activities, the value of securities, deposits and other financial instruments, in addition to the loan demand and the performance of our loan portfolio, and the interest rate sensitivity of our consolidated balance sheet as well as reduce interest margins;
•changes in consumer spending, borrowing and saving habits, whether due to changes in retail distribution strategies, consumer preferences and behavior, changes in business and economic conditions (including as a result of the COVID-19 pandemic and reactions thereto), legislative and regulatory initiatives (including those undertaken in response to the COVID-19 pandemic), or other factors may be different than anticipated;
•changes in unemployment levels in the states in which Park and our subsidiaries do business may be different than anticipated due to the continuing impact of the COVID-19 pandemic;
•changes in customers', suppliers', and other counterparties' performance and creditworthiness may be different than anticipated due to the continuing impact of the COVID-19 pandemic;
•the adequacy of our internal controls and risk management program in the event of changes in the market, economic, operational (including those which may result from more of our associates working remotely), asset/liability repricing, legal, compliance, strategic, cybersecurity, liquidity, credit and interest rate risks associated with Park's business;
•competitive pressures among financial services organizations could increase significantly, including product and pricing pressures (which could in turn impact our credit spreads), changes to third-party relationships and revenues, changes in the manner of providing services, customer acquisition and retention pressures, and our ability to attract, develop and retain qualified banking professionals;
•uncertainty regarding the nature, timing, cost and effect of changes in banking regulations or other regulatory or legislative requirements affecting the respective businesses of Park and our subsidiaries, including major reform of the regulatory oversight structure of the financial services industry and changes in laws and regulations concerning taxes, FDIC insurance premium levels, pensions, bankruptcy, consumer protection, rent regulation and housing, financial accounting and reporting, environmental protection, insurance, bank products and services, bank and bank holding company capital and liquidity standards, fiduciary standards, securities and other aspects of the financial services industry, specifically the reforms provided for in the Coronavirus Aid, Relief and Economic Security (CARES) Act, the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010 (the “Dodd-Frank Act”) and the Basel III regulatory capital reforms, as well as regulations already adopted and which may be adopted in the future by the relevant regulatory agencies, including the Consumer Financial Protection Bureau, the Office of the Comptroller of the Currency, the Federal Deposit Insurance Corporation, and the Federal Reserve Board, to implement the provisions of the CARES Act, the provisions of the Dodd-Frank Act, and the Basel III regulatory capital reforms;
•the effect of changes in accounting policies and practices, as may be adopted by the Financial Accounting Standards Board (the "FASB"), the SEC, the Public Company Accounting Oversight Board and other regulatory agencies, including the extent to which the new current expected credit loss ("CECL") accounting standard issued by the FASB in June 2016 and in accordance with the CARES Act, the adoption of which can be deferred by Park (with retrospective application as of January 1, 2020) until the earlier of: (1) the interim reporting period during which the national emergency concerning the COVID-19 outbreak terminates; or (2) December 31, 2020, may adversely affect Park's reported financial condition or results of operations;
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•Park's assumptions and estimates used in applying critical accounting policies and modeling, including under the CECL model, when adopted by Park, which may prove unreliable, inaccurate or not predictive of actual results;
•significant changes in the tax laws, which may adversely affect the fair values of net deferred tax assets and obligations of state and political subdivisions held in Park's investment securities portfolio;
•the impact of Park's ability to anticipate and respond to technological changes on Park's ability to respond to customer needs and meet competitive demands;
•operational issues stemming from and/or capital spending necessitated by the potential need to adapt to industry changes in information technology systems on which Park and our subsidiaries are highly dependent;
•the ability to secure confidential information and deliver products and services through the use of computer systems and telecommunications networks;
•a failure in or breach of Park's operational or security systems or infrastructure, or those of our third-party vendors and other service providers, resulting in failures or disruptions in customer account management, general ledger, deposit, loan, or other systems, including as a result of cyber attacks;
•the existence or exacerbation of general geopolitical instability and uncertainty as well as the effect of trade policies (including the impact of potential or imposed tariffs, a U.S. withdrawal from or significant renegotiation of trade agreements, trade wars and other changes in trade regulations and changes in the relationship of the U.S. and its global trading partners);
•uncertainty regarding changes to the U.S. presidential administration and Congress and the impact thereof on the regulatory landscape, capital markets, and the response to and management of the COVID-19 pandemic;
•the impact on financial markets and the economy of any changes in the credit ratings of the U.S. Treasury obligations and other U.S. government - backed debt, as well as issues surrounding the levels of U.S., European and Asian government debt and concerns regarding the growth rates and financial stability of certain sovereign governments, supranationals and financial institutions in Europe and Asia and the risk they may face difficulties servicing their sovereign debt;
•the uncertainty surrounding the actions to be taken to implement the referendum by United Kingdom voters to exit the European Union;
•our litigation and regulatory compliance exposure, including the costs and effects of any adverse developments in legal proceedings or other claims and the costs and effects of unfavorable resolution of regulatory and other governmental examinations or other inquiries;
•continued availability of earnings and excess capital sufficient for the lawful and prudent declaration of dividends;
•the impact on Park's business, personnel, facilities or systems of losses related to acts of fraud, scams and schemes of third parties;
•the impact of widespread natural and other disasters, pandemics (including the COVID-19 pandemic), dislocations, regional or national protests and civil unrest, terrorist activities or international hostilities on the economy and financial markets generally and on us or our counterparties specifically;
•any of the foregoing factors, or other cascading effects of the COVID-19 pandemic that are not currently foreseeable, could materially affect our business, including our customers' willingness to conduct banking transactions and their ability to pay on existing obligations;
•the effect of healthcare laws in the U.S. and potential changes for such laws, especially in light of the COVID-19 pandemic, which may increase our healthcare and other costs and negatively impact our operations and financial results;
•risk and uncertainties associated with Park's entry into new geographic markets with our recent acquisitions, including expected revenue synergies and cost savings from recent acquisitions not being fully realized or realized within the expected time frame;
•the discontinuation of the London Inter-Bank Offered Rate (LIBOR) and other reference rates which may result in increased expenses and litigation, and adversely impact the effectiveness of hedging strategies;
•and other risk factors relating to the banking industry as detailed from time to time in Park's reports filed with the SEC including those described in "Item 1A. Risk Factors" of Part I of Park's Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and in "Item 1A. Risk Factors" of Part II of Park's Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020.

Park does not undertake, and specifically disclaims any obligation, to publicly release the results of any revisions that may be made to update any forward-looking statement to reflect the events or circumstances after the date on which the forward-looking statement was made, or reflect the occurrence of unanticipated events, except to the extent required by law.
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Item 8.01 - Other Events

Declaration of Cash Dividend

As reported in the Financial Results News Release, on October 26, 2020, the Park Board of Directors (the "Park Board") declared a $1.02 per common share quarterly cash dividend in respect of Park's common shares. These cash dividends are payable on December 10, 2020 to common shareholders of record as of the close of business on November 20, 2020. A copy of the Financial Results News Release is included as Exhibit 99.1 and the portion thereof addressing the declaration of the cash dividend by the Park Board is incorporated by reference herein.

Item 9.01 - Financial Statements and Exhibits.

(a)Not applicable
    
(b)Not applicable

(c)Not applicable

(d)Exhibits. The following exhibits are included with this Current Report on Form 8-K:



Exhibit No.        Description

99.1    News Release issued by Park National Corporation on October 26, 2020 addressing financial results for the three and nine months ended September 30, 2020 and declaration of quarterly cash dividend

104    Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)

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SIGNATURE


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.
 
 PARK NATIONAL CORPORATION
   
Dated: October 26, 2020By:/s/ Brady T. Burt
  Brady T. Burt
  Chief Financial Officer, Secretary and Treasurer
   

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