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 (Date of earliest event reported) January 27, 2020

PARK NATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

Ohio	1-13006	31-1179518
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

50 North Third Street,	P.O. Box 3500,	Newark,	Ohio	43058-3500
(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 class	Trading Symbol(s)	Name of each exchange on which registered
Common shares, without par value	PRK	NYSE 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. ☐ 

1

Item 2.02 - Results of Operations and Financial Condition.

On January 27, 2020, Park National Corporation (“Park”) issued a news release (the “Financial Results News Release”) announcing financial results for the three months and twelve months ended December 31, 2019. 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 measure, as well as the reconciliation to the comparable U.S. GAAP financial measure, 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 credit losses (aside from 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 return on average tangible equity, return on average tangible assets, tangible equity to tangible assets and tangible book value per share.

Management has included in the Financial Results News Release information relating to the annualized return on average tangible equity, annualized return on average tangible assets, tangible equity to tangible assets and tangible book value per share for the three months ended and at December 31, 2019, September 30, 2019, and December 31, 2018 and the twelve months ended December 31, 2019 and December 31, 2018. For purposes of calculating the 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 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 tangible equity to tangible assets, 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 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.

2

Management believes that the disclosure of return on average tangible equity, return on average tangible assets, tangible equity to tangible assets and 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 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 return on average tangible equity, return on average tangible assets, tangible equity to tangible assets and tangible book value per share are substitutes for return on average equity, return on average assets, total shareholders' equity to total assets and book value per share, respectively, as determined in accordance with 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 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.

Item 5.02 - Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(a) Not applicable.

(b) On January 27, 2020, James R. DeRoberts, who currently serves in the class of directors of Park whose terms expire at the 2020 Annual Meeting of Shareholders (the “2020 Annual Meeting”), notified the Park Board of Directors that he has decided to retire as a director of Park at the end of his current term, effective immediately prior to the 2020 Annual Meeting, which is currently scheduled to be held on April 27, 2020. There are no disagreements between Mr. DeRoberts and Park.

Mr. DeRoberts has served as a director of Park and of PNB since 2015. Mr. DeRoberts will be recognized at the 2020 Annual Meeting for his many significant contributions to the Park organization.

(c) Not applicable.

(d) Not applicable.

(e) Not applicable..

Item 7.01 - Regulation FD Disclosure

Financial Results by Segment

The table below reflects the net income (loss) by segment for each quarter of 2019 and for the years ended December 31, 2019, 2018 and 2017. Park's segments include The Park National Bank ("PNB"), Guardian Financial Services Company ("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)	Q4 2019		Q3 2019		Q2 2019		Q1 2019		2019		2018		2017
PNB	$	26,578	$	30,948	$	29,382	$	26,692	$	113,600	$	109,472	$	87,315
GFSC	109		203		163		287		$	762	521		260
All Other	(2,751)		(5)		(7,382)		(1,524)		$	(11,662)	394		(3,333)
Total Park	$	23,936	$	31,146	$	22,163	$	25,455	$	102,700	$	110,387	$	84,242

3

Net income for the twelve months ended December 31, 2019 of $102.7 million represented a $7.7 million, or 7.0%, decrease compared to $110.4 million for the twelve months ended December 31, 2018. Net income for both the twelve months ended December 31, 2019 and the twelve months ended December 31, 2018 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)

In 2020, Park will execute a rebranding initiative to operate all 12 banking divisions of PNB under one name. The banking divisions will discontinue use of their former bank division name and logos; and they will share new, unified PNB branding in all marketing and communications to the communities they serve. This rebranding will make it easier for bank customers and prospective customers to recognize and access the full depth and breadth of the banking organization. Leadership structure, service style, and local community involvement will not be affected by the rebranding.

The table below reflects PNB's net income for each quarter of 2019 and for the years ended December 31, 2019, 2018 and 2017.

(In thousands)	Q4 2019		Q3 2019		Q2 2019		Q1 2019		2019		2018		2017
Net interest income	$	75,775	$	76,180	$	74,893	$	66,282	$	293,130	$	258,547	$	235,243
Provision for loan losses	1,793		2,320		1,803		2,440		8,356		7,569		9,898
Other income	24,168		24,842		22,674		20,708		92,392		88,981		82,742
Other expense	64,502		60,943		60,014		51,974		237,433		206,843		185,891
Income before income taxes	$	33,648	$	37,759	$	35,750	$	32,576	$	139,733	$	133,116	$	122,196
Income tax expense	7,070		6,811		6,368		5,884		26,133		23,644		34,881
Net income	$	26,578	$	30,948	$	29,382	$	26,692	$	113,600	$	109,472	$	87,315

Net interest income of $293.1 million for the twelve months ended December 31, 2019 represented a $34.6 million, or 13.4%, increase compared to $258.5 million for the twelve months ended December 31, 2018. The increase was a result of a $52.1 million increase in interest income, offset by a $17.5 million increase in interest expense.

The $52.1 million increase in interest income was primarily due to a $52.6 million increase in interest income on loans. The increase in interest income on loans was partially the result of a $746.2 million increase in average loans from $5.44 billion for the twelve months ended December 31, 2018, to $6.19 billion for the twelve months ended December 31, 2019. Additionally, the yield on loans increased 27 basis points to 5.12% for the twelve months ended December 31, 2019, compared to 4.85% for the twelve months ended December 31, 2018. Interest income was impacted by the acquisition of NewDominion Bank ("NewDominion") on July 1, 2018 and the acquisition of CAB Financial Corporation, the parent of Carolina Alliance Bank ("Carolina Alliance") on April 1, 2019. The NewDominion Bank Division and the Carolina Alliance Bank Division contributed an aggregate of $41.3 million to interest income at PNB during the twelve months ended December 31, 2019. The NewDominion Bank Division contributed $8.1 million to interest income at PNB during the twelve months ended December 31, 2018.

The $17.5 million increase in interest expense was primarily due to a $18.7 million increase in interest expense on deposits, partially offset by a $1.2 million decrease in interest expense on borrowings. The increase in interest expense on deposits was partially the result of a $555.8 million increase in average interest-bearing deposits from $4.47 billion for the twelve months ended December 31, 2018, to $5.03 billion for the twelve months ended December 31, 2019. Additionally, the cost of deposits increased by 29 basis points from 0.72% for the twelve months ended December 31, 2018 to 1.01% for the twelve months ended December 31, 2019. Interest expense was impacted by the acquisitions of NewDominion and Carolina Alliance. The NewDominion Bank Division and the Carolina Alliance Bank Division contributed an aggregate of $5.3 million to interest expense at PNB during the twelve months ended December 31, 2019. The NewDominion Bank Division contributed $674,000 to interest expense at PNB during the twelve months ended December 31, 2018.

4

The provision for loan losses of $8.4 million for the twelve months ended December 31, 2019 represented an increase of $787,000, compared to $7.6 million for the twelve months ended December 31, 2018. 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 $92.4 million for the twelve months ended December 31, 2019 represented an increase of $3.4 million, or 3.8%, compared to $89.0 million for the twelve months ended December 31, 2018. The $3.4 million increase was primarily related to a $2.9 million increase in debit card fee income, a $2.4 million increase in other service income, a $1.5 million increase in income from fiduciary activities, a $1.3 million increase in operating lease income, which is included in miscellaneous income, and a decrease of $1.8 million in net losses on the sale of investment securities, offset by a $2.0 million decrease in other components of net periodic benefit income, a $1.6 million decrease in net gains on the sale of OREO, a $814,000 decrease in net gains on the sale of non-performing loans, a $735,000 decrease in bank owned life insurance income, primarily reflecting that income from death benefits has been paid on policies during 2018, and a $626,000 decrease in service charges on deposit accounts. Other income was impacted by the acquisitions of NewDominion and Carolina Alliance. The NewDominion Bank Division and the Carolina Alliance Bank Division contributed an aggregate of $4.6 million to other income at PNB during the twelve months ended December 31, 2019. The NewDominion Bank Division contributed $429,000 to other income at PNB during the twelve months ended December 31, 2018.

The table below reflects PNB's other expense for the years ended December 31, 2019 and 2018.

(In thousands)	2019		2018		change		% change
Other expense:
Salaries	$	109,362	$	97,155	$	12,207	12.6	%
Employee benefits	36,017		29,341		6,676		22.8	%
Occupancy expense	12,555		11,007		1,548		14.1	%
Furniture and equipment expense	16,999		16,082		917		5.7	%
Data processing fees	10,589		8,337		2,252		27.0	%
Professional fees and services	22,056		19,382		2,674		13.8	%
Marketing	5,704		5,091		613		12.0	%
Insurance	2,489		4,749		(2,260)		(47.6)	%
Communication	5,193		4,792		401		8.4	%
State tax expense	3,016		3,027		(11)		(0.4)	%
Amortization of intangible assets	2,355		578		1,777		307.4	%
Miscellaneous	11,098		7,302		3,796		52.0	%
Total other expense	$	237,433	$	206,843	$	30,590	14.8	%

Other expense of $237.4 million for the twelve months ended December 31, 2019 represented an increase of $30.6 million, or 14.8%, compared to $206.8 million for the twelve months ended December 31, 2018. The increase in employee benefits expense was primarily related to increased group insurance costs, payroll taxes and an increase in the company match in Park's defined contribution plan. Included in the increase in miscellaneous expense were a $1.3 million increase in operating lease depreciation, a $1.3 million expense related to the write-off of the NewDominion trade name intangible, which was the result of the rebranding initiative, a $611,000 expense related to prepayment penalties on FHLB borrowings and a $471,000 increase in training and travel expenses. The decrease in insurance was primarily related to an assessment credit for FDIC insurance premiums.

Other expense was impacted by the acquisitions of NewDominion and Carolina Alliance. Of the $237.4 million of total other expense for the twelve months ended December 31, 2019, the NewDominion Bank Division and the Carolina Alliance Bank Division's total other expense was $10.7 million and $16.5 million, respectively. The NewDominion Bank Division's total other expense was $5.8 million for the twelve months ended December 31, 2018. Cost savings related to the Carolina Alliance acquisition were not realized until the fourth quarter of 2019, following the conversion of Carolina Alliance's core banking system.

5

The table below reflects PNB's other expense less the impact of NewDominion Bank Division and the Carolina Alliance Bank Division for the years ended December 31, 2019 and 2018.

(In thousands)	2019		2018		change		% change
Other expense:
Salaries	$	97,856	$	94,558	$	3,298	3.5	%
Employee benefits	33,594		28,815		4,779		16.6	%
Occupancy expense	10,261		10,412		(151)		(1.5)	%
Furniture and equipment expense	15,999		15,917		82		0.5	%
Data processing fees	9,496		8,015		1,481		18.5	%
Professional fees and services	20,237		18,921		1,316		7.0	%
Marketing	5,026		4,878		148		3.0	%
Insurance	2,153		4,634		(2,481)		(53.5)	%
Communication	4,875		4,700		175		3.7	%
State tax expense	2,986		2,978		8		0.3	%
Miscellaneous	7,793		7,203		590		8.2	%
Total other expense	$	210,276	$	201,031	$	9,245	4.6	%

Excluding the impact of the NewDominion Bank Division and the Carolina Alliance Bank Division, other expense of $210.3 million for the twelve months ended December 31, 2019 represented an increase of $9.2 million, or 4.6%, compared to $201.0 million for the twelve months ended December 31, 2018. The increase in employee benefits expense was primarily related to increased group insurance costs, payroll taxes and an increase in the company match in Park's defined contribution plan. The increase in data processing fees was mostly related to an increase in debit card processing expense, resulting from a 6.3% increase in debit card transactions. Included in the increase in miscellaneous expense was a $611,000 expense related to prepayment penalties on FHLB borrowings. The decrease in other insurance was primarily related to an assessment credit utilized for FDIC insurance premiums.

The table below provides certain balance sheet information and financial ratios for PNB as of or for the years ended December 31, 2019 and 2018.

(In thousands)	December 31, 2019			December 31, 2018			% change from 12/31/18
Loans	$	6,481,644		$	5,671,173		14.29	%
Allowance for loan losses	54,692			49,067			11.46	%
Net loans	6,426,952			5,622,106			14.32	%
Investment securities	1,271,817			1,418,938			(10.37)	%
Total assets	8,521,537			7,753,848			9.90	%
Total deposits	7,125,111			6,334,796			12.48	%
Average assets (1)	8,425,536			7,573,713			11.25	%
Efficiency ratio (2)	61.12		%	59.03		%	3.54	%
Return on average assets	1.35		%	1.45		%	(6.90)	%

(1) Average assets for the years ended December 31, 2019 and 2018.

(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 $3.0 million and $2.9 million for the years ended December 31, 2019 and 2018.

6

Loans outstanding at December 31, 2019 were $6.48 billion, compared to $5.67 billion at December 31, 2018, an increase of $810.5 million, or 14.3%. Excluding $560.2 million of loans at the Carolina Alliance Bank Division at December 31, 2019, loans outstanding at December 31, 2019 were $5.92 billion, compared to $5.67 billion at December 31, 2018, an increase of $250.2 million, or 4.4%. The table below breaks out the change in loans outstanding, excluding those at the Carolina Alliance Bank Division, by loan type.

PNB less Carolina Alliance Bank Division
(In thousands)	December 31, 2019		December 31, 2018		change		% change
Home equity	$	192,044	$	215,426	$	(23,382)	(10.9)	%
Installment	1,426,049		1,279,831		146,218		11.4	%
Real estate	1,229,062		1,207,160		21,902		1.8	%
Commercial	3,069,344		2,963,339		106,005		3.6	%
Other	4,913		5,417		(504)		(9.3)	%
Total loans	$	5,921,412	$	5,671,173	$	250,239	4.4	%

PNB's allowance for loan losses increased by $5.6 million, or 11.5%, to $54.7 million at December 31, 2019, compared to $49.1 million at December 31, 2018. Net charge offs were $2.7 million, or 0.04% of total average loans, for the twelve months ended December 31, 2019 and were $6.1 million, or 0.11% of total average loans, for the twelve months ended December 31, 2018. 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 December 31, 2019 were $7.13 billion, compared to $6.33 billion at December 31, 2018, an increase of $790.3 million, or 12.5%. Excluding $639.8 million of total deposits at the Carolina Alliance Bank Division at December 31, 2019, total deposits at December 31, 2019 were $6.49 billion, compared to $6.33 billion at December 31, 2018, an increase of $150.5 million, or 2.4%. The table below breaks out the change in deposit balances, excluding those at the Carolina Alliance Bank Division, by deposit type.

PNB less Carolina Alliance Bank Division
(In thousands)	December 31, 2019		December 31, 2018		change		% change
Non-interest bearing deposits	$	1,899,696	$	1,882,979	$	16,717	0.9	%
Transaction accounts	1,393,709		1,364,743		28,966		2.1	%
Savings	2,205,483		2,043,897		161,586		7.9	%
Certificates of deposits	986,397		1,043,177		(56,780)		(5.4)	%
Total deposits	$	6,485,285	$	6,334,796	$	150,489	2.4	%

Guardian Financial Services Company (GFSC)

The table below reflects GFSC's net income for each quarter of 2019 and for the years ended December 31, 2019, 2018 and 2017.

(In thousands)	Q4 2019		Q3 2019		Q2 2019		Q1 2019		2019		2018		2017
Net interest income	$	1,227	$	1,244	$	1,217	$	1,325	$	5,013	$	5,048	$	5,839
Provision for loan losses	296		143		170		145		754		1,328		1,917
Other income	28		59		51		32		170		187		103
Other expense	840		902		891		845		3,478		3,245		3,099
Income before income taxes	$	119	$	258	$	207	$	367	$	951	$	662	$	926
Income tax expense	10		55		44		80		189		141		666
Net income	$	109	$	203	$	163	$	287	$	762	$	521	$	260

7

The table below provides certain balance sheet information and financial ratios for GFSC as of or for the year ended December 31, 2019 and 2018.

(In thousands)	December 31, 2019			December 31, 2018			% change from 12/31/18
Loans	$	28,143		$	32,664		(13.84)	%
Allowance for loan losses	1,987			2,445			(18.73)	%
Net loans	26,156			30,219			(13.45)	%
Total assets	27,593			31,388			(12.09)	%
Average assets (1)	29,119			29,741			(2.09)	%
Return on average assets	2.62		%	1.75		%	49.71	%

(1) Average assets for the years ended December 31, 2019 and 2018.

All Other

The table below reflects All Other net (loss) income for each quarter of 2019 and for the years ended December 31, 2019, 2018 and 2017.

(In thousands)	Q4 2019		Q3 2019		Q2 2019		Q1 2019		2019		2018		2017
Net interest income (expense)	$	7	$	(323)	$	(259)	$	169	$	(406)	$	3,303	$	2,677
Recovery of loan losses	(2,302)		(496)		(54)		(87)		(2,939)		(952)		(3,258)
Other income	28		3,235		83		1,285		4,631		11,933		3,584
Other expense	5,889		3,893		9,287		4,008		23,077		18,667		14,172
Net loss before income tax benefit	$	(3,552)	$	(485)	$	(9,409)	$	(2,467)	$	(15,913)	$	(2,479)	$	(4,653)
Income tax benefit	(801)		(480)		(2,027)		(943)		(4,251)		(2,873)		(1,320)
Net (loss) income	$	(2,751)	$	(5)	$	(7,382)	$	(1,524)	$	(11,662)	$	394	$	(3,333)

The net interest income (expense) 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.

Net interest income (expense) reflected net expense of $406,000 for the twelve months ended December 31, 2019 compared to net income of $3.3 million for the twelve months ended December 31, 2018. The change was the result of a decrease in interest payments received from SEPH impaired loan relationships.

SEPH had net recoveries of $2.9 million for the twelve months ended December 31, 2019, compared to net recoveries of $952,000 for the twelve months ended December 31, 2018.

Other income of $4.6 million for the twelve months ended December 31, 2019 represented a decrease of $7.3 million, compared to $11.9 million for the twelve months ended December 31, 2018. The $7.3 million decrease was largely due to a $2.9 million decrease in gain on the sale of OREO, net, a $2.2 million decrease in net gains on the sale of non-performing loans, a $1.5 million decrease in bank owned life insurance income, primarily reflecting that income from death benefits had been paid on policies in 2018, and a $1.0 million decrease in loan fee income as a result of a reduction in payments received from SEPH impaired loan relationships.

Other expense of $23.1 million for the twelve months ended December 31, 2019 represented an increase of $4.4 million, or 23.6%, compared to $18.7 million for the twelve months ended December 31, 2018. The $4.4 million increase was primarily related to an increase of $2.1 million in salary expense, a $1.6 million increase in professional fees and services and a $777,000 increase in miscellaneous expense (all increases primarily with respect to merger-related expenses). Merger-related expenses were $8.9 million for the twelve months ended December 31, 2019, compared to $5.2 million for the twelve months ended December 31, 2018.

8

Park National Corporation

The table below reflects Park's consolidated net income for each quarter of 2019 and for the years ended December 31, 2019, 2018 and 2017.

(In thousands)	Q4 2019		Q3 2019		Q2 2019		Q1 2019		2019		2018		2017
Net interest income	$	77,009	$	77,101	$	75,851	$	67,776	$	297,737	$	266,898	$	243,759
(Recovery of) provision for loan losses	(213)		1,967		1,919		2,498		6,171		7,945		8,557
Other income	24,224		28,136		22,808		22,025		97,193		101,101		86,429
Other expense	71,231		65,738		70,192		56,827		263,988		228,755		203,162
Income before income taxes	$	30,215	$	37,532	$	26,548	$	30,476	$	124,771	$	131,299	$	118,469
Income tax expense	6,279		6,386		4,385		5,021		22,071		20,912		34,227
Net income	$	23,936	$	31,146	$	22,163	$	25,455	$	102,700	$	110,387	$	84,242

Credit Metrics and Provision for (Recovery of) Loan Losses

On a consolidated basis, Park reported a provision for loan losses for the year ended December 31, 2019 of $6.2 million, compared to $7.9 million for the year ended December 31, 2018. The table below shows a breakdown of the provision for (recovery of) loan losses by reportable segment.

(In thousands)	Q4 2019		Q3 2019		Q2 2019		Q1 2019		2019		2018		2017
PNB	$	1,793	$	2,320	$	1,803	$	2,440	$	8,356	$	7,569	$	9,898
GFSC	296		143		170		145		$	754	1,328		1,917
All Other	(2,302)		(496)		(54)		(87)		(2,939)		(952)		(3,258)
Total Park	$	(213)	$	1,967	$	1,919	$	2,498	$	6,171	$	7,945	$	8,557

PNB had net charge-offs of $2.7 million, GFSC had net charge-offs of $1.2 million, and All Other had net recoveries of $2.9 million for the twelve months ended December 31, 2019, resulting in net charge-offs of $1.0 million for Park, on a consolidated basis. PNB had net charge-offs of $6.1 million, GFSC had net charge-offs of $1.3 million, and All Other had net recoveries of $1.0 million for the twelve months ended December 31, 2018, resulting in net charge-offs of $6.4 million for Park, on a consolidated basis.

The table below provides additional information related to specific reserves and general reserves for Park as of December 31, 2019, December 31, 2018, and December 31, 2017.

(In thousands)	12/31/2019			12/31/2018			12/31/2017
Total allowance for loan losses	$	56,679		$	51,512		$	49,988
Specific reserve	5,230			2,273			684
General reserve	$	51,449		$	49,239		$	49,304
Total loans	$	6,501,404		$	5,692,132		$	5,372,483
Impaired commercial loans	77,459			48,135			56,545
Total loans less impaired commercial loans	$	6,423,945		$	5,643,997		$	5,315,938
General reserve as a % of total loans less impaired commercial loans	0.80		%	0.87		%	0.93		%
General reserve as a % of total loans less impaired commercial loans (excluding performing acquired loans)	0.88		%	0.91		%	N/A

The allowance for loan losses of $56.7 million at December 31, 2019 represented a $5.2 million, or 10.0%, increase compared to $51.5 million at December 31, 2018. This increase was the result of a $2.2 million increase in general reserves and a $3.0 million increase in specific reserves. As of December 31, 2019, no allowance had been established for performing acquired loans.

9

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: Park's ability to execute our business plan successfully and within the expected timeframe as well as Park's ability to manage strategic initiatives; 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 slowing or reversal of the current economic expansion in addition to continuing residual effects of prior recessionary conditions and an uneven spread of positive impacts of recovery on the economy and our counterparties, resulting 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; changes in interest rates and prices as well as disruption in the liquidity and functioning of U.S. financial markets may adversely impact prepayment penalty income, mortgage banking income, income from fiduciary activities, the value of securities, loans, deposits and other financial instruments and the interest rate sensitivity of our consolidated balance sheet as well as reduce interest margins and impact loan demand; 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, legislative and regulatory initiatives, or other factors may be different than anticipated; changes in unemployment may be different than anticipated; changes in customers', suppliers', and other counterparties' performance and creditworthiness may be different than anticipated; the adequacy of our internal controls and risk management program in the event of changes in the market, economic, operational, asset/liability repricing, legal, compliance, strategic, cybersecurity, liquidity, credit and interest rate risks associated with Park's business; disruption in the liquidity and other functioning of U.S. financial markets; our liquidity requirements could be adversely affected by changes to regulations governing bank and bank holding company capital and liquidity standards as well as by changes in our assets and liabilities; competitive pressures among financial services organizations could increase significantly, including product and pricing pressures (which could in turn impact our credit spreads), customer acquisition and retention, 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; customers could pursue alternatives to bank deposits, causing us to lose a relatively inexpensive source of funding; 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 capital and liquidity standards, fiduciary standards, securities and other aspects of the financial services industry, specifically the reforms provided for in 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 Dodd-Frank Act's provisions, and the Basel III regulatory capital reforms; the effects of easing restrictions on participants in the financial services industry; 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 accounting standard issued by the FASB in June 2016 and effective for Park as of January 1, 2020, which will require banks to record, at the time of origination, credit losses expected throughout the life of the asset portfolio on loans and held-to-maturity securities, as opposed to the current practice of recording losses which it is probable that a loss event has occurred, may adversely affect Park's reported financial condition or results of operations; Park's assumptions and estimates used in applying critical accounting policies and modeling, 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 our ability to anticipate and respond to technological changes on our 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 our 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; 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), monetary and other fiscal policies (including the impact of money supply and interest rate policies to the Federal Reserve Board) and other governmental policies of the U.S. federal government; 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 creditworthiness of certain sovereign governments, supranationals and financial institutions in Europe and Asia; 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, dislocations, civil unrest, terrorist activities or international hostilities on the economy and financial markets generally and on us or our counterparties specifically; the effect of healthcare laws in the U.S. and potential changes for such laws which may increase our healthcare and other costs and negatively impact our operations and financial results; Park's ability to

10

integrate recent acquisitions (including CAB Financial Corporation ("CAB")) as well as to identify, make or integrate any future suitable strategic acquisitions, which may be unsuccessful, or may be more difficult, time-consuming or costly than expected; risk and uncertainties associated with Park's entry into new geographic markets with its recent acquisitions, including expected revenue synergies and cost savings from recent acquisitions not being fully realized or realized within the expected time frame; revenues following the merger of Park and CAB may be lower than expected; customer and employee relationships and business operations may be disrupted by the merger of Park and CAB; Park issued equity securities in the acquisitions of NewDominion Bank and CAB and may issue equity securities in connection with future acquisitions, which could cause ownership and economic dilution to Park's current shareholders; 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, 2018. 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.

Item 8.01 - Other Events

Declaration of Cash Dividend

As reported in the Financial Results News Release, on January 27, 2020, the Park Board of Directors (the "Park Board") declared a $1.02 per common share quarterly cash dividend and a special cash dividend of $0.20 per common share in respect of Park's common shares. These cash dividends are payable on March 10, 2020 to common shareholders of record as of the close of business on February 21, 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 dividends 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 January 27, 2020 addressing financial results for the three months and twelve months ended December 31, 2019 and declaration of quarterly cash dividend and special cash dividend.

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

11

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: January 27, 2020	By:	/s/ Brady T. Burt
		Brady T. Burt
		Chief Financial Officer, Secretary and Treasurer

12

EX-99.1

January 27, 2020 Exhibit 99.1

Park National Corporation reports 2019 financial results

Board increases quarterly dividend and declares special dividend

NEWARK, Ohio - Park National Corporation (Park) (NYSE American: PRK) today reported financial results for the fourth quarter and full year of 2019 (three and twelve months ended December 31, 2019). Park's board of directors authorized a special cash dividend of $0.20 per common share, and increased the quarterly cash dividend to $1.02 per common share. Both dividends are payable on March 10, 2020 to common shareholders of record as of February 21, 2020.

“Our performance in 2019 aligned well with our expectations,” said Park President Matthew Miller. “Corporate results reflect our investments into new areas, and the financial tables included in our public filing detail acquisition-related costs from the past two years. Our community banking operations generated steady results, increasing loans and deposits for local families and businesses.”

Park’s net income for the fourth quarter of 2019 was $23.9 million, an 8.9 percent decrease from $26.3 million for the fourth quarter of 2018. Fourth quarter 2019 net income per diluted common share was $1.45, compared to $1.67 in the fourth quarter of 2018. Park's net income for full year of 2019 was $102.7 million, a 7.0 percent decrease from $110.4 million for the same period of 2018. Net income per diluted common share was $6.29 for 2019, compared to $7.07 for 2018.

Park's community-banking subsidiary, The Park National Bank, reported net income of $113.6 million for the full year of 2019, a 3.7 percent increase compared to $109.5 million for the same period of 2018.

“Our growing team of community bankers continues to deliver an extraordinary experience for those they serve, and we could not be more grateful for their dedication and excellence” said Park Chairman and Chief Executive Officer David Trautman. “This year holds great promise as we focus on serving customers and prospects more, all together under our unified brand and stronger than ever.”

Headquartered in Newark, Ohio, Park National Corporation had $8.6 billion in total assets (as of December 31, 2019). Park's banking operations are conducted through Park subsidiary The Park National Bank and its divisions, which include Fairfield National Bank Division, Richland Bank Division, Century National Bank Division, First-Knox National Bank Division, United Bank, N.A. Division, Second National Bank Division, Security National Bank Division, Unity National Bank Division, The Park National Bank of Southwest Ohio & Northern Kentucky Division, NewDominion Bank Division and Carolina Alliance Bank Division. Park also includes Scope Leasing, Inc. (d.b.a. Scope Aircraft Finance), Guardian Financial Services Company (d.b.a. Guardian Finance Company) and SE Property Holdings, LLC.

Complete financial tables are listed below.

Media contact: Bethany Lewis, 740.349.0421, blewis@parknationalbank.com

Investor contact: Brady Burt, 740.322.6844, bburt@parknationalbank.com

Park National Corporation, 50 N. Third Street, Newark, Ohio 43055

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

Park cautions that any forward-looking statements contained in this News Release 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

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

that could cause actual results to differ materially include, without limitation: Park's ability to execute our business plan successfully and within the expected timeframe as well as Park's ability to manage strategic initiatives; 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 slowing or reversal of the current economic expansion in addition to continuing residual effects of prior recessionary conditions and an uneven spread of positive impacts of recovery on the economy and our counterparties, resulting 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; changes in interest rates and prices as well as disruption in the liquidity and functioning of U.S. financial markets may adversely impact prepayment penalty income, mortgage banking income, income from fiduciary activities, the value of securities, loans, deposits and other financial instruments and the interest rate sensitivity of our consolidated balance sheet as well as reduce interest margins and impact loan demand; 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, legislative and regulatory initiatives, or other factors may be different than anticipated; changes in unemployment may be different than anticipated; changes in customers', suppliers', and other counterparties' performance and creditworthiness may be different than anticipated; the adequacy of our internal controls and risk management program in the event of changes in the market, economic, operational, asset/liability repricing, legal, compliance, strategic, cybersecurity, liquidity, credit and interest rate risks associated with Park's business; disruption in the liquidity and other functioning of U.S. financial markets; our liquidity requirements could be adversely affected by changes to regulations governing bank and bank holding company capital and liquidity standards as well as by changes in our assets and liabilities; competitive pressures among financial services organizations could increase significantly, including product and pricing pressures (which could in turn impact our credit spreads), customer acquisition and retention, 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; customers could pursue alternatives to bank deposits, causing us to lose a relatively inexpensive source of funding; 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 capital and liquidity standards, fiduciary standards, securities and other aspects of the financial services industry, specifically the reforms provided for in 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 Dodd-Frank Act's provisions, and the Basel III regulatory capital reforms; the effects of easing restrictions on participants in the financial services industry; 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 accounting standard issued by the FASB in June 2016 and effective for Park as of January 1, 2020, which will require banks to record, at the time of origination, credit losses expected throughout the life of the asset portfolio on loans and held-to-maturity securities, as opposed to the current practice of recording losses which it is probable that a loss event has occurred, may adversely affect Park's reported financial condition or results of operations; Park's assumptions and estimates used in applying critical accounting policies and modeling, 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 our ability to anticipate and respond to technological changes on our 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 our 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; 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), monetary and other fiscal policies (including the impact of money supply and interest rate policies to the Federal Reserve Board) and other governmental policies of the U.S. federal government; 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 creditworthiness of certain sovereign governments, supranationals and financial institutions in Europe and Asia; 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, dislocations, civil unrest, terrorist activities or international hostilities on the economy and financial markets generally and on us or our counterparties specifically; the effect of healthcare laws in the U.S. and potential changes for such laws which may increase our healthcare and other costs and negatively impact our operations and financial results; Park's ability to integrate recent acquisitions (including CAB Financial Corporation ("CAB")) as well as to identify, make or integrate any future suitable strategic acquisitions, which may be unsuccessful, or may be more difficult, time-consuming or costly than expected; risk and uncertainties associated with Park's entry into new geographic markets with its recent acquisitions, including expected revenue synergies and cost savings from recent acquisitions not being fully realized or realized within the expected time frame; revenues following the merger of Park and CAB may be lower than expected; customer and employee relationships and business operations may be disrupted by the merger of Park and CAB; Park issued equity securities in the acquisitions of NewDominion Bank and CAB and may issue equity securities in connection with future acquisitions, which could cause

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

ownership and economic dilution to Park's current shareholders; 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, 2018. 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.

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

PARK NATIONAL CORPORATION
Financial Highlights
As of or for the three months ended December 31, 2019, September 30, 2019, and December 31, 2018
	2019			2019			2018			Percent change vs.
(in thousands, except share and per share data)	4th QTR			3rd QTR			4th QTR			3Q '19		4Q '18
INCOME STATEMENT:
Net interest income	$	77,009		$	77,101		$	69,630		(0.1)	%	10.6	%
(Recovery of) provision for loan losses	(213)			1,967			3,359			(110.8)	%	(106.3)	%
Other income	24,224			28,136			26,892			(13.9)	%	(9.9)	%
Other expense	71,231			65,738			62,597			8.4	%	13.8	%
Income before income taxes	$	30,215		$	37,532		$	30,566		(19.5)	%	(1.1)	%
Income taxes	6,279			6,386			4,305			(1.7)	%	45.9	%
Net income	$	23,936		$	31,146		$	26,261		(23.1)	%	(8.9)	%
MARKET DATA:
Earnings per common share - basic (b)	$	1.46		$	1.90		$	1.67		(23.2)	%	(12.6)	%
Earnings per common share - diluted (b)	1.45			1.89			1.67			(23.3)	%	(13.2)	%
Cash dividends declared per common share	1.01			1.01			0.96			—	%	5.2	%
Book value per common share at period end	59.28			58.54			53.03			1.3	%	11.8	%
Market price per common share at period end	102.38			94.81			84.95			8.0	%	20.5	%
Market capitalization at period end	1,673,549			1,548,527			1,333,560			8.1	%	25.5	%
Weighted average common shares - basic (a)	16,342,485			16,382,798			15,695,522			(0.2)	%	4.1	%
Weighted average common shares - diluted (a)	16,454,553			16,475,741			15,764,548			(0.1)	%	4.4	%
Common shares outstanding at period end	16,346,442			16,332,951			15,698,178			0.1	%	4.1	%
PERFORMANCE RATIOS: (annualized)
Return on average assets (a)(b)	1.09		%	1.41		%	1.34		%	(22.7)	%	(18.7)	%
Return on average shareholders' equity (a)(b)	9.83		%	13.07		%	12.70		%	(24.8)	%	(22.6)	%
Yield on loans	5.11		%	5.25		%	5.10		%	(2.7)	%	0.2	%
Yield on investment securities	2.72		%	2.72		%	2.74		%	—	%	(0.7)	%
Yield on money market instruments	1.86		%	2.43		%	2.46		%	(23.5)	%	(24.4)	%
Yield on interest earning assets	4.64		%	4.73		%	4.61		%	(1.9)	%	0.7	%
Cost of interest bearing deposits	0.95		%	1.08		%	0.85		%	(12.0)	%	11.8	%
Cost of borrowings	2.18		%	2.25		%	1.88		%	(3.1)	%	16.0	%
Cost of paying interest bearing liabilities	1.04		%	1.19		%	0.97		%	(12.6)	%	7.2	%
Net interest margin (g)	3.90		%	3.86		%	3.91		%	1.0	%	(0.3)	%
Efficiency ratio (g)	69.86		%	62.03		%	64.36		%	12.6	%	8.5	%
OTHER RATIOS (NON-GAAP):
Tangible book value per share (d)	$	48.81		$	47.92		$	45.41		1.9	%	7.5	%
Note: Explanations for footnotes (a) - (i) are included at the end of the financial tables in the "Financial Reconciliations" section.

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

PARK NATIONAL CORPORATION
Financial Highlights (continued)
As of or for the three months ended December 31, 2019, September 30, 2019, and December 31, 2018
										Percent change vs.
(in thousands, except ratios)	December 31, 2019			September 30, 2019			December 31, 2018			3Q '19		4Q '18
BALANCE SHEET:
Investment securities	$	1,279,507		$	1,328,930		$	1,411,080		(3.7)	%	(9.3)	%
Loans	6,501,404			6,403,647			5,692,132			1.5	%	14.2	%
Allowance for loan losses	56,679			55,853			51,512			1.5	%	10.0	%
Goodwill and other intangible assets	171,118			173,489			119,710			(1.4)	%	42.9	%
Other real estate owned (OREO)	4,029			3,779			4,303			6.6	%	(6.4)	%
Total assets	8,558,377			8,723,610			7,804,308			(1.9)	%	9.7	%
Total deposits	7,052,612			7,168,259			6,260,860			(1.6)	%	12.6	%
Borrowings	438,157			498,338			636,966			(12.1)	%	(31.2)	%
Total shareholders' equity	969,014			956,140			832,506			1.3	%	16.4	%
Tangible equity (d)	797,896			782,651			712,796			1.9	%	11.9	%
Total nonperforming loans	113,953			111,184			85,370			2.5	%	33.5	%
Total nonperforming assets	121,581			118,561			93,137			2.5	%	30.5	%
ASSET QUALITY RATIOS:
Loans as a % of period end total assets	75.97		%	73.41		%	72.94		%	3.5	%	4.2	%
Total nonperforming loans as a % of period end loans	1.75		%	1.74		%	1.50		%	0.6	%	16.7	%
Total nonperforming assets as a % of period end loans + OREO + other nonperforming assets	1.87		%	1.85		%	1.63		%	1.1	%	14.7	%
Allowance for loan losses as a % of period end loans	0.87		%	0.87		%	0.90		%	—	%	(3.3)	%
Net loan (recoveries) charge-offs	$	(1,039)		$	117		$	2,093		N.M.		N.M.
Annualized net loan (recoveries) charge-offs as a % of average loans (a)	(0.06)		%	0.01		%	0.15		%	N.M.		N.M.
CAPITAL & LIQUIDITY:
Total shareholders' equity / Period end total assets	11.32		%	10.96		%	10.67		%	3.3	%	6.1	%
Tangible equity (d) / Tangible assets (f)	9.51		%	9.15		%	9.28		%	3.9	%	2.5	%
Average shareholders' equity / Average assets (a)	11.12		%	10.76		%	10.56		%	3.3	%	5.3	%
Average shareholders' equity / Average loans (a)	15.03		%	14.83		%	14.56		%	1.3	%	3.2	%
Average loans / Average deposits (a)	89.36		%	88.63		%	90.06		%	0.8	%	(0.8)	%

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

PARK NATIONAL CORPORATION
Financial Highlights
Twelve months ended December 31, 2019 and December 31, 2018
(in thousands, except share and per share data and ratios)	2019			2018			Percent change vs '18
INCOME STATEMENT:
Net interest income	$	297,737		$	266,898		11.6	%
Provision for loan losses	6,171			7,945			(22.3)	%
Other income	97,193			101,101			(3.9)	%
Other expense	263,988			228,755			15.4	%
Income before income taxes	$	124,771		$	131,299		(5.0)	%
Income taxes	22,071			20,912			5.5	%
Net income	$	102,700		$	110,387		(7.0)	%
MARKET DATA:
Earnings per common share - basic (b)	$	6.33		$	7.13		(11.2)	%
Earnings per common share - diluted (b)	6.29			7.07			(11.0)	%
Cash dividends declared per common share	4.24			4.07			4.2	%
Weighted average common shares - basic (a)	16,234,342			15,488,982			4.8	%
Weighted average common shares - diluted (a)	16,329,456			15,611,489			4.6	%
PERFORMANCE RATIOS:
Return on average assets (a)(b)	1.21		%	1.45		%	(16.6)	%
Return on average shareholders' equity (a)(b)	11.14		%	14.08		%	(20.9)	%
Yield on loans	5.19		%	4.98		%	4.2	%
Yield on investment securities	2.76		%	2.72		%	1.5	%
Yield on money market instruments	2.33		%	1.93		%	20.7	%
Yield on interest earning assets	4.70		%	4.46		%	5.4	%
Cost of interest bearing deposits	1.01		%	0.72		%	40.3	%
Cost of borrowings	2.14		%	1.83		%	16.9	%
Cost of paying interest bearing liabilities	1.12		%	0.86		%	30.2	%
Net interest margin (g)	3.89		%	3.84		%	1.3	%
Efficiency ratio (g)	66.35		%	61.68		%	7.6	%
ASSET QUALITY RATIOS:
Net loan charge-offs	$	1,004		$	6,421		(84.4)	%
Annualized net loan charge-offs as a % of average loans (a)	0.02		%	0.12		%	(83.3)	%
CAPITAL & LIQUIDITY:
Average shareholders' equity / Average assets (a)	10.88		%	10.28		%	5.8	%
Average shareholders' equity / Average loans (a)	14.85		%	14.36		%	3.4	%
Average loans / Average deposits (a)	89.91		%	89.01		%	1.0	%
Note: Explanations for footnotes (a) - (i) are included at the end of the financial tables in the "Financial Reconciliations" section.

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

PARK NATIONAL CORPORATION
Consolidated Statements of Income
	Three Months Ended				Twelve Months Ended
	December 31,				December 31,
(in thousands, except share and per share data)	2019		2018		2019		2018
Interest income:
Interest and fees on loans	$	82,698	$	72,342	$	321,385	$	271,145
Interest on:
Obligations of U.S. Government, its agencies
and other securities - taxable	5,973		7,275		26,213		29,479
Obligations of states and political subdivisions - tax-exempt	2,205		2,213		8,955		8,770
Other interest income	953		337		3,947		1,407
Total interest income	91,829		82,167		360,500		310,801
Interest expense:
Interest on deposits:
Demand and savings deposits	7,795		6,006		33,348		19,815
Time deposits	4,666		3,610		17,494		12,375
Interest on borrowings	2,359		2,921		11,921		11,713
Total interest expense	14,820		12,537		62,763		43,903
Net interest income	77,009		69,630		297,737		266,898
(Recovery of) provision for loan losses	(213)		3,359		6,171		7,945
Net interest income after (recovery of) provision for loan losses	77,222		66,271		291,566		258,953
Other income	24,224		26,892		97,193		101,101
Other expense	71,231		62,597		263,988		228,755
Income before income taxes	30,215		30,566		124,771		131,299
Income taxes	6,279		4,305		22,071		20,912
Net income	$	23,936	$	26,261	$	102,700	$	110,387
Per Common Share:
Net income - basic	$	1.46	$	1.67	$	6.33	$	7.13
Net income - diluted	$	1.45	$	1.67	$	6.29	$	7.07
Weighted average shares - basic	16,342,485		15,695,522		16,234,342		15,488,982
Weighted average shares - diluted	16,454,553		15,764,548		16,329,456		15,611,489
Cash dividends declared	$	1.01	$	0.96	$	4.24	$	4.07

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

PARK NATIONAL CORPORATION
Consolidated Balance Sheets
(in thousands, except share data)	December 31, 2019		December 31, 2018
Assets
Cash and due from banks	$	135,567	$	141,890
Money market instruments	24,389		25,324
Investment securities	1,279,507		1,428,145
Loans	6,501,404		5,692,132
Allowance for loan losses	(56,679)		(51,512)
Loans, net	6,444,725		5,640,620
Bank premises and equipment, net	73,322		59,771
Goodwill and other intangible assets	171,118		119,710
Other real estate owned	4,029		4,303
Other assets	425,720		384,545
Total assets	$	8,558,377	$	7,804,308
Liabilities and Shareholders' Equity
Deposits:
Noninterest bearing	$	1,959,935	$	1,804,881
Interest bearing	5,092,677		4,455,979
Total deposits	7,052,612		6,260,860
Borrowings	438,157		636,966
Other liabilities	98,594		73,976
Total liabilities	$	7,589,363	$	6,971,802
Shareholders' Equity:
Preferred shares (200,000 shares authorized; no shares outstanding at December 31, 2019 and December 31, 2018)	$	—	$	—
Common shares (No par value; 20,000,000 shares authorized in 2019 and 2018; 17,623,199 shares issued at December 31, 2019 and 16,586,165 shares issued at December 31, 2018)	459,389		358,598
Accumulated other comprehensive loss, net of taxes	(9,589)		(49,788)
Retained earnings	646,847		614,069
Treasury shares (1,276,757 shares at December 31, 2019 and 887,987 shares at December 31, 2018)	(127,633)		(90,373)
Total shareholders' equity	$	969,014	$	832,506
Total liabilities and shareholders' equity	$	8,558,377	$	7,804,308

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

PARK NATIONAL CORPORATION
Consolidated Average Balance Sheets
	Three Months Ended				Twelve Months Ended
	December 31,				December 31,
(in thousands)	2019		2018		2019		2018
Assets
Cash and due from banks	$	129,105	$	111,617	$	130,372	$	114,357
Money market instruments	203,259		54,443		169,703		73,001
Investment securities	1,300,927		1,415,210		1,360,540		1,461,068
Loans	6,431,374		5,635,837		6,208,496		5,460,664
Allowance for loan losses	(56,904)		(50,478)		(54,516)		(50,151)
Loans, net	6,374,470		5,585,359		6,153,980		5,410,513
Bank premises and equipment, net	73,487		59,153		69,710		57,195
Goodwill and other intangible assets	173,065		119,899		158,194		96,385
Other real estate owned	3,871		4,760		4,066		8,016
Other assets	430,513		419,699		427,464		408,734
Total assets	$	8,688,697	$	7,770,140	$	8,474,029	$	7,629,269
Liabilities and Shareholders' Equity
Deposits:
Noninterest bearing	$	1,980,898	$	1,765,670	$	1,875,628	$	1,661,481
Interest bearing	5,216,050		4,492,046		5,029,854		4,473,467
Total deposits	7,196,948		6,257,716		6,905,482		6,134,948
Borrowings	429,979		616,519		556,564		641,505
Other liabilities	95,222		75,460		89,809		68,676
Total liabilities	$	7,722,149	$	6,949,695	$	7,551,855	$	6,845,129
Shareholders' Equity:
Preferred shares	$	—	$	—	$	—	$	—
Common shares	458,264		357,766		432,795		332,694
Accumulated other comprehensive loss, net of taxes	(11,694)		(59,780)		(30,160)		(52,871)
Retained earnings	648,007		613,103		633,389		593,544
Treasury shares	(128,029)		(90,644)		(113,850)		(89,227)
Total shareholders' equity	$	966,548	$	820,445	$	922,174	$	784,140
Total liabilities and shareholders' equity	$	8,688,697	$	7,770,140	$	8,474,029	$	7,629,269

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

PARK NATIONAL CORPORATION
Consolidated Statements of Income - Linked Quarters
	2019		2019		2019		2019		2018
(in thousands, except per share data)	4th QTR		3rd QTR		2nd QTR		1st QTR		4th QTR
Interest income:
Interest and fees on loans	$	82,698	$	84,213	$	82,471	$	72,003	$	72,342
Interest on:
Obligations of U.S. Government, its agencies and other securities - taxable	5,973		6,326		6,919		6,995		7,275
Obligations of states and political subdivisions - tax-exempt	2,205		2,225		2,308		2,217		2,213
Other interest income	953		1,825		528		641		337
Total interest income	91,829		94,589		92,226		81,856		82,167
Interest expense:
Interest on deposits:
Demand and savings deposits	7,795		9,649		8,811		7,093		6,006
Time deposits	4,666		4,694		4,357		3,777		3,610
Interest on borrowings	2,359		3,145		3,207		3,210		2,921
Total interest expense	14,820		17,488		16,375		14,080		12,537
Net interest income	77,009		77,101		75,851		67,776		69,630
(Recovery of) provision for loan losses	(213)		1,967		1,919		2,498		3,359
Net interest income after (recovery of) provision for loan losses	77,222		75,134		73,932		65,278		66,271
Other income	24,224		28,136		22,808		22,025		26,892
Other expense	71,231		65,738		70,192		56,827		62,597
Income before income taxes	30,215		37,532		26,548		30,476		30,566
Income taxes	6,279		6,386		4,385		5,021		4,305
Net income	$	23,936	$	31,146	$	22,163	$	25,455	$	26,261
Per Common Share:
Net income - basic	$	1.46	$	1.90	$	1.34	$	1.63	$	1.67
Net income - diluted	$	1.45	$	1.89	$	1.33	$	1.62	$	1.67

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

PARK NATIONAL CORPORATION
Detail of other income and other expense - Linked Quarters
	2019		2019		2019		2019		2018
(in thousands)	4th QTR		3rd QTR		2nd QTR		1st QTR		4th QTR
Other income:
Income from fiduciary activities	$	7,268	$	6,842	$	6,935	$	6,723	$	6,814
Service charges on deposit accounts	2,757		2,864		2,655		2,559		2,852
Other service income	4,382		4,260		4,040		2,818		3,279
Debit card fee income	5,341		5,313		5,227		4,369		4,581
Bank owned life insurance income	1,158		1,107		1,286		1,006		2,190
ATM fees	446		482		460		440		444
OREO valuation adjustments	(102)		(41)		(55)		(27)		(93)
Gain (loss) on the sale of OREO, net	2		(53)		(159)		(12)		142
Net gain (loss) on the sale of investment securities	—		186		(607)		—		—
(Loss) gain on equity securities, net	(191)		3,335		232		1,742		(17)
Other components of net periodic benefit income	1,183		1,183		1,183		1,183		1,705
Gain on the sale of non-performing loans	—		—		—		—		2,826
Miscellaneous	1,980		2,658		1,611		1,224		2,169
Total other income	$	24,224	$	28,136	$	22,808	$	22,025	$	26,892
Other expense:
Salaries	$	30,903	$	30,713	$	32,093	$	25,805	$	27,103
Employee benefits	8,973		10,389		9,014		8,430		7,977
Occupancy expense	3,355		3,226		3,223		3,011		2,769
Furniture and equipment expense	4,319		4,177		4,386		4,150		4,170
Data processing fees	2,777		2,935		2,905		2,133		2,222
Professional fees and services	10,503		6,702		10,106		6,006		8,516
Marketing	1,468		1,604		1,455		1,226		1,377
Insurance	317		276		1,381		1,156		1,277
Communication	1,256		1,387		1,375		1,333		1,335
State tax expense	1,024		746		1,054		1,005		750
Amortization of intangible assets	623		741		702		289		289
Miscellaneous	5,713		2,842		2,498		2,283		4,812
Total other expense	$	71,231	$	65,738	$	70,192	$	56,827	$	62,597

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

PARK NATIONAL CORPORATION
Asset Quality Information
	Year ended December 31,
(in thousands, except ratios)	2019			2018			2017			2016			2015
Allowance for loan losses:
Allowance for loan losses, beginning of period	$	51,512		$	49,988		$	50,624		$	56,494		$	54,352
Charge-offs	11,177			13,552			19,403			20,799			14,290
Recoveries	10,173			7,131			10,210			20,030			11,442
Net charge-offs	1,004			6,421			9,193			769			2,848
Provision for (recovery of) loan losses	6,171			7,945			8,557			(5,101)			4,990
Allowance for loan losses, end of period	$	56,679		$	51,512		$	49,988		$	50,624		$	56,494
General reserve trends:
Allowance for loan losses, end of period	$	56,679		$	51,512		$	49,988		$	50,624		$	56,494
Specific reserves	5,230			2,273			684			548			4,191
General reserves	$	51,449		$	49,239		$	49,304		$	50,076		$	52,303
Total loans	$	6,501,404		$	5,692,132		$	5,372,483		$	5,271,857		$	5,068,085
Impaired commercial loans	77,459			48,135			56,545			70,415			80,599
Total loans less impaired commercial loans	$	6,423,945		$	5,643,997		$	5,315,938		$	5,201,442		$	4,987,486
Asset Quality Ratios:
Net charge-offs as a % of average loans	0.02		%	0.12		%	0.17		%	0.02		%	0.06		%
Allowance for loan losses as a % of period end loans	0.87		%	0.90		%	0.93		%	0.96		%	1.11		%
General reserves as a % of total loans less impaired commercial loans	0.80		%	0.87		%	0.93		%	0.96		%	1.05		%
General reserves as a % of total loans less impaired commercial loans (excluding performing acquired loans)	0.88		%	0.91		%	N.A.			N.A.			N.A.
Nonperforming assets:
Nonaccrual loans	$	90,080		$	67,954		$	72,056		$	87,822		$	95,887
Accruing troubled debt restructurings	21,215			15,173			20,111			18,175			24,979
Loans past due 90 days or more	2,658			2,243			1,792			2,086			1,921
Total nonperforming loans	$	113,953		$	85,370		$	93,959		$	108,083		$	122,787
Other real estate owned - Park National Bank	3,100			2,788			6,524			6,025			7,456
Other real estate owned - SEPH	929			1,515			7,666			7,901			11,195
Other nonperforming assets - Park National Bank	3,599			3,464			4,849			—			—
Total nonperforming assets	$	121,581		$	93,137		$	112,998		$	122,009		$	141,438
Percentage of nonaccrual loans to period end loans	1.39		%	1.19		%	1.34		%	1.67		%	1.89		%
Percentage of nonperforming loans to period end loans	1.75		%	1.50		%	1.75		%	2.05		%	2.42		%
Percentage of nonperforming assets to period end loans	1.87		%	1.64		%	2.10		%	2.31		%	2.79		%
Percentage of nonperforming assets to period end total assets	1.42		%	1.19		%	1.50		%	1.63		%	1.93		%

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

PARK NATIONAL CORPORATION
Asset Quality Information (continued)
	Year ended December 31,
(in thousands, except ratios)	2019		2018		2017		2016		2015
New nonaccrual loan information:
Nonaccrual loans, beginning of period	$	67,954	$	72,056	$	87,822	$	95,887	$	100,393
New nonaccrual loans	81,009		76,611		58,753		74,786		80,791
Resolved nonaccrual loans	58,883		80,713		74,519		82,851		85,297
Nonaccrual loans, end of period	$	90,080	$	67,954	$	72,056	$	87,822	$	95,887
Impaired commercial loan portfolio information (period end):
Unpaid principal balance	$	78,178	$	59,381	$	66,585	$	95,358	$	109,304
Prior charge-offs	719		11,246		10,040		24,943		28,705
Remaining principal balance	77,459		48,135		56,545		70,415		80,599
Specific reserves	5,230		2,273		684		548		4,191
Book value, after specific reserves	$	72,229	$	45,862	$	55,861	$	69,867	$	76,408

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

PARK NATIONAL CORPORATION
Financial Reconciliations
NON-GAAP RECONCILIATIONS
	THREE MONTHS ENDED									TWELVE MONTHS ENDED
(in thousands, except share and per share data)	December 31, 2019			September 30, 2019			December 31, 2018			December 31, 2019			December 31, 2018
Net interest income	$	77,009		$	77,101		$	69,630		$	297,737		$	266,898
less purchase accounting accretion related to NewDominion and Carolina Alliance acquisitions	1,947			1,967			801			5,786			1,383
less interest income on former Vision Bank relationships	249			—			—			256			3,429
Net interest income - adjusted	$	74,813		$	75,134		$	68,829		$	291,695		$	262,086
(Recovery of) provision for loan losses	$	(213)		$	1,967		$	3,359		$	6,171		$	7,945
less recoveries on former Vision Bank relationships	(2,302)			(575)			(287)			(3,042)			(971)
(Recovery of) provision for loan losses - adjusted	$	2,089		$	2,542		$	3,646		$	9,213		$	8,916
Other income	$	24,224		$	28,136		$	26,892		$	97,193		$	101,101
less net gain (loss) on sale of former Vision Bank OREO properties	28			—			145			(111)			4,229
less gain on 8.55% prior investment in NewDominion	—			—			—			—			3,500
less other service income related to former Vision Bank relationships	—			52			—			52			1,081
less net gain on sale of non-performing loans	—			—			2,826			—			2,826
less net gain (loss) on the sale of debt securities in the ordinary course of business	—			186			—			(421)			(2,271)
Other income - adjusted	$	24,196		$	27,898		$	23,921		$	97,673		$	91,736
Other expense	$	71,231		$	65,738		$	62,597		$	263,988		$	228,755
less merger-related expenses related to NewDominion and Carolina Alliance acquisitions	1,885			658			1,266			8,877			5,184
less core deposit intangible amortization related to NewDominion and Carolina Alliance acquisitions	623			741			289			2,355			578
less FDIC assessment credit	(1,136)			(1,057)			—			(2,193)			—
less rebranding initiative related expenses (including trade name intangible expense)	2,134			139			102			2,476			102
less management and consulting expenses related to collection of payments on former Vision Bank loan relationships	622			—			—			622			1,272
less one-time incentive expense	—			—			—			—			1,128
Other expense - adjusted	$	67,103		$	65,257		$	60,940		$	251,851		$	220,491
Tax effect of adjustments to net income identified above (i)	$	(84)		$	(483)		$	(504)		$	742		$	(1,446)
Net income - reported	$	23,936		$	31,146		$	26,261		$	102,700		$	110,387
Net income - adjusted	$	23,622		$	29,330		$	24,363		$	105,491		$	104,949
Diluted EPS	$	1.45		$	1.89		$	1.67		$	6.29		$	7.07
Diluted EPS, adjusted (h)	$	1.44		$	1.78		$	1.55		$	6.46		$	6.72
Annualized return on average assets (a)(b)	1.09		%	1.41		%	1.34		%	1.21		%	1.45		%
Annualized return on average assets, adjusted (a)(b)(h)	1.08		%	1.32		%	1.24		%	1.24		%	1.38		%
Annualized return on average tangible assets (a)(b)(e)	1.12		%	1.43		%	1.36		%	1.23		%	1.47		%
Annualized return on average tangible assets, adjusted (a)(b)(e)(h)	1.10		%	1.35		%	1.26		%	1.27		%	1.39		%
Annualized return on average equity (a)(b)	9.83		%	13.07		%	12.70		%	11.14		%	14.08		%
Annualized return on average equity, adjusted (a)(b)(h)	9.70		%	12.31		%	11.78		%	11.44		%	13.38		%
Annualized return on average tangible equity (a)(b)(c)	11.97		%	16.02		%	14.87		%	13.44		%	16.05		%
Annualized return on average tangible equity, adjusted (a)(b)(c)(h)	11.81		%	15.09		%	13.80		%	13.81		%	15.26		%
Efficiency ratio (g)	69.86		%	62.03		%	64.36		%	66.35		%	61.68		%
Efficiency ratio, adjusted (g)(h)	67.28		%	62.88		%	65.19		%	64.19		%	61.82		%
Annualized net interest margin (g)	3.90		%	3.86		%	3.91		%	3.89		%	3.84		%
Annualized net interest margin, adjusted (g)(h)	3.79		%	3.76		%	3.86		%	3.81		%	3.77		%
Note: Explanations for footnotes (a) - (i) are included at the end of the financial tables in this "Financial Reconciliations" section.

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

PARK NATIONAL CORPORATION
Financial Reconciliations (continued)
(a) Averages are for the three months ended December 31, 2019, September 30, 2019 and December 31, 2018 and the twelve months ended December 31, 2019 and December 31, 2018.
(b) Reported measure uses net income.
(c) Net income for each period 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.
RECONCILIATION OF AVERAGE SHAREHOLDERS' EQUITY TO AVERAGE TANGIBLE EQUITY:
	THREE MONTHS ENDED						TWELVE MONTHS ENDED
	December 31, 2019		September 30, 2019		December 31, 2018		December 31, 2019		December 31, 2018
AVERAGE SHAREHOLDERS' EQUITY	$	966,548	$	945,145	$	820,445	$	922,174	$	784,140
Less: Average goodwill and other intangible assets	173,065		174,027		119,899		158,194		96,385
AVERAGE TANGIBLE EQUITY	$	793,483	$	771,118	$	700,546	$	763,980	$	687,755
(d) Tangible equity divided by common shares outstanding at period end. Tangible equity equals total shareholders' equity less goodwill and other intangible assets, in each case at the end of the period.
RECONCILIATION OF TOTAL SHAREHOLDERS' EQUITY TO TANGIBLE EQUITY:
	December 31, 2019		September 30, 2019		December 31, 2018
TOTAL SHAREHOLDERS' EQUITY	$	969,014	$	956,140	$	832,506
Less: Goodwill and other intangible assets	171,118		173,489		119,710
TANGIBLE EQUITY	$	797,896	$	782,651	$	712,796
(e) Net income for each period divided by average tangible assets during the period. Average tangible assets equals average assets less average goodwill and other intangible assets, in each case during the applicable period.
RECONCILIATION OF AVERAGE ASSETS TO AVERAGE TANGIBLE ASSETS
	THREE MONTHS ENDED						TWELVE MONTHS ENDED
	December 31, 2019		September 30, 2019		December 31, 2018		December 31, 2019		December 31, 2018
AVERAGE ASSETS	$	8,688,697	$	8,785,692	$	7,770,140	$	8,474,029	$	7,629,269
Less: Average goodwill and other intangible assets	173,065		174,027		119,899		158,194		96,385
AVERAGE TANGIBLE ASSETS	$	8,515,632	$	8,611,665	$	7,650,241	$	8,315,835	$	7,532,884
(f) Tangible equity divided by tangible assets. Tangible assets equals total assets less goodwill and other intangible assets, in each case at the end of the period.
RECONCILIATION OF TOTAL ASSETS TO TANGIBLE ASSETS:
	December 31, 2019		September 30, 2019		December 31, 2018
TOTAL ASSETS	$	8,558,377	$	8,723,610	$	7,804,308
Less: Goodwill and other intangible assets	171,118		173,489		119,710
TANGIBLE ASSETS	$	8,387,259	$	8,550,121	$	7,684,598
(g) Efficiency ratio is calculated by dividing total other expense by the sum of fully taxable equivalent net interest income and other income. Fully taxable equivalent net interest income reconciliation is shown assuming a 21% corporate federal income tax rate. Additionally, net interest margin is calculated on a fully taxable equivalent basis by dividing fully taxable equivalent net interest income by average interest earning assets.
RECONCILIATION OF FULLY TAXABLE EQUIVALENT NET INTEREST INCOME TO NET INTEREST INCOME
	THREE MONTHS ENDED						TWELVE MONTHS ENDED
	December 31, 2019		September 30, 2019		December 31, 2018		December 31, 2019		December 31, 2018
Interest income	$	91,829	$	94,589	$	82,167	$	360,500	$	310,801
Fully taxable equivalent adjustment	726		744		736		2,956		2,858
Fully taxable equivalent interest income	$	92,555	$	95,333	$	82,903	$	363,456	$	313,659
Interest expense	14,820		17,488		12,537		62,763		43,903
Fully taxable equivalent net interest income	$	77,735	$	77,845	$	70,366	$	300,693	$	269,756
(h) Adjustments to net income for each period presented are detailed in the non-GAAP reconciliations of net interest income, provision for loan losses, other income and other expense above.
(i) The tax effect of adjustments to net income was calculated assuming a 21% corporate federal income tax rate.

Park National Corporation

50 N. Third Street, Newark, Ohio 43055

www.parknationalcorp.com

XML

DEI Document	Jan. 27, 2020
Document Information [Line Items]
City Area Code	(740)
Entity Registrant Name	PARK NATIONAL CORPORATION
Entity Address, Address Line One	50 North Third Street,
Entity Address, Address Line Two	P.O. Box 3500,
Entity Address, City or Town	Newark,
Entity Address, State or Province	OH
Entity Address, Postal Zip Code	43058-3500
Entity Incorporation, State or Country Code	OH
Document Period End Date	Jan. 27, 2020
Document Type	8-K
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common shares, without par value
Trading Symbol	PRK
Entity Emerging Growth Company	false
Amendment Flag	false
Document Fiscal Year Focus
Document Fiscal Period Focus
Entity Central Index Key	0000805676
Security Exchange Name	NYSEAMER
Entity File Number	1-13006
Entity Tax Identification Number	31-1179518
Local Phone Number	349-8451