ITEM 2. PROPERTIES
FNB owns the following properties:
Main Office 5 Church Circle, Annapolis, Maryland Parole Office 2015 West Street, Annapolis, Maryland Arnold Office Arnold Road and Ritchie Highway, Anne Arundel County, Maryland Pasadena Office 3030 Mountain Road, Anne Arundel County, Maryland Millington Office Millington, Kent County, Maryland Centreville Office Centreville, Queen Anne's County, Maryland
The following properties are leased by FNB or owned subject to land lease:
Eastport Office Eastport Shopping Center, Annapolis, Maryland City Dock Office 91 Main Street, Annapolis, Maryland Hillsmere Office 101 Hillsmere Drive, Annapolis, Maryland Heritage Harbour Compass Way, Annapolis, Maryland Severna Park Office Severna Park Shopping Village, Anne Arundel County, Maryland Edgewater Office Route 2 and Maryland Avenue, Anne Arundel County, Maryland Wayson's Corner Office 5401 Southern Maryland Boulevard, Anne Arundel County, Maryland Benfield Road Office Benfield and Jumpers Hole Roads, Anne Arundel County, Maryland Central Avenue Office 52 West Central Avenue, Anne Arundel County, Maryland Operations-Data Center McGuckian Street and Chinquapin Round Road, Annapolis, Maryland
CCB owns the following property:
Main Office Sunset and Main Streets, Greensboro, Maryland Operations Center Main Street, Greensboro, Maryland
ANB owns the following property:
Ocean Pines Office 11111 Racetrack Road, Ocean Pines, Maryland Salisbury Office 528 Riverside Drive, Salisbury, Maryland
The following properties are leased by ANB or owned subject to land lease:
Main Office 4604 Coastal Highway, Ocean City, Maryland N. Salisbury Office 2400 N. Salisbury Blvd, Salisbury, Maryland
FNLC owns the following property:
Commercial Building McGukian Street and Chinquapin Round Road, Annapolis, Maryland
Commercial Building and 23 West Street, Annapolis, Maryland Parking Lot
Banking Office 4604 Coastal Highway, Ocean City, Maryland
Commercial Building and 33-41 West Street, Annapolis, Parking Lot Maryland
Commercial Parking Lot George Avenue and Chinquapin Round Road, Annapolis, Maryland
Commercial Building 203 N. Commerce Street, Centreville, Maryland
Commercial Building and 104 Cathedral Street, Annapolis, Parking Lot Maryland
Land (other real Bywater Road, Annapolis, Maryland estate owned)
Commercial Building 15 West Street, Annapolis, Maryland
The following properties are leased by FNLC or owned subject to land lease:
Pad Site Ritchie Highway, Severna Park, Maryland
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
Bancorp and its subsidiaries are at times, in the ordinary course of business, subject to legal actions. Management is of the opinion that losses, if any, resulting from such matters will not have a material adverse effect on Bancorp's consolidated financial condition.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
None
PART II
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS
The information set forth under the caption "Common Stock Price and Dividend History" on page 13 of the Annual Report to Stockholders, which contains information concerning the market price of Bancorp and its affiliates for the past two years and the dividend record with respect thereto for the past two years, is incorporated herein by reference. As of March 1, 1994, it was determined by a count of registered shareholders that there were approximately 1,400 holders of common stock.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
The information set forth under the caption "Selected Financial Data" on page 3 of the Annual Report to Stockholders, which contains a summary of operations, per share data, return on equity and assets, dividend payout ratio and other data for the past five years, is incorporated herein by reference.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Management's discussion and analysis of financial condition and results of operations on pages 4 through 13 of the Annual Report to Stockholders, which contains information with respect to Bancorp's financial condition and results of operations (including liquidity, interest rate sensitivity and inflation, and capital resources), is incorporated herein by reference.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The following consolidated financial statements of Bancorp and its subsidiaries, included in the Annual Report to Stockholders on pages 14 through 24 are incorporated herein by reference:
Independent Auditors' Report Consolidated Balance Sheets - December 31, 1993 and 1992. Consolidated Statements of Income - Years ended December 31, 1993, 1992, and 1991. Consolidated Statements of Changes in Stockholders' Equity - Years ended December 31, 1993, 1992, and 1991. Consolidated Statements of Cash Flows - Years ended December 31, 1993, 1992, and 1991. Notes to Consolidated Financial Statements - Years ended December 31, 1993, 1992, and 1991.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
Pages 1 through 4 of Bancorp's definitive Proxy Statement prepared for the 1994 annual meeting of stockholders, which contains information concerning the Directors of Bancorp, are incorporated herein by reference.
Information concerning the Executive Officers of Bancorp is included on page 38 in Part I of the report.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION
Except for information under the caption "Report of Personnel Committee of Farmers National on Executive Compensation" and the performance graph on page 11 of Bancorp's definitve proxy statement that is required by paragraphs (k)(l) of item 402, the information contained on pages 7 through 11 of Bancorp's definitive proxy statement prepared for the 1994 annual meeting of stockholders, which contains information concerning current remuneration of Bancorp's officers and directors and transactions with management, are incorporated herein by reference.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
Pages 5 through 6 of Bancorp's definitive proxy statement prepared for the 1994 annual meeting of stockholders, which contains information concerning ownership of Bancorp equity securities, are incorporated herein by reference.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information set forth under the caption "Certain Relationships and Related Transactions" appearing on page 11 of Bancorp's definitive proxy statement prepared for the 1994 annual meeting of stockholders, which contains information concerning transactions with directors and officers, is incorporated herein by reference.
The information set forth under the caption "Related Party Transactions" on page 23 of the Annual Report to stockholders which contains information concerning indebtness of management is incorporated herein by reference.
PART IV
ITEM 14.
ITEM 14. EXHIBITS,FINANCIAL STATEMENT SCHEDULES,AND REPORTS ON FORM 8-K
(a) Documents filed as a part of the report:
1. The following financial statements included in the Annual Report, for the year ended December 31, 1993, at pages 14 through 24 thereof, are incorporated by reference in Item 8.
Independent Auditors' Report. Consolidated Balance Sheets - December 31, 1993 and 1992. Consolidated Statements of Income - Years ended December 31, 1993, 1992, and 1991. Consolidated Statements of Change in Stockholders' Equity - Years ended December 31, 1993, 1992, and 1991. Consolidated Statements of Cash Flows - Years ended December 31, 1993, 1992, and 1991. Notes to Consolidated Financial Statements - Years ended December 31, 1993, 1992, and 1991.
2. All schedules for which provision is made in the accounting regulation of the Commission are not applicable or are not required under the related instruction and have therefore been omitted.
3. Exhibits required by Item 601 of Regulation S-K:
Exhibit 3A - Charter of the Registrant, as amended, is incorporated by reference to Exhibit 3A of Form 10-K for the fiscal year ended December 31, 1993, of the Registrant.
Exhibit 3B - By-Laws of the Registrant, as amended, is incorporated by reference to Exhibit 3B of Form 10-K for the fiscal year ended December 31, 1993, of the Registrant.
Exhibit 10A - Farmers National bank of Maryland Executive Benefits Plan, as amended, is incorporated by reference to Exhibit 10A of Form 10-K for the fiscal year ended December 31, 1993, of the Registrant.
Exhibit 10B - Executive Benefits Plan Participation Agreement (Charles L. Schelberg), as amended, is incorporated by reference to Exhibit 10B of Form 10-K for the fiscal year ended December 31, 1993, of the Registrant.
Exhibit 10C - Executive Benefit Plan Participation Agreement (Louis A. Supanek), as amended, is incorporated by reference to Exhibit 10C of Form 10-K for the fiscal year ended December 31, 1993, of the Registrant.
Exhibit 10D - Executive Benefit Plan Participation Agreement (John M. Suit, II), is incorporated by reference to Exhibit 10D of Form 10-K for the fiscal year ended December 31, 1993, of the Registrant.
Exhibit 10E - Executive Benefit Plan Participation Agreement (Frank T. Lowman, III), as amended, is incorporated by reference to Exhibit 10E of Form 10-K for the fiscal year ended December 31, 1993, of the Registrant.
Exhibit 13 - 1993 Annual Report of the Registrant, filed herewith.
Exhibit 22 - Subsidiaries of the Registrant, filed herewith.
Exhibit 23 - Registrant's Proxy Statement for the 1994 Annual Meeting of Stockholders is incorporated by reference.
Exhibit 24 - Consent of Independent Certified Public Accountants, filed herewith.
Exhibit 25 - Power of Attorney, filed herewith.
All other required Exhibits are not applicable to the Registrant.
(b) Farmers National Bancorp filed no reports on Form 8-K during the last quarter ended December 31, 1993.
(c) Exhibits - The Exhibits required by Item 601 of Regulation S- K are filed herewith or are incorporated by reference.
(d) Financial Statement Schedules - All required Schedules are not applicable to the Registrant.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereonto duly authorized.
FARMERS NATIONAL BANCORP
\s\Charles L. Schelberg ___________________________________
Charles L. Schelberg Chairman of the Board March 8, 1994
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
Principal Executive Officer
\s\John M. Suit, II ___________________________________
John M. Suit, II President and Chief Executive Officer March 8, 1994
Principal Financial Officer
\s\Louis A. Supanek ___________________________________
Louis A. Supanek Vice President & Treasurer March 8, 1994
Principal Accounting Officer
\s\Louis A. Supanek ___________________________________
Louis A. Supanek Vice President & Treasurer March 8, 1994
SIGNATURES
Majority of the Board of Directors
* Charles L. Schelberg * John M. Suit, II * L. Tayloe Lewis, Jr. * Louis Hyatt * Alexander V. Sandusky * Raymond C. Shockley * Joseph S. Quimby * John B. Melvin * W. Robert Newnam * M. Virginai Meredith * Donald S. Taylor * Cary L. Meredith * William W. Simmons * James D. Edwards * W. Calvin Gray, Jr.
*Signed by the undersigned as attorney in fact for the persons indicated.
\s\Charles L. Schelberg ___________________________________
* Charles L. Schelberg
SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1993
FARMERS NATIONAL BANCORP
EXHIBIT INDEX
Exhibit 13 1993 Annual Report of the Registrant
Exhibit 22 Subsidiaries of the Registrant
Exhibit 24 Consent of Independent Certified Public Accountants
Exhibit 25 Power of Attorney