First Commonwealth adds $25M buyback, sets dividend

First Commonwealth Financial Corporation filed a report covering several board actions and updates.

Rhea-AI Filing Summary

First Commonwealth Financial Corporation filed a report covering several board actions and updates. The company issued a press release with financial results for the three and twelve months ended December 31, 2025, and declared a quarterly cash dividend of $0.135 per common share.

The board also authorized an additional $25.0 million share repurchase program for the company’s common stock, which may be carried out through various methods and can be suspended or discontinued at any time. In addition, Norman Montgomery, Executive Vice President and Business Integration Group Manager, notified the company of his intention to retire effective May 1, 2026.

Insights

Bank equity analyst

Dividend maintained and new $25M buyback, alongside an executive retirement.

First Commonwealth Financial Corporation declared a quarterly cash dividend of $0.135 per share and authorized an additional $25.0 million share repurchase program. These actions indicate the board’s current stance on capital return, while specific earnings figures appear in the referenced press release, not here.

The repurchase authorization allows use of Rule 10b5-1 plans, open market and privately negotiated transactions, and other methods consistent with Rule 10b-18. Actual capital deployment will depend on management’s decisions. The filing also notes that Executive Vice President Norman Montgomery plans to retire effective May 1, 2026.

The combination of an ongoing dividend, added buyback capacity, and an orderly announced retirement suggests continuity rather than a strategic shift. Subsequent earnings releases and future capital return actions will clarify how fully the new $25.0 million authorization is utilized.

8-K Event Classification

4 items: 2.02, 5.02, 7.01, 9.01

4 items

Item 2.02 Results of Operations and Financial Condition Financial

Disclosure of earnings results, typically an earnings press release or preliminary financials.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers Governance

Key personnel changes including departures, elections, or appointments of directors and executive officers.

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did First Commonwealth Financial Corporation (FCF) announce about its dividend?

First Commonwealth Financial Corporation declared a quarterly cash dividend of $0.135 per share on its common stock. The dividend declaration is included within the press release covering financial results for the three and twelve months ended December 31, 2025, furnished as Exhibit 99.1.

How large is First Commonwealth Financial Corporation’s new share repurchase authorization?

The board authorized an additional $25.0 million share repurchase program for First Commonwealth Financial Corporation’s common stock. Shares may be repurchased through Rule 10b5-1 plans, open market purchases, privately negotiated transactions, block purchases or otherwise, consistent with applicable federal securities laws.

Which executive is retiring from First Commonwealth Financial Corporation and when?

Norman Montgomery, Executive Vice President and Business Integration Group Manager of First Commonwealth Financial Corporation and First Commonwealth Bank, notified the company that he intends to retire. His retirement is planned to be effective on May 1, 2026, providing advance notice of this leadership change.

What financial periods are covered in First Commonwealth Financial Corporation’s latest results release?

The company’s press release furnishes financial results for the three and twelve month periods ended December 31, 2025. This includes both fourth-quarter and full-year 2025 performance, with detailed earnings tables provided in Exhibit 99.1 referenced in the current report.

How can First Commonwealth Financial Corporation execute its $25.0 million share repurchase program?

The company may repurchase shares through Rule 10b5-1 plans, open market purchases, privately negotiated transactions, block purchases or otherwise. All activity is intended to comply with applicable federal securities laws, including Rule 10b-18, and the program may be suspended or discontinued at any time.

What documents are attached to First Commonwealth Financial Corporation’s current report?

The report includes Exhibit 99.1, a press release announcing fourth quarter 2025 financial results, the quarterly dividend declaration and the increased share repurchase authorization. Exhibit 104 provides the cover page interactive data file with Inline XBRL tags embedded in the document.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 01/28/2026 - 09:42 AM Learn about SEC filing dates

falseFIRST COMMONWEALTH FINANCIAL CORP /PA/25-14285282025FY000071253700007125372026-01-272026-01-27

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, 2026

First Commonwealth Financial Corporation

(Exact name of registrant as specified in its charter)

 

Pennsylvania			001-11138			25-1428528
(State or other jurisdiction of incorporation)			(Commission File Number)			(IRS Employer Identification No.)
601 Philadelphia Street
Indiana,			PA			15701
(Address of principal executive offices)						(Zip Code)

Registrant’s telephone number, including area code: (724) 349-7220

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 Stock, $1.00 par value			FCF			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).

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. ☐

Item 2.02 Results of Operations and Financial Condition

On January 27, 2026, First Commonwealth Financial Corporation (the “Company”) issued a press release announcing financial results for the three and twelve month periods ended December 31, 2025. A copy of this press release and the related earnings tables are furnished as Exhibit 99.1 to this report and incorporated herein by reference.

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

On January 27, 2026, Norman Montgomery, Executive Vice President and Business Integration Group Manager of the Company and First Commonwealth Bank, notified the Company that he intends to retire on May 1, 2026.

Item 7.01 Regulation FD Disclosure

On January 27, 2026, the Company announced a cash dividend of $0.135 per share of the Company’s common stock. The dividend declaration is included in the press release announcing financial results for the three and twelve month periods ended December 31, 2025. A copy of this press release is furnished as Exhibit 99.1 to this report and incorporated herein by reference.

On January 27, 2026, the Company announced that its Board of Directors authorized an additional $25.0 million share repurchase program of the Company's common stock. Under the program, management is authorized to repurchase shares through Rule 10b5-1 plans, open market purchases, privately negotiated transactions, block purchases or otherwise in a manner that is intended to comply with applicable federal securities laws, including Rule 10b-18 of the Securities Exchange Act of 1934. The Company may suspend or discontinue the program at any time. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits

Exhibits

99.1			Press Release announcing Fourth Quarter 2025 Financial Results, Declaration of Quarterly Dividend, Increase Share Repurchase Authorization.
104			Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: January 28, 2026

 

FIRST COMMONWEALTH FINANCIAL CORPORATION

By:

/s/ James R. Reske

Name:

James R. Reske

Title:

Executive Vice President, Chief Financial Officer and Treasurer