First Commonwealth (NYSE: FCF) CFO updates Form 4 for corrected tax-withheld shares

Rhea-AI Filing Summary

First Commonwealth Financial Corporation EVP and CFO updates prior insider report related to equity awards. James R. Reske reported that 11,675 shares of common stock were disposed of on 01/27/2026 via code F, reflecting shares withheld by the issuer to satisfy tax obligations under the 2023–2025 Long-Term Incentive Plan. After this tax-withholding transaction, he directly beneficially owned 89,636 shares of First Commonwealth Financial common stock. This Form 4/A is an amendment to correct the number of shares withheld and the post-transaction ownership previously reported on January 28, 2026.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Reske James R

(Last) (First) (Middle)

601 PHILADELPHIA STREET

(Street)

INDIANA PA 15701

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FIRST COMMONWEALTH FINANCIAL CORP /PA/ [ FCF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP/Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
01/27/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)
01/28/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	01/27/2026		F(1)		11,675	D	$0	89,636	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Shares held by the issuer to satisfy tax withholding obligations in connection with the 2023-2025 Long-Term Incentive Plan.

Remarks:

This amendment corrects the shares held by the issuer to satisfy tax withholding obligations in connection with the 2023-2025 Long-Term Incentive Plan and the amount of Securities Beneficially Owned Following Reported Transaction in the Form 4 filed by the Reporting Person on January 28, 2026.

	/s/ Matthew C. Tomb POA for James R. Reske	02/06/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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FAQ

What insider transaction did FCF’s CFO report on this Form 4/A?

The filing shows FCF’s EVP and Chief Financial Officer, James R. Reske, had 11,675 common shares disposed of on 01/27/2026 under transaction code F, reflecting shares withheld by the issuer to cover tax obligations from the 2023–2025 Long-Term Incentive Plan.

Why was this insider filing for First Commonwealth Financial (FCF) amended?

The Form 4/A was filed to correct the number of shares held by the issuer to satisfy tax withholding obligations under the 2023–2025 Long-Term Incentive Plan and to correct the reported amount of securities beneficially owned following the transaction in the original January 28, 2026 filing.

How many FCF shares does the CFO own after the reported transaction?

After the tax-withholding transaction on 01/27/2026, the EVP and Chief Financial Officer, James R. Reske, is reported to beneficially own 89,636 shares of First Commonwealth Financial common stock, held directly, according to the amended Form 4/A disclosure.

What does transaction code F mean in this FCF insider filing?

In this filing, transaction code F indicates shares were disposed of to satisfy tax withholding obligations. Specifically, 11,675 First Commonwealth Financial common shares were held by the issuer in connection with awards under the 2023–2025 Long-Term Incentive Plan, rather than sold on the open market.

Who is the reporting person in this First Commonwealth Financial Form 4/A?

The reporting person is James R. Reske, Executive Vice President and Chief Financial Officer of First Commonwealth Financial Corporation. The form notes his role as an officer and reflects his direct beneficial ownership of the company’s common stock after the corrected transaction.

What plan is referenced in the FCF CFO’s amended Form 4/A transaction?

The transaction relates to the 2023–2025 Long-Term Incentive Plan. Shares were held by the issuer to satisfy tax withholding obligations arising from awards under this plan, leading to the reported 11,675-share disposition and the need to amend the earlier filing.