FCF executive sells 35,000 shares in open market

FIRST COMMONWEALTH FINANCIAL CORP (FCF) executive Lee E. Lyon II reported open‑market stock sales and an equity award update.

Rhea-AI Filing Summary

FIRST COMMONWEALTH FINANCIAL CORP (FCF) executive Lee E. Lyon II reported open‑market stock sales and an equity award update. On May 18, 2026, the EVP / Chief Audit Executive sold 35,000 shares of common stock in multiple open‑market transactions. Lyon also reported a 2026 award of service‑based restricted stock units that are convertible into 3,350 shares of FCF common stock on a 1‑for‑1 basis after a three‑year vesting period.

Insider Trade Summary

Net Seller: 35,000 shares

Net Sell 7 txns

Insider Lyon Lee E II

Role EVP / Chief Audit Executive

Sold 35,000 shs ($644K)

Type	Security	Shares	Price	Value
Sale	Common Stock	8,418	$18.4205	$155K
Sale	Common Stock	5,582	$18.3902	$103K
Sale	Common Stock	3,275	$18.3809	$60K
Sale	Common Stock	4,000	$18.3905	$74K
Sale	Common Stock	10,725	$18.4005	$197K
Sale	Common Stock	3,000	$18.4106	$55K
holding	Restricted Stock Units-Service Based	--	--	--

Holdings After Transaction: Common Stock — 57,739 shares (Direct); Restricted Stock Units-Service Based — 3,350 contracts (Direct)

Footnotes (1)

1. F1. Award in 2026 of service based stock units convertible into shares of FCF common stock on a 1-for-1 basis at the end of a 3 year vesting period.

Key Figures

Shares sold: 35,000 shares Example sale price: $18.4106 per share RSU underlying shares: 3,350 shares +1 more

4 metrics

Shares sold 35,000 shares Total FCF common shares sold on May 18, 2026

Example sale price $18.4106 per share 3,000 FCF common shares sold in one open-market trade

RSU underlying shares 3,350 shares Service-based restricted stock units convertible 1-for-1 into common stock

RSU exercise price $0.0000 Service-based RSUs reported as having zero exercise price

Key Terms

Restricted Stock Units-Service Based, open-market sale, vesting period, 1-for-1 basis

4 terms

Restricted Stock Units-Service Based financial

"security_title: "Restricted Stock Units-Service Based""

open-market sale financial

"transaction_action: "open-market sale""

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

vesting period financial

"at the end of a 3 year vesting period"

A vesting period is the set amount of time someone must wait before they fully own granted shares, stock options, or other equity tied to their work or an agreement; ownership increases gradually or in steps during that time. Investors care because vesting determines when insiders or employees can sell shares, which affects future supply of stock, company incentives and executive retention—think of it like unlocking ownership over installments rather than receiving it all at once.

1-for-1 basis financial

"convertible into shares of FCF common stock on a 1-for-1 basis"

FAQ

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

What insider transaction did FCF executive Lee E. Lyon II report on this Form 4?

Lee E. Lyon II reported selling 35,000 shares of FIRST COMMONWEALTH FINANCIAL CORP (FCF) common stock in open‑market transactions. These trades occurred on May 18, 2026, and were reported as routine non‑derivative sales of directly held shares.

At what price did Lee E. Lyon II sell FIRST COMMONWEALTH FINANCIAL (FCF) shares?

The Form 4 shows multiple open‑market sales, including 3,000 FCF common shares at $18.4106 per share. Other trades the same day were executed at nearby prices, reflecting segmented executions rather than a single, uniform sale price.

What restricted stock units did Lee E. Lyon II report for FCF?

Lyon reported a 2026 award of service‑based restricted stock units tied to FIRST COMMONWEALTH FINANCIAL CORP common stock. These units are convertible into 3,350 FCF shares on a 1‑for‑1 basis following completion of a three‑year vesting period.

Does Lee E. Lyon II’s Form 4 for FCF include any option exercises or tax withholdings?

The insider filing summarizes only open‑market sales of FCF common stock and a service‑based restricted stock unit award. It does not list any stock option exercises, tax‑withholding share dispositions, gifts, or restructuring‑related equity transfers.

How many FIRST COMMONWEALTH FINANCIAL (FCF) shares did Lee E. Lyon II buy on this Form 4 date?

The Form 4 does not report any purchases of FCF shares by Lee E. Lyon II on the transaction date. It records only open‑market sales totaling 35,000 common shares, along with the disclosure of an outstanding restricted stock unit award.

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

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Accepted by SEC EDGAR 05/18/2026 - 03:41 PM EDT Learn about SEC filing dates

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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^*

Lyon Lee E II

(Last) (First) (Middle)

601 PHILADELPHIA STREET

(Street)

INDIANA PENNSYLVANIA 15701

(City) (State) (Zip)

UNITED STATES

(Country)

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 Audit Executive

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/18/2026

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

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

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

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	05/18/2026		S		8,418	D	$18.4205	84,321	D
Common Stock	05/18/2026		S		5,582	D	$18.3902	78,739	D
Common Stock	05/18/2026		S		3,275	D	$18.3809	75,464	D
Common Stock	05/18/2026		S		4,000	D	$18.3905	71,464	D
Common Stock	05/18/2026		S		10,725	D	$18.4005	60,739	D
Common Stock	05/18/2026		S		3,000	D	$18.4106	57,739	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
Restricted Stock Units-Service Based	(1)							(1)	(1)	Common Stock	3,350		3,350	D

Explanation of Responses:

1. Award in 2026 of service based stock units convertible into shares of FCF common stock on a 1-for-1 basis at the end of a 3 year vesting period.

Remarks:

	/s/ Matthew C. Tomb POA for Lee E. Lyon II	05/18/2026
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)