[Form 4] First Commonwealth Financial Corporation Insider Trading Activity

Rhea-AI Filing Summary

James R. Reske, EVP and Chief Financial Officer of First Commonwealth Financial Corp (FCF), reported multiple open-market sales totaling 2,190 shares of FCF common stock on 09/08/2025 at prices between $17.67 and $17.82 per share under a trading plan adopted March 20, 2025 to satisfy Rule 10b5-1 affirmative defense conditions. After these transactions, Mr. Reske directly beneficially owned 88,056 shares of common stock. The filing also discloses outstanding service-based restricted stock units awarded in 2023, 2024 and 2025 that convert 1-for-1 into common stock, totaling 22,300 RSUs outstanding.

Positive

• Sales executed under a 10b5-1 trading plan, indicating pre-planned transactions and regulatory compliance
• Timely disclosure filed the day after the transactions (signed by POA), showing adherence to Section 16 reporting
• Executive retains significant equity: 88,056 shares plus 22,300 RSUs remain outstanding, preserving alignment with shareholders

Negative

• Insider sold 2,190 shares which reduces direct ownership and could be viewed negatively by some investors
• Multiple small sales at slightly different prices may attract attention despite being under a trading plan

Insights

Financial Analyst

TL;DR: Routine insider sale under a 10b5-1 plan; modest share reduction versus existing holdings, limited immediate market impact.

The filing shows an organized sequence of open-market sales totaling 2,190 shares executed at prices from $17.67 to $17.82. Sales were executed pursuant to a trading plan adopted March 20, 2025, which indicates pre-planned disposals rather than opportunistic market timing. Following the disposals the reporting person retains 88,056 shares plus 22,300 RSUs convertible into common stock, implying continued alignment with shareholders. From a financial-materiality perspective, the absolute size of the sale appears small relative to total holdings disclosed and unlikely to change valuation assumptions.

Corporate Governance Expert

TL;DR: Proper disclosure and use of a 10b5-1 plan; standard governance practice for executive liquidity.

The Form 4 indicates the reporting person used an established trading plan and the sale remarks explicitly reference that plan, which supports compliance with insider trading rules. The signature via POA and timely filing on 09/09/2025 demonstrate procedural adherence. The presence of outstanding service-based RSUs (22,300) highlights ongoing equity-based compensation, which maintains executive incentives tied to long-term performance.

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).

X

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)
09/08/2025

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

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	09/08/2025		S		59	D	$17.67	90,187	D
Common Stock	09/08/2025		S		229	D	$17.675	89,958	D
Common Stock	09/08/2025		S		200	D	$17.69	89,758	D
Common Stock	09/08/2025		S		172	D	$17.7	89,586	D
Common Stock	09/08/2025		S		200	D	$17.705	89,386	D
Common Stock	09/08/2025		S		80	D	$17.71	89,306	D
Common Stock	09/08/2025		S		160	D	$17.715	89,146	D
Common Stock	09/08/2025		S		120	D	$17.725	89,026	D
Common Stock	09/08/2025		S		80	D	$17.74	88,946	D
Common Stock	09/08/2025		S		80	D	$17.745	88,866	D
Common Stock	09/08/2025		S		100	D	$17.75	88,766	D
Common Stock	09/08/2025		S		120	D	$17.76	88,646	D
Common Stock	09/08/2025		S		120	D	$17.775	88,526	D
Common Stock	09/08/2025		S		100	D	$17.8	88,426	D
Common Stock	09/08/2025		S		100	D	$17.81	88,326	D
Common Stock	09/08/2025		S		270	D	$17.82	88,056	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	7,000		7,000	D
Restricted Stock Units-Service Based	(2)							(2)	(2)	Common Stock	8,000		15,000	D
Restricted Stock Units-Service Based	(3)							(3)	(3)	Common Stock	7,300		22,300	D

Explanation of Responses:

1. Award in 2023 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.

2. Award in 2024 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.

3. Award in 2025 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:

Sales made pursuant to trading plan adopted March 20, 2025

	/s/ Matthew C. Tomb POA for James R. Reske	09/09/2025
	** 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.

FAQ

What did FCF insider James R. Reske sell on 09/08/2025?

He sold 2,190 shares of First Commonwealth Financial Corp common stock in multiple open-market transactions at prices between $17.67 and $17.82 per share.

Were the sales by FCF's CFO made under a trading plan?

Yes, the sales were made pursuant to a trading plan adopted on March 20, 2025, noted in the Form 4 remarks.

How many FCF shares does James R. Reske own after these transactions?

Following the reported transactions he directly beneficially owned 88,056 shares of common stock, plus 22,300 restricted stock units convertible 1-for-1 into common shares.

What is the nature and size of the outstanding RSU awards disclosed?

The filing discloses service-based restricted stock units from 2023, 2024 and 2025 totaling 22,300 RSUs that convert into common stock on a 1-for-1 basis at vesting.

Who filed the Form 4 and when was it signed?

The Form 4 was signed on behalf of James R. Reske by Matthew C. Tomb as POA and dated 09/09/2025.