F.N.B. Corporation (NYSE: FNB) controller reports 782-share stock disposition

Rhea-AI Filing Summary

F.N.B. Corporation corporate controller James L. Dutey reported an insider transaction in the company’s common stock. On January 20, 2026, he disposed of 782 shares of common stock at $17.36 per share in a transaction coded “F,” leaving him with 48,473.772 shares held directly. He also reports 13,140.768 shares held indirectly through a 401(k) plan. The reported direct holdings total also reflects shares acquired through the company’s dividend reinvestment plan and dividend-equivalent units on restricted stock units since his prior filing.

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^*

Dutey James L

(Last) (First) (Middle)

626 WASHINGTON PLACE

(Street)

PITTSBURGH PA 15219

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
FNB CORP/PA/ [ FNB ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Corporate Controller

3. Date of Earliest Transaction (Month/Day/Year)
01/20/2026

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	01/20/2026		F		782	D	$17.36	48,473.772(1)	D
Common Stock								13,140.768	I	By 401K Plan

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. The total reported in Column 5 also includes shares acquired under the Company's dividend reinvestment plan and dividend equivalent units accrued on restricted stock units since the last filing by the reporting person.

Remarks:

	James L. Dutey	01/22/2026
	** 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).
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FAQ

What insider transaction did FNB corporate controller James L. Dutey report?

James L. Dutey reported a transaction coded “F” on January 20, 2026 involving 782 shares of F.N.B. Corporation common stock at $17.36 per share.

How many FNB shares does James L. Dutey hold after the reported Form 4 transaction?

After the reported transaction, James L. Dutey beneficially owns 48,473.772 F.N.B. Corporation common shares directly and 13,140.768 shares indirectly through a 401(k) plan.

What does the transaction code "F" mean in the FNB Form 4 for James L. Dutey?

The Form 4 lists the transaction as code “F”, indicating a disposition of 782 F.N.B. Corporation common shares at $17.36 per share, as shown in Table I.

How are dividend reinvestment and dividend equivalents reflected in James L. Dutey’s FNB holdings?

A footnote explains that the Column 5 total also includes shares from the company’s dividend reinvestment plan and dividend-equivalent units on restricted stock units since his last filing.

Does the FNB Form 4 show any derivative securities for James L. Dutey?

Table II for derivative securities is present but contains no entries, indicating no reported derivative security transactions for James L. Dutey in this filing.

In what capacity is James L. Dutey related to F.N.B. Corporation in this Form 4?

James L. Dutey is identified as an officer of F.N.B. Corporation with the title Corporate Controller in this Form 4.