F.N.B. Corporation (FNB) officer reports 1,146-share stock transaction

Rhea-AI Filing Summary

F.N.B. Corporation officer David Bryant Mitchell, Chief Wholesale Banking Officer, reported a share transaction in company common stock. On January 20, 2026, a transaction coded "F" involved 1,146 shares of FNB common stock at $17.36 per share, after which he directly beneficially owned 123,353 shares. In addition, he indirectly held 13,212.395 shares of common stock through a 401(k) plan. A footnote explains that the reported total also includes shares acquired through the company’s dividend reinvestment plan and dividend equivalent units accrued 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^*

David Bryant Mitchell

(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)
	Chief Wholesale Banking Office

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		1,146	D	$17.36	123,353(1)	D
Common Stock								13,212.395	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:

	David B. Mitchell II	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).
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 insider transaction did FNB (FNB) report for David Bryant Mitchell?

F.N.B. Corporation reported that officer David Bryant Mitchell had a transaction coded "F" on January 20, 2026 involving 1,146 shares of FNB common stock at $17.36 per share, as shown in the Form 4.

How many FNB (FNB) shares does David Bryant Mitchell own after this Form 4?

After the reported transaction, David Bryant Mitchell directly beneficially owned 123,353 shares of F.N.B. Corporation common stock and indirectly held 13,212.395 shares through a 401(k) plan.

What does the footnote in David Bryant Mitchell’s FNB Form 4 explain?

The footnote states that the total in Column 5 also includes shares acquired under the company’s dividend reinvestment plan and dividend equivalent units accrued on restricted stock units since his last filing.

What is David Bryant Mitchell’s role at F.N.B. Corporation (FNB)?

David Bryant Mitchell is listed as an officer of F.N.B. Corporation, with the title Chief Wholesale Banking Office in the Form 4.

How are some of David Bryant Mitchell’s FNB shares held indirectly?

The Form 4 shows 13,212.395 shares of F.N.B. Corporation common stock held indirectly by a 401(k) plan, separate from his directly held shares.

What price per share is reported in David Bryant Mitchell’s FNB Form 4 transaction?

The Form 4 reports a transaction in F.N.B. Corporation common stock at a price of $17.36 per share for the 1,146 shares involved in the coded "F" transaction.