FNB Corporation (NYSE: FNB) Chief Credit Officer reports 15,000-share stock sale

Rhea-AI Filing Summary

FNB Corporation Chief Credit Officer Gary L. Guerrieri reported an open market sale of company stock. On 12/10/2025, he sold 15,000 shares of FNB common stock at a price of $17.67 per share. After this transaction, he directly owned 279,882.516 shares of FNB common stock, with additional indirect holdings of 919.519 shares as custodian for a child and 87,343.781 shares through a 401(k) plan. The filing notes that the total in the direct ownership column also reflects shares acquired through the company’s dividend reinvestment plan and dividend equivalent units on restricted stock units since his last report.

Insights

Insider transactions analyst

Officer sells 15,000 FNB shares, retains sizable direct and plan holdings.

Gary L. Guerrieri, FNB Corporation’s Chief Credit Officer, disclosed selling 15,000 shares of common stock at $17.67 per share on 12/10/2025. This is reported as a sale transaction under code “S,” typically used for open market sales.

Following the sale, he held 279,882.516 shares directly, plus indirect positions of 919.519 shares as custodian for a child and 87,343.781 shares via a 401(k) plan. The filing states that his direct total also includes shares from the dividend reinvestment plan and dividend equivalent units on restricted stock units accrued since his prior report.

Given the remaining holdings and absence of additional context such as performance metrics or strategic news, this appears to be a routine insider transaction rather than a thesis-changing development. The disclosure mainly updates ownership records and reflects ongoing participation in company equity programs.

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
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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^*

GUERRIERI GARY 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)
	Chief Credit Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/10/2025

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	12/10/2025		S		15,000	D	$17.67	279,882.516(1)	D
Common Stock								919.519	I	As custodian for child
Common Stock								87,343.781	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:

	Gary L. Guerrieri	12/12/2025
	** 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.
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FAQ

What insider transaction did FNB (FNB) report in this Form 4?

The filing reports that Gary L. Guerrieri, Chief Credit Officer of FNB Corporation, sold 15,000 shares of FNB common stock on 12/10/2025 at $17.67 per share.

How many FNB (FNB) shares does the reporting person own after the transaction?

After the sale, Gary L. Guerrieri owned 279,882.516 FNB common shares directly, plus 919.519 shares held as custodian for a child and 87,343.781 shares through a 401(k) plan.

What is the role of the reporting person in FNB (FNB)?

The reporting person, Gary L. Guerrieri, is an officer of FNB Corporation and serves as the company’s Chief Credit Officer, as indicated in the filing.

At what price were the FNB (FNB) shares sold in this insider trade?

The 15,000 FNB common shares were sold at a price of $17.67 per share, as disclosed in the transaction table.

Does the FNB (FNB) Form 4 mention dividend reinvestment or dividend equivalents?

Yes. The explanation states that the direct ownership total also includes shares acquired under the company’s dividend reinvestment plan and dividend equivalent units accrued on restricted stock units since the reporting person’s last filing.

Are there any derivative securities reported for the FNB (FNB) insider in this filing?

The section for derivative securities is present but shows no derivative transactions or holdings reported for this period.