Fuller & Thaler Asset Management, Inc. filed Amendment No. 5 to a Schedule 13G reporting its beneficial ownership of 21,013,098.85 shares of FNB CORP/PA/ common stock, representing 5.87% of the class as of 12/31/2025.
The firm has sole power to vote 20,733,336.85 shares and sole power to dispose of 21,013,098.85 shares, with no shared voting or dispositive power. Fuller & Thaler reports that it holds these securities in the ordinary course of business as an investment adviser for its clients, who are entitled to dividends and sale proceeds.
Positive
None.
Negative
None.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 5)
FNB CORP/PA/
(Name of Issuer)
Common Stock
(Title of Class of Securities)
302520101
(CUSIP Number)
12/31/2025
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP No.
302520101
1
Names of Reporting Persons
Fuller & Thaler Asset Management, Inc.
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
CALIFORNIA
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
20,733,336.85
6
Shared Voting Power
0.00
7
Sole Dispositive Power
21,013,098.85
8
Shared Dispositive Power
0.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
21,013,098.85
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
5.87 %
12
Type of Reporting Person (See Instructions)
IA
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
FNB CORP/PA/
(b)
Address of issuer's principal executive offices:
ONE NORTH SHORE CENTER, 12 FEDERAL STREET, PITTSBURGH, PA, 15212
Item 2.
(a)
Name of person filing:
Fuller & Thaler Asset Management, Inc.
(b)
Address or principal business office or, if none, residence:
411 Borel Avenue, Suite 300, San Mateo, CA 94402
(c)
Citizenship:
California corporation
(d)
Title of class of securities:
Common Stock
(e)
CUSIP No.:
302520101
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
21,013,098.85
(b)
Percent of class:
5.87%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
20,733,336.85
(ii) Shared power to vote or to direct the vote:
0
(iii) Sole power to dispose or to direct the disposition of:
21,013,098.85
(iv) Shared power to dispose or to direct the disposition of:
0
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
Fuller & Thaler Asset Management, Inc. is deemed to be thebeneficial owner of the number of securities reflected in Items5-9 and 11 of page two (2) of this Schedule 13G pursuant to separate arrangements whereby it acts as investment adviser to certain persons. Each person for whom Fuller & Thaler Asset Management, Inc. acts as investment adviser has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Common Stock.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under ?? 240.14a-11.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
What stake in FNB (FNB) does Fuller & Thaler report in this Schedule 13G/A?
Fuller & Thaler reports beneficial ownership of 21,013,098.85 FNB common shares, representing 5.87% of the outstanding class. This amended Schedule 13G reflects its position as of December 31, 2025, based on its role managing assets for advisory clients.
Does Fuller & Thaler have voting control over its FNB (FNB) shares?
Fuller & Thaler reports sole voting power over 20,733,336.85 FNB common shares and no shared voting power. This means it can direct how those shares are voted, consistent with its investment adviser role for underlying client accounts.
How many FNB (FNB) shares can Fuller & Thaler dispose of according to the filing?
The firm has sole dispositive power over 21,013,098.85 FNB common shares and no shared dispositive power. Sole dispositive power indicates Fuller & Thaler can decide if and when these shares are sold on behalf of its advisory clients.
Why is Fuller & Thaler filing a Schedule 13G/A on FNB (FNB)?
Fuller & Thaler files this Schedule 13G/A because it beneficially owns more than 5% of FNB’s common stock. The filing states the securities were acquired and held in the ordinary course of business, not to change or influence control of FNB.
Who ultimately benefits from the FNB (FNB) shares managed by Fuller & Thaler?
According to the filing, Fuller & Thaler is deemed beneficial owner due to advisory arrangements, but its clients have the right to receive dividends and sale proceeds. These clients include various accounts for which the firm serves as investment adviser.