David Bryant Mitchell 4

What Happened

• David Bryant Mitchell, Chief Wholesale Banking Officer at FNB (FNB), received a grant/award of 30,280 shares (performance-based restricted stock units) that vested on 2026-03-18 at a reported per-share value of $16.11, totaling $487,811 (transaction code A).
• To satisfy tax withholding obligations upon vesting, 13,170 shares (at $16.11, $212,169) and 1,517 shares (at $16.11, $24,439) were withheld/disposed (transaction code F). These withholdings total 14,687 shares and reflect tax withholding, not an open-market sale.

Key Details

• Transaction date: 2026-03-18; filing date: 2026-03-19 (report filed following the transaction).
• Award: 30,280 shares @ $16.11 = $487,811 (F1: earned for 2023–2025 performance-based RSU award).
• Withheld for taxes: 13,170 shares @ $16.11 = $212,169 (F3) and 1,517 shares @ $16.11 = $24,439 (F4). Total withheld = 14,687 shares.
• Shares owned after transaction: not specified in the provided excerpt. The filing notes Column 5 totals also include shares from the company’s dividend reinvestment plan and dividend equivalent units accrued on RSUs (F2).
• Transaction codes: A = Award/Grant; F = tax withholding on vesting. No indication this filing was late.

Context

• These were vested restricted stock units (performance-based RSUs) that became payable; the withheld shares are standard tax withholding and represent a cashless settlement of the tax obligation, not an active market sale for investment purposes.
• Awards and withholding are routine for executive compensation and do not, by themselves, indicate a change in the insider’s market view.