EXHIBIT 4.9 SERIES A CAPITAL SECURITIES GUARANTEE AGREEMENT First Commonwealth Financial Corporation Dated as of September 8, 1999 TABLE OF CONTENTS -----------------Guarantee Agreement • October 19th, 1999 • First Commonwealth Financial Corp /Pa/ • National commercial banks • New York
FIRST COMMONWEALTH FINANCIAL CORPORATION (a Pennsylvania corporation) 10,000,000 Shares of Common Stock (Par Value $1.00 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • October 31st, 2008 • First Commonwealth Financial Corp /Pa/ • National commercial banks • New York
ACT SECTION INDENTURE SECTIONIndenture • October 19th, 1999 • First Commonwealth Financial Corp /Pa/ • National commercial banks • New York
EMPLOYMENT AGREEMENT BETWEEN FIRST COMMONWEALTH AND DAVID S. DAHLMANN [DRAFT]Employment Agreement • September 4th, 1998 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
FIRST COMMONWEALTH FINANCIAL CORPORATION (a Pennsylvania corporation) 16,125,000 Shares of Common Stock (Par Value $1.00 Per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • August 10th, 2010 • First Commonwealth Financial Corp /Pa/ • National commercial banks • New York
First Commonwealth Financial Corporation, a Pennsylvania corporation (the “Company”), proposes to sell 16,125,000 shares (the “Firm Stock”) of the Company’s common stock, par value $1.00 per share (the “Common Stock”). In addition, the Company proposes to grant to the underwriters (the “Underwriters”) named in Schedule 1 attached to this agreement (this “Agreement”) an option to purchase up to an aggregate of 2,418,750 additional shares of the Common Stock on the terms set forth in Section 2 (the “Option Stock”). The Firm Stock and the Option Stock, if purchased, are hereinafter collectively called the “Stock.” This is to confirm the agreement concerning the purchase of the Stock from the Company by the Underwriters.
EXHIBIT 4.11 REGISTRATION RIGHTS AGREEMENT Dated September 8, 1999Registration Rights Agreement • October 19th, 1999 • First Commonwealth Financial Corp /Pa/ • National commercial banks • New York
FIRST COMMONWEALTH FINANCIAL CORPORATION EXHIBIT 10.6 - Change in Control Agreement - John J. DolanFirst Commonwealth Financial Corp /Pa/ • March 29th, 1996 • State commercial banks • Indiana
PURCHASE AND ASSUMPTION AGREEMENT dated as of July 26, 2016 between FIRSTMERIT BANK, NATIONAL ASSOCIATION and FIRST COMMONWEALTH BANKPurchase and Assumption Agreement • July 27th, 2016 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Ohio
This PURCHASE AND ASSUMPTION AGREEMENT, dated as of July 26, 2016, between FirstMerit Bank, National Association, a national banking association, organized under the laws of the United States, and a wholly-owned subsidiary of FirstMerit Corporation, an Ohio corporation (“FirstMerit”) with its principal office located in Akron, Ohio (“Seller”), and First Commonwealth Bank, a Pennsylvania bank and trust company, with its principal office located in Indiana, Pennsylvania (“Purchaser”).
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • November 19th, 2019 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
THIS CHANGE OF CONTROL AGREEMENT (this "Change of Control Agreement"), is entered into as of November 14, 2019 (the "Effective Date"), by and between First Commonwealth Financial Corporation, a Pennsylvania corporation (the “Company”), and Norman J. Montgomery (“Executive”).
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • May 10th, 2010 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
THIS AGREEMENT, is entered into as of January 19, 2010, by and between First Commonwealth Financial Corporation, a Pennsylvania corporation (the “Company”), and Matthew C. Tomb (“Executive”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • October 3rd, 2016 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Ohio
AGREEMENT AND PLAN OF MERGER, dated as of October 2, 2016 (this “Agreement”), by and between First Commonwealth Financial Corporation, a Pennsylvania corporation (“Buyer”), and DCB Financial Corp, an Ohio corporation (the “Company”).
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • November 9th, 2016 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
This Restricted Stock Agreement (this “Agreement”) is made as of September 19, 2016 (the “Effective Date”) between First Commonwealth Financial Corporation (the “Company”) and Brian G. Karrip (the “Grantee”).
AGREEMENT AND PLAN OF MERGER by and between First Commonwealth Financial Corporation and Centric Financial Corporation Dated as of August 30, 2022Agreement and Plan of Merger • August 30th, 2022 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
AGREEMENT AND PLAN OF MERGER, dated as of August 30, 2022 (this “Agreement”), by and between Centric Financial Corporation, a Pennsylvania corporation (“Company”), and First Commonwealth Financial Corporation, a Pennsylvania corporation (“Purchaser”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 2nd, 2018 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Ohio
This Registration Rights Agreement (this “Agreement”) is entered into as of May 1, 2018 by and among First Commonwealth Financial Corporation, a Pennsylvania corporation (the “Company”), and each of the George J Budig Distributive Trust #4A dated December 31, 2015, an Ohio trust and George J. Budig Declaration of Trust dated July 13, 1992, as amended and restated June 13, 2016, an Ohio revocable trust (each a “Holder”, and together the “Holders”).
AGREEMENT FOR SEVERANCE PAYMENTS IN THE EVENT OF TERMINATION OF EMPLOYMENT UNDER CERTAIN CIRCUMSTANCESControl Agreement • May 14th, 2003 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
THIS AGREEMENT, by and between First Commonwealth Financial Corporation, a bank holding company organized and existing under the laws of the Commonwealth of Pennsylvania and with its principal place of business in Indiana, Pennsylvania (the "Employer") and Johnston A. Glass of Indiana , Pennsylvania (the "Executive") made this 7th day of February , 1998.
ISSUING AND PAYING AGENCY AGREEMENT between FIRST COMMONWEALTH BANK, as Issuer, and May 21, 2018Issuing and Paying Agency Agreement • May 23rd, 2018 • First Commonwealth Financial Corp /Pa/ • National commercial banks • New York
THIS ISSUING AND PAYING AGENCY AGREEMENT, made and dated as of May 21, 2018 (this “Agreement”), between First Commonwealth Bank, a Pennsylvania bank and trust company national banking association, as issuer (the “Issuer”), and U.S. Bank National Association, as the calculation agent, issuing and paying agent and note registrar (hereinafter sometimes referred to, in each such capacity, the “Agent”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 9th, 2016 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
THIS EMPLOYMENT AGREEMENT (this “Agreement”), by and among First Commonwealth Financial Corporation, a Pennsylvania corporation (“Employer”), and Brian G. Karrip (“Executive”), is entered into effective as of September 19, 2016 (the “Effective Date”).
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • August 5th, 2011 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
THIS SEPARATION AGREEMENT AND GENERAL RELEASE (this “Agreement”) is made by and between FIRST COMMONWEALTH FINANCIAL CORPORATION (which, together with each of its direct or indirect subsidiaries, shall be collectively referred to throughout this Agreement as “FCFC”) and David R. Tomb Jr. (hereinafter referred to through out this Agreement as “Employee”), residing at 670 Oak Street, Indiana PA 15701 agree that:
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • November 8th, 2002 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
BY AND BETWEEN FIRST COMMONWEALTH FINANCIAL CORPORATIONand its subsidiaries, divisions, successors and assigns, and the employees, officers, directors and agents thereof (collectively referred to throughout this Agreement as "FCFC") and David S. Dahlmann (hereinafter referred to throughout this Agreement as "Employee"), residing at RD # 6, Box 87A, Greensburg, PA 15601 agree that:
CHANGE OF CONTROL AGREEMENTChange of Control Agreement • March 2nd, 2006 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
THIS AGREEMENT, is entered into as of October 18, 2005, by and between First Commonwealth Financial Corporation, a Pennsylvania corporation (the "Company"), and GERARD M. THOMCHICK ("Executive").
AGREEMENT AND GENERAL RELEASEConsulting Services Agreement • May 9th, 2007 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
WHEREAS, Employer and Employee wish to resolve any and all matters between them relating to Employee’s employment and termination from employment;
FIRST COMMONWEALTH FINANCIAL CORPORATION RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • January 28th, 2010 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
This restricted stock agreement (this “Agreement”), dated as of January 22, 2010, is entered into between First Commonwealth Financial Corporation, a Pennsylvania corporation (the “Company”), and Robert E. Rout (“Grantee”).
AGREEMENT AND GENERAL RELEASEAgreement and General Release • November 9th, 2011 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
First Commonwealth Financial Corporation (hereinafter “Employer”) and Thaddeus J. Clements, his heirs, executors, administrators, successors, and assigns (collectively referred to hereafter as “Employee”), agree to and intend to be legally bound by the following:
AGREEMENT AND GENERAL RELEASEAgreement and General Release • July 12th, 2012 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
First Commonwealth Financial Corporation (hereinafter “Employer”) and Sue A. McMurdy, her heirs, executors, administrators, successors, and assigns (collectively referred to hereafter as “Employee”), agree to and intend to be legally bound by the following:
RETIREMENT AND TRANSITION SERVICES AGREEMENTRetirement and Transition Services Agreement • December 2nd, 2013 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
This Retirement and Transition Services Agreement (this “Agreement”) is dated as of November 29, 2013, by and between First Commonwealth Financial Corporation, a Pennsylvania corporation (the “Company”), and Robert E. Rout (“Executive”), with the Company and Executive sometimes denoted collectively herein as the “Parties.”
EMPLOYMENT AGREEMENTEmployment Agreement • August 8th, 2013 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
THIS EMPLOYMENT AGREEMENT (this “Agreement”), by and among First Commonwealth Financial Corporation, a Pennsylvania corporation (“Employer”), and Jane Grebenc (“Executive”), is entered into effective as of May 31, 2013 (the “Effective Date”).
AGREEMENT AND PLAN OF MERGERPlan of Acquisition Agreement and Plan of Merger • December 16th, 2003 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
Re: Agreement and Plan of Merger (the "Merger Agreement") dated as of December 11, 2003 among First Commonwealth Financial Corporation ("FCFC"), First Commonwealth Bank, GA Financial, Inc. ("GA Financial"), and Great American Financial Savings and Loan Association
FIRST COMMONWEALTH FINANCIAL CORPORATION EXHIBIT 10.5 - Change in Control Agreement - Gerard M. ThomchickFirst Commonwealth Financial Corp /Pa/ • March 29th, 1996 • State commercial banks • Indiana
FIRST COMMONWEALTH FINANCIAL CORPORATION RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • February 29th, 2008 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
This restricted stock agreement (this “Agreement”), dated as of October 19, 2007, is entered into between First Commonwealth Financial Corporation, a Pennsylvania corporation (the “Company”), and T. Michael Price (“Grantee”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 28th, 2010 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
THIS AGREEMENT is made as of the 22nd day of January, 2010, by and between First Commonwealth Financial Corporation, a Pennsylvania corporation (“FCFC”), and Robert E. Rout (“Executive”).
PERFORMANCE UNIT AGREEMENTPerformance Unit Agreement • February 29th, 2016 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
This Performance Unit Agreement (this “Agreement”) is made as of the 30th day of December, 2015 (the “Effective Date”) by and between First Commonwealth Financial Corporation (the “Company”) and T. Michael Price (the “Grantee”).
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • August 6th, 2007 • First Commonwealth Financial Corp /Pa/ • National commercial banks
WHEREAS, Employer and Employee wish to resolve any and all matters between them relating to Employee’s employment and termination from employment;
SEPARATION AGREEMENT AND GENERAL RELEASESeparation Agreement and General Release • March 1st, 2010 • First Commonwealth Financial Corp /Pa/ • National commercial banks
THIS SEPARATION AGREEMENT AND GENERAL RELEASE (this “Agreement”) is made by and between FIRST COMMONWEALTH FINANCIAL CORPORATION and its subsidiaries, divisions, successors and assigns, and the employees, officers, directors and agents thereof (collectively referred to throughout this Agreement as “FCFC”) and Edward J. Lipkus, III (hereinafter referred to through out this Agreement as “Employee”), residing at 105 Adams Circle, Indiana, PA 15701 agree that:
RESTRICTED STOCK AGREEMENTRestricted Stock Agreement • January 5th, 2012 • First Commonwealth Financial Corp /Pa/ • National commercial banks • Pennsylvania
This Restricted Stock Agreement (this “Agreement”) is made as of the 1st day of January, 2012 (the “Effective Date”) between First Commonwealth Financial Corporation (the “Company”) and T. Michael Price (the “Grantee”).
Notice of Offer to Purchase for Cash by First Commonwealth Financial Corporation Up to 2,000,000 Shares of its Common Stock, Par Value $1.00 Per Share At a Purchase Price Not Less Than $23.00 Nor in Excess of $26.00 Per ShareFirst Commonwealth Financial Corp /Pa/ • September 7th, 1999 • National commercial banks
This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares. The offer is made solely by the Offer to Purchase and the related Letter of Transmittal which are being mailed to shareholders of First Commonwealth Financial Corporation on or about August 31, 1999. While the Offer is being made to all shareholders of First Commonwealth Financial Corporation, tenders will not be accepted from or on behalf of the shareholders in any jurisdiction in which the acceptance thereof would not be in compliance with the laws of such jurisdiction. In those jurisdictions whose laws require the Offer to be made by a licensed broker or dealer, the Offer shall be deemed to be made on behalf of First Commonwealth Financial Corporation by Keefe, Bruyette & Woods, Inc. (the "Dealer Manager"), or one or more registered brokers or dealers licensed under the laws of such jurisdiction.
