Assignment and Assumption Agreement (May 15th, 2017)
THIS ASSIGNMENT AND ASSUMPTION AGREEMENT (Agreement) is made on the 10th day of May 2017 between and among F.N.B. Corporation, a Pennsylvania corporation (the Corporation), Computershare Trust Company, N.A., as successor-in-interest to Registrar and Transfer Company (Computershare) and The Bank of New York Mellon (BNY Mellon).
Amendment to Deposit Agreement (May 15th, 2017)
THIS AMENDMENT (Amendment) to the Deposit Agreement dated as November 1, 2013 among F.N.B. Corporation, (the Company) and The Bank of New York Mellon, as Depositary (BNY Mellon), and all holders from time to time of Depositary Shares (as defined therein), is made on the 10th day of May 2017 between the Company and BNY Mellon.
Warrant to Purchase Common Stock (May 8th, 2017)
THE SECURITIES REPRESENTED BY THIS INSTRUMENT HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR THE SECURITIES LAWS OF ANY STATE AND MAY NOT BE TRANSFERRED, SOLD OR OTHERWISE DISPOSED OF EXCEPT WHILE A REGISTRATION STATEMENT RELATING THERETO IS IN EFFECT UNDER SUCH ACT AND APPLICABLE STATE SECURITIES LAWS OR PURSUANT TO AN EXEMPTION FROM REGISTRATION UNDER SUCH ACT OR SUCH LAWS. THIS INSTRUMENT IS ISSUED SUBJECT TO THE RESTRICTIONS ON TRANSFER AND OTHER PROVISIONS OF A SECURITIES PURCHASE AGREEMENT BETWEEN THE ISSUER OF THESE SECURITIES AND THE INVESTOR REFERRED TO THEREIN, A COPY OF WHICH IS ON FILE WITH THE ISSUER. THE SECURITIES REPRESENTED BY THIS INSTRUMENT MAY NOT BE SOLD OR OTHERWISE TRANSFERRED EXCEPT IN COMPLIANCE WITH SAID AGREEMENT. ANY SALE OR OTHER TRANSFER NOT IN COMPLIANCE WITH SAID AGREEMENT WILL BE VOID.
ARTICLES OF INCORPORATION OF (Effective August 30, 2016) Article 1 (August 30th, 2016)
The street address and mailing address of the initial registered office of the Corporation is One North Shore Center, 12 Federal Street, Pittsburgh, Pennsylvania 15212.
Articles of Amendment to the Articles of Incorporation of Authorizing Fixed Rate Cumulative Perpetual Preferred Stock, Series D (January 4th, 2012)
The board of directors of the Corporation (the "Board of Directors"), in accordance with the articles of incorporation and bylaws of the Corporation and applicable law, on June 7, 2011 duly adopted resolutions approving the creation of a series of 32,000 shares of Preferred Stock of the Corporation designated as "Fixed Rate Cumulative Perpetual Preferred Stock, Series D" which has the following voting and other powers, preferences and relative, participating, optional or other rights, and qualifications, limitations and restrictions:
Securities Purchase Agreement (January 14th, 2009)
WHEREAS, the United States Department of the Treasury (the Investor) may from time to time agree to purchase shares of preferred stock and warrants from eligible financial institutions which elect to participate in the Troubled Asset Relief Program Capital Purchase Program (CPP);
Employment Agreement (March 23rd, 2007)
WHEREAS, the Officer is willing to commit himself to serving the Company on the terms and conditions provided in this Agreement.
Employment Agreement (November 9th, 2005)
WHEREAS, Officer is presently employed by Company and Company desires to assure itself of the continued benefit of the Officers services and experience, and the parties desire that said employment relationship continue upon the terms and conditions herein set forth; and