F.N.B. CORPORATION (NYSE:FNB) Files An 8-K Entry into a Material Definitive Agreement

Item1.01 Entry into a Material Definitive Agreement.

Effective May10, 2017, F.N.B. Corporation (the Corporation)
appointed The Bank of New York Mellon, and The Bank of New York
Mellon accepted its appointment, as (1)successor Depositary under
the Deposit Agreement dated as of November1, 2013, among the
Corporation, Computershare Trust Company, N.A. (as
successor-in-interest to Registrar and Transfer Company), as
Depositary, and all holders from time to time of Depositary
Shares, each representing a 1/40th interest in a share of the
Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock,
Series E, par value $0.01 per share, of the Corporation (such
preferred stock, the Preferred Shares), and (2)successor
calculation agent for the Preferred Shares. In connection with
the appointment of The Bank of New York Mellon as successor
Depositary under the Deposit Agreement, the Corporation and The
Bank of New York Mellon, as Depositary, agreed to amend the
Deposit Agreement to add provisions relating to limitation of
liability of the Depositary and waiver of the right to trial by
jury.

The foregoing summary description of the amendment to the Deposit
Agreement does not purport to be complete and is subject to, and
qualified in its entirety by, the full text of the amendment, a
copy of which is filed as Exhibit 4.2 to this Current Report on
Form8-K and which is incorporated herein by reference.

Item9.01 Financial Statements and Exhibits.

(d) Exhibits

About F.N.B. CORPORATION (NYSE:FNB)

F.N.B. Corporation is a financial holding company. The Company operates through four segments: Community Banking, Wealth Management, Insurance and Consumer Finance. Its Community Banking segment consists of First National Bank of Pennsylvania (FNBPA), which offers services, including commercial and individual demand, savings and time deposit accounts and commercial, mortgage and individual installment loans. It operates its Community Banking business through a network of over 290 branches in Pennsylvania, Ohio, Maryland and West Virginia. Its Wealth Management segment delivers wealth management services to individuals, corporations and retirement funds, as well as existing customers of Community Banking. The Company’s Insurance segment operates principally through First National Insurance Agency, LLC (FNIA), which is a subsidiary of the Corporation. Its Consumer Finance segment operates through its subsidiary, Regency Finance Company. It also operates other non-banking subsidiaries.

F.N.B. CORPORATION (NYSE:FNB) Recent Trading Information

F.N.B. CORPORATION (NYSE:FNB) closed its last trading session up +0.05 at 14.18 with 2,285,879 shares trading hands.