secwatch / observer
8-K filed May 8, 2026, 7:59 PM ET ticker FNB CIK 0000037808
other confidence high sentiment neutral materiality 0.25

FNB Corp: Lead director Campbell retires after 51 years; all director nominees elected, say-on-pay passes

FNB CORP/PA/

Executive movements

Machine-extracted from this filing. Every card cites the SEC source. See all recent executive movements.

Departed

William B. Campbell

independent lead director
FNB · FNB CORP/PA/
Effective
2026-05-06
Filed
May 8, 2026, 7:59 PM ET
Our independent lead director, William B. Campbell, who has been a director of F.N.B. Corporation since 1975, did not stand for re-election and retired from our Board of Directors effective May 6, 2026.

Key facts

Extracted from this filing and checked against the source text.

Executive change SEC 8-K Item 5.02 confidence 0.95

William B. Campbell retired as independent lead director at FNB CORP/PA/.

Action
retired
Role
independent lead director
Exact text from the filing
Our independent lead director, William B. Campbell, who has been a director of F.N.B. Corporation since 1975, did not stand for re-election and retired from our Board of Directors effective May 6, 2026.
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

FNB CORP/PA/ shareholders approved Advisory Resolution to Approve Executive Compensation at the 2026-05-06 meeting.

Proposal
say on pay
Outcome
passed
Meeting
2026-05-06
Exact text from the filing
Proposal 2 - Advisory Resolution to Approve Executive Compensation The advisory resolution to approve the 2025 compensation of our named executive officers was approved by the following vote of common shareholders: For % Against % Abstain Broker Non-Votes 271,506,978 96.55 % 9,705,921 3.45 % 1,026,623 33,431,676
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

FNB CORP/PA/ shareholders approved Ratification of FNB's Independent Registered Public Accounting Firm at the 2026-05-06 meeting.

Proposal
auditor ratification
Outcome
passed
Meeting
2026-05-06
Exact text from the filing
Proposal 3 - Ratification of FNB's Independent Registered Public Accounting Firm The ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for 2026 was approved by the following vote of common shareholders: For % Against % Abstain Broker Non-Votes 307,043,313 97.44 % 8,059,504 2.56 % 568,381 —
View on SEC.gov
Shareholder Votes SEC 8-K Item 5.07 confidence 0.95

FNB CORP/PA/ shareholders approved Election of Our Board of Directors at the 2026-05-06 meeting.

Proposal
director election
Outcome
passed
Meeting
2026-05-06
Exact text from the filing
Proposal 1 - Election of Our Board of Directors Our ten director nominees proposed by the Board of Directors were elected to serve until the 2027 Annual Meeting by the following vote of common shareholders: Director Nominee For % Withhold % Broker Non-Votes Pamela A. Bena 274,443,637 97.24 % 7,795,885 2.76 % 33,431,676 James D. Chiafullo 252,862,537 89.59 % 29,376,985 10.41 % 33,431,676 Vincent J. Delie, Jr. 275,371,433 97.57 % 6,868,089 2.43 % 33,431,676 Mary Jo Dively 280,350,070 99.33 % 1,889,452 0.67 % 33,431,676 David J. Malone 269,040,072 95.32 % 13,199,450 4.68 % 33,431,676 Frank C. Mencini 274,450,444 97.24 % 7,789,078 2.76 % 33,431,676 David L. Motley 276,119,473 97.83 % 6,120,049 2.17 % 33,431,676 Heidi A. Nicholas 278,467,195 98.66 % 3,772,327 1.34 % 33,431,676 John S. Stanik 278,370,739 98.63 % 3,868,783 1.37 % 33,431,676 William J. Strimbu 264,398,695 93.68 % 17,840,827 6.32 % 33,431,676
View on SEC.gov

560 shareholder votes filed in the last 30 days. Browse all shareholder votes →

FNB CORP/PA/ filing history →

Source: SEC EDGAR
accession 0000037808-26-000014
Machine-readable: JSON · Markdown · Plain text

This headline and bullets were generated automatically by deepseek-v4-flash:cloud@v2 from the public filing. Read the source on SEC.gov before relying on any specific claim. Not investment advice. See methodology for how this pipeline works.