0000712537-14-000009.txt : 20140219 0000712537-14-000009.hdr.sgml : 20140219 20140219171117 ACCESSION NUMBER: 0000712537-14-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140219 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140219 DATE AS OF CHANGE: 20140219 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIRST COMMONWEALTH FINANCIAL CORP /PA/ CENTRAL INDEX KEY: 0000712537 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] IRS NUMBER: 251428528 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11138 FILM NUMBER: 14626573 BUSINESS ADDRESS: STREET 1: 601 PHILADELPHIA STREET CITY: INDIANA STATE: PA ZIP: 15701 BUSINESS PHONE: 7243497220 MAIL ADDRESS: STREET 1: 601 PHILADELPHIA STREET CITY: INDIANA STATE: PA ZIP: 15701 8-K 1 fcf-20140219x8k.htm 8-K FCF-2014.02.19-8K


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 19, 2014
 
First Commonwealth Financial Corporation
(Exact name of registrant as specified in its charter)
 
 
 
 
 
 
Pennsylvania
 
001-11138
 
25-1428528
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
 
 
 
 
601 Philadelphia Street, Indiana, PA
 
15701
(Address of principal executive offices)
 
(Zip Code)
Registrant’s telephone number, including area code: (724) 349-7220
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 





Item 7.01
Regulation FD Disclosure
On February 19, 2014, First Commonwealth Financial Corporation (the “Company”) issued a press release announcing that its Board of Directors has approved a share repurchase program for up to $25 million in shares of the Company’s common stock. A copy of this press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.
 
Item 9.01
Financial Statements and Exhibits
 
Exhibit

  
 
99.1

  
Press release dated February 19, 2014 announcing share repurchase program.
 
 
 
 
 
 
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: February 19, 2014
 
 
 
 
  FIRST COMMONWEALTH FINANCIAL CORPORATION
 
 
By:
 
/s/ Robert E. Rout
Name:
 
Robert E. Rout
Title:
 
Executive Vice President and
Chief Financial Officer


EX-99.1 2 ex-991_sharerepurchasepres.htm PRESS RELEASE DATED FEBRUARY 19, 2014 EX-99.1_ShareRepurchasePressRelease_2014.02.19
EX 99.1

February 19, 2014

First Commonwealth Announces Additional Share Repurchase Program

Indiana, P.A. - February 19, 2014 - First Commonwealth Financial Corporation (NYSE: FCF) today announced that its Board of Directors has authorized a new $25 million share repurchase program of the company’s common stock. First Commonwealth completed its previously authorized share repurchase programs in January 2014, repurchasing 10,810,119 shares of its common stock at a weighted average price of $6.97 per share.

Under this program, management is authorized to repurchase shares through Rule 10b5-1 plans, open market purchases, privately negotiated transactions, block purchases or otherwise in a manner that is intended to comply with applicable federal securities laws, including Rule 10b-18 of the Securities Exchange Act of 1934. First Commonwealth may suspend or discontinue the program at any time.

About First Commonwealth Financial Corporation

First Commonwealth Financial Corporation is a $6.2 billion financial holding company headquartered in Indiana, Pennsylvania. It operates 110 retail branch offices in 15 counties in western and central Pennsylvania through First Commonwealth Bank, a Pennsylvania chartered bank and trust company. Financial services and insurance products are also provided through First Commonwealth Insurance Agency and First Commonwealth Financial Advisors, Inc.

Forward-Looking Statements

This press release may contain certain forward-looking statements which are based on management's current expectations regarding economic, legislative and regulatory issues that may impact First Commonwealth Financial Corporation’s earnings in future periods. Factors that could cause future results to vary materially from current management expectations include, but are not limited to, general economic conditions; changes in interest rates, real estate values and competition; changes in accounting principles, policies or guidelines; changes in legislation or regulation; and other economic, competitive, governmental and regulatory factors affecting First Commonwealth’s operations, pricing, products and services.