First Commonwealth Financial Corp DEFA14A, filed Mar 16, 2022
First Commonwealth Financial Corp (FCF)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
SCHEDULE 14A INFORMATION
Proxy Statement Pursuant to Section 14(a) of the
Securities Exchange Act of 1934
Filed by the Registrant ☒ Filed by a party other than the Registrant ☐
Check the appropriate box:
| ☐ | Preliminary Proxy Statement |
| ☐ | Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) |
| ☐ | Definitive Proxy Statement |
| ☒ | Definitive Additional Materials |
| ☐ | Soliciting Material Pursuant to §240.14a-12 |
First Commonwealth Financial Corporation
(Name of Registrant as Specified in its Charter)
Not applicable.
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
Payment of Filing Fee (Check all boxes that apply):
| ☒ | No fee required. | |||
| ☐ | Fee paid previously with preliminary materials. | |||
| ☐ | Fee computed on table in exhibit required by Item 25 (b) per Exchange Act Rules 14a-6 (i) (1) and D-11. | |||
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Online
Go to www.envisionreports.com/FCF or scan the QR code — login details are located in the shaded bar below.
2022 Annual Shareholders’ Meeting Notice
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IMPORTANT NOTICE REGARDING THE AVAILABILITY OF PROXY MATERIALS FOR THE
FIRST COMMONWEALTH
FINANCIAL CORPORATION ANNUAL SHAREHOLDERS’ MEETING TO BE HELD ON APRIL 26, 2022
Under Securities and Exchange Commission rules, you are receiving this
notice that the proxy materials for the annual shareholders’ meeting are available on the Internet. Follow the instructions below to view the materials and vote online or request a copy. The items to be voted on and location of the annual
meeting are on the reverse side. Your vote is important!
This communication presents only an overview of the more complete proxy materials that are available to
you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. The 2022 Proxy Statement and 2021 Annual Report to shareholders are available at:
www.envisionreports.com/FCF
Easy Online Access — View your proxy materials and vote.
Step 1: Go to www.envisionreports.com/FCF.
Step 2: Click on Cast Your Vote or
Request Materials.
Step 3: Follow the instructions on the screen to log in.
Step 4: Make your selections as instructed on each screen for your delivery preferences.
Step 5: Vote your shares.
When you go online, you can also help the environment by consenting
to receive electronic delivery of future materials.
Obtaining a Copy of the Proxy Materials – If you want to receive a copy of the proxy materials, you must
request one. There is no charge to you for requesting a copy. Please make your request as instructed on the reverse side on or before April 15, 2022 to facilitate timely delivery.
2 N O T C O Y
03L2ZB
2022 Annual Shareholders’ Meeting Notice
The
2022 Annual Meeting of Shareholders of First Commonwealth Financial Corporation will be held on Tuesday, April 26, 2022 at 2:00pm Eastern Time, virtually via a live audio webcast. To attend the Annual Meeting, visit
https://meetnow.global/MDKP67Q and enter the 15-digit control number found on this Notice.
Proposals to be voted on at the
meeting are listed below along with the Board of Directors’ recommendations.
The Board of Directors recommends a vote FOR all the nominees listed and FOR
Proposals 2 and 3:
1. Election of Directors:
1 - Julie A. Caponi
2 - Ray T. Charley
3 - Gary R. Claus
4 - David S. Dahlmann
5 - Johnston A. Glass
6 - Jon L. Gorney
7 - Jane Grebenc
8 - David W. Greenfield
9 - Bart E. Johnson
10 - Luke A. Latimer
11 - Aradhna M. Oliphant
12 - T. Michael Price
13 - Robert J. Ventura
14 - Stephen A. Wolfe
2. To ratify the selection of Ernst & Young LLP as the
company’s independent registered public accounting firm for 2022
3. Advisory vote to approve named executive officer compensation
PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must go online or request a paper copy of the proxy materials to receive a proxy card.
Here’s how to order a copy of the proxy materials and select delivery preferences:
Current and future delivery requests can be submitted using the options below.
If you request
an email copy, you will receive an email with a link to the current meeting materials.
PLEASE NOTE: You must use the number in the shaded bar on the reverse side
when requesting a copy of the proxy materials.
—Internet – Go to www.envisionreports.com/FCF. Click Cast Your Vote or Request Materials.
—Phone – Call us free of charge at 1-866-641-4276.
—Email – Send an email to investorvote@computershare.com with “Proxy Materials First Commonwealth Financial Corporation” in the subject line.
Include your full name and address, plus the number located in the shaded bar on the reverse side, and state that you want a paper copy of the meeting materials.
To facilitate timely delivery, all requests for a paper copy of proxy materials must be received by April 15, 2022.