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F.N.B. CORP. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and F.N.B. CORP.’s Form 8-K, filed May 9, 2024 (Item 5.07 on EDGAR). Page generated October 18, 2026.

  • 14Ballot items
  • 373Asset managers
  • 5,752Fund votes
  • May 8, 2024Meeting date

Results at a glance

Meeting of May 8, 2024: 14 items on F.N.B. CORP.’s Form 8-K, filed May 9, 2024: 3 approved · 11 without a stated outcome.

Material dissent

None.

Material dissent: a director nominee under 80% of the votes cast, say-on-pay under 70%, any other item the board put forward under 80%, or a shareholder proposal with more than 50%, on the company’s own Form 8-K tally. How this is decided

Proxy season: 2023-2024 2024-2025 2025-2026

Explore F.N.B. CORP. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by F.N.B. CORP.

These tallies are F.N.B. CORP.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed May 9, 2024 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

F.N.B. CORP. — official shareholder meeting results, meeting held May 8, 2024
Ballot itemForAgainst AbstainWithheldBroker non-votesSupport (of votes cast)Reported outcomeVoting standard
Elect Director: Pamela A. Bena 278,509,887---- 10,243,15132,359,168 96%Not verified—
Elect Director: William B. Campbell 273,572,848---- 15,180,19032,359,168 95%Not verified—
Elect Director: James D. Chiafullo 261,123,063---- 27,629,97532,359,168 90%Not verified—
Elect Director: Vincent J. Delie, Jr. 277,254,771---- 11,498,26732,359,168 96%Not verified—
Elect Director: Mary Jo Dively 286,283,244---- 2,469,79432,359,168 99.1%Not verified—
Elect Director: David J. Malone 276,354,368---- 12,398,67032,359,168 96%Not verified—
Elect Director: Frank C. Mencini 279,284,976---- 9,468,06232,359,168 97%Not verified—
Elect Director: David L. Motley 283,202,413---- 5,550,62532,359,168 98%Not verified—
Elect Director: Heidi A. Nicholas 286,383,276---- 2,369,76232,359,168 99.1%Not verified—
Elect Director: John S. Stanik 282,593,721---- 6,159,31732,359,168 98%Not verified—
Elect Director: William J. Strimbu 273,437,564---- 15,315,47432,359,168 95%Not verified—
2. Adoption of Advisory Resolution on Executive Compensation The advisory resolution to approve the 2023 compensation of our named executive officers 251,434,54736,524,902793,589 --32,359,168 87%Approved—
3. Approval and Adoption of the Amended and Restated F.N.B. Corporation 2022 Incentive Compensation Plan The approval and adoption of the Amended and Restated F.N.B. Corporation 2022 Incentive Compensation Plan 262,609,01225,123,4801,020,546 --32,359,168 91%Approved—
4. Ratification of Appointment of Ernst & Young LLP as Independent Registered Public Accounting Firm The ratification of appointment of Ernst & Young LLP as our independent registered public accounting firm for 2024 298,135,47122,579,741396,994 ---- 93%Approved—

Source: F.N.B. CORP., Form 8-K, filed with the SEC on May 9, 2024 — read the filing on EDGAR.

How asset managers voted at the F.N.B. CORP. 2023-2024 meeting

Each item below shows how the 373 asset managers that disclosed a F.N.B. CORP. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report.

1. Elect Director: David J. Malone

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 276,354,368WITHHELD: 12,398,670
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of 11 Directors: David J. Malone

F.N.B. CORP.’s own tally for this item (“Elect Director: David J. Malone”): 276,354,368 for, 12,398,670 withheld, per its Form 8-K filed May 9, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 169,467,469 for, 214,849 withheld, 2,031 abstained, 14,096 unknown.

FOR
FOR: 169,467,469ABSTAIN: 2,031WITHHOLD: 214,849UNKNOWN: 14,096
Largest asset managers voting on “Election of 11 Directors: David J. Malone” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century13,147,6570 00For
State Street5,292,3710 01,732For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,385,7020 00For
Columbia Threadneedle1,358,8830 00For
GLENMEDE FUND INC1,352,7740 00For
SEI1,217,4760 00For
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust1,134,5050 2,0310For
WisdomTree1,085,8670 00For
Jackson National853,6490 00For
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial410,8350 0123,444Mixed
JPMorgan521,6090 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

2. Elect Director: David L. Motley

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 283,202,413WITHHELD: 5,550,625
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of 11 Directors: David L. Motley

F.N.B. CORP.’s own tally for this item (“Elect Director: David L. Motley”): 283,202,413 for, 5,550,625 withheld, per its Form 8-K filed May 9, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 169,601,990 for, 74,392 withheld, 7,967 abstained, 14,096 unknown.

FOR
FOR: 169,601,990ABSTAIN: 7,967WITHHOLD: 74,392UNKNOWN: 14,096
Largest asset managers voting on “Election of 11 Directors: David L. Motley” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century13,147,6570 00For
State Street5,293,0840 01,019For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,385,7020 00For
Columbia Threadneedle1,358,8830 00For
GLENMEDE FUND INC1,352,7740 00For
SEI1,217,4760 00For
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust1,136,5360 00For
WisdomTree1,085,8670 00For
Jackson National853,6490 00For
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial534,2790 00For
JPMorgan521,6090 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

3. Elect Director: Frank C. Mencini

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 279,284,976WITHHELD: 9,468,062
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of 11 Directors: Frank C. Mencini

F.N.B. CORP.’s own tally for this item (“Elect Director: Frank C. Mencini”): 279,284,976 for, 9,468,062 withheld, per its Form 8-K filed May 9, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 97% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 169,124,821 for, 557,237 withheld, 2,291 abstained, 14,096 unknown.

FOR
FOR: 169,124,821ABSTAIN: 2,291WITHHOLD: 557,237UNKNOWN: 14,096
Largest asset managers voting on “Election of 11 Directors: Frank C. Mencini” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century13,147,6570 00For
State Street5,292,3090 01,794For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,385,7020 00For
Columbia Threadneedle1,358,8830 00For
GLENMEDE FUND INC1,352,7740 00For
SEI1,217,4760 00For
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust1,134,5050 2,0310For
WisdomTree1,085,8670 00For
Jackson National853,6490 00For
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial534,2790 00For
JPMorgan521,6090 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

4. Elect Director: Heidi A. Nicholas

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%
FOR: 286,383,276WITHHELD: 2,369,762
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of 11 Directors: Heidi A. Nicholas

F.N.B. CORP.’s own tally for this item (“Elect Director: Heidi A. Nicholas”): 286,383,276 for, 2,369,762 withheld, per its Form 8-K filed May 9, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.1% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 169,609,957 for, 74,392 withheld, 14,096 unknown.

FOR
FOR: 169,609,957WITHHOLD: 74,392UNKNOWN: 14,096
Largest asset managers voting on “Election of 11 Directors: Heidi A. Nicholas” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century13,147,6570 00For
State Street5,293,0840 01,019For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,385,7020 00For
Columbia Threadneedle1,358,8830 00For
GLENMEDE FUND INC1,352,7740 00For
SEI1,217,4760 00For
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust1,136,5360 00For
WisdomTree1,085,8670 00For
Jackson National853,6490 00For
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial534,2790 00For
JPMorgan521,6090 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

5. Elect Director: James D. Chiafullo

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

90% Majority: yes · of votes cast

FOR 90%
FOR: 261,123,063WITHHELD: 27,629,975
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of 11 Directors: James D. Chiafullo

F.N.B. CORP.’s own tally for this item (“Elect Director: James D. Chiafullo”): 261,123,063 for, 27,629,975 withheld, per its Form 8-K filed May 9, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 90% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 159,696,371 for, 8,881,561 withheld, 1,106,417 abstained, 14,096 unknown.

FOR
FOR: 159,696,371ABSTAIN: 1,106,417WITHHOLD: 8,881,561UNKNOWN: 14,096
Largest asset managers voting on “Election of 11 Directors: James D. Chiafullo” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century13,147,6570 00For
State Street5,291,5950 02,508For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab00 03,565,182Withhold
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,381,6390 04,063For
Columbia Threadneedle00 01,358,883Withhold
GLENMEDE FUND INC1,352,7740 00For
SEI00 01,217,476Withhold
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust719,0050 417,5310Mixed
WisdomTree00 01,085,867Withhold
Jackson National224,5150 629,1340Mixed
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial410,8350 0123,444Mixed
JPMorgan521,6090 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

6. Elect Director: John S. Stanik

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

98% Majority: yes · of votes cast

FOR 98%
FOR: 282,593,721WITHHELD: 6,159,317
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of 11 Directors: John S. Stanik

F.N.B. CORP.’s own tally for this item (“Elect Director: John S. Stanik”): 282,593,721 for, 6,159,317 withheld, per its Form 8-K filed May 9, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 98% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 169,592,439 for, 89,879 withheld, 2,031 abstained, 14,096 unknown.

FOR
FOR: 169,592,439ABSTAIN: 2,031WITHHOLD: 89,879UNKNOWN: 14,096
Largest asset managers voting on “Election of 11 Directors: John S. Stanik” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century13,147,6570 00For
State Street5,292,3710 01,732For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,385,7020 00For
Columbia Threadneedle1,358,8830 00For
GLENMEDE FUND INC1,352,7740 00For
SEI1,217,4760 00For
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust1,134,5050 2,0310For
WisdomTree1,085,8670 00For
Jackson National853,6490 00For
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial534,2790 00For
JPMorgan521,6090 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

7. Elect Director: Mary Jo Dively

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

99.1% Majority: yes · of votes cast

FOR 99.1%
FOR: 286,283,244WITHHELD: 2,469,794
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of 11 Directors: Mary Jo Dively

F.N.B. CORP.’s own tally for this item (“Elect Director: Mary Jo Dively”): 286,283,244 for, 2,469,794 withheld, per its Form 8-K filed May 9, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 99.1% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 169,609,957 for, 74,392 withheld, 14,096 unknown.

FOR
FOR: 169,609,957WITHHOLD: 74,392UNKNOWN: 14,096
Largest asset managers voting on “Election of 11 Directors: Mary Jo Dively” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century13,147,6570 00For
State Street5,293,0840 01,019For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,385,7020 00For
Columbia Threadneedle1,358,8830 00For
GLENMEDE FUND INC1,352,7740 00For
SEI1,217,4760 00For
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust1,136,5360 00For
WisdomTree1,085,8670 00For
Jackson National853,6490 00For
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial534,2790 00For
JPMorgan521,6090 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

8. Elect Director: Pamela A. Bena

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 278,509,887WITHHELD: 10,243,151
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of 11 Directors: Pamela A. Bena

F.N.B. CORP.’s own tally for this item (“Elect Director: Pamela A. Bena”): 278,509,887 for, 10,243,151 withheld, per its Form 8-K filed May 9, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 169,124,821 for, 557,237 withheld, 2,291 abstained, 14,096 unknown.

FOR
FOR: 169,124,821ABSTAIN: 2,291WITHHOLD: 557,237UNKNOWN: 14,096
Largest asset managers voting on “Election of 11 Directors: Pamela A. Bena” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century13,147,6570 00For
State Street5,292,3090 01,794For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,385,7020 00For
Columbia Threadneedle1,358,8830 00For
GLENMEDE FUND INC1,352,7740 00For
SEI1,217,4760 00For
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust1,134,5050 2,0310For
WisdomTree1,085,8670 00For
Jackson National853,6490 00For
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial534,2790 00For
JPMorgan521,6090 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

9. Elect Director: Vincent J. Delie, Jr.

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

96% Majority: yes · of votes cast

FOR 96%
FOR: 277,254,771WITHHELD: 11,498,267
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of 11 Directors: Vincent J. Delie, Jr.

F.N.B. CORP.’s own tally for this item (“Elect Director: Vincent J. Delie, Jr.”): 277,254,771 for, 11,498,267 withheld, per its Form 8-K filed May 9, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 96% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 169,433,071 for, 249,247 withheld, 2,031 abstained, 14,096 unknown.

FOR
FOR: 169,433,071ABSTAIN: 2,031WITHHOLD: 249,247UNKNOWN: 14,096
Largest asset managers voting on “Election of 11 Directors: Vincent J. Delie, Jr.” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century13,147,6570 00For
State Street5,292,3710 01,732For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,385,7020 00For
Columbia Threadneedle1,358,8830 00For
GLENMEDE FUND INC1,352,7740 00For
SEI1,217,4760 00For
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust1,134,5050 2,0310For
WisdomTree1,085,8670 00For
Jackson National853,6490 00For
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial534,2790 00For
JPMorgan521,6090 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

10. Elect Director: William B. Campbell

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 273,572,848WITHHELD: 15,180,190
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of 11 Directors: William B. Campbell

F.N.B. CORP.’s own tally for this item (“Elect Director: William B. Campbell”): 273,572,848 for, 15,180,190 withheld, per its Form 8-K filed May 9, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 167,639,162 for, 2,042,896 withheld, 2,291 abstained, 14,096 unknown.

FOR
FOR: 167,639,162ABSTAIN: 2,291WITHHOLD: 2,042,896UNKNOWN: 14,096
Largest asset managers voting on “Election of 11 Directors: William B. Campbell” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century13,147,6570 00For
State Street5,291,5950 02,508For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,385,7020 00For
Columbia Threadneedle00 01,358,883Withhold
GLENMEDE FUND INC1,352,7740 00For
SEI1,217,4760 00For
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust1,134,5050 2,0310For
WisdomTree1,085,8670 00For
Jackson National853,6490 00For
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial410,8350 0123,444Mixed
JPMorgan521,6090 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

11. Elect Director: William J. Strimbu

Outcome not verifiedDIRECTOR ELECTIONSReported outcome: Not verified

Combines 5 wordings of this item as funds reported it.

95% Majority: yes · of votes cast

FOR 95%
FOR: 273,437,564WITHHELD: 15,315,474
Details: description as filed, official tally, votes by 93 asset managers

Description as filed by funds: Election of 11 Directors: William J. Strimbu

F.N.B. CORP.’s own tally for this item (“Elect Director: William J. Strimbu”): 273,437,564 for, 15,315,474 withheld, per its Form 8-K filed May 9, 2024 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item.

Reported outcome: not verified — the filing’s own statement of the outcome could not be identified for this item.
Support: 95% of votes cast — FOR ÷ (FOR + WITHHELD); abstentions and broker non-votes are excluded.

The 93 asset managers below reported 167,639,162 for, 2,042,896 withheld, 2,291 abstained, 14,096 unknown.

FOR
FOR: 167,639,162ABSTAIN: 2,291WITHHOLD: 2,042,896UNKNOWN: 14,096
Largest asset managers voting on “Election of 11 Directors: William J. Strimbu” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century13,147,6570 00For
State Street5,291,5950 02,508For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,385,7020 00For
Columbia Threadneedle00 01,358,883Withhold
GLENMEDE FUND INC1,352,7740 00For
SEI1,217,4760 00For
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust1,134,5050 2,0310For
WisdomTree1,085,8670 00For
Jackson National853,6490 00For
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial410,8350 0123,444Mixed
JPMorgan521,6090 00For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

12. 3. Approval and Adoption of the Amended and Restated F.N.B. Corporation 2022 Incentive Compensation Plan The approval…

Official resultSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 4 wordings of this item as funds reported it.

91% Approved · of votes cast

FOR 91%
FOR: 262,609,012AGAINST: 25,123,480
Details: description as filed, official tally, votes by 114 asset managers

Description as filed by funds: Approval and adoption of the Amended and Restated F.N.B. Corporation 2022 Incentive Compensation Plan.

F.N.B. CORP.’s own tally for this item (“3. Approval and Adoption of the Amended and Restated F.N.B. Corporation 2022 Incentive Compensation Plan The approval and adoption of the Amended and Restated F.N.B. Corporation 2022 Incentive Compensation Plan”): 262,609,012 for, 25,123,480 against — passed, per its Form 8-K filed May 9, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 3 - Approval and Adoption of the Amended and Restated F.N.B. Corporation 2022 Incentive Compensation Plan The approval and adoption of the Amended and Restated F.N.B. Corporation 2022 Incentive Compensation Plan was approved by the following vote of common shareholders:”
Support: 91% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Also reported under other wordings, matched to the same row of F.N.B. CORP.’s official tally and shown with their own fund figures; their managers are not in the figures or the table on this card: “Amend Omnibus Stock Plan” (2 managers, 4,094,791 for).

The 114 asset managers below reported 159,963,928 for, 14,074,883 against, 73,373 abstained, 14,096 unknown.

FOR
FOR: 159,963,928AGAINST: 14,074,883ABSTAIN: 73,373UNKNOWN: 14,096
Largest asset managers voting on “Approval and adoption of the Amended and Restated F.N.B. Corporation 2022 Incentive Compensation Plan.” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century013,147,657 00Against
Delaware/Macquarie7,414,0500 00For
State Street5,293,390713 00For
Thrivent4,627,7170 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,385,7020 00For
Columbia Threadneedle1,358,8830 00For
GLENMEDE FUND INC1,352,7740 00For
SEI1,217,4760 00For
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust443,327693,209 00Mixed
WisdomTree1,085,8670 00For
Jackson National853,6490 00For
BASSWOOD CAPITAL MANAGEMENT, L.L.C.703,9820 00For
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial534,2790 00For

Showing the 25 largest of 114 asset managers. See all 114 in the interactive database.

13. 2. Adoption of Advisory Resolution on Executive Compensation The advisory resolution to approve the 2023 compensation…

Official resultFund totals may overlapSECTION 14A SAY-ON-PAY VOTESReported outcome: Approved

Combines 8 wordings of this item as funds reported it.

87% Approved · of votes cast

FOR 87%
FOR: 251,434,547AGAINST: 36,524,902
Details: description as filed, official tally, votes by 371 asset managers

Description as filed by funds: Advisory approval of the 2023 named executive officer compensation.

F.N.B. CORP.’s own tally for this item (“2. Adoption of Advisory Resolution on Executive Compensation The advisory resolution to approve the 2023 compensation of our named executive officers”): 251,434,547 for, 36,524,902 against — passed, per its Form 8-K filed May 9, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 2 - Adoption of Advisory Resolution on Executive Compensation The advisory resolution to approve the 2023 compensation of our named executive officers was approved by the following vote of common shareholders:”
Support: 87% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

Fund voting reports and institutional-manager reports both cover this item. An institutional manager can report shares that a fund it advises also reports, so the two are shown separately below and never added together, and their sum is not shown (fund and manager reports combined may count the same shares twice).

Fund voting reports: 101 asset managers voting on “Advisory approval of the 2023 named executive officer compensation.” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional016,285,644 00Against
Fidelity15,821,0470 00For
American Century13,147,6570 00For
State Street5,294,1030 00For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,381,6394,063 00For
Columbia Threadneedle1,358,8830 00For
GLENMEDE FUND INC1,352,7740 00For
SEI01,217,476 00Against
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust721,036415,500 00Mixed
WisdomTree1,085,8670 00For
Jackson National759,36194,288 00Mixed
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial476,69257,587 00Mixed
JPMorgan521,6090 00For

Fund voting reports, all 101 managers: 150,743,448 for, 19,205,976 against, 73,373 abstained, 14,096 unknown. Showing the 25 largest; see all in the interactive database.

Institutional-manager reports: 295 asset managers voting on “Advisory approval of the 2023 named executive officer compensation.” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Grantham, Mayo, Van Otterloo & Co. LLC1,256,000,0000 00For
Curi RMB Capital, LLC544,000,0000 00For
FULLER & THALER ASSET MANAGEMENT, INC.26,318,9660 00For
Fidelity16,808,7480 00For
American Century16,236,5890 00For
BlackRock8,532,2841,844 00For
GEODE CAPITAL MANAGEMENT, LLC5,711,9820 00For
State Street5,383,8420 00For
Thrivent4,686,6990 00For
Charles Schwab3,685,4880 00For
PRINCIPAL GLOBAL INVESTORS3,326,4720 00For
Northern Trust2,581,189257 00For
PARAMETRIC PORTFOLIO ASSOCIATES LLC2,263,8650 00For
MELLON INVESTMENTS Corp2,077,5080 00For
Dimensional01,921,570 00Against
Invesco1,802,4540 00For
PL Capital Advisors, LLC1,616,7650 00For
BANK OF AMERICA NA01,518,054 00Against
LSV ASSET MANAGEMENT01,516,183 00Against
FORT WASHINGTON INVESTMENT ADVISORS INC /OH/1,427,5590 00For
Point721,401,0460 00For
SEI01,336,149 00Against
Stieven Capital Advisors, L.P.1,078,7910 00For
Nuveen1,064,1870 00For
STRS OHIO923,3220 00For

No total is shown for the institutional-manager reports: their sum exceeds the total votes cast at the meeting. Showing the 25 largest; see all in the interactive database.

14. 4. Ratification of Appointment of Ernst & Young LLP as Independent Registered Public Accounting Firm The ratification…

Official resultAUDIT-RELATEDReported outcome: Approved

Combines 7 wordings of this item as funds reported it.

93% Approved · of votes cast

FOR 93%
FOR: 298,135,471AGAINST: 22,579,741
Details: description as filed, official tally, votes by 101 asset managers

Description as filed by funds: RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS F.N.B. CORPORATION'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE 2024 FISCAL YEAR.

F.N.B. CORP.’s own tally for this item (“4. Ratification of Appointment of Ernst & Young LLP as Independent Registered Public Accounting Firm The ratification of appointment of Ernst & Young LLP as our independent registered public accounting firm for 2024”): 298,135,471 for, 22,579,741 against — passed, per its Form 8-K filed May 9, 2024 (Item 5.07).

Reported outcome: Approved, in the filing’s own words: “Proposal 4 - Ratification of Appointment of Ernst & Young LLP as Independent Registered Public Accounting Firm The ratification of appointment of Ernst & Young LLP as our independent registered public accounting firm for 2024 was approved by the following vote of common shareholders:”
Support: 93% of votes cast — FOR ÷ (FOR + AGAINST); abstentions and broker non-votes are excluded.

The 101 asset managers below reported 166,179,609 for, 11,101,848 against, 73,373 abstained, 14,096 unknown.

FOR
FOR: 166,179,609AGAINST: 11,101,848ABSTAIN: 73,373UNKNOWN: 14,096
Largest asset managers voting on “RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP AS F.N.B. CORPORATION'S INDEPENDENT REGISTERED PUBLIC ACCOUNT” at F.N.B. CORP., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard38,384,7980 00For
BlackRock26,300,2210 00For
UNDISCOVERED MANAGERS FUNDS19,828,1370 00For
Dimensional16,285,6440 00For
Fidelity15,821,0470 00For
American Century3,354,5059,793,152 00Mixed
Delaware/Macquarie7,414,0500 00For
State Street5,291,5952,508 00For
Thrivent4,627,7170 00For
Capitol Series Trust3,769,9010 00For
Charles Schwab3,565,1820 00For
First Trust2,355,3180 00For
Invesco1,503,1140 00For
Principal1,385,7020 00For
Columbia Threadneedle1,358,8830 00For
GLENMEDE FUND INC1,352,7740 00For
SEI1,184,08333,393 00For
TOUCHSTONE STRATEGIC TRUST1,163,7270 00For
Bridge Builder Trust443,327693,209 00Mixed
WisdomTree1,085,8670 00For
Jackson National853,6490 00For
AMERICAN BEACON FUNDS680,1140 00For
TIAA656,8490 00For
Equitable655,0190 00For
Lincoln Financial534,2790 00For

Showing the 25 largest of 101 asset managers. See all 101 in the interactive database.

Largest F.N.B. CORP. shareholders voting in 2023-2024

Ranked separately for each type of Form N-PX report. An institutional manager can report shares that a fund it advises also reports, so the two tables can list the same shares and are never added together. Each is ranked by the shares voted on the item that the most managers of that type reported.

Fund voting reports: top F.N.B. CORP. shareholders by shares voted on “Advisory approval of the 2023 named executive officer compensation.”, 2023-2024
#Asset manager Shares voted
1Vanguard 38,384,798
2BlackRock 26,300,221
3UNDISCOVERED MANAGERS FUNDS 19,828,137
4Dimensional 16,285,644
5Fidelity 15,821,047
6American Century 13,147,657
7State Street 5,294,103
8Thrivent 4,627,717
9Capitol Series Trust 3,769,901
10Charles Schwab 3,565,182
Institutional-manager reports: top F.N.B. CORP. shareholders by shares voted on “Advisory approval of the 2023 named executive officer compensation.”, 2023-2024
#Asset manager Shares voted
1Grantham, Mayo, Van Otterloo & Co. LLC 1,256,000,000
2Curi RMB Capital, LLC 544,000,000
3FULLER & THALER ASSET MANAGEMENT, INC. 26,318,966
4Fidelity 16,808,748
5American Century 16,236,589
6BlackRock 8,534,128
7GEODE CAPITAL MANAGEMENT, LLC 5,711,982
8State Street 5,383,842
9Thrivent 4,686,699
10Charles Schwab 3,686,390

Shown as share counts, not percentages: no shares-outstanding figure has been matched to F.N.B. CORP. for the 2023-2024 season, so there is no denominator to divide by.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered funds disclose how they voted every proxy and institutional managers disclose their votes on executive pay (say-on-pay, say-on-frequency and golden parachutes), and Form 8-K Item 5.07, in which the company reports its own meeting results. This page is a static snapshot rebuilt weekly on October 18, 2026; a live search always shows the current data.

At F.N.B. CORP.'s shareholder meeting held May 8, 2024, in the 2023-2024 proxy season, 373 asset managers reported how they voted on 14 ballot items in their SEC Form N-PX filings, covering 5,752 separate fund positions. On the most widely held item on that ballot — Advisory approval of the 2023 named executive officer compensation. — F.N.B. CORP.'s filing reports the proposal as approved, with 87% support of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side). Source: F.N.B. CORP.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on May 9, 2024.

F.N.B. CORP. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.

Download data (CSV): ballot items · votes by manager · column guide.