F.N.B. (FNB) 8-K Cautionary Statement Regarding Forward-Looking Information

F.N.B. Corporation

Investor Presentation

BMO

Capital

Markets

–

Pittsburgh,

PA

August 20, 2013

Exhibit 99.1

Cautionary Statement Regarding Forward-Looking Information

and Non-GAAP Financial Information

2

This presentation and the reports F.N.B. Corporation files with the Securities and Exchange Commission often contain “forward-looking statements”

relating to present or future trends or factors affecting the banking industry and, specifically, the financial operations, markets and products of F.N.B.

Corporation. These forward-looking statements involve certain risks and uncertainties. There are a number of important factors that could cause F.N.B.

Corporation’s future results to differ materially from historical performance or projected performance. These factors include, but are not limited to: (1) a

significant increase in competitive pressures among financial institutions; (2) changes in the interest rate environment that may reduce interest margins; 

(3) changes in prepayment speeds, loan sale volumes, charge-offs and loan loss provisions; (4) general economic conditions; (5) various monetary and

fiscal policies and regulations of the U.S. government that may adversely affect the businesses in which F.N.B. Corporation is engaged; (6) technological

issues which may adversely affect F.N.B. Corporation’s financial operations or customers; (7) changes in the securities markets; (8) risk factors mentioned

in the reports and registration statements F.N.B. Corporation files with the Securities and Exchange Commission; (9) housing prices; (10) job market; (11)

consumer confidence and spending habits; (12) estimates of fair value of certain F.N.B. Corporation assets and liabilities; (13) transaction risks associated

with the pending mergers of PVF Capital Corp. and BCSB Bancorp, Inc., and integration challenges related to the recently completed merger with

Annapolis Bancorp, Inc. and the difficulties encountered in expanding into a new market; or (14) the effects of current, pending and future legislation,

regulation and regulatory actions.  F.N.B. Corporation undertakes no obligation to revise these forward-looking statements or to reflect events or

circumstances after the date of this presentation.

To supplement its consolidated financial statements presented in accordance with Generally Accepted Accounting Principles (GAAP), the Corporation

provides additional measures of operating results, net income and earnings per share (EPS) adjusted to exclude certain costs, expenses, and gains and

losses.  The Corporation believes that these non-GAAP financial measures are appropriate to enhance the understanding of its past performance as well

as prospects for its future performance.  In the event of such a disclosure or release, the Securities and Exchange Commission’s Regulation G requires: (i)

the presentation of the most directly comparable financial measure calculated and presented in accordance with GAAP and (ii) a reconciliation of the

differences between the non-GAAP financial measure presented and the most directly comparable financial measure calculated and presented in

accordance with GAAP.  The required presentations and reconciliations are contained herein and can be found at our website, www.fnbcorporation.com,

under “Shareholder and Investor Relations” by clicking on “Non-GAAP Reconciliation.”

The Appendix to this presentation contains non-GAAP financial measures used by the Corporation to provide information useful to investors in

understanding the Corporation's operating performance and trends, and facilitate comparisons with the performance of the Corporation's peers.  While the

Corporation believes that these non-GAAP financial measures are useful in evaluating the Corporation, the information should be considered

supplemental in nature and not as a substitute for or superior to the relevant financial information prepared in accordance with GAAP.  The non-GAAP

financial measures used by the Corporation may differ from the non-GAAP financial measures other financial institutions use to measure their results of

operations.  This information should be reviewed in conjunction with the Corporation’s financial results disclosed on July 23, 2013 and in its periodic filings

with the Securities and Exchange Commission.

Merger of F.N.B. and PVF Capital.

In connection with the pending merger between F.N.B. and PVF Capital Corp., a definitive proxy statement of PVF Capital

and prospectus of F.N.B. will be filed with the SEC.  SHAREHOLDERS OF PVF CAPITAL CORP. ARE URGED TO READ THE DEFINITIVE PROXY

STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT ARE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR

SUPPLEMENTS TO THOSE DOCUMENTS, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.

F.N.B. and PVF Capital and certain of their directors and executive officers may be deemed to be participants in the solicitation of proxies from PVF Capital

shareholders

in

connection

with

the

proposed

merger.

Information

concerning

such

participants’

ownership

of

PVF

Capital

common

shares

will

be

set

forth

in

the definitive proxy statement/prospectus.

Merger of F.N.B. and BCSB Bancorp.

In connection with the proposed merger between F.N.B. and BCSB Bancorp, a definitive proxy statement of BCSB

Bancorp and prospectus of F.N.B. will be filed with the SEC.  SHAREHOLDERS OF BCSB BANCORP, INC. ARE URGED TO READ THE DEFINITIVE

PROXY

STATEMENT/PROSPECTUS

AND

ANY

OTHER

RELEVANT

DOCUMENTS

THAT

ARE

FILED

WITH

THE

SEC,

AS

WELL

AS

ANY

AMENDMENTS

OR

SUPPLEMENTS

TO

THOSE

DOCUMENTS,

BECAUSE

THEY

WILL

CONTAIN

IMPORTANT

INFORMATION.

F.N.B. and BCSB Bancorp and certain of their directors and executive officers may be deemed to be participants in the solicitation of proxies from BCSB

Bancorp

shareholders

in

connection

with

the

proposed

merger.

Information

concerning

such

participants’

ownership

of

BCSB

Bancorp

common

stock

will

be

set forth in the definitive proxy statement/prospectus.

Where to Find Additional Information.

A free copy of the definitive proxy statement/prospectus for each pending merger (when it is available), as well as other

documents containing information about F.N.B. Corporation, PVF Capital Corp. and BCSB Bancorp, Inc., may be obtained at the SEC’s Internet site

(http://www.sec.gov).  In addition, investors and security holders may obtain free copies of the documents that F.N.B., PVF Capital and BCSB Bancorp  have

filed with the SEC by contacting the following persons at each corporation:

F.N.B.:

James G. Orie, Chief Legal Officer, F.N.B. Corporation, One F.N.B. Boulevard, Hermitage, PA 16148, telephone: (724) 983-3317

PVF Capital:

Jeffrey N. Male, Secretary, PVF Capital Corp., 30000 Aurora Road, Solon, OH 44139, telephone: (440) 248-7171

BCSB Bancorp:

Joseph J. Bouffard, President and Chief Executive Officer, BCSB Bancorp, Inc., 4111 East Joppa Road, Baltimore, MD 21236, telephone:

(410) 256-5000

Important Information About the Pending Mergers

3

4

F.N.B. Corporation

Key Investment Considerations

About F.N.B. Corporation

Experienced Leadership Team

Reposition and Reinvest Strategy Drives Growth

Strong Operating Trends

Key Investment Considerations

5

KEY

INVESTMENT

CONSIDERATIONS

–

Differentiating

Factors

Consistent Strategy Focused on Long-Term Perspective

Achieved organic growth throughout the recent economic cycle, largely driven by growth in loans and low-cost deposits

Consistent and high-quality operating results

Continuous investments in People, Process, Products and Productivity

Maintain lower-risk profile with significant investments in enterprise-wide risk management

Strong culture focused on people, talent management, cross-sell and sophisticated product offerings

Proven success achieving top market position in major markets and across footprint

Proven ability to compete effectively against much larger peers

Disciplined acquisition and expansion strategy focused on organic growth potential

Long-term investment thesis centered on efficient capital management and generating shareholder value

Attractive relative valuation with consistent and supported P/TBV, modest P/E and strong dividend yield

About F.N.B. Corporation

6

Fourth Largest

Pennsylvania-Based Bank

Positioned for Sustained Growth

Consistent, Strong Operating Results

Operating Strategy

•

Assets:$14.0 billion

(1)

•

Loans:$9.5 billion

(1)

•

Deposits:$11.6 billion

(1)

•

Banking locations:286

(1)

•

Consumer finance locations:72

•

Attractive and expanding footprint: PA/OH/MD/WV: Banking

locations span 56 counties and four states

(1)

•

Leading market position (Pro-Forma)

(2)

•

#3 market share in the Pittsburgh MSA

•

#10 market share in the Baltimore MSA

•

#6 overall market position for all counties of operation

•

Top quartile profitability performance

•

Deliver consistent, solid results

•

Industry-leading, consistent loan growth through recent

economic cycle

•

Strong performance:3-year total shareholder return of 88%

(3)

•

Reposition and reinvest for sustained growth; maintain low-risk profile

•

Reposition and reinvest for sustained growth

•

Maintain disciplined expense control

•

Expanding market share potential and growth opportunities

•

Maintain low-risk profile

(1) Pro-forma for pending acquisition of PVFC, expected to close October 2013 with assets of approximately $0.8 billion, loans of $0.6 billion, deposits of $0.6

billion and 16 banking locations and BCSB  Bancorp, expected to close 1Q14 with assets of approximately $0.6 billion, loans of $0.3 billion, deposits of $0.6

billion and 16 banking locations (2) SNL Financial, Pro-forma for PVFC & BCSB, excludes custodian bank; (3) As of August 14, 2013

Years of

Banking

Experience

Joined FNB

Prior Experience

President and CEO

Vincent J. Delie, Jr.

26

2005

National City

President, First National Bank

John C. Williams, Jr.

42

2008

Huntington

National City

Mellon Bank

Chief Financial Officer

Vincent J. Calabrese, Jr.

25

2007

People’s United

Chief Credit Officer

Gary L. Guerrieri

27

2002

FNB

Promistar

Experienced Leadership Team

7

Experienced and respected executive management team

Reposition and Reinvest Strategy

8

Talent Management

Geographic Segmentation

Sales Management/Cross-Sell

Product Development

Branch Optimization

Electronic Delivery Investment

Proven ability to attract talent

Consistent, strong operating results

Revenue growth

Consistent organic loan growth

High-quality

growth

led

by

C&I

portfolio

Attractive market position

Expanded market share potential via entry and

expansion in attractive markets

Strong 3-year total shareholder return

Strategic Focus Drives Long-Term Growth and Performance

Actions

Results

Utilize Acquisitions to Enhance Growth

Opportunities

Reposition and Reinvest  –

Actions Drive Long-Term Performance

9

2009

2010

2011

2012

2013 YTD

PEOPLE

Talent Management

Strengthened team through key

hires; Continuous team

development

Attract, retain, develop best talent

Geographic Segmentation

Regional model

Regional

Realignment

Created

5

&

6

Regions

PROCESS

Sales Management/Cross Sell

Proprietary sales management

system developed and

implemented: Balanced

scorecards, cross-functional

alignment

Consumer

Banking

Scorecards

Consumer Banking Refinement/Daily Monitoring

Continued

Utilization

Commercial

Banking Sales

Management

Expansion to additional lines of

business

Private Banking,

Insurance,

Wealth

Management

PRODUCT

Product Development

Deepened product set and niche

areas allow FNB to successfully

compete with larger banks and

gain share

Private Banking

Capital Markets

Online and mobile banking investment

/implementation –

Online banking enhancements, mobile

banking and app

Online/mobile

banking

infrastructure

complete with

mobile remote

deposit capture

and online

budgeting tools

Asset Based

Lending

Small Business

Realignment

Treasury

Management

PRODUCTIVITY

Branch Optimization

Continuous evolution of branch

network to optimize profitability

and growth prospects

De-Novo Expansion 9 Locations

Continuous

Evaluation

Consolidate 2

Locations

Consolidate 6

Locations

Consolidate 37

Locations

Acquisitions

Opportunistically expand

presence in attractive markets

CB&T

Parkvale

ANNB Closed 4/13

PVFC 10/13

BCSB 1Q14

th

th

Strong Operating Trends Outperform Peers

10

17.33%

17.46%

18.77%

16.32%

14.71%

0.00%

2.00%

4.00%

6.00%

8.00%

10.00%

12.00%

14.00%

16.00%

18.00%

20.00%

2Q13

1Q13

2012

2011

2010

ROTE

(1)

FNB

Peer Group Median

0.28%

0.35%

0.58%

0.77%

0.00%

0.20%

0.40%

0.60%

0.80%

1.00%

1.20%

1.40%

2013YTD

2012

2011

2010

Net Charge-Offs to Average Loans

FNB

Peer Group Median

58.6%

59.8%

57.7%

59.7%

60.7%

30.0%

35.0%

40.0%

45.0%

50.0%

55.0%

60.0%

65.0%

70.0%

2Q13

1Q13

2012

2011

2010

Efficiency Ratio

FNB

Peer Group Median

3.63%

3.66%

3.66%

3.70%

3.70%

2.50%

2.70%

2.90%

3.10%

3.30%

3.50%

3.70%

3.90%

2Q13

1Q13

4Q12

3Q12

2Q12

Net Interest Margin

FNB

Peer Group Median

The above represents full-year 2010, 2011, 2012 and/or quarterly,  year-to-date results where noted.  Refer to Supplemental Information for peer group listing.

(1) Operating results, refer to Supplemental Information for details

Relationship-Based Focus Drives Consistent Organic Growth

11

Balances shown are period-end balances, $ in billions.  Organic balances exclude acquired balances of ANNB, PVSA and CB&T

(1)  Core commercial loan portfolio, excluding the Florida portfolio; (2) Consumer loans excludes the residential portfolio

(1)

(2)

CAGR (%)

Organic

9%

Total

14%

CAGR (%)

Organic

20%

Total

25%

CAGR (%)

Organic

9%

Total

16%

$4.0

$3.9

$3.5

$3.2

$4.7

$4.4

$3.8

$3.2

$-

$0.5

$1.0

$1.5

$2.0

$2.5

$3.0

$3.5

$4.0

$4.5

$5.0

6/30/13

12/31/12

12/31/11

12/31/10

Commercial Loan Portfolio

Total

Organic

$2.5

$2.3

$2.1

$2.0

$2.8

$2.6

$2.2

$2.0

$0.0

$0.5

$1.0

$1.5

$2.0

$2.5

$3.0

6/30/13

12/31/12

12/31/11

12/31/10

Consumer Loan Portfolio

Total

Organic

$3.0

$2.8

$2.2

$1.7

$2.7

$2.6

$2.1

$1.7

$0.0

$0.5

$1.0

$1.5

$2.0

$2.5

$3.0

$3.5

6/30/13

12/31/12

12/31/11

12/31/10

DDA's and Customer Repos

Total

Organic

“What Gets Measured Gets Done”

A cross-functional, disciplined sales

management process drives loan growth

and growth in lower cost transaction

deposits, supporting the net interest

margin, delivering greater profitability and

deepening the client relationship.

Market Position

Top Overall and MSA Market Position

Regional Alignment

Presence in Major Markets

Significant Commercial Prospects

12

FNB’s model utilizes six regions, including three in top 30 MSA markets,

with each having a regional headquarters housing cross-functional teams.

FNB Banking Footprint -

Regional Alignment

13

Source: SNL Financial, Pro-Forma for PVFC and BCSB

Top 30 MSA Presence

MSA

Population

2.7 million

#20 MSA

2.4 million

#22 MSA

2.1  million

#28 MSA

Cleveland MSA

Pittsburgh MSA

Baltimore MSA

PVFC Acquisition

Expected

Completion

October 2013

FNB

Northwest Region

FNB

Central Region

FNB

Capital Region

FNB

Pittsburgh Region

FNB

Cleveland Region

ANNB Completed

4/6/2013 &

BCSB Acquisition

Expected

Completion 1Q14

Baltimore,

MD

Pittsburgh,

PA

Cleveland,

OH

Top Overall Market Position

14

Source:  SNL Financial, deposit data as of June 30, 2012, pro-forma as of August 1, 2013, excludes custodial bank.

FNB Pennsylvania Counties of Operation

Rank

Institution

Branch

Count

Total Market

Deposits

($ 000)

Total

Market

Share

(%)

1

PNC Financial Services

307

51,112,184

34.1

2

Royal Bank of Scotland

209

9,814,813

6.5

3

F.N.B. Corporation

228

8,548,326

5.7

4

M&T Bank Corp.

130

6,703,099

4.5

5

Wells Fargo & Co.

65

4,776,100

3.2

6

First Commonwealth

101

3,957,651

2.6

7

Banco Santander

75

3,854,650

2.6

8

Dollar Bank

37

3,453,494

2.3

9

First Niagara Financial

73

3,147,291

2.1

10

Susquehanna Bancshares

80

3,123,468

2.1

Total (1-138)

2,456

149,889,192

100.0

FNB All Counties of Operation

Rank

Institution

Branch

Count

Total Market

Deposits

($ 000)

Total

Market

Share

(%)

1

PNC Financial Services

528

65,301,326

23.2

2

M&T Bank Corp.

233

21,213,357

7..5

3

Bank of America

97

15,978,316

5.7

4

Royal Bank of Scotland

298

14,949,617

5.3

5

KeyCorp

99

11,129,246

3.9

6

F.N.B. Corporation

286

10,705,197

3.8

7

Wells Fargo & Co

123

10,507,174

3.7

8

Huntington

223

10,492,839

3.7

9

FirstMerit Corp.

104

6,513,189

2.3

10

TFS Financial

22

6,162,459

2.2

Total (1-244)

4,365

281,982,314

100.0

FNB

holds

the

#3

overall

retail

market

position

for

Pennsylvania

counties

of

operation

and

#6

position

for

all

counties

MSA Market Share -

Proven Success, Opportunity For Growth

15

Source:  SNL Financial, deposit data as of June 30, 2012, pro-forma as of August 1, 2013, excludes custodial bank (Pittsburgh MSA).

All Other MSA’s represent MSA’s with FNB presence excluding Pittsburgh, Cleveland and Baltimore MSA’s.

Established MSA Markets –

Proven Success, Leading Share Position Achieved 

Recent

and

Pending

Expansion

MSA

Markets

–

Opportunity

for

Growth 

Pittsburgh, PA MSA

Rank

Institution

Total Deposits

($ 000's)

Market

Share (%)

1

PNC Financial Services Group Inc.

42,596,832

54.7

2

Royal Bank of Scotland Group Plc

6,883,477

8.8

3

F.N.B. Corporation

3,524,259

4.5

4

Dollar Bank Federal Savings Bank

3,453,494

4.4

5

First Niagara Financial Group Inc.

2,830,934

3.6

6

Huntington Bancshares Inc.

2,526,263

3.2

7

First Commonwealth Financial Cor

2,426,042

3.1

8

S&T Bancorp Inc.

1,684,601

2.2

9

TriState Capital Holdings Inc.

1,679,984

2.2

10

Northwest Bancshares Inc.

1,046,252

1.3

All Other FNB MSA's (excludes Pittsburgh, Baltimore, Cleveland)

Rank

Institution

Total Deposits

($ 000's)

Market

Share (%)

1

PNC Financial Services Group Inc.

10,910,138

11.8

2

M&T Bank Corp.

6,599,882

7.1

3

F.N.B. Corporation

5,219,603

5.6

4

Wells Fargo & Co.

4,734,090

5.1

5

Banco Santander SA

3,854,650

4.2

6

Huntington Bancshares Inc.

3,839,197

4.1

7

Royal Bank of Scotland Group Plc

3,645,447

3.9

8

FirstMerit Corp.

3,163,562

3.4

9

Susquehanna Bancshares Inc.

2,946,878

3.2

10

JPMorgan Chase & Co.

2,481,729

2.7

Baltimore-Towson, MD MSA

Rank

Institution

Total Deposits

($ 000's)

Market

Share (%)

1

Bank of America Corp.

15,836,195

24.8

2

M&T Bank Corp.

14,823,019

23.2

3

PNC Financial Services Group Inc.

6,659,451

10.4

4

Wells Fargo & Co.

5,913,121

9.3

5

BB&T Corp.

3,612,709

5.7

6

SunTrust Banks Inc.

2,084,077

3.3

7

Susquehanna Bancshares Inc.

1,188,991

1.9

8

First Mariner Bancorp

1,030,695

1.6

9

Capital One Financial Corp.

931,446

1.5

10

F.N.B. Corporation

913,327

1.4

Cleveland-Elyria-Mentor, OH MSA

Rank

Institution

Total Deposits

($ 000's)

Market

Share (%)

1

KeyCorp

9,961,386

19.8

2

PNC Financial Services Group Inc.

5,758,463

11.5

3

TFS Financial Corp. (MHC)

5,628,594

11.2

4

Royal Bank of Scotland Group Plc

4,420,693

8.8

5

Huntington Bancshares Inc.

4,212,182

8.4

6

Fifth Third Bancorp

3,531,385

7.0

7

FirstMerit Corp.

3,349,627

6.7

8

JPMorgan Chase & Co.

2,738,568

5.4

9

U.S. Bancorp

1,979,041

3.9

10

Dollar Bank Federal Savings Bank

1,662,699

3.3

14

F.N.B. Corporation

649,212

1.3

Population

Rank

MSA

(000's)

#1

#2

#3

1

New York

(1)

18,897

JPM

BofA

Citi

2

Los Angeles

12,829

BofA

Wells Fargo

Mitsubishi UFJ

3

Chicago

9,461

JPM

BMO

BofA

4

Dallas

6,372

BofA

JPM

Wells Fargo

5

Philadelphia

5,965

BofA

Capital One

TD

6

Houston

5,947

JPM

Wells Fargo

BofA

7

Washington

5,582

Capital One

Wells Fargo

BofA

8

Miami

5,565

Wells Fargo

BofA

Citi

9

Atlanta

5,269

SunTrust

Wells Fargo

BofA

10

Boston

4,552

BofA

RBS

Banco Santander

11

San Francisco

5,335

BofA

Wells Fargo

Citi

12

Detroit

4,296

JPM

Comerica

BofA

13

Riverside

4,225

BofA

Wells Fargo

JPM

14

Phoenix

4,193

Wells Fargo

JPM

BofA

15

Seattle

3,440

BofA

Wells Fargo

U.S. Bancorp

16

Minneapolis

(1)

3,280

Wells Fargo

U.S. Bancorp

TCF

17

San Diego

3,095

Wells Fargo

Mitsubishi UFJ

BofA

18

St. Louis

2,813

U.S. Bancorp

BofA

Commerce

19

Tampa

2,783

BofA

Wells Fargo

SunTrust

20

Baltimore

2,710

BofA

M&T

PNC

21

Denver

2,543

Wells Fargo

FirstBank

U.S. Bancorp

22

Pittsburgh

(1)

2,356

PNC

RBS

23

Portland

2,226

BofA

U.S. Bancorp

Wells Fargo

24

Sacramento

2,149

Wells Fargo

BofA

U.S. Bancorp

25

San Antonio

2,143

Cullen/Frost

BofA

Wells Fargo

Top 3 Banks in MSA by Deposit Market Share

Unique #3 Position in a Major Market

16

Source:  MSA population per U.S. Census Bureau 2010 data; Deposit market share per SNL Financial as of June 30, 2012, pro-forma as of August 1, 2013

(1) Excludes custodial bank

F.N.B. Corporation

FNB is uniquely

positioned  as

one of only very

few community

banks to hold a

Top 3 deposit

market rank in

one of the

nation’s 25

largest

metropolitan

statistical areas. 

Significant Commercial Prospects

17

Note: Above metrics at the MSA level

(1)

Data per U.S. Census Bureau

(2)

Data per Hoover’s as of August 14, 2013

Strong Concentration of Commercial Prospects

Over 175,000 Total Businesses

1,912

1,986

2,112

8,913

9,690

10,479

12,851

13,345

13,410

52,149

59,240

65,169

Youngstown MSA

Scranton MSA

Harrisburg MSA

Cleveland MSA

Pittsburgh MSA

Baltimore MSA

# of Business with Revenue >$1M

Total Businesses

Significant Commercial Prospects Concentrated in Pittsburgh, Baltimore & Cleveland

Opportunity to Leverage Core Competency and Drive Sustained Organic Growth 

(1)

(2)

(1)

18

Acquisition Strategy

Disciplined and Consistent Strategy

Significant Expansion

Enhanced Organic Growth Prospects

Acquisition Strategy

19

Disciplined and Consistent Acquisition Strategy

Disciplined identification and focus on markets that

offer potential to leverage core competencies and

growth opportunities

Create shareholder value

Meet strategic vision

Fit culturally

Targeted financial and capital recoupment hurdles

Proficient and experienced due diligence team

Extensive and detailed due diligence process

Superior post-acquisition execution

Execute FNB’s proven, scalable, business model

Proven success assimilating FNB’s strong sales culture

Criteria

Evaluation

Strategy

Strategy

Execution

Strategy

Criteria

Evaluation

Execution

Significant Acquisition-Related Expansion

20

FNB Banking Location (pro-forma)

12

th

bank acquisition

since 2002 announced 

June 14, 2013 (BCSB)

Pre-2002

Presence

Additional

Acquisition-Related Expansion

Pittsburgh

MSA Acquisition Expansion

Cleveland MSA

Expansion

Baltimore MSA

Pittsburgh MSA

Cleveland MSA

PVFC Acquisition

Target Completion

October 2013

ANNB Completed

4/6/2013 &

BCSB Acquisition

Target Completion

1Q14

Maryland Acquisition-

Related Expansion

Cleveland

Hermitage

Erie

State College

Harrisburg

Philadelphia

Scranton

Baltimore

Pittsburgh

WV

OH

PA

NY

MD

Fourth consecutive

acquisition in a major MSA

Status of recent acquisitions

ANNB closed 4/6/2013

PVFC expected close

10/2013

BCSB expected close

1Q14

Five acquisitions since 2010

Ten acquisitions since 2005

M&A Strategic Update –

Progressing as Planned

21

Significant Progress Replicating Proven Success in Pittsburgh MSA

to Expansion Markets of Baltimore MSA (ANNB And BCSB Acquisitions) and Cleveland MSA (PVFC Acquisition)

Strategies

Pittsburgh

MSA

Baltimore

MSA

Cleveland

MSA

Market Characteristics

Support Sustained

Organic Growth

Markets with considerable

scale and growth

opportunities.

Density of commercial

prospects, strong consumer,

wealth, private banking,

insurance opportunities

support FNB’s strategy.

Commercial

Prospects

(1)

59,240

65,169

52,149

Population

2.4 million

2.7 million

2.1 million

Median Household Income

$46,000

$63,000

$45,000

Single Family Housing Permits

YOY

Change

(6/13)

(3)

31%

40%

23%

FNB Execution in

Market 

Instills FNB Culture

Assemble strong regional

leadership with established

market connections.

Build experienced cross-

functional team.

Deploy proprietary sales

management process

immediately.

Create synergistic cross-

functional alignment.

Leadership

In Process

Team

Sales Management

Cross-Functional Alignment

Market Position

Establishes

Scale and Presence

Achieve attractive

market position.

Establish strong presence

and FNB hub with a regional

headquarters.

Market

Position

(2)

#3

#10

#14

Regional Headquarters

In Process

(1) Data per U.S. Census Bureau;(2) Deposit market share, pro-forma, excludes custodial bank in Pittsburgh MSA (3) Information as of August 6, 2013 as per

local market monitor

Expanded Franchise = Enhanced Organic Growth Prospects

22

Note: Market population and market businesses represent current metrics based on respective FNB MSA presence

Data per FNB, SNL Financial and/or U.S. Census Bureau (Businesses)

Acquisition-

Related

Expansion in

Higher Growth

Markets

Enhances

Organic Growth

Opportunities

FNB Branches

FNB Counties of Operation

(MSA)

FNB Markets Households

(MSA)

FNB Markets' Population

23

Strong Operating Results

2Q13 Highlights and Trends

2Q13 Operating Results

24

2Q13 Operating Highlights

Operating

net

income

(1)

$30.1 million

Operating

diluted

EPS

(1)

$0.21

ROTA

(1)

1.08%

ROTE

(1)

17.33%

Net interest margin

3.63%

Efficiency ratio

58.6%

Total loan growth (organic, annualized)

5.6%

Transaction deposit growth (organic, annualized)

7.4%

Net charge-offs (originated portfolio, annualized)

0.33%

NPL’s+OREO/Total loans + OREO (originated portfolio)

1.59%

Strong Operating Results

High-quality earnings with provision for loan losses

exceeding net charge-off levels

Year-to-date operating leverage achieved

Revenue growth and expense control

Net interest margin narrowing of three basis points

primarily due to lower accretable yield

Annapolis Bancorp, Inc. (ANNB) acquisition closed and

fully integrated April 6, 2013

Organic growth in average total loans of 5.6%

Organic growth in average commercial loans of 5.8%

Organic growth in average consumer loans of 11.8%

Organic growth in transaction deposits and customer

repurchase agreements of 7.4%

(1) Non-GAAP measure, refer to Appendix for GAAP to Non-GAAP Reconciliation details

Consistent high-quality earnings

Solid profitability results

Organic balance sheet growth continued

Asset quality reflects continued good results

2Q13 Operating Highlights –

Quarterly Trends

25

Current

2Q13

Prior

1Q13

Prior

Year

2Q12

Operating

Earnings

(1)

Net income

$30,094

$28,767

$29,336

Earnings per diluted share

$0.21

$0.20

$0.21

Profitability

Performance

ROTE

(1)

17.33%

17.46%

19.14%

ROTA

(1)

1.08%

1.08%

1.13%

Net interest margin

3.63%

3.66%

3.80%

Efficiency ratio

58.6%

59.8%

57.7%

Strong

Organic

Growth

Balance Sheet

Trends

(2)

Total loan growth

5.6%

7.1%

2.8%

Commercial loan growth

5.8%

10.8%

4.2%

Consumer loan growth

11.8%

6.1%

8.3%

Transaction deposits and

customer repo growth

(3)

7.4%

2.6%

14.3%

(1) Non-GAAP measure, refer to Appendix for GAAP to Non-GAAP Reconciliation details;(2) Average, annualized linked quarter organic growth results. Organic

growth results exclude balances acquired in the ANNB acquisition;(3) Total deposits excluding time deposits

2Q13: 2 bps

1Q13: 4 bps

2Q12: 10 bps

Organic growth in both commercial and

consumer loans

Continued to strengthen deposit mix, with

lower-cost transaction deposits and customer

repurchase agreements comprising 77% of

total deposits and customer repurchase

agreements at June 30, 2013

Quarterly Trends

Prior-year quarter benefited from higher accretable

yield of $1.7 million (net of tax) or $0.01 per diluted

share

Accretable yield benefit included in net interest

margin:

Continued strong organic growth in loans and

transaction deposits and customer repurchase

agreements

Annapolis Bancorp, Inc. acquisition completed

2Q13 (April 6, 2013)

Balance Sheet Highlights

26

Average Balances,

$ in Millions

2Q13

Reported

Growth

(1)

Organic

Growth

(2)

2Q13 Highlights

Balance

$

$

%

Securities

$2,296

$41.8

-

-

Continued strong organic growth in

loans and transaction deposits and

customer repurchase agreements

Organic total loan growth of 5.6%

annualized

Total commercial loan growth

driven by C&I portfolio growth of

8.8% annualized

Total consumer loan growth

driven by home-equity related

portfolios

Further enhanced attractive deposit

mix

Lower cost, relationship-focused

transaction deposits and

customer repurchase agreements

represent 77% of total deposits

and customer repurchase

agreements compared to 73% at

June 30, 2012

(5)

Total loans

$8,530

$373.5

$114.6

5.6%

Commercial loans

$4,733

$264.2

$64.6

5.8%

Consumer loans

(3)

$2,688

$117.6

$75.8

11.8%

Residential mortgage loans

$1,066

-$12.7

-$30.2

-11.2%

Earning assets

$10,886

$413.1

-

-

Total deposits and customer repos

$10,334

$395.7

$37.4

1.5%

Transaction deposits and customer

repos

(4)

$7,873

$427.9

$136.6

7.4%

Time deposits

$2,461

-$32.2

-$99.2

-16.0%

(1) Reported linked-quarter growth represents total growth, including balances acquired via the ANNB acquisition;(2) Organic linked-quarter growth

represents growth excluding balances acquired via the ANNB acquisition, % growth annualized;(3) Includes Direct Installment, Indirect Installment

and Consumer LOC portfolios;(4) Excludes time deposits;(5) Period-end as of June 30, 2013

Net Interest Margin Trends

27

Net Interest Margin Trends

Asset Quality Results

(1)

28

$ in Thousands

2Q13

1Q13

2Q12

2Q13 Highlights

NPL’s+OREO/Total loans+OREO

1.59%

1.59%

1.93%

Solid performance with demonstrated stability

compared to the prior quarter and improvement

compared to the prior year

2Q13 provision for loan losses of $7.9 million

exceeds net charge-offs

$6.6 million provision for the originated

portfolios

$1.25 million provision for the acquired

portfolios

Delinquency stable compared to the prior

quarter and improved from the year-ago quarter

Reserve position directionally consistent with

performance

ANNB acquisition completed April 6, 2013

Total delinquency

1.44%

1.45%

1.78%

Provision

for

loan

losses

(2)

$7,903

$7,541

$7,027

Net

charge-offs

(NCO’s)

(2)

$7,325

$4,213

$7,473

NCO’s/Total

average

loans

(2)

0.34%

0.21%

0.38%

NCO’s/Total average originated loans

0.33%

0.22%

0.45%

Allowance for loan losses/

Total loans

1.35%

1.39%

1.49%

Allowance for loan losses/

Total non-performing loans

121.68%

124.80%

104.89%

(1)

Metrics shown are originated portfolio metrics unless noted as a total portfolio metric. “Originated portfolio” or “Originated loans” excludes loans

acquired at fair value and accounted for in accordance with ASC 805 (effective January 1, 2009), as the risk of credit loss has been considered by virtue of

the Corporation’s estimate of fair value.

(2)

Total portfolio metric

Asset Quality Trends

29

Peer

data

per

SNL

Financial,

refer

to

Appendix

for

peer

listing;(1)

Metrics

shown

are

originated

portfolio.

“Originated

portfolio”

or

“Originated

loans”

excludes loans acquired at fair value and accounted for in accordance with ASC 805 (effective January 1, 2009), as the risk of credit loss has been

considered by virtue of the Corporation’s estimate of fair value;(2) Based on balances at quarter end for each period presented;(3) Full year or year-to-

date results annualized.

NCO’s on Originated Loans/

Total

Originated

Loans

(1)(3)

NPL’s+OREO/

Total

Originated

Loans+OREO

(1)(2)

Asset Quality Trends Compare Favorably to Peer Results

Capital Position

30

Capital Position as of June 30, 2013

2Q13 Capital Level Drivers

Capital levels at June 30, 2013 reflect initial impact of Annapolis Bancorp, Inc. acquisition.

Regulatory capital levels impacted by partial redemption of trust preferred securities ($15.0 million repurchased at a

discount in June 2013).

Tangible common equity ratio impacted by changes in unrealized gains and losses included in other comprehensive income

(OCI). Excluding the OCI change, the tangible common equity ratio would have been unchanged from the prior quarter.

12.3%

10.7%

8.4%

6.2%

12.0%

10.4%

8.3%

6.1%

0.0%

2.0%

4.0%

6.0%

8.0%

10.0%

12.0%

14.0%

Total Risk-Based

Tier One

Leverage

Tangible Common Equity

March 31, 2013

June 30, 2013

31

Investment Thesis

Long-Term Investment Thesis

Long-Term Investment Thesis -

Return Focused

32

FNB’s long-term investment thesis reflects a commitment to efficient capital management

and creating value for our shareholders

Long-Term Investment Thesis

Targeted EPS Growth

5-6%

Targeted Dividend Yield

(Targeted Payout Ratio 60-70%)

4-6%

Implied Total Shareholder Return

9-12%

Upper Quartile Performance Presents Valuation Upside

33

Assets

($ billions)

ROTCE (%)

Efficiency

Ratio (%)

Net Charge-

Offs (%)

Net Interest

Margin (%)

Price/TBV (x)

Price/ 2014E

EPS (x)

Dividend

Yield (%)

Total Return

3 Yr (%)

Peer Median Results

Regional Peer Group

$16.6

11.82

62.6

0.31

3.37

1.75x

15.24x

2.10

58.67

Top

100

Banks/Thrifts

Based

on

Asset

Size

$13.0

12.26

62.4

0.25

3.48

1.73x

14.81x

2.20

57.45

Top 100 Trading at > 2.0x Tangible Book

$12.4

13.80

57.4

0.17

3.63

2.25x

15.04x

2.52

83.05

F.N.B. Corporation

$12.6

17.33

58.6

0.33

3.63

2.58x

14.68x

3.73

88.41

2Q13 Performance

Relative Valuation/Total Return

Notes:  Data per SNL Financial and FNB.  Year-to-date performance represents 1Q13.  Relative valuation metrics and total return as of August 15, 2013.  FNB

ROTCE represents operating ROTCE – refer to Supplemental Information.

Deliver Consistent Operating Results

34

FNB = 80% Percentile

FNB = 96% Percentile

Data per FNB and/or SNL Financial

Refer to Supplemental Information for peer listing

FNB’s ability to deliver consistent operating results exceeds peer results

0.00%

0.05%

0.10%

0.15%

0.20%

0.25%

Regional Peer Median

FNB

ROAA Volatility

0.000%

0.005%

0.010%

0.015%

0.020%

0.025%

0.030%

0.035%

0.040%

0.045%

0.050%

Regional Peer Median

FNB

Revenue/Avg Assets Volatility

FNB

and

Peer

Volatility

(Standard

Deviation

1Q10

–

2Q13)

Consistent Price/TBV Trends

(1) Market data per SNL Financial as of August 15, 2013.  Refer to Supplemental Information for regional peer listing.  Top 100 represents the top 100 U.S.

banks and thrifts by total assets as of 6/30/2013.

35

Consistent

premium

to

peers

based

on

price

to

tangible

book

value

per

share

(1)

36

Supplemental Information

37

Supplemental Information Index

Diversified Loan Portfolio

Deposits and Customer Repurchase Agreements

Investment Portfolio

Loan Risk Profile

Marcellus and Utica Shale Exposure

Regency Finance Company Profile

Regional Peer Group Listing

GAAP to Non-GAAP Reconciliation

Second Quarter 2013 Earnings Release (July 23, 2013)

Diversified Loan Portfolio

38

Note: Balance, CAGR and % of Portfolio based on period-end balances

6/30/2013

CAGR

% of Portfolio

($ in millions)

Balance

12/08-

6/30/13

12/31/08

6/30/13

C&I

$1,751

12.4%

16%

20%

CRE:  Non-Owner Occupied

1,347

7.8%

17%

17%

CRE:  Owner Occupied

1,470

3.6%

16%

16%

Commercial Leases

136

20.1%

1%

2%

Total Commercial

$4,704

8.3%

50%

55%

Consumer Home Equity

1,921

8.9%

21%

22%

Residential Mortgage

1,014

15.5%

10%

12%

Indirect

594

2.5%

9%

7%

Other

183

2.5%

3%

2%

Regency

172

1.2%

2%

2%

Florida

50

-24.5%

5%

<1%

Total Loan Portfolio

$8,638

7.6%

100%

100%

Well diversified portfolio

Strong growth results driven by commercial loan growth

$8.6 Billion Loan Portfolio

June 30, 2013

C&I + Owner Occupied CRE =

36% of Total Loan Portfolio

Commercial &

Industrial 20%

Consumer

Home Equity 

22%

Residential

Mortgage  12%

Indirect  7%

Other  2%

Regency  2%

Florida  0%

Commercial

Leases 2%

CRE: Non-

Owner

Occupied  17%

CRE: Owner

Occupied  16%

Deposits and Customer Repurchase Agreements

39

Note: Balance, CAGR and % of Portfolio based on period-end balances; (1) Transaction deposits include savings, NOW, MMDA and non-interest

bearing deposits; (2) December 31, 2008 through June 30, 2013

6/30/2013

CAGR

Mix %

($ in millions)

Balance

12/08-

6/13

12/31/08

6/30/13

Savings, NOW, MMDA

$4,975

13.5%

44%

48%

Time Deposits

2,428

1.0%

36%

23%

Non-Interest Bearing

1,974

18.5%

14%

19%

Customer Repos

983

15.5%

6%

10%

Total Deposits and

Customer Repo Agreements

$10,360

11.0%

100%

100%

Transaction Deposits

(1)

and

Customer Repo Agreements

$7,932

15.5%

64%

77%

Loans

to

Deposits

and

Customer

Repo

Agreements

Ratio

=

83%

June

30,

2013

New client acquisition and relationship-based focus reflected in favorable deposit mix

–

15.5% average growth for transaction deposits and customer repo agreements

(2)

–

77% of total deposits and customer repo agreements are transaction-based deposits

(1)

$10.4 Billion Deposits and

Customer Repo Agreements

June 30, 2013

Non-Interest

Bearing 19%

Savings, NOW,

MMDA 48%

Customer

Repos 10%

Time Deposits

23%

%

Ratings

($ in millions

(1)

)

Portfolio

Investment %

Agency MBS

$865

37%

AAA

100%

CMO Agency

834

36%

AAA 

100%

Agency Senior Notes

400

17%

AAA

100%

Municipals

159

7%

AAA

AA

A

BBB

2%

50%

47%

1%

Trust Preferred

(2)

33

1%

BBB

BB

B

BBB

Ca

C

5%

13%

13%

9%

2%

58%

Short Term

32

1%

AAA

100%

CMO Private Label

10

1%

AA

A

BBB

BB   

23%

18%

29%

30%

Corporate

10

1%

A

100%

Bank Stocks

2

-

Non-Rated

Commercial MBS

1

-

AAA

100%

US Treasury

1

-

AAA

100%

Total Investment Portfolio

$2,347

100%

Investment Portfolio

40

(1) Amounts reflect GAAP; (2) Original cost of $ 104 million, adjusted cost of $43 million, fair value of $33 million

2%

Highly Rated $2.3 Billion Investment Portfolio

June 30, 2013

Ratings

Composition

–

Highly rated with an average rating of AA and 99%

of  the portfolio rated A or better

–

General obligation bonds = 99.0% of portfolio

–

78.5% from municipalities located throughout           

Pennsylvania

Municipal

bond

portfolio

95%

of

total

portfolio

rated

AA

or

better,

98%

rated

A

or

better

Relatively

low

duration

of

3.2

Portfolio

comprised

of

50%

AFS

and

50%

HTM

41

Loan Risk Profile

(1)

Originated portfolio metric

$ in millions

Balance

6/30/2013

% of Loans

NPL's/Loans

(1)

YTD Net Charge-

Offs/Loans

(1)

Total Past

Due/Loans

(1)

Commercial and Industrial

$1,751

20.3%

0.50%

0.18%

0.75%

CRE:  Non-Owner Occupied

1,470

17.0%

1.17%

0.37%

1.34%

CRE:  Owner Occupied

1,347

15.6%

1.96%

0.11%

2.25%

Home Equity and Other Consumer

2,058

23.8%

0.51%

0.32%

0.86%

Residential Mortgage

1,014

11.7%

1.42%

0.13%

2.62%

Indirect Consumer

594

6.9%

0.20%

0.37%

0.97%

Regency Finance

172

2.0%

4.10%

3.76%

3.50%

Commercial Leases

136

1.6%

0.50%

0.22%

1.36%

Florida

50

0.6%

22.41%

-3.77%

22.41%

Other

45

0.5%

0.00%

0.13%

0.11%

Total

$8,637

100.0%

1.11%

0.28%

1.44%

Marcellus and Utica Shale Exposure

42

(1)

Sources: www.marcellus.psu.edu, retrieved May 3, 2013; (2) www.dnr.state.oh.us, retrieved June 5, 2013; (3) Sterne Agee June 7, 2010 and FBR Capital

Markets, March 2, 2011.

Pennsylvania

Ohio

FNB PA/OH Banking Locations

Pennsylvania

Ohio

FNB is well-positioned in the Marcellus Shale and Utica

Shale regions with a Pennsylvania footprint that closely

aligns with the Marcellus Shale concentration and

exposure to the Utica Shale region in Ohio.

FNB has been noted by analysts as being one of the

best geographically positioned banks to benefit from

the Marcellus Shale.

(3)

Ohio Utica Shale

(2)

(1)

FNB branch map per SNL Financial

Marcellus and Utica Shale FNB Strategic Focus

43

Opportunity for FNB relates to potential indirect and induced economic benefits across footprint

Direct Effect:

Oil and Gas

Indirect Effect:

Supply Chain

Induced Benefit:

Consumption

Directly associated with the extraction, processing and

delivery of the gas

Drilling, extraction and support activities

Provides goods and services to the energy industry

e.g.: Iron and steel, transportation, commodity traders,

heavy equipment, surveyors, utilities, rig parts,

attorneys, real estate, machinery manufacturers, etc.

Resulting

benefit

to

industries

and

individuals

from

positive

direct and indirect effects

e.g.: Higher education, travel, housing, food and drink,

entertainment, utilities, etc.

FNB

Strategic Focus:

Supply Chain and

Consumption

Tennessee

Consumer

finance

business

with

over

80

years

of

consumer

lending

experience

Credit quality: 2013 YTD net charge-offs to average loans of 3.73%

Returns: 2Q13 : ROA 3.75%, ROE 40.29%, ROTE 45.30%

Regency Finance Company Profile

(1)

Return on average tangible common equity (ROTCE) is calculated by dividing net income less

amortization of intangibles by average common equity less average intangibles.

44

72 Locations

Spanning Four

States

Regency Finance Company

$172 Million Loan Portfolio

86% of Real Estate Loans are First Mortgages

Kentucky

Ohio

Pennsylvania

60%

26%

14%

Direct

Real Estate

Sales Finance

Regional Peer Group Listing

45

Ticker

Institution

Ticker

Institution

ASBC

Associated Bancorp

ONB

Old National Bancorp

AF

Astoria Financial Corporation

PVTB

Private Bancorp, Inc.

CBSH

Commerce Bancshares, Inc.

SUSQ

Susquehanna Bancshares, Inc.

FMER

First Merit Corp.

UMBF

UMB Financial Corp.

FULT

Fulton Financial Corporation

VLY

Valley National Bancorp

MBFI

MB Financial, Inc

WBS

Webster Financial Corporation

NPBC

National Penn Bancshares, Inc.

WTFC

Wintrust Financial Corporation

GAAP to Non-GAAP Reconciliation

46

Operating: Earnings, Return on Avg Tangible Equity, Return on Avg Tangible Assets

June 30, 2013

March 31, 2013

June 30, 2012

2012

2011

2010

Operating net income

Net income

$29,192

$28,538

$29,130

$110,410

$87,047

$74,652

Add: Merger and severance costs, net of tax

1,915

229

206

5,203

3,238

402

Add: Litigation settlement accrual, net of tax

-

-

-

1,950

-

-

Add: Branch consolidation costs, net of tax

-

-

-

1,214

-

-

Less: Gain on extinguishment of debt, net of tax

1,013

-

-

942

-

-

Less: One-time pension expense credit, net of tax

-

-

-

-

-

6,853

Operating net income

$30,094

$28,767

$29,336

$117,835

$90,285

$68,201

Operating diluted earnings per share

Diluted earnings per share

$0.20

$0.20

$0.21

$0.79

$0.70

$0.65

Add: Merger and severance costs, net of tax

0.01

0.00

0.00

0.04

0.03

0.00

Add: Litigation settlement accrual, net of tax

-

-

-

0.01

-

-

Add: Branch consolidation costs, net of tax

-

-

-

0.01

-

-

Less: Gain on extinguishment of debt, net of tax

(0.01)

-

-

0.01

-

-

Less: One-time pension expense credit

-

-

-

-

-

0.06

Operating diluted earnings per share

$0.21

$0.20

$0.21

$0.84

$0.72

$0.60

Operating return on average tangible equity

Operating net income (annualized)

$120,706

$116,668

$117,991

$117,835

$90,285

$68,201

Amortization of intangibles, net of tax (annualized)

5,538

5,237

6,192

5,938

4,698

4,364

$126,244

$121,904

$124,182

$123,773

$94,983

$72,565

Average shareholders' equity

$1,473,945

$1,410,827

$1,367,333

$1,376,493

$1,181,941

$1,057,732

Less: Average intangible assets

745,458

712,466

718,507

717,031

599,851

564,448

Average tangible equity

$728,487

$698,361

$648,826

$659,462

$582,090

$493,284

Operating return on average tangible equity

17.33%

17.46%

19.14%

18.77%

16.32%

14.71%

Operating return on average tangible assets

Operating net income (annualized)

$120,706

$116,668

$117,991

$117,835

$90,285

$68,201

Amortization of intangibles, net of tax (annualized)

5,538

5,237

6,192

5,938

4,698

4,364

$126,244

$121,904

$124,182

$123,773

$94,983

$72,565

Average total assets

$12,470,029

$12,004,759

$11,734,221

$11,782,821

$9,871,164

$8,906,734

Less: Average intangible assets

745,458

712,466

718,507

717,031

599,851

564,448

Average tangible assets

11,724,570

$         

11,292,292

$         

11,015,714

$         

11,065,790

$

9,271,313

$

8,342,286

$

Operating return on average tangible assets

1.08%

1.08%

1.13%

1.12%

1.02%

0.87%

For the Quarter Ended

Year Ended December 31,