UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) June 15, 2011
Parkvale Financial Corporation
(Exact name of registrant as specified in its charter)
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| Pennsylvania | | 0-17411 | | 25-1556590 |
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(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) |
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| 4220 William Penn Highway, Monroeville, Pennsylvania | | 15146 |
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| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code (412) 373-7200
Not Applicable
(Former name or former address, if changed since last report)
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 (see General Instruction A.2 below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
þ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
EXPLANATORY NOTE
The Amendment No. 1 to Form 8-K is being filed to include as Exhibit 2.1 the Agreement and Plan of Merger (the “Merger Agreement”), dated as of June 15, 2011, between F.N.B. Corporation and Parkvale Financial Corporation. The schedules to the Merger Agreement have been omitted. The registrant hereby agrees to furnish supplementally a copy of any omitted schedules to the Securities and Exchange Commission (the “SEC”) upon its request.
ITEM 9.01Financial Statements and Exhibits
(d) Exhibits
The following exhibits are filed herewith.
| | | |
| Exhibit Number | | Description |
| 2.1 | | Agreement and Plan of Merger, dated as of June 15, 2011, between F.N.B. Corporation and Parkvale Financial Corporation. |
2
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 thereunto duly authorized.
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| | PARKVALE FINANCIAL CORPORATION
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| Date: June 16, 2011 | By: | /s/ Robert J. McCarthy, Jr. | |
| | | Robert J. McCarthy, Jr. | |
| | | President and Chief Executive Officer | |
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EXHIBIT INDEX
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| Exhibit Number | | Description |
| 2.1 | | Agreement and Plan of Merger, dated as of June 15, 2011, by and between F.N.B. Corporation and Parkvale Financial Corporation. |
