Form D
View Original Filing
Notice of Exempt Offering of Securities
Item 1. Issuer's Identity
Name of Issuer:
FIRST COMMONWEALTH FINANCIAL CORP /PA/
Jurisdiction of Incorporation/Organization
PENNSYLVANIA
Year of Incorporation/Organization
Over Five Years Ago
Item 2 Issuer Principal Place of Business and Contact Information
601 PHILADELPHIA STREET
INDIANA, PA 15701
Phone Number:
subscription required
Item 3. Related Persons
Name
THOMAS MICHAEL PRICE
Address
subscription required
Relationship(s)
- EXECUTIVE OFFICER
- DIRECTOR
Clarification of Response
Item 3. Related Persons
Name
JAMES R RESKE
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
JANE GREBENC
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
NORMAN J MONTGOMERY
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
BRIAN G KARRIP
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
CARRIE L RIGGLE
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
MATTHEW C TOMB
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
LEONARD V LOMBARDI
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
JULIE A CAPONI
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
RAY T CHARLEY
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
GARY CLAUS
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
DAVID S DAHLMANN
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
JOHNSTON A GLASS
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
JON L GORNEY
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
BART E JOHNSON
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
LUKE A LATIMER
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
DAVID W GREENFIELD
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
LAURIE S SINGER
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
ROBERT J VENTURA
Address
subscription required
Relationship(s)
Clarification of Response
Item 3. Related Persons
Name
STEPHEN A WOLFE
Address
subscription required
Relationship(s)
Clarification of Response
Item 4. Industry Group
COMMERCIAL BANKING
Item 5. Issuer Size
Revenue Range (for issuer not specifying "hedge" or "other investment" fund in Item 4 above)
OVER $100,000,000
Item 6. Federal Exemptions and Exclusions Claimed
Item 7. Type of Filing
New Notice
Date of First Sale in this Offering:
05/01/2018
Item 8. Duration of Offering
Does the issuer intend this offering to last more than one year?
No
Item 9. Type(s) of Securities Offered
Item 10. Business Combination Transaction
Is this offering being made in connection with a business combination
transaction, such as a merger, acquisition or exchange offer?
Yes
Clarification of Response
ISSUANCE OF 2,745,098 SHARES OF COMMON STOCK, PAR VALUE $1.00, AS PARTIAL CONSIDERATION FOR THE MERGER OF GARFIELD ACQUISITION CORP. INTO THE ISSUER.
Item 11. Minimum Investment
Minimum Investment accepted from any outside investor
0
Item 13. Offering and Sales Amounts
Total Offering Amount
41560783
Total Amount Sold
41560783
Total Remaining to be Sold
0
Clarification of Response
AMOUNT OFFERED AND SOLD CALCULATED USING PRICE OF $15.05 PER SHARE, THE LAST CLOSING PRICE OF THE ISSUER'S COMMON STOCK ON THE NYSE AS OF THE DATE OF THE MERGER.
Item 14. Investors
Securities in the offering have been or may be sold to persons
who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
2
Item 15. Sales Commissions and Finders' Fees Expenses
Sales Commissions:
0.0
Finders' Fees
0.0
Clarification of Response
Item 16. Use of Proceeds
Provide the amount of the gross proceeds of the offering
that has been or is proposed to be used for payments to any of the persons required
to be named as executive officers,directors or promoters in response to Item 3 above.
0.0
Clarification of Response
Signature and Submission
Issuer Name
FIRST COMMONWEALTH FINANCIAL CORP /PA/
Issuer Signature
MATTHEW C. TOMB
Signer Name
EXECUTIVE OFFICER
Signer Title
EVP, CHIEF RISK OFFICER AND GENERAL COUNSEL
Signature Date
05/09/2018