UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
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 20, 2007
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F.N.B. CORPORATION
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(Exact name of registrant as specified in its charter)
FLORIDA
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(State or Other Jurisdiction of Incorporation)
001-31940 25-1255406
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(Commission File Number) (IRS Employer Identification No.)
One F.N.B. Boulevard, Hermitage, PA 16148
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(Address of Principal Executive Offices) (Zip Code)
(724) 981-6000
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(Registrant's telephone number, including area code)
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(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 Instructions A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
INFORMATION TO BE INCLUDED IN THE REPORT
ITEM 5.02. DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS;
APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF
CERTAIN OFFICERS
(e) Compensation arrangements of certain officers
F.N.B. Corporation (the "Company") maintains an incentive program designed to
reward achievement of key financial performance measures which promote
shareholder value.
ANNUAL INCENTIVE COMPENSATION AWARD
On June 20, 2007, the Compensation Committee of the Company approved an
incentive cash compensation payment for the Company's Chief Executive Officer,
Stephen J. Gurgovits in the amount of $172,405 with such cash bonus to be paid
as soon as practical thereafter.
ITEM 8.01. OTHER EVENTS
On June 20, 2007, the Company announced that Board Chairman, Peter Mortensen
determined that he will retire from his position as F.N.B. Board Chairman
effective at year-end 2007. Also, on June 20, 2007, the Company's Board elected
F.N.B. Chief Executive Officer, Stephen J. Gurgovits, to succeed Mr. Mortensen
as F.N.B. Board Chairman effective, December 31, 2007. Mr. Mortensen will
continue as director of the Corporation.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS
Exhibits:
99.1 Press release dated June 20, 2007 announcing the election of
Stephen J. Gurgovits as Chairman of the Board effective
December 31, 2007.
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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 hereunto duly authorized.
F.N.B. CORPORATION
(Registrant)
By: /s/Brian F. Lilly
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Name: Brian F. Lilly
Title: Chief Financial Officer
(Principal Financial Officer)
Dated: June 25, 2007
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