Common use of Termination of Employment While Change in Control Pending Clause in Contracts

Termination of Employment While Change in Control Pending. For purposes of this Agreement, the termination of the Participant’s employment without “Cause” (as defined in the Plan), following execution of a definitive agreement contemplating a “Change in Control” of F.N.B. or the Bank, prior to the consummation date of the “Change in Control” or such Sale, shall immediately result in full vesting at the Target Amount. In the event the Participant is an employee of a non-bank affiliate or subsidiary of F.N.B. and such Participant’s employment is terminated without “Cause” while a Sale of such non-bank affiliate or subsidiary is pending, then the Restricted Stock Units shall vest in a pro rata amount for each full month up to the effective date of the Sale.

Termination of Employment While Change in Control Pending. For purposes of this Agreement, the termination of the Participant’s 's employment following execution of a definitive agreement contemplating a "Change in Control" of F.N.B. or the Bank, without “"Cause” " (as defined in the Plan), following execution of a definitive agreement contemplating a “Change in Control” of F.N.B. or the Bank, prior to the consummation date of the “"Change in Control” " or such Sale, shall immediately result in full vesting at the Target Amount. In the event the Participant is an employee of a non-bank affiliate or subsidiary of F.N.B. and such Participant’s 's employment is terminated without “"Cause” " while a Sale of such non-bank affiliate or subsidiary is pending, then the Restricted Stock Units restricted stock units shall vest in a pro rata amount for each full month up to the effective date of the Sale.