AGREEMENT AND PLAN OF MERGER dated as of October 29, 2014 by and between WESBANCO, INC., WESBANCO BANK, INC., ESB FINANCIAL CORPORATION and ESB BANKMerger Agreement • October 29th, 2014 • Wesbanco Inc • National commercial banks • West Virginia
Contract Type FiledOctober 29th, 2014 Company Industry JurisdictionTHIS AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of October 29, 2014, is made and entered into by and between Wesbanco, Inc., a West Virginia corporation (“Buyer”), Wesbanco Bank, Inc., a West Virginia banking corporation and a wholly-owned subsidiary of Buyer (“Buyer Sub”), ESB Financial Corporation, a Pennsylvania corporation and savings and loan holding company (“Seller”), and ESB Bank, a Pennsylvania state-chartered stock savings bank and a wholly-owned subsidiary of Seller (“Seller Sub”). Buyer and Seller are sometimes hereinafter collectively referred to as the “Constituent Corporations.”