X0306 4 2014-02-14 0001391137 BCSB Bancorp Inc. BCSB 0001237474 BOUFFARD JOSEPH J 4111 EAST JOPPA ROAD SUITE 300 BALTIMORE MD 21236 1 1 Pres & Chief Executive Officer Common Stock 2014-02-14 4 D 0 44167.0000 0.0000 D 0.0000 D Common Stock 2014-02-14 4 D 0 1592.7514 0.0000 D 0.0000 I By ESOP Common Stock 2014-02-14 4 D 0 5000.0000 0.0000 D 0.0000 I By IRA Common Stock 2014-02-14 4 D 0 100.0000 0.0000 D 0.0000 I By Spouse Common Stock 2014-02-14 4 D 0 100.0000 0.0000 D 0.0000 I By UTMA -- grandchild #1 Common Stock 2014-02-14 4 D 0 100.0000 0.0000 D 0.0000 I By UTMA -- grandchild #2 Stock Option (Right to Buy) 11.6100 2014-02-14 4 D 0 6528.0000 0.0000 D 2018-01-08 Common Stock 6528.0000 0.0000 D Stock Option (Right to Buy) 10.2900 2014-02-14 4 D 0 28180.0000 0.0000 D 2020-11-01 Common Stock 28180.0000 0.0000 D Stock Option (Right to Buy) 28.4400 2014-02-14 4 D 0 10528.0000 0.0000 D 2016-12-05 Common Stock 10528.0000 0.0000 D Pursuant to the Agreement and Plan of Merger dated as of June 13, 2013 by and between F.N.B. Corporation ("FNB") and BCSB Bancorp, Inc. ("BCSB") (the "Merger Agreement"), at the effective time of the merger each share of BCSB common stock was converted and exchanged for 2.080 shares of FNB common stock, with cash issued in lieu of fractional shares. Shares of converted unvested restricted stock retained their respective vesting and other terms and conditions. Pursuant to the Merger Agreement, at the effective time of the merger each share of BCSB common stock held in the reporting person's ESOP account was converted into the right to receive 2.080 shares of FNB common stock. Pursuant to the Merger Agreement, each outstanding stock option to purchase BCSB common stock was converted into an option to purchase a number of shares of FNB common stock equal to the number of BCSB shares underlying such option immediately prior to the merger multiplied by 2.080 (rounded down to the next nearest whole share). Converted stock options retain their respective vesting schedules and terms and conditions. Joel E. Rappoport, Attorney-in-Fact 2014-02-19