NPBC / National Penn Bancshares, Inc. - Pengajuan SECLaporan Tahunan, Pernyataan Proksi

National Penn Bancshares 15-12G

15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 000-22537-01 National Penn Bancshares, Inc. (Exact name of registrant

National Penn Bancshares 15-15D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Numbers: 333-75730, 333-158890, 333-192187 National Penn Bancshares, Inc. (Exact nam

National Penn Bancshares 15-15D

15-15D UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Numbers: 333-75730, 333-158890, 333-192187 National Penn Bancshares, Inc. (Ex

National Penn Bancshares 15-15D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Numbers: 333-75730, 333-158890, 333-192187 National Penn Bancshares, Inc. (Exact nam

National Penn Bancshares FORM15-15D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number: 333-181309 National Penn Bancshares, Inc. (Exact name of registrant as speci

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EX-99.1 Exhibit 99.1 BB&T Corporation Corporate Communications 2400 Reynolda Road Winston-Salem, NC 27106 News Release April 6, 2016 FOR IMMEDIATE RELEASE Contacts: ANALYSTS MEDIA Alan Greer Tamera Gjesdal Cynthia A. Williams Executive Vice President Senior Vice President Senior Executive Vice President Investor Relations (336) 733-3021 Investor Relations (336) 733-3058 Corporate Communications (3

Financial Statements and Exhibits, Other Events

8-K 1 d176718d8k.htm FORM 8-K 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): April 6, 2016 NATIONAL PENN BANCSHARES, INC. (Exact name of Registrant Specified in Charter) Pennsylvania 000-22537-01 23-2215075 (State or other Jurisdi

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS 1 d174199ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No. 333-27059 Registration No. 333-27101 Registration No. 333-27103 Registration No. 333-71391 Registration No. 333-54556 Registration No. 333-54520 Registration No. 333-60096 Registration No. 333-103616 Registration No. 333-103617 Registration No. 333-111375 Registration No. 333-

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS 1 d174199ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No. 333-27059 Registration No. 333-27101 Registration No. 333-27103 Registration No. 333-71391 Registration No. 333-54556 Registration No. 333-54520 Registration No. 333-60096 Registration No. 333-103616 Registration No. 333-103617 Registration No. 333-111375 Registration No. 333-

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS 1 d174199ds8pos.htm S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No. 333-27059 Registration No. 333-27101 Registration No. 333-27103 Registration No. 333-71391 Registration No. 333-54556 Registration No. 333-54520 Registration No. 333-60096 Registration No. 333-103616 Registration No. 333-103617 Registration No. 333-111375 Registration No. 333-

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares S-8 POS

S-8 POS As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares POS AM

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares POS AM

As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares POS AM

POS AM 1 d173486dposam.htm POS AM As filed with the Securities and Exchange Commission on April 4, 2016 Registration No. 333-154973 Registration No. 333-159609 Registration No. 333-139599 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT NO. 333-154973 FORM S-3 REGISTRATION STATEMENT NO. 333-159609 FORM S-3 REG

National Penn Bancshares POS AM

POS AM As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares POS AM

POS AM As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares POS AM

POS AM 1 d106614dposam.htm POS AM As filed with the Securities and Exchange Commission on April 4, 2016 Registration No. 033-86094 Registration No. 333-04729 Registration No. 333-87549 Registration No. 333-88536 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 2 TO FORM S-3 REGISTRATION STATEMENT NO. 033-86094 FORM S-3 REGISTRATION STATEMENT NO.

National Penn Bancshares POS AM

POS AM As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares POS AM

POS AM As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares POS AM

POS AM As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

National Penn Bancshares POS AM

POS AM As filed with the Securities and Exchange Commission on April 4, 2016 Registration No.

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EX-99.1 Exhibit 99.1 April 4, 2016 FOR IMMEDIATE RELEASE Contacts: ANALYSTS MEDIA Alan Greer Tamera Gjesdal Cynthia A. Williams Executive Vice President Senior Vice President Senior Executive Vice President Investor Relations Investor Relations Corporate Communications [email protected] [email protected] [email protected] BB&T closes National Penn acquisition Systems conversion expecte

SECOND SUPPLEMENTAL INDENTURE

EX-4.5 Exhibit 4.5 SECOND SUPPLEMENTAL INDENTURE SECOND SUPPLEMENTAL INDENTURE, dated as of April 1, 2016 (this ?Supplemental Indenture?), by and between NATIONAL PENN BANCSHARES, INC., a Pennsylvania corporation (hereinafter called the ?Company?), having its principal executive office located at 645 Hamilton Street, Suite 1100, Allentown, Pennsylvania 18101, BB&T CORPORATION, a North Carolina cor

BB&T Corporation 200 West Second Street Winston-Salem, NC 27101 April 1, 2016

EX-10.3 Exhibit 10.3 BB&T Corporation 200 West Second Street Winston-Salem, NC 27101 April 1, 2016 Wells Fargo Bank, National Association as Institutional Trustee and Guarantee Trustee 919 Market Street Suite 700 Wilmington, DE 19801 Attention: Corporate Trust Division Wells Fargo Delaware Trust Company as Delaware Trustee 919 Market Street Suite 700 Wilmington, DE 19801 Attention: Corporate Trust

BB&T Corporation 200 West Second Street Winston-Salem, NC 27101 April 1, 2016

EX-10.4 Exhibit 10.4 BB&T Corporation 200 West Second Street Winston-Salem, NC 27101 April 1, 2016 U.S. Bank National Association as Institutional Trustee 190 S. LaSalle St, 8th Floor Chicago, IL 60603 Christiana Bank & Trust Company as Delaware Trustee 1314 King Street Wilmington, DE 19801 Attention: Corporate Trust Administration Re: NPB Capital Trust VI Ladies and Gentlemen: By virtue of the me

BB&T Corporation 200 West Second Street Winston-Salem, NC 27101 April 1, 2016

EX-10.2 Exhibit 10.2 BB&T Corporation 200 West Second Street Winston-Salem, NC 27101 April 1, 2016 Wilmington Trust Company as Institutional Trustee and Delaware Trustee Rodney Square North 1100 North Market Street Wilmington, DE 19890 Attention: Corporate Trust Administration Re: NPB Capital Trust IV Ladies and Gentlemen: By virtue of the merger between National Penn Bancshares, Inc., a bank hold

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Completion of Acquisition or Disposition of Assets, Other Events

8-K 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): April 1, 2016 NATIONAL PENN BANCSHARES, INC. (Exact name of Registrant Specified in Charter) Pennsylvania 000-22537-01 23-2215075 (State or other Jurisdiction of Incorporation) (C

BB&T Corporation 200 West Second Street Winston-Salem, NC 27101 April 1, 2016

EX-10.1 7 d173081dex101.htm EX-10.1 Exhibit 10.1 BB&T Corporation 200 West Second Street Winston-Salem, NC 27101 April 1, 2016 The Bank of New York Mellon Trust Company, N.A. as Institutional Trustee and Delaware Trustee 500 Ross Street, 12th Floor Pittsburgh, PA 15262 Attn: Corporate Trust Administration Re: NPB Capital Trust III Ladies and Gentlemen: By virtue of the merger between National Penn

FIRST SUPPLEMENTAL INDENTURE

EX-4.3 Exhibit 4.3 FIRST SUPPLEMENTAL INDENTURE THIS FIRST SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?) is dated as of April 1, 2016, among BB&T Corporation, a North Carolina corporation (?BB&T?), National Penn Bancshares, Inc., a bank holding company incorporated in the Commonwealth of Pennsylvania (?National Penn?), and Wells Fargo Bank, National Association, a national banking associa

FIRST SUPPLEMENTAL INDENTURE

EX-4.1 2 d173081dex41.htm EX-4.1 Exhibit 4.1 FIRST SUPPLEMENTAL INDENTURE THIS FIRST SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”) is dated as of April 1, 2016, among BB&T Corporation, a North Carolina corporation (“BB&T”), National Penn Bancshares, Inc., a bank holding company incorporated in the Commonwealth of Pennsylvania (“National Penn”), and The Bank of New York Mellon Trust Compan

FIRST SUPPLEMENTAL INDENTURE

EX-4.2 Exhibit 4.2 FIRST SUPPLEMENTAL INDENTURE THIS FIRST SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?) is dated as of April 1, 2016, among BB&T Corporation, a North Carolina corporation (?BB&T?), National Penn Bancshares, Inc., a bank holding company incorporated in the Commonwealth of Pennsylvania (?National Penn?), and Wilmington Trust Company, a trust company (the ?Trustee?). RECITAL

FIRST SUPPLEMENTAL INDENTURE

EX-4.4 Exhibit 4.4 FIRST SUPPLEMENTAL INDENTURE THIS FIRST SUPPLEMENTAL INDENTURE (this ?Supplemental Indenture?) is dated as of April 1, 2016, among BB&T Corporation, a North Carolina corporation (?BB&T?), National Penn Bancshares, Inc., a bank holding company incorporated in the Commonwealth of Pennsylvania (?National Penn?), and U.S. Bank National Association, as successor to Bank of America, N

National Penn Bancshares 8-K (Prospectus)

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 March 15, 2016 Date of Report (Date of earliest event reported) BB&T Corporation (Exact name of registrant as specified in its charter) Commission file number: 1-10853 North Carolina 56-0939887 (State of incorporation) (I.R.S. Employ

Reminder of BB&T, National Penn Expected Merger Closing Date and Election Deadline

Exhibit March 15, 2016 FOR IMMEDIATE RELEASE Contacts: BB&T ANALYSTS Alan Greer Executive Vice President Investor Relations (336) 733-3021 NATIONAL PENN ANALYSTS Michael J.

Financial Statements and Exhibits, Other Events

8-K 1 d151600d8k.htm FORM 8-K 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): March 15, 2016 NATIONAL PENN BANCSHARES, INC. (Exact name of Registrant Specified in Charter) Pennsylvania 000-22537-01 23-2215075 (State or other Jurisd

Reminder of BB&T, National Penn Expected Merger Closing Date and Election Deadline

EX-99.1 Exhibit 99.1 BB&T Corporation Corporate Communications 2400 Reynolda Road Winston-Salem, NC 27106-4606 March 15, 2016 FOR IMMEDIATE RELEASE Contacts: BB&T ANALYSTS NATIONAL PENN ANALYSTS MEDIA Alan Greer Michael J. Hughes Cynthia A. Williams Executive Vice President Senior Executive Vice President Senior Executive Vice President Investor Relations Chief Financial Officer Corporate Communic

Reminder of BB&T, National Penn Expected Merger Closing Date and Election Deadline

EX-99.1 Exhibit 99.1 BB&T Corporation Corporate Communications 2400 Reynolda Road Winston-Salem, NC 27106-4606 March 15, 2016 FOR IMMEDIATE RELEASE Contacts: BB&T ANALYSTS NATIONAL PENN ANALYSTS MEDIA Alan Greer Michael J. Hughes Cynthia A. Williams Executive Vice President Senior Executive Vice President Senior Executive Vice President Investor Relations Chief Financial Officer Corporate Communic

National Penn Bancshares FORM 8-K (Prospectus)

Form 8-K 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): March 15, 2016 NATIONAL PENN BANCSHARES, INC. (Exact name of Registrant Specified in Charter) Pennsylvania 000-22537-01 23-2215075 (State or other Jurisdiction of Incorporati

National Penn Bancshares 10-K (Annual Report)

10-K 1 npbc10k2015.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K [X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2015 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to . Commiss

National Penn Bancshares, Inc. NPB Capital Trust III NPB Capital Trust IV NPB Capital Trust V NPB Capital Trust VI National Penn Investment Company Penns Trail Development Corporation National Penn Bank, including its divisions and subsidiaries -- DB

Exhibit 21 National Penn Bancshares, Inc. National Penn Bancshares, Inc. NPB Capital Trust III NPB Capital Trust IV NPB Capital Trust V NPB Capital Trust VI National Penn Investment Company Penns Trail Development Corporation National Penn Bank, including its divisions and subsidiaries - DBA National Penn Investors Trust Company Institutional Advisors, LLC Link Financial Services, Inc. Link Abstra

NATIONAL PENN BANCSHARES, INC. & SUBSIDIARIES COMPUTATION OF CONSOLIDATED RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS (Dollars in thousands) Year Ended December 31, (unaudited) 2015 2014 2013 2012 2011 Computation of Ear

NATIONAL PENN BANCSHARES, INC. & SUBSIDIARIES COMPUTATION OF CONSOLIDATED RATIO OF EARNINGS TO COMBINED FIXED CHARGES AND PREFERRED STOCK DIVIDENDS Exhibit 12 (Dollars in thousands) Year Ended December 31, (unaudited) 2015 2014 2013 2012 2011 Computation of Earnings Net income $ 110,691 $ 98,706 $ 53,387 $ 98,910 $ 87,544 Add: Provision for income taxes 38,879 33,509 9,581 32,754 25,172 Less: Inco

NPBC / National Penn Bancshares, Inc. / VANGUARD GROUP INC Passive Investment

nationalpennbancsharesinc.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 1 )* Name of issuer: National Penn Bancshares Inc Title of Class of Securities: Common Stock CUSIP Number: 637138108 Date of Event Which Requires Filing of this Statement: December 31, 2015 Check t

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 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): January 28, 2016 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorpo

National Penn Bancshares, Inc. Reports Fourth Quarter and Full Year 2015 Results

Exhibit Exhibit 99.1 National Penn Bancshares, Inc. Reports Fourth Quarter and Full Year 2015 Results ? Adjusted net income per share for 2015, exclusive of merger-related charges, increases 13% to $0.80 from $0.71 for 2014 ? Adjusted net income per share for the fourth quarter of $0.21 with return on average assets of 1.22% and efficiency ratio of 55% ? Classified loans decline for 6 th consecuti

BB&T and National Penn Announce Expected Closing Date and Election Deadline for Merger

EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE BB&T Contacts: ANALYSTS MEDIA Alan Greer Tamera Gjesdal Cynthia A. Williams Executive Vice President Senior Vice President Senior Executive Vice President Investor Relations Investor Relations Corporate Communications (336) 733-3021 (336) 733-3058 (336) 733-1470 National Penn Contacts: Michael J. Hughes Senior Executive Vice President Chief Financial Offi

National Penn Bancshares FORM 8-K (Prospectus)

Form 8-K 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): January 21, 2016 NATIONAL PENN BANCSHARES, INC. (Exact name of Registrant Specified in Charter) Pennsylvania 000-22537-01 23-2215075 (State or other Jurisdiction of Incorpora

BB&T and National Penn Announce Expected Closing Date and Election Deadline for Merger

EX-99.1 2 d125148dex991.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE BB&T Contacts: ANALYSTS MEDIA Alan Greer Tamera Gjesdal Cynthia A. Williams Executive Vice President Senior Vice President Senior Executive Vice President Investor Relations Investor Relations Corporate Communications (336) 733-3021 (336) 733-3058 (336) 733-1470 National Penn Contacts: Michael J. Hughes Senior Executive Vice Pr

BB&T, National Penn Announce Expected Closing Date and Election Deadline for Merger

Exhibit 99.1 January 21, 2016 FOR IMMEDIATE RELEASE Contacts: BB&T ANALYSTS NATIONAL PENN ANALYSTS MEDIA Alan Greer Michael J. Hughes Cynthia A. Williams Executive Vice President Senior Executive Vice President Senior Executive Vice President Investor Relations Chief Financial Officer Corporate Communications (336)-733-3021 (484)-709-3305 (336) 733-1470 BB&T, National Penn Announce Expected Closin

BB&T (Prospectus)

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 January 21, 2016 Date of Report (Date of earliest event reported) BB&T Corporation (Exact name of registrant as specified in its charter) Commission file number: 1-10853 North Carolina 56-0939887 (State of incorporation) (I.R.S. Empl

National Penn Bancshares FORM 8-K (Current Report/Significant Event)

Form 8-K 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): January 21, 2016 NATIONAL PENN BANCSHARES, INC. (Exact name of Registrant Specified in Charter) Pennsylvania 000-22537-01 23-2215075 (State or other Jurisdiction of Incorpora

Other Events

8-K 1 8k12-23-15.htm 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): December 23, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other juris

National Penn Bancshares RULE 425 FILING (Prospectus)

Rule 425 filing Filed by National Penn Bancshares, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended Subject Company: National Penn Bancshares, Inc. (Commission File No. 000-22537-01) Form S-4 File No. 333-207147 News Release National Penn Bancshares, Inc. Shareholders Approve Merger with BB&T Corporation Allentown, Pa. December 16, 2015 ? Shareholders of National Penn Bancsha

National Penn Bancshares 8-K NPBC VOTING RESULTS (Current Report/Significant Event)

8-K 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): December 16, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorp

National Penn Bancshares 425 (Prospectus)

Filed by National Penn Bancshares, Inc. Pursuant to Rule 425 under the Securities Act of 1933, as amended, and deemed filed pursuant to Rule 14a-6 under the Securities Exchange Act of 1934 Subject Company: National Penn Bancshares, Inc. (Commission File No. 000-22537-01) Form S-4 File No. 333-207147 December 1, 2015 Dear Shareholder of National Penn Bancshares, Inc.: We previously mailed proxy mat

SUPPLEMENT TO PROXY STATEMENT/PROSPECTUS

EX-99.1 Exhibit 99.1 SUPPLEMENT TO PROXY STATEMENT/PROSPECTUS National Penn Bancshares, Inc. (?National Penn?) and BB&T Corporation (?BB&T?) have made the following supplemental disclosures to the Proxy Statement/Prospectus of Susquehanna and BB&T, dated October 23, 2015 (the ?Proxy Statement/Prospectus?), in connection with the proposed settlement of In re National Penn Bancshares, Inc. Sharehold

National Penn Bancshares FORM 8-K (Prospectus)

Form 8-K 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): November 10, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of Registrant Specified in Charter) Pennsylvania 000-22537-01 23-2215075 (State or other Jurisdiction of Incorpor

SUPPLEMENT TO PROXY STATEMENT/PROSPECTUS

EX-99.1 Exhibit 99.1 SUPPLEMENT TO PROXY STATEMENT/PROSPECTUS National Penn Bancshares, Inc. (?National Penn?) and BB&T Corporation (?BB&T?) have made the following supplemental disclosures to the Proxy Statement/Prospectus of Susquehanna and BB&T, dated October 23, 2015 (the ?Proxy Statement/Prospectus?), in connection with the proposed settlement of In re National Penn Bancshares, Inc. Sharehold

National Penn Bancshares FORM 8-K (Current Report/Significant Event)

Form 8-K 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): November 10, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of Registrant Specified in Charter) Pennsylvania 000-22537-01 23-2215075 (State or other Jurisdiction of Incorpor

National Penn Bancshares, Inc. Reports Third Quarter 2015 Results

Exhibit Exhibit 99.1 National Penn Bancshares, Inc. Reports Third Quarter 2015 Results Company Release - October 29, 2015 ? Earnings per diluted share of $0.20 for the third quarter of 2015, $0.21 exclusive of merger-related expenses, compared to $0.19 for the prior quarter ? Excluding the impact of merger-related expenses, return on average assets of 1.22% and return on average tangible common eq

National Penn Bancshares EARNINGS RELEASE (Current Report/Significant Event)

8-K 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): October 29, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorpo

National Penn Bancshares DEFM14A

DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

BB&T (Prospectus)

Filed by BB&T Corporation Commission File No. 001-10853 Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: National Penn Bancshares, Inc. Commission File No. 000-22537-01 Date: September 16, 2015 [Following is a slide presentation for investors] Forward - Looking Statements This communication con

AGREEMENT AND PLAN OF MERGER by and between BB&T CORPORATION NATIONAL PENN BANCSHARES, INC. Dated as of August 17, 2015 TABLE OF CONTENTS ARTICLE I THE MERGER 1.1 The Merger 1 1.2 Closing 1 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Parent

EX-2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and between BB&T CORPORATION and NATIONAL PENN BANCSHARES, INC. Dated as of August 17, 2015 TABLE OF CONTENTS ARTICLE I THE MERGER 1.1 The Merger 1 1.2 Closing 1 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Parent Common Stock 2 1.6 Conversion of National Penn Common Stock 2 1.7 Treatment of National Penn Equity Awards 4

National Penn Bancshares FORM 8-K (Prospectus)

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): August 17, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other Jurisdiction of Incorporatio

AGREEMENT AND PLAN OF MERGER by and between BB&T CORPORATION NATIONAL PENN BANCSHARES, INC. Dated as of August 17, 2015 TABLE OF CONTENTS ARTICLE I THE MERGER 1.1 The Merger 1 1.2 Closing 1 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Parent

EXHIBIT 2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and between BB&T CORPORATION and NATIONAL PENN BANCSHARES, INC. Dated as of August 17, 2015 TABLE OF CONTENTS ARTICLE I THE MERGER 1.1 The Merger 1 1.2 Closing 1 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Parent Common Stock 2 1.6 Conversion of National Penn Common Stock 2 1.7 Treatment of National Penn Equity Awar

BB&T FORM 8-K (Prospectus)

Form 8-K 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 August 17, 2015 Date of Report (Date of earliest event reported) BB&T Corporation (Exact name of registrant as specified in its charter) Commission file number: 1-10853 North Carolina 56-0939887 (State of incorporation) (I.R

National Penn Bancshares FORM 8-K (Current Report/Significant Event)

FORM 8-K 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): August 17, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other Jurisdiction of Inc

AGREEMENT AND PLAN OF MERGER by and between BB&T CORPORATION NATIONAL PENN BANCSHARES, INC. Dated as of August 17, 2015 TABLE OF CONTENTS ARTICLE I THE MERGER 1.1 The Merger 1 1.2 Closing 1 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Parent

EXHIBIT 2.1 Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and between BB&T CORPORATION and NATIONAL PENN BANCSHARES, INC. Dated as of August 17, 2015 TABLE OF CONTENTS ARTICLE I THE MERGER 1.1 The Merger 1 1.2 Closing 1 1.3 Effective Time 2 1.4 Effects of the Merger 2 1.5 Parent Common Stock 2 1.6 Conversion of National Penn Common Stock 2 1.7 Treatment of National Penn Equity Awar

National Penn Bancshares NATIONAL PENN BANCSHARES, INC. FORM 425 (Prospectus)

Filed by National Penn Bancshares, Inc., Pursuant to Rule 425 under the Securities Act of 1933, as amended and deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934 Subject Company: National Penn Bancshares, Inc. (Commission File No. 000-22537-01) Merger of National Penn Bancshares, Inc. and BB&T Corporation The following Employee and Customer Questions & Answers were prov

Financial Statements and Exhibits, Other Events

8-K 1 body.htm 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): August 17, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania (State or other Jurisdiction of Incorporation) 000-22

Forward-Looking Statements

EX-99.2 Exhibit 99.2 1 Forward-Looking Statements Important Additional Information and Where to Find It This communication contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 giving National Penn?s and BB&T?s expectations or predictions of future financial or business performance or conditions. Forward-looking statements are typically iden

#-#-#

Exhibit 99.1 News Release August 17, 2015 FOR IMMEDIATE RELEASE BB&T Contacts: ANALYSTS MEDIA Alan Greer Tamera Gjesdal Cynthia A. Williams Executive Vice President Senior Vice President Senior Executive Vice President Investor Relations Investor Relations Corporate Communications (336) 733-3021 (336) 733-3058 (336) 733-1470 National Penn Contacts: ANALYSTS Michael J. Hughes Senior Executive Vice

National Penn Bancshares (Prospectus)

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): August 17, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania (State or other Jurisdiction of Incorporation) 000-22537-01 (Commiss

BB&T FORM 8-K (Prospectus)

Form 8-K 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 August 17, 2015 Date of Report (date of earliest event reported) BB&T Corporation (Exact name of registrant as specified in its charter) Commission file number: 1-10853 North Carolina 56-0939887 (State of incorporation) (I.R

#-#-#

Exhibit 99.1 News Release August 17, 2015 FOR IMMEDIATE RELEASE BB&T Contacts: ANALYSTS MEDIA Alan Greer Tamera Gjesdal Cynthia A. Williams Executive Vice President Senior Vice President Senior Executive Vice President Investor Relations Investor Relations Corporate Communications (336) 733-3021 (336) 733-3058 (336) 733-1470 National Penn Contacts: ANALYSTS Michael J. Hughes Senior Executive Vice

1

EX-99.1 Exhibit 99.1 BB&T Corporation Corporate Communications 2400 Reynolda Road Winston-Salem, NC 27106-4606 August 17, 2015 FOR IMMEDIATE RELEASE BB&T Contacts: ANALYSTS Alan Greer Executive Vice President Investor Relations (336) 733-3021 Tamera Gjesdal Senior Vice President Investor Relations (336) 733-3058 MEDIA Cynthia A. Williams Senior Executive Vice President Corporate Communications (33

BB&T 425 (Prospectus)

425 Filed by BB&T Corporation Commission File No. 001-10853 Pursuant to Rule 425 Under the Securities Act of 1933 And Deemed Filed Pursuant to Rule 14a-12 Under the Securities Exchange Act of 1934 Subject Company: National Penn Bancshares, Inc. Commission File No. 000-22537-01 THOMSON REUTERS STREETEVENTS EDITED TRANSCRIPT BBT - BB&T Corp Acquisition of National Penn Bancshares Inc Call EVENT DATE

National Penn Bancshares, Inc. Reports Second Quarter 2015 Results

NPBC 8-K 7-23-15 Ex.99.1 Exhibit 99.1 National Penn Bancshares, Inc. Reports Second Quarter 2015 Results Company Release - July 23, 2015 ? Earnings per diluted share of $0.19 for the second quarter of 2015 compared to $0.19 for the prior quarter ? Earnings per diluted share of $0.38 for the first half of 2015 increases 8.6% from the same period last year ? Return on average assets of 1.14% and ret

National Penn Bancshares 8-K (Current Report/Significant Event)

NPBC 8-K 7-23-15 Earnings Release UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

National Penn Bancshares 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2014 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to 000-22537-01 (Commission File Number) NATIONAL PENN BANCSHARES,

National Penn Bancshares NATIONAL PENN BANCSHARES, INC. FORM S-3ASR

npbs3asr.htm As filed with the Securities and Exchange Commission on May 22, 2015 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 23-2215075 (State or Other Jurisdiction of Incorporation or

Power of Attorney

ex24-1.htm Exhibit 24.1 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Scott V. Fainor, Michael J. Hughes and Sean P. Kehoe, Esquire, and each of them, his or her true and lawful attorney-in-fact, as agent with full power of substitution and resubstitution for him or her in his or her name, place and stead, in any and all c

Statement regarding Computation of Ratios of Earnings to Fixed Charges and Preference Dividends

Unassociated Document Exhibit 12.1 COMPUTATION OF CONSOLIDATED RATIO OF EARNINGS TO FIXED CHARGES AND TO FIXED CHARGES AND PREFERRED STOCK DIVIDENDS (Dollars in thousands) Three Months Ended March 31, Fiscal Years Ended December 31, (unaudited) 2015 2014 2014 2013 2012 2011 2010 Computation of Earnings Net Income $ 26,727 $ 22,710 $ 98,706 $ 53,387 $ 98,910 $ 87,544 $ 21,337 Add: Provision for inc

National Penn Bancshares 8-K NPBC VOTING RESULTS (Current Report/Significant Event)

NPBC 8K 2015 Voting Results UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

National Penn Bancshares, Inc. Reports First Quarter 2015 Results

NPBC 8-K 4-24-15 Ex.99.1 Exhibit 99.1 National Penn Bancshares, Inc. Reports First Quarter 2015 Results Company Release - April 24, 2015 ? First quarter 2015 net income per share increases 19% to $0.19, compared to $0.16 in the prior year first quarter ? Return on average assets remains strong at 1.14% ? Net interest margin of 3.36%, compared to 3.33% in the prior quarter ? Continued focus on asse

National Penn Bancshares 8-K (Current Report/Significant Event)

NPBC 8-K 4-24-15 Earnings Release UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.

National Penn Bancshares SC 13D/A (Activist Acquisition of More Than 5% of Shares)

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 8) NATIONAL PENN BANCSHARES, INC. (Name of Issuer) Common Stock (without par value) (Title of Class of Securities) 63713810 (CUSIP Number) ROBERT B. KNAUSS, ESQ. MANAGING DIRECTOR AND GENERAL COUNSEL WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 (212) 878-060

11,565,072 shares NATIONAL PENN BANCSHARES, INC. Common Stock, no par value UNDERWRITING AGREEMENT

EX-1.1 Exhibit 1.1 11,565,072 shares NATIONAL PENN BANCSHARES, INC. Common Stock, no par value UNDERWRITING AGREEMENT March 16, 2015 J.P. Morgan Securities LLC 383 Madison Avenue New York, New York 10179 Ladies and Gentlemen: Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (?WP X?), and Warburg Pincus X Partners, L.P. a Delaware limited partnership (?WP Partners,? and togethe

National Penn Bancshares FORM 8-K (Current Report/Significant Event)

Form 8-K 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): March 16, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of inco

NPBC / National Penn Bancshares, Inc. / WARBURG PINCUS & CO. - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 7) NATIONAL PENN BANCSHARES, INC. (Name of Issuer) Common Stock (without par value) (Title of Class of Securities) 63713810 (CUSIP Number) ROBERT B. KNAUSS, ESQ. MANAGING DIRECTOR AND GENERAL COUNSEL WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 (212) 878-060

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Maximum Offering Price per Share (1) Maximum Aggregate Offering Price Amount of Registration Fee (2) Common stock, no par value 11,565,072 $10.

424(b)(7) Table of Contents CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount to be Registered Maximum Offering Price per Share (1) Maximum Aggregate Offering Price Amount of Registration Fee (2) Common stock, no par value 11,565,072 $10.

National Penn Bancshares DEF 14A

2015 Proxy SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

National Penn Bancshares DEFA14A

2015 Proxy DEFA14A Additional Materials SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.

National Penn Bancshares FORM 8-K (Current Report/Significant Event)

Form 8-K 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): March 17, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of inco

Warburg Pincus Prices Secondary Offering

EX-99.1 Exhibit 99.1 Warburg Pincus Prices Secondary Offering Company Release ? March 17, 2015 ALLENTOWN, PA., March 17, 2015 ? National Penn Bancshares, Inc. (?National Penn?) (Nasdaq: NPBC) announced today the pricing of the previously announced underwritten secondary offering by funds affiliated with Warburg Pincus LLC (?Warburg Pincus?) of 11,565,072 shares of National Penn?s common stock. Imm

Subject to Completion, dated March 16, 2015

Table of Contents Filed Pursuant to Rule 424(b)(7) Registration No. 333-181309 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying base prospectus are not an offer to sell these securities and are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not perm

National Penn Bancshares, Inc. Announces Secondary Offering

npbfwp.htm Filed pursuant to Rule 433 Registration Statement Nos. 333-181309 Supplement to Prospectus Dated May 10, 2012 News Release National Penn Bancshares, Inc. Announces Secondary Offering Company Release ? March 16, 2015 ALLENTOWN, PA., March 16, 2015 - National Penn Bancshares, Inc. (?National Penn?) (Nasdaq: NPBC) announced today that funds affiliated with Warburg Pincus LLC (?Warburg Pinc

Regulation FD Disclosure, Financial Statements and Exhibits

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): February 11, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorporat

National Penn Bancshares, Inc. Slide Presentation (furnished herewith).

Exhibit 99.1

NPBC / National Penn Bancshares, Inc. / VANGUARD GROUP INC Passive Investment

nationalpennbancshares.htm - Generated by SEC Publisher for SEC Filing SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 0 )* Name of issuer: National Penn Bancshares Inc Title of Class of Securities: Common Stock CUSIP Number: 637138108 Date of Event Which Requires Filing of this Statement: December 31, 2014 Check the

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): February 8, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorporati

NPBC / National Penn Bancshares, Inc. / Warburg Pincus Private Equity X, L.P. - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 6) NATIONAL PENN BANCSHARES, INC. (Name of Issuer) Common Stock (without par value) (Title of Class of Securities) 63713810 (CUSIP Number) ROBERT B. KNAUSS, ESQ. MANAGING DIRECTOR AND GENERAL COUNSEL WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 (212) 878-060

Employment Agreement, dated as of February 8, 2015, by and among National Penn Bancshares, Inc., National Penn Bank and David B. Kennedy.

Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (“Agreement”), dated as of February 8, 2015 (the “Effective Date”), is made among NATIONAL PENN BANCSHARES, INC., a Pennsylvania business corporation and registered bank holding company (“NPB”); NATIONAL PENN BANK, a national banking association (“Bank”); and David B. Kennedy (“Executive”) (NPB and Bank are sometimes referred to herein co

NPBC / National Penn Bancshares, Inc. / Warburg Pincus Private Equity X, L.P. - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 5) Under the Securities Exchange Act of 1934 NATIONAL PENN BANCSHARES, INC. (Name of Issuer) Common Stock (without par value) (Title of Class of Securities) 63713810 (CUSIP Number) ROBERT B. KNAUSS, ESQ. MANAGING DIRECTOR AND GENERAL COUNSEL WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 (212) 878-060

National Penn Bancshares, Inc. to Repurchase Common Stock

EX-99.1 2 exhpressrelease.htm EXHIBIT 99.1 Exhibit 99.1 / News Release National Penn Bancshares, Inc. to Repurchase Common Stock Company Release - February 4, 2015 • Repurchase of $75 million of common stock owned by Warburg Pincus • Transaction completed under previously announced $125 million stock repurchase program and aggregates 5.0% of current outstanding • Warburg Pincus maintains 8.3% owne

SHARE REPURCHASE AGREEMENT

EX-99.2 3 exhagreement.htm EXHIBIT 99.2 Exhibit 99.2 SHARE REPURCHASE AGREEMENT THIS SHARE REPURCHASE AGREEMENT (this "Agreement") is made and entered into as of this 4th day of February, 2015, by and between Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (“Warburg PE”), and Warburg Pincus X Partners, L.P., a Delaware limited partnership (“Warburg Pincus X” and, together wit

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): February 4, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorporati

National Penn Bancshares, Inc. Announces $125 Million Share Repurchase Plan and Reports Fourth Quarter and Full Year 2014 Results

Exhibit 99.1 National Penn Bancshares, Inc. Announces $125 Million Share Repurchase Plan and Reports Fourth Quarter and Full Year 2014 Results • Approved $125 million common share repurchase plan • Completed TF Financial Corporation acquisition and systems conversions • Adjusted net income of $0.18 per share, exclusive of TF Financial Corporation acquisition costs • Organic loan growth at an annua

SLIDE PRESENTATION

EX-99.2 3 npbc8webcast12215ex992.htm EXHIBIT SLIDE PRESENTATION

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

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): January 22, 2015 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorporati

Regulation FD Disclosure

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): November 12, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorporat

INVESTOR PRESENTATION

EX-99.1 2 investorpresentation111314.htm EXHIBIT 99.1 INVESTOR PRESENTATION

National Penn Bancshares, Inc. Announces Completion of TF Financial Corporation Acquisition and Results of Cash/Stock Elections

EX-99.1 2 pressrelease-01.htm EXHIBIT Exhibit 99.1 . News Release National Penn Bancshares, Inc. Announces Completion of TF Financial Corporation Acquisition and Results of Cash/Stock Elections Allentown, Pa. October 24, 2014 - National Penn Bancshares, Inc. (Nasdaq: NPBC) (“National Penn”) announced that on October 24, 2014, it completed the acquisition of TF Financial Corporation (“TF Financial”

Financial Statements and Exhibits, Other Events

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): October 24, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorporati

National Penn Bancshares, Inc. Reports Third Quarter 2014 Results

National Penn Bancshares, Inc. Reports Third Quarter 2014 Results • Cash dividend increased 10% to $0.11 cents per common share for the fourth quarter 2014 • Strong performance results in quarterly net income of $0.18 per share and return on average assets of 1.17% • Continued balance sheet strength evidenced by sustained strong asset quality and capital levels • Loan growth accelerates in the qua

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 24, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorporati

SLIDE PRESENTATION

SLIDE PRESENTATION

Financial Statements and Exhibits, Other Events

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): September 17, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorpora

TF Financial Corporation Shareholders Approve Merger with National Penn Bancshares, Inc.

News Release TF Financial Corporation Shareholders Approve Merger with National Penn Bancshares, Inc.

NATIONAL PENN BANCSHARES, INC. U.S. BANK NATIONAL ASSOCIATION, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of September 16, 2014 Supplement to Senior Debt Securities Indenture dated as of September 16, 2014 FIRST SUPPLEMENTAL INDENTURE

EX-4.2 3 d780279dex42.htm EX-4.2 Exhibit 4.2 NATIONAL PENN BANCSHARES, INC. and U.S. BANK NATIONAL ASSOCIATION, as Trustee FIRST SUPPLEMENTAL INDENTURE Dated as of September 16, 2014 Supplement to Senior Debt Securities Indenture dated as of September 16, 2014 1 FIRST SUPPLEMENTAL INDENTURE FIRST SUPPLEMENTAL INDENTURE, dated as of September 16, 2014 (this “Supplemental Indenture”), by and between

INDENTURE NATIONAL PENN BANCSHARES, INC. U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE DATED AS OF SEPTEMBER 16, 2014 SENIOR DEBT SECURITIES (Issuable in Series) TABLE OF CONTENTS Article I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section

EX-4.1 2 d780279dex41.htm EX-4.1 Exhibit 4.1 INDENTURE BETWEEN NATIONAL PENN BANCSHARES, INC. AND U.S. BANK NATIONAL ASSOCIATION, AS TRUSTEE DATED AS OF SEPTEMBER 16, 2014 SENIOR DEBT SECURITIES (Issuable in Series) TABLE OF CONTENTS Article I DEFINITIONS AND OTHER PROVISIONS OF GENERAL APPLICATION Section 1.1 Definitions. 1 Section 1.2 Incorporation by Reference of Trust Indenture Act. 9 Section

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to

EX-25.1 5 d780279dex251.htm EX-25.1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE Check if an Application to Determine Eligibility of a Trustee Pursuant to Section 305(b)(2) U.S. BANK NATIONAL ASSOCIATION (Exact name of Trustee as specified in its charter)

Financial Statements and Exhibits, Other Events

8-K 1 d780279d8k.htm FORM 8-K 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): September 16, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or o

National Penn Bancshares, Inc. Announces Pricing of $125 Million Senior Debt Offering

EX-99.1 Exhibit 99.1 News Release National Penn Bancshares, Inc. Announces Pricing of $125 Million Senior Debt Offering Company Release – September 9, 2014 Allentown, Pa. September 9, 2014 — National Penn Bancshares, Inc. (“National Penn”) (Nasdaq: NPBC), the holding company for National Penn Bank, announced that it has priced an underwritten public offering of $125 million of its unsecured fixed

CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered Maximum offering price per unit Maximum aggregate offering price Amount of registration fee(1) Debt Securities $125,000,000 100% $125,000,000 $

424B5 Table of Contents CALCULATION OF REGISTRATION FEE Title of each class of securities to be registered Amount to be registered Maximum offering price per unit Maximum aggregate offering price Amount of registration fee(1) Debt Securities $125,000,000 100% $125,000,000 $16,100 (1) This filing fee is calculated in accordance with Rule 457(r) and relates to the Registration Statement on Form S-3 (File No.

National Penn Bancshares, Inc. (a Pennsylvania corporation) 4.25% Senior Notes due September 30, 2024 Underwriting Agreement

EX-1.1 2 d786795dex11.htm EX-1.1 Exhibit 1.1 National Penn Bancshares, Inc. (a Pennsylvania corporation) $125,000,000 4.25% Senior Notes due September 30, 2024 Underwriting Agreement September 9, 2014 Sandler O’Neill & Partners, L.P. 1251 Avenue of the Americas, 6th Floor New York, New York 10020 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010 Ladies and Gentlemen

NPBC / National Penn Bancshares, Inc. 425 - Merger Prospectus - FORM 8-K

Form 8-K 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): September 9, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of i

Term Sheet Dated September 9, 2014 National Penn Bancshares, Inc. 4.250% Senior Notes due September 30, 2024

Issuer Free Writing Prospectus Issuer Free Writing Prospectus Dated September 9, 2014 Filed pursuant to Rule 433 Registration Number 333-181309 Term Sheet Dated September 9, 2014 National Penn Bancshares, Inc.

Financial Statements and Exhibits, Other Events

Form 8-K 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): September 9, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of i

National Penn Bancshares, Inc. Announces Pricing of $125 Million Senior Debt Offering

EX-99.1 3 d786795dex991.htm EX-99.1 Exhibit 99.1 News Release National Penn Bancshares, Inc. Announces Pricing of $125 Million Senior Debt Offering Company Release – September 9, 2014 Allentown, Pa. September 9, 2014 — National Penn Bancshares, Inc. (“National Penn”) (Nasdaq: NPBC), the holding company for National Penn Bank, announced that it has priced an underwritten public offering of $125 mil

National Penn Bancshares, Inc. (a Pennsylvania corporation) 4.25% Senior Notes due September 30, 2024 Underwriting Agreement

EX-1.1 Exhibit 1.1 National Penn Bancshares, Inc. (a Pennsylvania corporation) $125,000,000 4.25% Senior Notes due September 30, 2024 Underwriting Agreement September 9, 2014 Sandler O’Neill & Partners, L.P. 1251 Avenue of the Americas, 6th Floor New York, New York 10020 Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010 Ladies and Gentlemen: National Penn Bancshares

NPBC / National Penn Bancshares, Inc. 425 - Merger Prospectus - NPBC8-KNEWSRELEASE090814

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): September 8, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorporat

National Penn Bancshares, Inc. Announces $100 Million Senior Debt Offering

Exhibit 99.1 National Penn Bancshares, Inc. Announces $100 Million Senior Debt Offering Company Release – September 8, 2014 Allentown, Pa. September 8, 2014 – National Penn Bancshares, Inc. (“National Penn”) (Nasdaq: NPBC), the holding company for National Penn Bank, announced that it has commenced an underwritten public offering of $100 million of its unsecured fixed rate Senior Notes (“Notes”),

Financial Statements and Exhibits, Other Events

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): September 8, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorporat

NPBC / National Penn Bancshares, Inc. POS AM - - POST EFFECTIVE AMENDMENT NO. 1 TO FORM S-3

Post Effective Amendment No. 1 to Form S-3 As filed with the Securities and Exchange Commission on September 8, 2014 Registration No. 333-181309 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-3 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter

NPBC / National Penn Bancshares, Inc. 425 - Merger Prospectus - FORM 8-K

Form 8-K 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): September 8, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of i

National Penn Bancshares, Inc. Announces $100 Million Senior Debt Offering

EX-99.1 Exhibit 99.1 National Penn Bancshares, Inc. Announces $100 Million Senior Debt Offering Company Release – September 8, 2014 Allentown, Pa. September 8, 2014 – National Penn Bancshares, Inc. (“National Penn”) (Nasdaq: NPBC), the holding company for National Penn Bank, announced that it has commenced an underwritten public offering of $100 million of its unsecured fixed rate Senior Notes (“N

SUBJECT TO COMPLETION, DATED SEPTEMBER 8, 2014

424B5 Table of Contents Filed Pursuant to Rule 424(b)(5) Registration No. 333-181309 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting offers to buy these securities in any jurisdiction where the offer or sale is not

National Penn Bancshares, Inc. Receives Regulatory Approvals for TF Financial Corporation Merger

News Release National Penn Bancshares, Inc. Receives Regulatory Approvals for TF Financial Corporation Merger Allentown, PA and Newtown PA, September 8, 2014 - National Penn Bancshares, Inc. (NASDAQ: NPBC) (“National Penn”) and TF Financial Corporation (NASDAQ: THRD) (“TF Financial”) announced today the receipt of all required approvals from the Office of the Comptroller of the Currency, the Feder

Financial Statements and Exhibits, Other Events

Form 8-K 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): September 8, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of i

National Penn Bancshares, Inc. Receives Regulatory Approvals for TF Financial Corporation Merger

EX-99.1 2 npbcnewsrelease9814exhibit.htm NPBC8-KNEWSRELEASE090814EX991 News Release National Penn Bancshares, Inc. Receives Regulatory Approvals for TF Financial Corporation Merger Allentown, PA and Newtown PA, September 8, 2014 - National Penn Bancshares, Inc. (NASDAQ: NPBC) (“National Penn”) and TF Financial Corporation (NASDAQ: THRD) (“TF Financial”) announced today the receipt of all required

NPBC / National Penn Bancshares, Inc. S-4/A - - NATIONAL PENN BANCSHARES, INC S-4 A 8-4-2014

As filed with the Securities and Exchange Commission on August 4, 2014. Registration No. 333-197281 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Pre-Effective Amendment No. 1 to Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 6021 23-2215075 (State or other

Form of Proxy Card for TF Financial Corporation

Exhibit 99.2 TF FINANCIAL CORPORATION /X/ PLEASE MARK VOTES AS IN THIS EXAMPLE FOR ABSTAIN AGAINST SPECIAL MEETING OF SHAREHOLDERS SEPTEMBER 17, 2014 The undersigned hereby appoints the Board of Directors of TF Financial Corporation (“TF Financial”), with full powers of substitution, to act as attorneys and proxies for the undersigned, to vote all shares of Common Stock of TF Financial that the un

Form of ESOP Voting Direction Form for TF Financial Corporation

Exhibit 99.3 [TF FINANCIAL & 3rd FED BANK LETTERHEAD] To: Participants in the 3rd Fed Bank Employee Stock Ownership Plan Date: August 8, 2014 As described in the enclosed materials, your voting instructions are being requested as a participant under the 3rd Fed Bank Employee Stock Ownership Plan (the “ESOP”) in connection with an upcoming special meeting of shareholders of TF Financial Corporation

NPBC / National Penn Bancshares, Inc. 425 - Merger Prospectus - 425

News Release Filed by National Penn Bancshares, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: TF Financial Corporation (Commission File No. 001-35163) National Penn Bancshares, Inc. Reports Second Quarter 2014 Results Company Release - July 24, 2014 • Second quarter net income increases to $0.19 per diluted share, compared to $0.16 per diluted share in the prior quart

NPBC / National Penn Bancshares, Inc. 425 - Merger Prospectus - 425

Filed by National Penn Bancshares, Inc. Pursuant to Rule 425 under the Securities Act of 1933 Subject Company: TF Financial Corporation (Commission File No. 001-35163) SLIDE PRESENTATION

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 24, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania (State or other jurisdiction of incorporation) 000-22537-01 (Communica

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 24, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania (State or other jurisdiction of incorporation) 000-22537-01 (Commissio

SLIDE PRESENTATION

Exhibit 99.1 SLIDE PRESENTATION

National Penn Bancshares, Inc. Reports Second Quarter 2014 Results

EX-99.1 2 npbc8-knewsrelease72414ex991.htm EXHIBIT 99.1 Exhibit 99.1 News Release National Penn Bancshares, Inc. Reports Second Quarter 2014 Results Company Release - July 24, 2014 • Second quarter net income increases to $0.19 per diluted share, compared to $0.16 per diluted share in the prior quarter • Return on average assets of 1.23% for the quarter and 1.16% year-to-date • Strong asset qualit

NPBC / National Penn Bancshares, Inc. S-4 - - NATIONAL PENN BANCSHARES FORM S-4

As filed with the Securities and Exchange Commission on July 7, 2014. Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania (State or other jurisdiction of incorporation or organization) 6021 (Pri

Consent of Keefe, Bruyette & Woods, Inc.

Exhibit 99.1 CONSENT OF KEEFE, BRUYETTE & WOODS, INC. We hereby consent to the inclusion of our opinion letter to the Board of Directors of TF Financial Corporation, a Pennsylvania corporation (“TF Financial”), as Appendix B to the Joint Proxy Statement/Prospectus which forms a part of this Registration Statement on Form S-4 dated the date hereof relating to the proposed merger of TF Financial wit

- 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2013 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to 000-22537-01 (Commission File Number) NATIONAL PENN BANCSHARES,

AGREEMENT AND PLAN OF MERGER NATIONAL PENN BANCSHARES, INC. TF FINANCIAL CORPORATION Dated June 3, 2014 TABLE OF CONTENTS

EX-2.1 2 ex2-1.htm EXHIBIT 2.1 Exhibit 2.1 AGREEMENT AND PLAN OF MERGER BETWEEN NATIONAL PENN BANCSHARES, INC. AND TF FINANCIAL CORPORATION Dated June 3, 2014 TABLE OF CONTENTS Page ARTICLE 1 GENERAL 1 1.1 Definitions 1 1.2 The Merger 11 1.3 Bank Merger 12 1.4 No Dissenters Rights 12 ARTICLE 2 CONSIDERATION; ELECTION AND EXCHANGE PROCEDURES 12 2.1 National Penn Common Stock 12 2.2 TF Financial Com

AGREEMENT AND PLAN OF MERGER NATIONAL PENN BANCSHARES, INC. TF FINANCIAL CORPORATION Dated June 3, 2014 TABLE OF CONTENTS

Exhibit 2.1 AGREEMENT AND PLAN OF MERGER BETWEEN NATIONAL PENN BANCSHARES, INC. AND TF FINANCIAL CORPORATION Dated June 3, 2014 TABLE OF CONTENTS Page ARTICLE 1 GENERAL 1 1.1 Definitions 1 1.2 The Merger 11 1.3 Bank Merger 12 1.4 No Dissenters Rights 12 ARTICLE 2 CONSIDERATION; ELECTION AND EXCHANGE PROCEDURES 12 2.1 National Penn Common Stock 12 2.2 TF Financial Common Stock 12 2.3 Treasury Stock

National Penn Bancshares, Inc. to Acquire TF Financial Corporation

EX-99.1 3 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 National Penn Bancshares, Inc. to Acquire TF Financial Corporation Company Release – June 4, 2014 · Transaction consistent with National Penn’s previously announced acquisition and capital management strategies · Deal is expected to accrete National Penn earnings per share by $0.04 per share · Transaction enhances National Penn’s franchise value · TF

NPBC 8557 5378 6139 1082 111 THRD 846 609 692 97 18 COMBINED 9403 5987 6832 1179 129 Deposit data as of June 30, 2013. Non-GAAP; not reflective of purchase accounting. Note: Financial data as of March 31, 2014 unless otherwise indicated. Branch count

Exhibit 99.2 NPBC 8557 5378 6139 1082 111 THRD 846 609 692 97 18 COMBINED 9403 5987 6832 1179 129 Deposit data as of June 30, 2013. Non-GAAP; not reflective of purchase accounting. Note: Financial data as of March 31, 2014 unless otherwise indicated. Branch count as of June 3, 2014. Source: SNL Financial; FDIC. NPBC (111 branches)THRD (18 branches) NPBC-CURRENT THRD-CURRENT COMBINED INSTITUTION Ma

NPBC 8557 5378 6139 1082 111 THRD 846 609 692 97 18 COMBINED 9403 5987 6832 1179 129 Deposit data as of June 30, 2013. Non-GAAP; not reflective of purchase accounting. Note: Financial data as of March 31, 2014 unless otherwise indicated. Branch count

Exhibit 99.2 NPBC 8557 5378 6139 1082 111 THRD 846 609 692 97 18 COMBINED 9403 5987 6832 1179 129 Deposit data as of June 30, 2013. Non-GAAP; not reflective of purchase accounting. Note: Financial data as of March 31, 2014 unless otherwise indicated. Branch count as of June 3, 2014. Source: SNL Financial; FDIC. NPBC (111 branches)THRD (18 branches) NPBC-CURRENT THRD-CURRENT COMBINED INSTITUTION Ma

National Penn Bancshares, Inc. to Acquire TF Financial Corporation

EX-99.1 3 ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 National Penn Bancshares, Inc. to Acquire TF Financial Corporation Company Release – June 4, 2014 · Transaction consistent with National Penn’s previously announced acquisition and capital management strategies · Deal is expected to accrete National Penn earnings per share by $0.04 per share · Transaction enhances National Penn’s franchise value · TF

Merger Prospectus - NATIONAL PENN BANCSHARES, INC. FORM 8-K

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 3, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorporation)

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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 3, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorporation)

5

Exhibit 99.1 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35

Regulation FD Disclosure, Financial Statements and Exhibits - 8-K

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): May 20, 2014 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537-01 (Commission

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 14, 2014 (April 17, 2014) NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction o

5

EXHIBIT 99.1 2014 1st Quarter Earnings Webcast Presentation April 17, 2014 1:00 P.M. (EDT) - Prepared Remarks/Q & A Text Scott V. Fainor; National Penn Bancshares, Inc.; President & CEO Michael J. Hughes; National Penn Bancshares, Inc.; SEVP & CFO Sandra L. Bodnyk; National Penn Bancshares, Inc.; SEVP & Chief Risk Officer David B. Kennedy; National Penn Bancshares, Inc.; SEVP & Chief Banking Offic

- S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES EXCHANGE ACT OF 1933 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 23-2215075 (State or other jurisdiction of incorporation) (IRS Employer Identification No.) 645 Hamilton Street, Suite 1100, Allentown, PA 18101 (Address o

Power of Attorney.

EX-24.1 4 exh241poa.htm EXHIBIT 24.1 EXHIBIT 24.1 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Scott V. Fainor, Michael J. Hughes, and H. Anderson Ellsworth, Esquire, and each of them, his or her true and lawful attorney-in-fact, as agent with full power of substitution and resubstitution for him or her in his or her name

Regulation FD Disclosure, Financial Statements and Exhibits - 8-K

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): April 29, 2014 (April 22, 2014) NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction

EX-99.2

EXHIBIT 99.2

Remarks Scott V. Fainor President and Chief Executive Officer, National Penn Bancshares, Inc. 1  Continued high-level performance  ROAA 1.18%  Adjusted net income of $98.1 million / EPS of $0.67  Superior asset quality  Consistent dividends  Ex

a9922014scottsannualmeet Remarks Scott V. Fainor President and Chief Executive Officer, National Penn Bancshares, Inc. 1  Continued high-level performance  ROAA 1.18%  Adjusted net income of $98.1 million / EPS of $0.67  Superior asset quality  Consistent dividends  Execution of strategic initiatives  Positioned for disciplined growth and further enhancement of long-term shareholder value N

Scott V. Fainor - Prepared Remarks Annual Meeting of Shareholders April 22, 2014 [SLIDE (#1) - Remarks, Scott Fainor]

EXHIBIT 99.1 Scott V. Fainor - Prepared Remarks Annual Meeting of Shareholders April 22, 2014 [SLIDE (#1) - Remarks, Scott Fainor] Thank you, Tom [Beaver, Chairman]. Good morning, and welcome to everyone! I’m joined today by National Penn’s Executive Officers - on the stage, Mike Hughes, Sandy Bodnyk and Andy Ellsworth, and in the audience, Dave Kennedy and Sean Kehoe. These are the members of my

National Penn Bancshares, Inc. Long-Term Incentive Compensation Plan.

EXHIBIT 10.1 NATIONAL PENN BANCSHARES, INC. 2014 LONG-TERM INCENTIVE COMPENSATION PLAN ARTICLE 1. ESTABLISHMENT, PURPOSE, AND DURATION 1.1 Establishment of the Plan. On January 22, 2014, the Board of Directors of National Penn Bancshares, Inc. (the “Company”) adopted, subject to the approval of shareholders, this incentive compensation plan known as the “National Penn Bancshares, Inc. 2014 Long-Te

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 8-K

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): April 22, 2014 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania 000-22537-01 23-2215075 (State or other jurisdiction of incorporation

NATIONAL PENN BANCSHARES, INC. REPORTS VOTING RESULTS AT 2014 ANNUAL MEETING OF SHAREHOLDERS

EXHIBIT 99.1 NATIONAL PENN BANCSHARES, INC. REPORTS VOTING RESULTS AT 2014 ANNUAL MEETING OF SHAREHOLDERS National Penn Bancshares, Inc. (Nasdaq: NPBC) held its annual meeting of shareholders on April 22, 2014, to elect four directors; to approve the Long-Term Incentive Compensation Plan; to act upon ratification of the Audit Committee’s selection of KPMG LLP as independent auditors of National Pe

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders - 8-K

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): April 23, 2014 (April 22, 2014) NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-2

National Penn Bancshares, Inc. Reports First Quarter 2014 Results

Exhibit 99.1 News Release National Penn Bancshares, Inc. Reports First Quarter 2014 Results Company Release - April 17, 2014 • Consistent performance resulting in quarterly net income of $0.16 per share • Strong return on average assets of 1.09% • Strong asset quality sustained; classified loans decline 9% from prior quarter • Operating expenses1 remain flat year-over-year • Completed repurchase o

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 17, 2014 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537-01 (Commissi

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 17, 2014 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537-01 (Commissi

SLIDE PRESENTATION

Exhibit 99.1 SLIDE PRESENTATION

- DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [x] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)

- DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [x] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) [ ] Definitive P

National Penn Bancshares 10-K (Annual Report)

NPBC 10K 2013 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 a8knpbc4qyewebcastqa.htm 8-K 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): February 27, 2014 (January 23, 2014) NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Ot

5

EXHIBIT 99.1 2013 4th Quarter and Full Year Earnings Webcast Presentation January 23, 2014 1:00 P.M (EST) - Prepared Remarks/Q&A Text Scott V. Fainor; National Penn Bancshares, Inc.; President & CEO Michael J. Hughes; National Penn Bancshares, Inc.; SEVP & CFO Sandra L. Bodnyk; National Penn Bancshares, Inc.; SEVP & Chief Risk Officer David B. Kennedy; National Penn Bancshares, Inc.; SEVP & Chief

NPBC / National Penn Bancshares, Inc. / Warburg Pincus Private Equity X, L.P. - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 4) Under the Securities Exchange Act of 1934 NATIONAL PENN BANCSHARES, INC. (Name of Issuer) Common Stock (without par value) (Title of Class of Securities) 63713810 (CUSIP Number) ROBERT B. KNAUSS, ESQ. MANAGING DIRECTOR AND GENERAL COUNSEL WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 (212) 878-060

Entry into a Material Definitive Agreement, Financial Statements and Exhibits

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): January 28, 2014 (January 27, 2014) NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 0

National Penn Bancshares, Inc. to Repurchase Common Stock

Exhibit 99.1 News Release National Penn Bancshares, Inc. to Repurchase Common Stock Company Release - January 28, 2014 • Repurchase of 7 million shares of common stock owned by Warburg Pincus • Transaction completed under previously announced 5% stock repurchase program and aggregates 4.8% of current outstanding • Warburg Pincus maintains 13.6% ownership BOYERTOWN, PA., January 28, 2014 - National

SHARE REPURCHASE AGREEMENT

Exhibit 99.2 Execution Version SHARE REPURCHASE AGREEMENT THIS SHARE REPURCHASE AGREEMENT (this "Agreement") is made and entered into as of this 27th day of January, 2014, by and between Warburg Pincus Private Equity X, L.P., a Delaware limited partnership (“Warburg PE”), and Warburg Pincus X Partners, L.P., a Delaware limited partnership (“Warburg Pincus X” and, together with Warburg PE, the "Sel

NPBC / National Penn Bancshares, Inc. / Warburg Pincus Private Equity X, L.P. - SC 13D/A Activist Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Amendment No. 3) Under the Securities Exchange Act of 1934 NATIONAL PENN BANCSHARES, INC. (Name of Issuer) Common Stock (without par value) (Title of Class of Securities) 63713810 (CUSIP Number) ROBERT B. KNAUSS, ESQ. MANAGING DIRECTOR AND GENERAL COUNSEL WARBURG PINCUS LLC 450 LEXINGTON AVENUE NEW YORK, NY 10017 (212) 878-060

SLIDE PRESENTATION

Exhibit 99.1 SLIDE PRESENTATION 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): January 23, 2014 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537-01 (Commis

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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): January 23, 2014 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537-01 (Commis

National Penn Bancshares, Inc. Reports Fourth Quarter and Full Year 2013 Results

Exhibit 99.1 News Release National Penn Bancshares, Inc. Reports Fourth Quarter and Full Year 2013 Results Company Release - January 23, 2014 • Quarterly adjusted net income1 of $0.17 per share resulting in return on average assets1 of 1.19% • Fourth quarter 2013 reported net income of $0.15 per share including a non-recurring charge • Full-year 2013 net interest margin of 3.51% compared to 3.50%

Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities, Other Events - 8-K

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): (December 18, 2013) December 20, 2013 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation)

NATIONAL PENN ANNOUNCES STOCK REPURCHASE PROGRAM AND EXPENSE REDUCTION INITIATIVES

Exhibit 99.1 / News Release NATIONAL PENN ANNOUNCES STOCK REPURCHASE PROGRAM AND EXPENSE REDUCTION INITIATIVES Company Release - December 20, 2013 • Board of Directors authorized the repurchase of up to 5% of outstanding shares in 2014. • Fourth quarter 2013 results to include a charge of approximately three cents per share related to expense reduction initiatives. BOYERTOWN, PA., December 20, 201

EXHIBIT 99.1 2013 3rd Quarter Earnings Webcast Presentation October 25, 2013 1:00 P.M. (EST) - Prepared Remarks/Q&A Text

EXHIBIT 99.1 2013 3rd Quarter Earnings Webcast Presentation October 25, 2013 1:00 P.M. (EST) - Prepared Remarks/Q&A Text Scott V. Fainor; National Penn Bancshares, Inc.; President & CEO Michael J. Hughes; National Penn Bancshares, Inc.; SEVP & CFO Sandra L. Bodnyk; National Penn Bancshares, Inc.; SEVP & Chief Risk Officer MANAGEMENT DISCUSSION SECTION Operator: Good afternoon, everyone, and welcom

Regulation FD Disclosure, Financial Statements and Exhibits

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): December 2, 2013 (October 25, 2013) NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 0

- S-8

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 NATIONAL PENN BANCSHARES, INC. (Exact name of registrant as specified in its charter) Pennsylvania (State or Other Jurisdiction of Incorporation or Organization) 23-2215075 (IRS Employer Identification No.) Philadelphia and Reading Avenues, Boyertown, PA 19512 (A

Power of Attorney.

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Scott V. Fainor, Michael J. Hughes, and H. Anderson Ellsworth, Esquire, and each of them, his or her true and lawful attorney-in-fact, as agent with full power of substitution and resubstitution for him or her in his or her name, place and stead, in any and all cap

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 npbc8kwebcast102513.htm 8-K 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): October 25, 2013 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in Charter) Pennsylvania (State or Other Jurisdiction of Incor

SLIDE PRESENTATION

Exhibit 99.1 SLIDE PRESENTATION 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20

National Penn Bancshares, Inc. Reports Third Quarter 2013 Results

Exhibit 99.1 News Release National Penn Bancshares, Inc. Reports Third Quarter 2013 Results Company Release - October 25, 2013 • Quarterly net income per diluted share of $0.17 • Strong return on assets1 of 1.17% for the quarter • Quarterly net interest margin 3.49% • Asset quality metrics remain strong • Disciplined management of operating expenses continues • Declared dividend of ten cents per c

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): October 25, 2013 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537-01 (Commis

Bylaws of National Penn Bancshares, Inc., as amended and restated.

Exhibit 3.1 BYLAWS NATIONAL PENN BANCSHARES, INC. (A Pennsylvania Business Corporation) ARTICLE I Meetings of Shareholders Section 1.01. Place of Meeting. Meetings of shareholders of the Corporation shall be held at such place, within the Commonwealth of Pennsylvania or elsewhere, as may be fixed by the Board of Directors (the “Board”). If no place is so fixed, they shall be held at the executive

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Financial Statements and Exhibits

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): September 30, 2013 (September 25, 2013) NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporatio

8-K

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): September 12, 2013 (September 9, 2013) NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation

EXHIBIT 99.1 2013 2nd Quarter Earnings Webcast Presentation July 25, 2013 1:00 P.M (EST) - Prepared Remarks/Q&A Text

EXHIBIT 99.1 2013 2nd Quarter Earnings Webcast Presentation July 25, 2013 1:00 P.M (EST) - Prepared Remarks/Q&A Text Scott V. Fainor; National Penn Bancshares, Inc.; President & CEO Michael J. Hughes; National Penn Bancshares, Inc.; SEVP & CFO Sandra L. Bodnyk; National Penn Bancshares, Inc.; SEVP & Chief Risk Officer MANAGEMENT DISCUSSION SECTION Operator: Good afternoon everyone and welcome to N

Regulation FD Disclosure, Financial Statements and Exhibits

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): September 6, 2013 (July 25, 2013) NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in its Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000

National Penn Bancshares, Inc. Reports Second Quarter 2013 Results

Exhibit 99.1 News Release National Penn Bancshares, Inc. Reports Second Quarter 2013 Results Company Release - July 25, 2013 • Quarterly net income of $0.17 per diluted share • Adjusted net income1 per diluted share increases 10% for the first six months of 2013 • Quarterly return on assets increases to 1.21% • Net interest margin expands to 3.53% from 3.49% in the prior quarter • Strong asset qua

SLIDE PRESENTATION

Exhibit 99.1 SLIDE PRESENTATION

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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): July 25, 2013 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537-01 (Commission Fi

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K

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): July 25, 2013 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537-01 (Commission Fi

- 11-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 11-K [X] ANNUAL REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended: December 31, 2012 OR [ ] TRANSACTION REPORT PURSUANT TO SECTION 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from: to 000-22537-01 (Commission File Number) NATIONAL PENN BANCSHARES,

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EXHIBIT 99.1 2013 1st Quarter Earnings Webcast Presentation April 19, 2013 1:00 P.M (EST) - Prepared Remarks/Q&A Text Scott V. Fainor; National Penn Bancshares, Inc.; President & CEO Michael J. Hughes; National Penn Bancshares, Inc.; SEVP & CFO Sandra L. Bodnyk; National Penn Bancshares, Inc.; SEVP & Chief Risk Officer MANAGEMENT DISCUSSION SECTION Operator: Please stand by. Your program is about

Regulation FD Disclosure, Financial Statements and Exhibits

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): May 3, 2013 (April 19, 2013) NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537-01

SLIDE PRESENTATION

EXHIBIT 99.2 SLIDE PRESENTATION 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23

Scott V. Fainor - Prepared Remarks Annual Meeting of Shareholders April 23, 2013

Exhibit 99.1 Scott V. Fainor - Prepared Remarks Annual Meeting of Shareholders April 23, 2013 Thank you, Tom [Beaver, Chairman]. Good morning and welcome to everyone! [Slide #1] I'm joined here on the stage by Mike Hughes, Sandy Bodnyk and Andy Ellsworth, and in the audience by Dave Kennedy. These are the members of my Office of the President. [Slide #2] I. Building Long-term Shareholder Value I a

Regulation FD Disclosure, Financial Statements and Exhibits

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): April 30, 2013 (April 23, 2013) NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537

NATIONAL PENN BANCSHARES, INC. REPORTS VOTING RESULTS AT 2013 ANNUAL MEETING OF SHAREHOLDERS

EXHIBIT 99.1 NATIONAL PENN BANCSHARES, INC. REPORTS VOTING RESULTS AT 2013 ANNUAL MEETING OF SHAREHOLDERS National Penn Bancshares, Inc. (Nasdaq: NPBC) held its annual meeting of shareholders on April 23, 2013, to elect four directors; to act upon ratification of the Audit Committee's selection of KPMG LLP as independent auditors of National Penn for 2013; and to act upon an advisory (non-binding)

Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

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): April 23, 2013 (April 29, 2013) NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537

National Penn Bancshares, Inc. Reports First Quarter 2013 Results

Exhibit 99.1 News Release National Penn Bancshares, Inc. Reports First Quarter 2013 Results Company Release - April 19, 2013 • Strong quarterly adjusted net income1 of $0.16 per share; reported net loss of $0.12 per share • Net interest margin expands to 3.49% from 3.46% • Operating expense and asset quality focus continues • Redemption of 7.85% Trust Preferred securities completed • $400 million

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 19, 2013 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537-01 (Commission F

Regulation FD Disclosure, Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 19, 2013 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537-01 (Commission F

SLIDE PRESENTATION

Exhibit 99.1 SLIDE PRESENTATION 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23

- DEF 14A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant [x] Filed by a Party other than the Registrant [ ] Check the appropriate box: [ ] Preliminary Proxy Statement [ ] Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)

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Exhibit 99.1 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 32 33 34 35 36 37 38 39 40 41 42 43 44 45 46 47

Financial Statements and Exhibits, Other Events

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): February 27, 2013 NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-22537-01 23-2215075

Regulation FD Disclosure, Financial Statements and Exhibits

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): February 15, 2013 (January 24, 2013) NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-

2012 4th Quarter and Full Year Earnings Webcast Presentation January 24, 2013 1:00 P.M (EST) - Prepared Remarks/Q&A Text

Exhibit 99.1 2012 4th Quarter and Full Year Earnings Webcast Presentation January 24, 2013 1:00 P.M (EST) - Prepared Remarks/Q&A Text Scott V. Fainor; National Penn Bancshares, Inc.; President & CEO Michael J. Hughes; National Penn Bancshares, Inc.; SEVP & CFO Sandra L. Bodnyk; National Penn Bancshares, Inc.; SEVP & Chief Risk Officer MANAGEMENT DISCUSSION SECTION Operator: Good afternoon everyone

NPBC / National Penn Bancshares, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1)* NATL PENN BCSHS INC (Name of Issuer) Common Stock (Title of Class of Securities) 637138108 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sch

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

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): February 8, 2013 (February 5, 2013) NATIONAL PENN BANCSHARES, INC. (Exact Name of Registrant as Specified in Charter) Pennsylvania (State or Other Jurisdiction of Incorporation) 000-2