Item 1.01. Entry into a Material Definitive Agreement.

Without admitting or denying any violations of law or regulation, on September 21, 2012, Metro Bank (the "Bank"), a wholly owned subsidiary of Metro Bancorp, Inc., a Pennsylvania business corporation, accepted and entered into a Stipulation and Consent to the Issuance of an Order to Pay Civil Money Penalty ("Consent Agreement"). Pursuant to the Consent Agreement, the Bank consented and agreed to the issuance by the Federal Deposit Insurance Corporation (the "FDIC"), its federal banking regulator, of an order to pay ("Order") and agreed to pay a civil money penalty in the amount of $1,500,000. The Consent Agreement and Order arose out of certain findings relating to the Bank Secrecy Act ("BSA") and its implementing regulations as set forth in the joint August 31, 2009 and October 25, 2010 Reports of Examination ("Reports") issued by the FDIC and the Pennsylvania Department of Banking.

The Consent Agreement is subject to acceptance by the FDIC and the Order will become effective upon issuance by the FDIC. If the Consent Agreement is accepted by the FDIC and the FDIC issues the Order: (i) the FDIC has agreed that it will take no further enforcement action against the Bank as a result of the BSA related findings in the Reports; and (ii) the Bank has agreed that it will not seek or accept indemnification for the civil money penalty.

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