PNC Financial Services Group SEC Filings

Daniel Hesse, a director of PNC Financial Services Group (PNC), reported transactions on Form 4 showing an acquisition of 73 phantom stock units on 10/01/2025 at a reported price of $198.44 per underlying share equivalent. After that transaction the filing lists 4,653 phantom stock units beneficially owned in connection with the PNC Deferred Compensation Plan. The filing also discloses 2,081 phantom stock units under the Outside Directors Deferred Stock Unit Plan and 11,536 deferred stock units granted under the Directors Deferred Stock Unit Program, including dividend-equivalent additions described in the explanations.

Bryan S. Salesky, a director of PNC Financial Services Group, Inc. (PNC), reported transactions on 10/01/2025 under Form 4. He acquired 132 phantom stock units, which are cash-settled equivalents to common shares, and the filing shows a per-share reference price of $198.44. The report also records 4,781 deferred stock units (DSUs) under PNC's Directors Deferred Stock Unit Program, which convert to one share at retirement or sometimes cash. The filing indicates 1,889 indirectly held phantom units (dividend-equivalent increases) and notes dividend-equivalent additions to both phantom units and DSUs that occurred after his last Form 4 filing. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Salesky.

Marjorie Rodgers Cheshire, a director of PNC Financial Services Group (PNC), filed a Form 4 reporting changes in her beneficial ownership dated 10/01/2025. The filing shows an acquisition of 67 phantom stock units under PNC’s deferred compensation structure at an indicated price reference of $198.44 per share equivalent. The report lists total phantom stock units beneficially owned following the transaction as 5,918 (held indirectly through a Deferred Compensation Plan) and 4,151 held indirectly through the Outside Directors Deferred Stock Unit Plan. The filing also records a disposition of 11,536 Deferred Stock Units under the Directors Deferred Stock Unit Program. Explanatory notes state phantom units are cash-settled equivalents to common stock and that some units reflect dividend equivalents received in transactions exempt from reporting.

Andrew T. Feldstein, a Director of PNC Financial Services Group (PNC), reported transactions on 10/01/2025. The filing shows an acquisition of 195 phantom stock units (each the economic equivalent of one share) under PNC plans; those phantom units are settled in cash upon distribution. The filing lists a per-share reference of $198.44 alongside the 195 units and reports 19,963 shares (or share equivalents) beneficially owned following the reported transactions on an indirect basis through a deferred compensation arrangement. The report also shows 6,312 phantom stock units attributable to the Outside Directors Deferred Stock Unit Plan and a 11,536 deferred stock unit (DSU) disposition entry; DSUs represent the right to receive one share at retirement or, in limited cases, cash. All units include dividend-equivalent increases that occurred after the reporting person’s prior Form 4 filing. The Form 4 was signed by an attorney-in-fact on 10/03/2025.

Debra A. Cafaro, a director of The PNC Financial Services Group, Inc. (PNC), reported transactions dated 10/01/2025. She acquired 132 phantom stock units under PNC's compensation arrangements at an attributable price of $198.44 per share equivalent; phantom units are settled in cash and are the economic equivalent of PNC common stock. The filing shows 8,867 phantom stock units beneficially owned following the transaction (including dividend-equivalent units) and 9,981 deferred stock units (DSUs) held directly under the Directors Deferred Stock Unit Program, each representing a right to receive one share at retirement or, in limited cases, cash. The Form is signed by an attorney-in-fact on behalf of Ms. Cafaro on 10/03/2025.

Amy Wierenga, identified as Executive Vice President and an officer of PNC Financial Services Group (PNC), filed an initial Form 3 reporting beneficial ownership of 24,847 shares of $5 par common stock in the form of restricted share units. The filing lists a detailed vesting schedule: 1,586 shares vesting on February 14 of 2026, 2027 and 2028; 13,524 shares on April 18, 2027; 1,641 shares on April 17 of 2028 and 2029; and 3,283 shares on April 17, 2030. The form was signed by Laura Gleason as attorney-in-fact for Ms. Wierenga on 09/16/2025, reporting the event date of 09/08/2025.

Alexander E. Overstrom, Executive Vice President of PNC Financial Services Group (PNC), reported a sale of 1,000 shares of PNC common stock on 09/11/2025 at a price of $203.33 per share. After the sale, Mr. Overstrom beneficially owned 16,635 shares. The Form 4 was signed by attorney-in-fact Laura Gleason on 09/12/2025. The filing discloses a routine officer sale; no derivative transactions or additional details were reported.

Stacy M. Juchno, Executive Vice President at PNC Financial Services Group (PNC), reported a sale of 995 shares of PNC common stock on 09/11/2025 under transaction code G (a sale under a prearranged plan). The filing shows a reported price of $0 for that transaction as stated in the form. After the reported transaction, the reporting person beneficially owned 19,667 shares directly. The filing also discloses indirect holdings attributable to the PNC Incentive Savings Plan (the ISP), a defined contribution 401(k) plan, which holds units in a fund primarily invested in PNC common stock; those indirect holdings are noted in the form.

The filer submitted a Form 144 reporting a proposed sale of 1,000 shares of PNC Financial Services Group common stock through PNC Investments on or about 09/11/2025. The filing states the aggregate market value of the shares is $201,890.00 and reports 393,807,382 shares outstanding for the issuer. The securities were acquired on 02/13/2022 via restricted stock vesting from the issuer and were paid as compensation. The filer represents, by signing the notice, that they do not possess any material nonpublic information about the issuer that has not been publicly disclosed.