PNC files Form 144 for up to 50,000 common shares

PNC submitted a Form 144 notice for a proposed sale of up to 50,000 common shares.

Rhea-AI Filing Summary

PNC submitted a Form 144 notice for a proposed sale of up to 50,000 common shares. The filing lists multiple restricted stock vesting events, including 4,893 shares vesting on 02/20/2025 and examples of additional vesting on 02/12/2026 (32,143 shares), 02/14/2026 (6,850 shares), and 02/16/2026 (6,114 shares).

The notice names Fidelity Brokerage Services LLC and references NYSE-listed common stock. The filing records planned sales tied to compensation-related restricted stock vesting; timing and exact sale mechanics are set by the filer.

Insights

Compliance Counsel

Routine Section 144 notice for affiliate sale; describes vested restricted shares and a 50,000-share sale amount.

The filing is an authorized notification under resale rules listing a proposed sale of up to 50,000 common shares and multiple restricted stock vesting events with explicit dates and share counts. It identifies Fidelity Brokerage Services LLC as the selling broker.

Practical dependencies include the filer’s decision to sell and applicable resale rule conditions; subsequent filings or trade reports will show execution details and final cash flows.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does PNC's Form 144 indicate about proposed sales?

It notifies a proposed resale of up to 50,000 common shares. The filing lists restricted stock vesting events and identifies Fidelity Brokerage Services LLC as the broker, showing the shares are tied to compensation vesting.

Which vested restricted share examples are shown in the PNC filing?

Examples include 4,893 shares vesting on 02/20/2025 and 32,143 shares on 02/12/2026. The filing also lists 6,850 shares vesting on 02/14/2026 and 6,114 shares on 02/16/2026.

Who is listed as the broker or selling agent in the Form 144?

Fidelity Brokerage Services LLC is named in the filing. The entry includes an address and indicates NYSE common stock as the security involved in the proposed resale notice.

Does Form 144 confirm the sales have occurred?

No; Form 144 is a notice of proposed resale, not proof of sale. Execution details, trade amounts, and proceeds are shown only if and when the filer completes transactions and reports them in subsequent filings.

Are the shares tied to compensation in this filing?

Yes; the listed securities are described as "Restricted Stock Vesting" tied to compensation. Each vesting entry in the filing includes a date and the number of shares associated with that vesting event.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 02/20/2026 - 11:54 AM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001198053
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	PNC FINANCIAL SERVICES GROUP, INC.
SEC File Number	001-09718
Address of Issuer	THE TOWER AT PNC PLAZA 300 FIFTH AVENUE PITTSBURGH PENNSYLVANIA 15222-2401
Phone	888-762-2265
Name of Person for Whose Account the Securities are To Be Sold	DEMCHAK WILLIAM S
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Officer
Relationship to Issuer	Director

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	50000	11544063.13	392158451	02/20/2026	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	02/20/2025	Restricted Stock Vesting	Issuer			4893	02/20/2025	Compensation
Common	02/12/2026	Restricted Stock Vesting	Issuer			32143	02/12/2026	Compensation
Common	02/14/2026	Restricted Stock Vesting	Issuer			6850	02/14/2026	Compensation
Common	02/16/2026	Restricted Stock Vesting	Issuer			6114	02/16/2026	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks
Date of Notice	02/20/2026
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Joshua Schmitt, as a duly authorized representative of Fidelity Brokerage Services LLC, as attorney-in-fact for William S. Demchak.
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)