PNC EVP tax-withholds 1,147 shares; 7,090 shares remain direct

PNC Financial Services Group (PNC) reported an insider transaction by an Executive Vice President on a Form 4.

Accepted by SEC EDGAR 10/21/2025 - 12:20 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

PNC Financial Services Group (PNC) reported an insider transaction by an Executive Vice President on a Form 4. On 10/18/2025, the officer had 1,147 shares of $5 Par Common Stock withheld under transaction code F, which the filing explains represents shares withheld to cover tax liability upon the vesting of previously reported restricted share units.

The shares were valued at $179.4 per share for this withholding entry. Following the transaction, the reporting person beneficially owned 7,090 shares, held directly. The filer’s relationship to the issuer is listed as Officer — Executive Vice President.

Insights

Insider Transactions & Governance Analyst

Routine tax-withholding entry; not an open-market sale.

This Form 4 reports a code F transaction: 1,147 shares withheld at $179.4 per share on 10/18/2025 to satisfy taxes upon RSU vesting. Code F indicates the issuer withheld shares to cover taxes rather than a discretionary sale in the market.

After this event, the officer directly held 7,090 shares. These entries are administrative in nature and generally neutral in signaling, as they reflect tax obligations tied to equity vesting rather than a valuation call by the insider.

Insider Trade Summary

Exercise Price or Tax Liability: 1,147 shares

Exercise Price or Tax Liability 1 txn

Insider Schab Amanda Rosseter

Role Executive Vice President

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	$5 Par Common Stock	1,147	$179.40	$206K

Holdings After Transaction: $5 Par Common Stock — 7,090 shares (Direct)

Holdings Before and After: $5 Par Common Stock, 8,237 to 7,090 shares (Direct)

Footnotes (1)

1. F1. Represents shares withheld to cover the reporting person's tax liability in connection with the vesting of restricted share units previously reported on Form 3.

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

Form 4 Insider Transactions: What Each Field Means →

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google

Add on Google Not now

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Schab Amanda Rosseter

(Last) (First) (Middle)

THE TOWER AT PNC PLAZA

300 FIFTH AVENUE

(Street)

PITTSBURGH PA 15222

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
PNC FINANCIAL SERVICES GROUP, INC. [ PNC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Executive Vice President

3. Date of Earliest Transaction (Month/Day/Year)
10/18/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
$5 Par Common Stock	10/18/2025		F		1,147(1)	D	$179.4	7,090	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents shares withheld to cover the reporting person's tax liability in connection with the vesting of restricted share units previously reported on Form 3.

Remarks:

	Laura Gleason, Attorney-in- Fact for Amanda Rosseter Schab	10/21/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.