Welcome to our dedicated page for PNC Financial Services Group SEC filings (Ticker: PNC), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The PNC Financial Services Group, Inc. (NYSE: PNC) files a broad range of documents with the U.S. Securities and Exchange Commission that detail its financial condition, capital structure, strategic transactions and governance matters. As a large diversified financial services institution incorporated in Pennsylvania, PNC uses SEC filings to report material events, securities offerings, mergers and acquisitions, and periodic financial results.
Among the most informative filings for PNC are its current reports on Form 8-K. Recent 8-Ks describe, for example, the completion of the acquisition of FirstBank Holding Company and its banking subsidiary, the receipt of required regulatory approvals for that transaction, and the establishment of a new series of preferred stock, the 7.250% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series X, issued in connection with the merger. Other 8-Ks discuss senior note offerings, including fixed rate/floating rate senior notes, and provide earnings releases, supplementary financial information and investor presentation materials.
Investors reviewing PNC’s SEC filings can also track information about its common stock and preferred stock listed on the New York Stock Exchange, dividend declarations on various preferred series, and details of indentures and underwriting agreements related to its debt securities. These documents help explain how PNC structures its capital, manages funding and communicates significant corporate events.
On this SEC filings page, users can access PNC’s 8-Ks and, through links to EDGAR, its annual reports on Form 10-K, quarterly reports on Form 10-Q, registration statements and other disclosures. AI-powered summaries can help interpret lengthy filings by highlighting key terms, such as changes to preferred stock rights, terms of senior note issuances, or milestones in merger agreements. Users interested in topics like PNC’s merger activity, debt offerings, preferred stock designations or earnings communications can use these filings, along with AI-generated insights, to better understand the company’s regulatory and financial reporting history.
The PNC Financial Services Group, Inc. completed public offerings of three debt securities. The company sold $1.5 billion of 5.423% Fixed-Rate Reset Subordinated Notes due January 25, 2041, $1.2 billion of 4.075% Fixed Rate/Floating Rate Senior Notes due January 26, 2029, and $300 million of Senior Floating Rate Notes due January 26, 2029.
The notes were issued under existing indentures with The Bank of New York Mellon as trustee and sold through underwriting agreements with PNC Capital Markets LLC, Goldman Sachs & Co. LLC, and J.P. Morgan Securities LLC. The filing mainly adds the underwriting agreements, indentures, forms of the notes, and related legal opinions as exhibits to an effective shelf registration statement.
The PNC Financial Services Group, Inc. is offering $1.5 billion of senior unsecured notes due January 26, 2029. The issue includes $1.2 billion of 4.075% fixed‑rate/floating‑rate notes that pay semiannual fixed interest to January 26, 2028, then switch to a floating rate of Compounded SOFR plus 0.610% with quarterly payments, and $300 million of floating‑rate notes that pay Compounded SOFR plus 0.620% quarterly from issuance.
PNC may redeem either series at par on January 26, 2028 or, in whole or in part, during the 30‑day period before maturity, paying accrued interest in addition to principal. Estimated net proceeds of about $1.4956 billion are earmarked for general corporate purposes, including funding subsidiaries, repaying debt, and potentially repurchasing PNC common and preferred stock.
PNC highlights solid recent performance, with 2025 net income of $7.0 billion versus $6.0 billion in 2024, and, as of December 31, 2025, assets of $573.6 billion, deposits of $440.9 billion, and total shareholders’ equity of $60.6 billion.
The PNC Financial Services Group, Inc. is offering $1,500,000,000 of 5.423% fixed-rate reset subordinated notes due January 25, 2041. The notes pay 5.423% interest semi-annually through January 25, 2036, then reset every five years to the five-year U.S. Treasury rate plus 1.170% until maturity. PNC may redeem them at par on January 25, 2036 or during the 90 days before maturity, in each case plus accrued interest and subject to Federal Reserve approval.
The notes are unsecured and subordinated to all senior indebtedness, including $32.7 billion of senior unsecured debt as of September 30, 2025, and are structurally subordinated to liabilities of subsidiaries. PNC expects net proceeds of approximately $1,491,050,000 for general corporate purposes, including investments in subsidiaries, debt repayment, and potential share or preferred stock repurchases.
Pnc also provides preliminary results, reporting net income of $2.0 billion for the fourth quarter of 2025 and $7.0 billion for full-year 2025, up from $1.6 billion and $6.0 billion, respectively, in 2024. For 2025, total revenue was $23,099 million and total assets were $573,572 million, with total deposits of $440,866 million and common shareholders’ equity of $54,828 million.
The PNC Financial Services Group, Inc. plans to issue two types of senior unsecured notes maturing in January 2029: fixed‑to‑floating rate senior notes and fully floating‑rate senior notes, both tied during their floating periods to Compounded SOFR plus a spread. The fixed/floating notes pay a fixed coupon until January 2028 and then switch to a SOFR-based floating rate, while the floating notes use a SOFR-based rate for their entire term.
Both series can be redeemed at par, plus accrued interest, in whole on a call date one year before maturity or in whole or in part during the 30 days before maturity. PNC intends to use net proceeds for general corporate purposes, including funding subsidiaries, repaying debt and potentially repurchasing common or preferred stock. The notes are not FDIC insured and rank equally with PNC’s other senior unsecured debt.
PNC also highlights strong recent performance, with unaudited net income of $2.0 billion in the fourth quarter of 2025 and $7.0 billion for full‑year 2025, up from $6.0 billion in 2024, on total 2025 revenue of $23.1 billion. At December 31, 2025, PNC reported assets of $573.6 billion, deposits of $440.9 billion and common shareholders’ equity of $54.8 billion.
The PNC Financial Services Group, Inc. is offering fixed-rate reset subordinated notes maturing in January 2041. The notes pay a fixed interest rate until January 2036, then reset every five years to the prevailing five-year U.S. Treasury rate plus a spread, with interest paid semi-annually. They are unsecured, subordinated to PNC’s senior debt, structurally subordinated to subsidiary obligations, and are intended to qualify as Tier 2 regulatory capital.
PNC may redeem the notes at par in January 2036 or during the 90 days before maturity, subject to Federal Reserve approval. The notes will not be listed on an exchange and are not FDIC insured. PNC expects to use the net proceeds for general corporate purposes, including funding subsidiaries, repaying debt, and repurchasing PNC common and preferred stock. For context, PNC reported net income of $2.0 billion for the fourth quarter of 2025 and $7.0 billion for 2025, up from $6.0 billion in 2024, and book value per common share of $140.44 as of December 31, 2025.
The PNC Financial Services Group, Inc. filed a current report indicating that it held a conference call for investors on January 16, 2026 to discuss its earnings and business results for the fourth quarter and full year of 2025. The company made electronic presentation slides available on its website for this call. These slides have also been included as Exhibit 99.1 to the report and are furnished as part of the disclosure, giving investors access to the same materials used during the earnings discussion.
The PNC Financial Services Group, Inc. filed a report stating that on January 16, 2026 it issued a press release covering its earnings and business results for the fourth quarter and full year of 2025. The press release is furnished as Exhibit 99.1, and an unaudited financial supplement with additional details for the fourth quarter of 2025 is furnished as Exhibit 99.2. These materials provide investors with PNC’s latest financial performance information for 2025.
The PNC Financial Services Group, Inc. director Daniel R. Hesse reported equity-based compensation activity. On 01/02/2026, he acquired 68 phantom stock units tied to PNC $5 par common stock at a reference price of $211.46 per unit under a deferred compensation arrangement.
After this transaction, he held 4,764 phantom stock units in a PNC Deferred Compensation Plan and 2,101 phantom stock units in an Outside Directors Deferred Stock Unit Plan. He also held 11,639 deferred stock units (DSUs) granted under PNC’s Directors Deferred Stock Unit Program. Each phantom stock unit is economically equivalent to one share of PNC common stock and is settled in cash, while each DSU represents the right at retirement to receive one share of PNC common stock or, in limited cases, cash equal to its fair market value.
PNC Financial Services Group, Inc. director Bryan S. Salesky reported compensation-related equity holdings and activity as of 01/02/2026. He acquired 124 phantom stock units tied to PNC common stock at a reported price of $211.46 per unit, held 2,031 phantom stock units indirectly through a Deferred Compensation Plan, and held 4,824 deferred stock units (DSUs) directly under PNC's 2016 Incentive Award Plan.
Each phantom stock unit is the economic equivalent of one share of PNC common stock and will be settled in cash upon distribution, while each DSU represents the right to receive at retirement one share of PNC common stock or, in limited circumstances, cash equal to the fair market value of a share. Both phantom stock units and DSUs include additional units credited as dividend equivalents in transactions exempt from reporting.
The PNC Financial Services Group, Inc. director Andrew T. Feldstein reported changes in his deferred equity-based holdings. On 01/02/2026, he acquired 183 phantom stock units linked to PNC $5 par common stock at a reference price of $211.46 per share, held indirectly through a Deferred Compensation Plan.
After this transaction, he beneficially owned 20,332 phantom stock units in the Deferred Compensation Plan, 6,371 phantom stock units in the Outside Directors Deferred Stock Unit Plan, and 11,639 deferred stock units (DSUs) directly. Each phantom stock unit is the economic equivalent of one share of PNC common stock and is settled in cash. Each DSU generally represents the right to receive one share of PNC common stock at retirement, or in limited cases cash equal to the share’s fair market value.