PNC FINANCIAL SERVICES GROUP, INC.

Filing Date

Feb 24, 2026

Transaction Date

Feb 20, 2026

Accession Number

0001628280-26-010979

Form Type

4

Net Trading Amount

-$11.5M

Footnotes

1. (F1)On February 20, 2026, 11,897 shares of The PNC Financial Services Group, Inc. ("PNC") common stock vested pursuant to an award of restricted stock units granted to the reporting person on February 20, 2024 (the "2024 RSUs"), following approval by the Human Resources Committee (the "Committee") of a payout of 100% based on the satisfaction of the reporting person's service requirements and achievement against the risk-based performance criteria established under the award. Pursuant to the award, the 2024 RSUs pay out in shares of PNC common stock, and any accrued dividend equivalents are paid out in cash.
2. (F2)Represents shares withheld to cover the reporting person's tax liability in connection with the vesting of the 2024 RSUs.
3. (F3)Represents the weighted average price of shares sold in multiple transactions with prices ranging from $230.67 to $231.35. The reporting person undertakes to provide to the staff of the Securities and Exchange Commission, PNC or any security holder of PNC, upon request, full information regarding the number of shares sold at each separate price.
4. (F4)This amount represents the number of shares of PNC common stock indirectly held for the account of the reporting person under The PNC Incentive Savings Plan (the "ISP"), a defined contribution 401(k) plan. Shares of PNC common stock are not directly allocated to ISP participants, but instead are held in a unitized fund (the "ISP fund"), the majority of which consists of PNC common stock, and the remainder of which is invested in a money market fund. The percentage of assets in the ISP fund that are deemed to be invested in PNC common stock fluctuates from time to time and is not the result of volitional or discretionary actions of the reporting person.