Current Report Filing (8-k)
August 10 2017 - 4:52PM
Edgar (US Regulatory)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
August 10, 2017
Date of Report (Date of earliest event reported)
THE PNC
FINANCIAL SERVICES GROUP, INC.
(Exact name of registrant as specified in its charter)
Commission File Number
001-09718
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Pennsylvania
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25-1435979
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(State or other jurisdiction
of incorporation)
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(I.R.S. Employer
Identification No.)
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The Tower at PNC Plaza
300 Fifth Avenue
Pittsburgh, Pennsylvania 15222-2401
(Address of principal executive offices, including zip code)
(888)
762-2265
(Registrants telephone number, including area code)
Not Applicable
(Former
name or former address, if changed since last report)
Check the appropriate box below
if the Form
8-K
filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or
Rule 12b-2 of
the Securities Exchange Act of
1934 (§240.12b-2 of
this chapter). Emerging growth company ☐
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
(d) On August 10, 2017, the board of directors (the Board) of The PNC
Financial Services Group, Inc. (PNC) increased the number of directors from 13 to 14 and appointed Debra A. Cafaro, the Chairman of the Board and Chief Executive Officer of Ventas, Inc., to serve on the Board and the Audit Committee of
the Board effective immediately. Ms. Cafaro was also appointed as a director of PNC Bank, National Association. The Board determined that Ms. Cafaro is independent under the director independence standards established by the New York Stock
Exchange. Ms. Cafaro will receive compensation in accordance with PNCs
non-employee
director compensation program described in PNCs 2016 Proxy Statement filed with the U.S. Securities and
Exchange Commission on March 15, 2017.
Ventas, Inc. has a variety of ordinary course credit relationships with PNC Bank, National Association. These
lending relationships were entered into in the ordinary course of business, on substantially the same terms, including interest rate and collateral, as those prevailing at the time for comparable loans with other customers and did not involve more
than the normal risk of collectability or present other unfavorable features.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned hereunto duly authorized.
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THE PNC FINANCIAL SERVICES GROUP, INC.
(Registrant)
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Date: August 10, 2017
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By:
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/s/ Gregory H. Kozich
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Gregory H. Kozich
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Senior Vice President and Controller
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