Statement of Changes in Beneficial Ownership (4)
February 17 2021 - 6:40PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Deborah Guild |
2. Issuer Name and Ticker or Trading Symbol
PNC FINANCIAL SERVICES GROUP, INC.
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PNC
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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 |
(Last)
(First)
(Middle)
THE TOWER AT PNC PLAZA, 300 FIFTH AVENUE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
2/13/2021 |
(Street)
PITTSBURGH, PA 15222
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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$5 Par Common Stock | 2/13/2021 | | A(1) | | 1759 | A | $162.27 | 20563 | D | |
$5 Par Common Stock | 2/13/2021 | | F(2) | | 526 | D | $162.27 | 20037 | D | |
$5 Par Common Stock | 2/13/2021 | | A(3) | | 1671 | A | $162.27 | 21708 | D | |
$5 Par Common Stock | 2/13/2021 | | F(4) | | 476 | D | $162.27 | 21232 | D | |
$5 Par Common Stock | 2/15/2021 | | A(5) | | 1056 | A | $162.27 | 22288 | D | |
$5 Par Common Stock | 2/15/2021 | | F(6) | | 301 | D | $162.27 | 21987 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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) | 1. On February 13, 2021, 1,759 shares of The PNC Financial Services Group, Inc. ("PNC") common stock vested pursuant to an award of restricted share units granted to the reporting person in the first quarter of 2019 (the "2019 RSUs"), based on achievement against the risk-based performance criteria established under the award. Pursuant to the award, the 2019 RSUs pay out in shares of PNC common stock, and any accrued dividend equivalents are paid out in cash. |
(2) | Represents shares withheld to cover the reporting person's tax liability in connection with the vesting of the 2019 RSUs. |
(3) | On February 13, 2021, 1,671 shares of PNC common stock vested pursuant to an award of restricted share units granted to the reporting person in the first quarter of 2020 (the "2020 RSUs"), based on achievement against the risk-based performance criteria established under the award. Pursuant to the award, the 2020 RSUs pay out in shares of PNC common stock, and any accrued dividend equivalents are paid out in cash. |
(4) | Represents shares withheld to cover the reporting person's tax liability in connection with the vesting of the 2020 RSUs. |
(5) | On February 15, 2021, 1,056 shares of PNC common stock vested pursuant to an award of restricted share units granted to the reporting person in the first quarter of 2018 (the "2018 RSUs"), based on achievement against the risk-based performance criteria established under the award. Pursuant to the award, the 2018 RSUs pay out in shares of PNC common stock, and any accrued dividend equivalents are paid out in cash. |
(6) | Represents shares withheld to cover the reporting person's tax liability in connection with the vesting of the 2018 RSUs. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Deborah Guild THE TOWER AT PNC PLAZA 300 FIFTH AVENUE PITTSBURGH, PA 15222 |
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| Executive Vice President |
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Signatures
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Alicia G. Powell, Attorney-in-Fact for Deborah Guild | | 2/17/2021 |
**Signature of Reporting Person | Date |
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