Robert Q. Reilly - 10 Feb 2022 Form 4 Insider Report for PNC FINANCIAL SERVICES GROUP, INC. (PNC)

Role: Executive Vice President
Signature: Alicia G. Powell, Attorney-in-Fact for Robert Q. Reilly
Issuer symbol: PNC
Transactions as of: 10 Feb 2022
Net transactions value: +$1,719,162
Form type: 4
Filing time: 14 Feb 2022, 15:47:31 UTC
Next filing: 15 Feb 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	PNC	$5 Par Common Stock	Gift	$0	-250	-0.2%	$0.000000	126,834	14 Dec 2021	Direct
transaction	PNC	$5 Par Common Stock	Award	$2,907,747	+13,805	+11%	$210.63	140,639	10 Feb 2022	Direct	F1
transaction	PNC	$5 Par Common Stock	Tax liability	$1,188,585	-5,643	-4%	$210.63	134,996	10 Feb 2022	Direct	F2
holding	PNC	$5 Par Common Stock						1,620	10 Feb 2022	401(k) Plan	F3

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	On February 10, 2022, 13,805 shares of The PNC Financial Services Group, Inc. ("PNC") common stock vested pursuant to an award of performance share units granted to the reporting person on February 13, 2019 (the "2019 PSUs"), following approval by the Human Resources Committee of a payout of 118.95% based on achievement against performance criteria established under the award. Pursuant to the award, the 2019 PSUs pay out in shares of PNC common stock, and any accrued dividend equivalents are paid out in cash.
F2	Represents shares withheld to cover the reporting person's tax liability in connection with the vesting of the 2019 PSUs.
F3	The amount of securities beneficially owned represents the number of shares of common stock indirectly held for the account of the reporting person under The PNC Incentive Savings Plan (the "ISP"). Shares of PNC common stock are not directly allocated to ISP participants, but instead are held in a unitized fund, approximately 98% of which consists of PNC common stock, and the remainder of which is invested in a money market fund. The amount of securities beneficially owned reflects 38 shares indirectly acquired for the account of the reporting person under the ISP in transactions exempt from reporting under Rule 16a-3(f)(1)(i)(B) that occurred subsequent to the date of the reporting person's most recent filing on Form 4. The percentage of assets in the unitized fund investment option that are deemed to be invested in PNC common stock may vary from time to time.