Form 4: PNC Director Acquires Phantom Stock, Deferred Units

PNC Financial Services Group Director Douglas A. Dachille reported the acquisition of phantom stock units and deferred stock units, increasing his indirect and direct beneficial ownership.

Summary

• Douglas A. Dachille, a Director of The PNC Financial Services Group, Inc. (PNC), reported changes in his beneficial ownership.
• On October 1, 2025, Mr. Dachille acquired 33 phantom stock units.
• Each phantom stock unit is the economic equivalent of one share of PNC common stock and will be settled in cash upon distribution.
• The acquisition price for the phantom stock units was $198.44 per unit.
• Following this transaction, Mr. Dachille indirectly beneficially owns 156 phantom stock units through the PNC Deferred Compensation Plan.
• He also directly beneficially owns 1,217 deferred stock units (DSUs) granted under the PNC Directors Deferred Stock Unit Program.
• Each DSU represents the right to receive one share of PNC common stock (or cash in limited circumstances) at retirement.
• Both phantom stock units and DSUs include dividend equivalents acquired after the most recent Form 4 filing.

Sentiment

Score: 7

Explanation: The acquisition of company units by a director, even as part of compensation, generally reflects a positive signal of confidence in the company's long-term value and prospects.

Positives

• A Director's acquisition of company units, even as part of compensation, can signal confidence in the company's future prospects.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Industry Context

This filing is a routine disclosure of an insider transaction, common across all publicly traded companies, and does not provide specific insights into broader industry trends within the financial services sector.

Related Party Transactions

• Acquisition of 33 phantom stock units and 1,217 deferred stock units by Director Douglas A. Dachille from The PNC Financial Services Group, Inc. as part of established compensation plans (PNC Deferred Compensation Plan and PNC Directors Deferred Stock Unit Program under PNC's 2016 Incentive Award Plan).

Stakeholder Impact

• Shareholders: May view the director's increased beneficial ownership as a minor positive signal of management's alignment with shareholder interests and confidence in the company.

Key Dates

Keywords

PNC, Insider Transaction, Form 4, Phantom Stock Units, Deferred Stock Units, Director Compensation, Beneficial Ownership