STOCK TITAN

Director Dachille (NYSE: PNC) receives 844 deferred stock units award

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Dachille Douglas A. reported acquisition or exercise transactions in this Form 4 filing.

PNC Financial Services Group director Douglas A. Dachille received a grant of 844 deferred stock units as board compensation. These deferred stock units were awarded at a price of $0.00 per unit and are tied to PNC common stock under the company’s 2016 Incentive Award Plan.

Each deferred stock unit represents the right to receive at retirement one share of PNC common stock, or in limited cases cash equal to the fair market value of a share, under the Directors Deferred Stock Unit Program. Separately, Dachille also holds 221 phantom stock units indirectly through a deferred compensation plan, which are economically equivalent to PNC shares and will be settled in cash.

Positive

  • None.

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  • None.
Insider Dachille Douglas A.
Role null
Type Security Shares Price Value
Grant/Award Deferred Stock Unit 844 $0.00 --
holding Phantom Stock Unit -- -- --
Holdings After Transaction: Deferred Stock Unit — 2,080 shares (Direct, null); Phantom Stock Unit — 221 shares (Indirect, Deferred Compensation Plan)
Footnotes (1)
  1. Deferred stock units ("DSUs") granted pursuant to the PNC Directors Deferred Stock Unit Program (the "Program") under PNC's 2016 Incentive Award Plan. Each DSU represents the right to receive at retirement one share of The PNC Financial Services Group, Inc. ("PNC") common stock, or in limited circumstances cash equal to the fair market value of one share of PNC common stock on the payment determination date, pursuant to the terms of the Program. One phantom stock unit is the economic equivalent of one share of PNC common stock. Phantom stock units will be settled in cash upon distribution to the reporting person and generally do not expire.
Deferred stock units granted 844 units Director award on 2026-04-22 at $0.00 per unit
Deferred stock units after grant 2,080 units Total direct DSU holdings following transaction
Phantom stock units held 221 units Indirect holdings via Deferred Compensation Plan
Underlying common stock per DSU 1 share Each DSU represents right to one PNC share at retirement
Underlying common stock per phantom unit 1 share equivalent Each phantom unit economically equals one PNC share
Deferred Stock Unit financial
"Deferred stock units ("DSUs") granted pursuant to the PNC Directors Deferred Stock Unit Program"
A deferred stock unit (DSU) is a promise from a company to give an employee or director the value of a share at a future date, paid in actual shares or cash when certain conditions are met (such as retirement or a set date). Think of it like a gift card that converts to company stock later; it aligns pay with long‑term performance and can affect future share count, compensation expense and potential cash needs, so investors watch DSUs for their impact on dilution and company finances.
Directors Deferred Stock Unit Program financial
"granted pursuant to the PNC Directors Deferred Stock Unit Program (the "Program")"
2016 Incentive Award Plan financial
"under PNC's 2016 Incentive Award Plan"
Phantom Stock Unit financial
"One phantom stock unit is the economic equivalent of one share of PNC common stock"
Deferred Compensation Plan financial
"nature_of_ownership": "Deferred Compensation Plan""
A deferred compensation plan is an arrangement where an employer agrees to pay part of an employee’s pay or bonus at a later date instead of immediately, often to reduce current tax bills or to tie rewards to long-term performance. For investors it matters because these promises create future cash obligations and influence executive incentives and retention; they can affect a company’s reported liabilities, cash flow planning and the risk profile if the business faces financial trouble.
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Dachille Douglas A.

(Last)(First)(Middle)
THE TOWER AT PNC PLAZA
300 FIFTH AVENUE

(Street)
PITTSBURGH PENNSYLVANIA 15222-2707

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
PNC FINANCIAL SERVICES GROUP, INC. [ PNC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/22/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction 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 (Month/Day/Year)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: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Deferred Stock Unit(1)04/22/2026A844 (1) (1)$5 Par Common Stock844$02,080D
Phantom Stock Unit(2) (2) (2)$5 Par Common Stock221221IDeferred Compensation Plan
Explanation of Responses:
1. Deferred stock units ("DSUs") granted pursuant to the PNC Directors Deferred Stock Unit Program (the "Program") under PNC's 2016 Incentive Award Plan. Each DSU represents the right to receive at retirement one share of The PNC Financial Services Group, Inc. ("PNC") common stock, or in limited circumstances cash equal to the fair market value of one share of PNC common stock on the payment determination date, pursuant to the terms of the Program.
2. One phantom stock unit is the economic equivalent of one share of PNC common stock. Phantom stock units will be settled in cash upon distribution to the reporting person and generally do not expire.
Remarks:
Laura Gleason, Attorney-in-Fact for Douglas A. Dachille04/24/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did PNC (PNC) director Douglas A. Dachille report in this Form 4?

Douglas A. Dachille reported receiving a grant of 844 deferred stock units as director compensation. These units are linked to PNC common stock and are payable at retirement in shares or in limited cases cash, under PNC’s established incentive and director deferred stock programs.

How many deferred stock units does Douglas A. Dachille hold after this PNC (PNC) grant?

After the reported grant, Douglas A. Dachille holds 2,080 deferred stock units directly. These units track PNC common stock value and are generally settled at retirement, giving the director a long-term, stock-linked component of compensation rather than an immediate cash payment.

What are deferred stock units in the context of PNC (PNC)?

At PNC, deferred stock units are awards granted to directors under the 2016 Incentive Award Plan. Each unit typically entitles the holder at retirement to receive one PNC common share, or in limited circumstances equivalent cash, aligning director compensation with long-term shareholder value performance.

What are phantom stock units reported by Douglas A. Dachille at PNC (PNC)?

Phantom stock units are bookkeeping entries economically equivalent to one PNC share. Dachille holds 221 phantom stock units indirectly through a deferred compensation plan. These units mirror PNC’s stock price and will be settled in cash upon distribution, rather than delivering actual shares.

Was the PNC (PNC) Form 4 transaction an open-market stock purchase or sale?

No, the Form 4 shows a compensation-related grant of 844 deferred stock units, not an open-market trade. The units were granted at a price of zero under PNC’s director compensation programs and are designed to be settled at retirement, aligning incentives with long-term performance.