PNC / The PNC Financial Services Group, Inc. - SEC-Einreichungen, Jahresbericht, Proxy Statement

The PNC Financial Services Group, Inc.
US ˙ NYSE ˙ US6934751057

Basisstatistiken
LEI CFGNEKW0P8842LEUIA51
CIK 713676
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to The PNC Financial Services Group, Inc.
SEC Filings (Chronological Order)
Auf dieser Seite finden Sie eine vollständige, chronologische Liste der SEC-Einreichungen, mit Ausnahme der Eigentumseinreichungen, die wir an anderer Stelle bereitstellen.
May 26, 2026 EX-4.4

THE PNC FINANCIAL SERVICES GROUP, INC. SENIOR FLOATING RATE NOTES DUE OCTOBER 26, 2029

Exhibit 4.4 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SENIOR NOTES IN CERTIFICATED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOS

May 26, 2026 8-K

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 May 20, 2026 Date of Report (Date of earliest event reported) THE PNC FINANCIAL SER

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 May 20, 2026 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 Pennsylvania 25-1435979 (State or other juri

May 26, 2026 EX-1.1

The PNC Financial Services Group, Inc. Underwriting Agreement

Exhibit 1.1 The PNC Financial Services Group, Inc. Underwriting Agreement New York, New York May 20, 2026 To the Representatives named in Schedule I hereto of the Underwriters named in Schedule II hereto Dear Ladies and Gentlemen: The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule II hereto (the “Unde

May 26, 2026 EX-4.3

THE PNC FINANCIAL SERVICES GROUP, INC. 4.618% FIXED RATE/FLOATING RATE SENIOR NOTES DUE OCTOBER 26, 2029

Exhibit 4.3 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SENIOR NOTES IN CERTIFICATED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOS

May 21, 2026 424B2

PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) The PNC Financial Services Group, Inc. 4.618% Fixed Rate/Floating Rate Senior Notes Due October 26, 2029 Senior Floating Rate Notes Due October 26, 2029

Filed Pursuant to Rule 424(b)(2) File No. 333-283793 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) $1,650,000,000 The PNC Financial Services Group, Inc. 4.618% Fixed Rate/Floating Rate Senior Notes Due October 26, 2029 Senior Floating Rate Notes Due October 26, 2029 The 4.618% Fixed Rate/Floating Rate Senior Notes Due October 26, 2029 (the “Senior Fixed/Floating Notes”) in the aggr

May 21, 2026 EX-FILING FEES

Calculation of Filing Fee Table (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Table 424(b)(2) (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC.

May 20, 2026 FWP

THE PNC FINANCIAL SERVICES GROUP, INC. $1,350,000,000 4.618% FIXED RATE/FLOATING RATE SENIOR NOTES DUE OCTOBER 26, 2029 $300,000,000 FLOATING RATE SENIOR NOTES DUE OCTOBER 26, 2029

Filed Pursuant to Rule 433 Registration No. 333-283793 THE PNC FINANCIAL SERVICES GROUP, INC. $1,350,000,000 4.618% FIXED RATE/FLOATING RATE SENIOR NOTES DUE OCTOBER 26, 2029 $300,000,000 FLOATING RATE SENIOR NOTES DUE OCTOBER 26, 2029 Fixed/Floating Senior Notes Floating Senior Notes Issuer: The PNC Financial Services Group, Inc. (“PNC”) The PNC Financial Services Group, Inc. (“PNC”) Security: 4.

May 20, 2026 424B5

SUBJECT TO COMPLETION. DATED MAY 20, 2026 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) The PNC Financial Services Group, Inc. % Fixed Rate/Floating Rate Senior Notes Due October , 2029 Senior Floating Rate Notes Due October , 2029

Filed Pursuant to Rule 424(b)(5) File No. 333-283793 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETI

May 5, 2026 EX-10.36

THE PNC FINANCIAL SERVICES GROUP, INC. 2026 OMNIBUS EQUITY INCENTIVE PLAN DIRECTORS DEFERRED STOCK UNIT PROGRAM

Form of Award Notice Exhibit 10.36 THE PNC FINANCIAL SERVICES GROUP, INC. 2026 OMNIBUS EQUITY INCENTIVE PLAN DIRECTORS DEFERRED STOCK UNIT PROGRAM This Directors DSU Award Notice (this “Award Notice”) evidences the award of deferred stock units (each, a “DSU” or collectively, the “DSUs”) that has been granted to each of the individuals named on Exhibit A, attached hereto (each, a “Director”), by T

May 5, 2026 EX-10.35

THE PNC FINANCIAL SERVICES GROUP, INC. 2026 OMNIBUS EQUITY INCENTIVE PLAN DIRECTORS DEFERRED STOCK UNIT PROGRAM (Effective June 1, 2026)

Exhibit 10.35 THE PNC FINANCIAL SERVICES GROUP, INC. 2026 OMNIBUS EQUITY INCENTIVE PLAN DIRECTORS DEFERRED STOCK UNIT PROGRAM (Effective June 1, 2026) The PNC Financial Services Group, Inc. Directors Deferred Stock Unit Program (the “Program”) is a sub-plan adopted by the Nominating and Governance Committee of the Board (the “Committee”) in accordance with Section 22.7 of the PNC Financial Service

May 5, 2026 EX-22

Subsidiary Issuers of Guaranteed Securities

EXHIBIT 22 Subsidiary Issuers of Guaranteed Securities The 100% owned finance subsidiary of The PNC Financial Services Group, Inc.

May 5, 2026 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09718 The PNC Financial Services Group, Inc.

April 27, 2026 EX-FILING FEES

Table 1: Newly Registered Securities

Calculation of Filing Fee Tables S-8 PNC FINANCIAL SERVICES GROUP, INC. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, par value $5.00 per share Other 29,260,000 $ 225.11 $ 6,586,718,600.00 0.0001381 $ 9

April 27, 2026 S-8

As filed with the Securities and Exchange Commission on April 27, 2026

S-8 As filed with the Securities and Exchange Commission on April 27, 2026 Registration No.

April 27, 2026 EX-24.1

POWER OF ATTORNEY The PNC Financial Services Group, Inc.

EX-24.1 Exhibit 24.1 POWER OF ATTORNEY The PNC Financial Services Group, Inc. Each of the undersigned directors and/or officers of The PNC Financial Services Group, Inc. (the “Corporation”), a Pennsylvania corporation, hereby names, constitutes and appoints Robert Q. Reilly, Gregory H. Kozich, Laura Long, Kathryn Leonard, Vicki C. Henn and Laura Gleason and each of them individually, the undersign

April 24, 2026 8-K

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 April 22, 2026 Date of Report (Date of earliest event reported) THE PNC FINANCIAL S

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 April 22, 2026 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 Pennsylvania 25-1435979 (State or other ju

April 24, 2026 EX-10.34

THE PNC FINANCIAL SERVICES GROUP, INC. 2026 Omnibus Equity Incentive Plan

Exhibit 10.34 THE PNC FINANCIAL SERVICES GROUP, INC. 2026 Omnibus Equity Incentive Plan 1.DEFINITIONS. As used in this Plan and/or an Agreement, the following terms shall have the meanings set forth below. 1.1“10% Shareholder” means an employee or officer of PNC who, as of the date on which an Incentive Stock Option is granted to such employee or officer, owns more than 10% of the total combined v

April 15, 2026 EX-99.1

PNC Reports First Quarter 2026 Net Income of $1.8 Billion, $4.13 Diluted EPS or $4.32 as Adjusted NII increased 6%, NIM of 2.95%; grew average loans 7%; ~$700 million of share repurchases PITTSBURGH, Apr. 15, 2026 – The PNC Financial Services Group,

Exhibit 99.1 PNC Reports First Quarter 2026 Net Income of $1.8 Billion, $4.13 Diluted EPS or $4.32 as Adjusted NII increased 6%, NIM of 2.95%; grew average loans 7%; ~$700 million of share repurchases PITTSBURGH, Apr. 15, 2026 – The PNC Financial Services Group, Inc. (NYSE: PNC) today reported: For the quarter In millions, except per share data and as noted 1Q26 4Q25 1Q25 First Quarter Highlights

April 15, 2026 EX-99.2

THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FIRST QUARTER 2026 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FIRST QUARTER 2026 Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Detail

Exhibit 99.2 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FIRST QUARTER 2026 (Unaudited) THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FIRST QUARTER 2026 (UNAUDITED) Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Details of Net Interest Margin 4 Loans 5 Allowance for Credit Losses 6-7 Nonperforming Assets 8 Accruing Loans Past Due

April 15, 2026 8-K

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 April 15, 2026 Date of Report (Date of earliest event reported) THE PNC FINANCIAL S

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 April 15, 2026 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 Pennsylvania 25-1435979 (State or other ju

April 15, 2026 EX-99.1

First Quarter 2026 Earnings Conference Call April 15, 2026 Exhibit 99.1 2 Cautionary Statement Regarding Forward-Looking and non-GAAP Financial Information Our earnings conference call presentation is not intended as a full business or financial revi

a1q26earningsslidesvf First Quarter 2026 Earnings Conference Call April 15, 2026 Exhibit 99.

April 15, 2026 8-K

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 April 15, 2026 Date of Report (Date of earliest event reported) THE PNC FINANCIAL S

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 April 15, 2026 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 Pennsylvania 25-1435979 (State or other ju

March 11, 2026 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Regist

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant Check the appropriate box: ☐  Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2

March 11, 2026 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) ☑  Filed by the Registrant ☐  Filed by a Party other than the Registrant Check the appropriate box: ☐   Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RU

March 11, 2026 DEF 14A

DEF 14A

2026 NoticeofAnnualMeeting andProxyStatement ThePNCFinancialServicesGroup AnnualMeetingofShareholders Wednesday,April22,2026 11:00a.

March 2, 2026 ARS

Smart. Steady. Strategic. A brilliant way to grow. 2025 Annual Report The PNC Financial Services Group The PNC Financial Services Group, Inc. Financial Highlights Year ended December 31 In millions, except per share data 2025 2024 2023 FINANCIAL RESU

pnc2025annualreport Smart. Steady. Strategic. A brilliant way to grow. 2025 Annual Report The PNC Financial Services Group The PNC Financial Services Group, Inc. Financial Highlights Year ended December 31 In millions, except per share data 2025 2024 2023 FINANCIAL RESULTS Net interest income $ 14,410 $ 13,499 $ 13,916   Fee income (non-GAAP) 7,925 7,345 6,955   Other noninterest income 764 711 61

February 20, 2026 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 ☐ TRANSITION REPORT PURSUANT TO SECTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09718 THE PNC FINANCIAL SERVICES GROUP, INC.

February 20, 2026 EX-10.4 4

AMENDMENT 2025-1 THE PNC FINANCIAL SERVICES GROUP, INC. SUPPLEMENTAL INCENTIVE SAVINGS PLAN (as amended and restated as of January 1, 2010)

Exhibit 10.4.4 AMENDMENT 2025-1 THE PNC FINANCIAL SERVICES GROUP, INC. SUPPLEMENTAL INCENTIVE SAVINGS PLAN (as amended and restated as of January 1, 2010) WHEREAS, The PNC Financial Services Group, Inc. ("PNC") sponsors The PNC Financial Services Group, Inc. Supplemental Incentive Savings Plan (the "Plan"); WHEREAS, Section 10 of the Plan authorizes PNC or its delegate to amend the Plan; and WHERE

February 20, 2026 EX-4.11

DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934

Exhibit 4.11 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 In this Exhibit 4.11, when we refer to “PNC,” “we,” “us,” or “our” or when we otherwise refer to ourselves, we mean The PNC Financial Services Group, Inc., excluding, unless otherwise expressly stated or the context requires, our subsidiaries. We have two classes of secu

February 20, 2026 EX-10.2 3

AMENDMENT 2025-1 THE PNC FINANCIAL SERVICES GROUP, INC. ERISA EXCESS PENSION PLAN (as amended and restated as of January 1, 2023)

Exhibit 10.2.3 AMENDMENT 2025-1 THE PNC FINANCIAL SERVICES GROUP, INC. ERISA EXCESS PENSION PLAN (as amended and restated as of January 1, 2023) WHEREAS, The PNC Financial Services Group, Inc. ("PNC") sponsors The PNC Financial Services Group, Inc. ERISA Excess Pension Plan (the "Plan"); WHEREAS, Section 9 of the Plan authorizes PNC or its delegate to amend the Plan; and WHEREAS, PNC wishes to ame

February 20, 2026 EX-24

POWER OF ATTORNEY The PNC Financial Services Group, Inc.

Exhibit 24 POWER OF ATTORNEY The PNC Financial Services Group, Inc. KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned directors and/or officers of The PNC Financial Services Group, Inc. (“PNC”), a Pennsylvania corporation, hereby names, constitutes and appoints Robert Q. Reilly, Gregory H. Kozich, Laura L. Long, Kathryn Leonard and Laura Gleason, and each of them individually, as su

February 20, 2026 EX-22

Subsidiary Issuers of Guaranteed Securities

EXHIBIT 22 Subsidiary Issuers of Guaranteed Securities The 100% owned finance subsidiary of The PNC Financial Services Group, Inc.

February 20, 2026 EX-10.27

Mr. Mark Wiedman

Exhibit 10.27 Mr. Mark Wiedman Dear Mark, We are pleased to offer you the terms of employment for the position of President at PNC. Your start date will be April 7, 2025. Your primary work location will be 300 Fifth Avenue, Pittsburgh, PA 15222. Your officer appointment of President is effective at date of hire and will be submitted to the Board of Directors. You will receive a signing bonus of $1

February 20, 2026 EX-19.1

THE PNC FINANCIAL SERVICES GROUP, INC. Ethics and Conduct Insider Trading Policy

Exhibit 19.1 THE PNC FINANCIAL SERVICES GROUP, INC. Ethics and Conduct Insider Trading Policy Applies To •The Ethics and Conduct Insider Trading Policy (“Policy”) applies to the directors and employees of The PNC Financial Services Group, Inc. (“PNC FSG”) and its Subsidiaries (collectively, “PNC”). Overview and Purpose •This Policy sets forth the standards of conduct required of PNC directors and

February 20, 2026 EX-19.2

THE PNC FINANCIAL SERVICES GROUP, INC. Information Barrier and Handling of Inside Information Policy

Exhibit 19.2 THE PNC FINANCIAL SERVICES GROUP, INC. Information Barrier and Handling of Inside Information Policy Applies To •The Information Barrier and Handling of Inside Information Policy (“Policy”) applies to PNC Corporate and Institutional Banking (“CIB”), a Lines of Business (“LOBs”) (“Lines of Business (“LOBs”)”) within The PNC Financial Services Group, Inc. (“PNC”), the Commercial Asset T

February 20, 2026 EX-19.3

THE PNC FINANCIAL SERVICES GROUP, INC. Control Room Procedure for Detecting and Preventing the Misuse of Material Nonpublic Information by Employees Trading PNC Securities

Exhibit 19.3 THE PNC FINANCIAL SERVICES GROUP, INC. Control Room Procedure for Detecting and Preventing the Misuse of Material Nonpublic Information by Employees Trading PNC Securities Applies To: This procedure applies to the PNC Control Room (“CR”), part of the Corporate Ethics Office (“Ethics”), which supports The PNC Financial Services Group, Inc. (“PNC”) by: •Managing the information barrier

February 20, 2026 EX-21

THE PNC FINANCIAL SERVICES GROUP, INC.

Exhibit 21 THE PNC FINANCIAL SERVICES GROUP, INC. SCHEDULE OF CERTAIN SUBSIDIARIES (As of December 31, 2025) Name State or Other Jurisdiction of Incorporation or Organization PNC Bancorp, Inc. (1) Delaware PNC Bank, National Association (1) United States PNC Merchant Services Company Delaware PNC NCNVINV, Inc. Delaware PNC Wealth Management LLC (2) Delaware PNC Holding, LLC (1) Delaware PNC Invest

January 26, 2026 EX-4.8

THE PNC FINANCIAL SERVICES GROUP, INC. SENIOR FLOATING RATE NOTES DUE JANUARY 26, 2029

Exhibit 4.8 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SENIOR NOTES IN CERTIFICATED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOS

January 26, 2026 EX-1.2

The PNC Financial Services Group, Inc. Underwriting Agreement

Exhibit 1.2 The PNC Financial Services Group, Inc. Underwriting Agreement New York, New York January 21, 2026 To the Representatives named in Schedule I hereto of the Underwriters named in Schedule II hereto Dear Ladies and Gentlemen: The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule II hereto (the “

January 26, 2026 EX-1.1

The PNC Financial Services Group, Inc. Underwriting Agreement

Exhibit 1.1 The PNC Financial Services Group, Inc. Underwriting Agreement New York, New York January 21, 2026 To the Representatives named in Schedule I hereto of the Underwriters named in Schedule II hereto Dear Ladies and Gentlemen: The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule II hereto (the “

January 26, 2026 EX-4.7

THE PNC FINANCIAL SERVICES GROUP, INC. 4.075% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JANUARY 26, 2029

Exhibit 4.7 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SENIOR NOTES IN CERTIFICATED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOS

January 26, 2026 EX-4.6

THE PNC FINANCIAL SERVICES GROUP, INC. 5.423% FIXED-RATE RESET SUBORDINATED NOTES JANUARY 25, 2041

Exhibit 4.6 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SUBORDINATED NOTES IN CERTIFICATED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR

January 26, 2026 8-K

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 January 21, 2026 Date of Report (Date of earliest event reported) THE PNC FINANCIAL

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 January 21, 2026 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 Pennsylvania 25-1435979 (State or other

January 22, 2026 424B2

PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) The PNC Financial Services Group, Inc. 4.075% Fixed Rate/Floating Rate Senior Notes Due January 26, 2029 Senior Floating Rate Notes Due January 26, 2029

Filed Pursuant to Rule 424(b)(2) File No. 333-283793 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) $1,500,000,000 The PNC Financial Services Group, Inc. 4.075% Fixed Rate/Floating Rate Senior Notes Due January 26, 2029 Senior Floating Rate Notes Due January 26, 2029 The 4.075% Fixed Rate/Floating Rate Senior Notes Due January 26, 2029 (the “2029 Senior Fixed/Floating Notes”) in the

January 22, 2026 424B2

PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) The PNC Financial Services Group, Inc. 5.423% Fixed-Rate Reset Subordinated Notes Due January 25, 2041

Filed Pursuant to Rule 424(b)(2) File No. 333-283793 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) $1,500,000,000 The PNC Financial Services Group, Inc. 5.423% Fixed-Rate Reset Subordinated Notes Due January 25, 2041 The subordinated notes (the “Subordinated Notes”) in the aggregate principal amount of $1,500,000,000 offered pursuant to this prospectus supplement and the accompanyi

January 22, 2026 EX-FILING FEES

Calculation of Filing Fee Table (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Table 424(b)(2) (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC.

January 22, 2026 EX-FILING FEES

Calculation of Filing Fee Table (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Table 424(b)(2) (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC.

January 21, 2026 424B5

SUBJECT TO COMPLETION. DATED JANUARY 21, 2026 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) The PNC Financial Services Group, Inc. % Fixed Rate/Floating Rate Senior Notes Due January , 2029 Senior Floating Rate Notes Due January , 202

Filed Pursuant to Rule 424(b)(5) File No. 333-283793 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETI

January 21, 2026 FWP

THE PNC FINANCIAL SERVICES GROUP, INC. $1,500,000,000 5.423% FIXED-RATE RESET SUBORDINATED NOTES DUE JANUARY 25, 2041

Filed Pursuant to Rule 433 Registration No. 333-283793 THE PNC FINANCIAL SERVICES GROUP, INC. $1,500,000,000 5.423% FIXED-RATE RESET SUBORDINATED NOTES DUE JANUARY 25, 2041 Issuer: The PNC Financial Services Group, Inc. (“PNC”) Security: 5.423% Fixed-Rate Reset Subordinated Notes due January 25, 2041 (the “Subordinated Notes”) Ranking: The Subordinated Notes are unsecured and will rank equally wit

January 21, 2026 424B5

SUBJECT TO COMPLETION. DATED JANUARY 21, 2026 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) The PNC Financial Services Group, Inc. % Fixed-Rate Reset Subordinated Notes Due January , 2041

Filed Pursuant to Rule 424(b)(5) File No. 333-283793 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETI

January 21, 2026 FWP

THE PNC FINANCIAL SERVICES GROUP, INC. $1,200,000,000 4.075% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JANUARY 26, 2029 $300,000,000 FLOATING RATE SENIOR NOTES DUE JANUARY 26, 2029

Filed Pursuant to Rule 433 Registration No. 333-283793 THE PNC FINANCIAL SERVICES GROUP, INC. $1,200,000,000 4.075% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JANUARY 26, 2029 $300,000,000 FLOATING RATE SENIOR NOTES DUE JANUARY 26, 2029 Fixed/Floating Senior Notes Floating Senior Notes Issuer: The PNC Financial Services Group, Inc. (“PNC”) The PNC Financial Services Group, Inc. (“PNC”) Security: 4.

January 16, 2026 8-K

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 January 16, 2026 Date of Report (Date of earliest event reported) THE PNC FINANCIAL

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 January 16, 2026 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 Pennsylvania 25-1435979 (State or other

January 16, 2026 EX-99.2

THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FOURTH QUARTER 2025 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FOURTH QUARTER 2025 Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Deta

Exhibit 99.2 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FOURTH QUARTER 2025 (Unaudited) THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FOURTH QUARTER 2025 (UNAUDITED) Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Details of Net Interest Margin 4 Loans 5 Allowance for Credit Losses 6-7 Nonperforming Assets 8 Accruing Loans Past D

January 16, 2026 8-K

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 January 16, 2026 Date of Report (Date of earliest event reported) THE PNC FINANCIAL

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 January 16, 2026 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 Pennsylvania 25-1435979 (State or other

January 16, 2026 EX-99.1

PNC Reports Full Year 2025 Net Income of $7.0 Billion, $16.59 Diluted EPS Generated Record Revenue and 5% Positive Operating Leverage Increases Planned Share Repurchases Fourth Quarter 2025 net income was $2.0 Billion, $4.88 Diluted EPS Grew NII, NIM

Exhibit 99.1 PNC Reports Full Year 2025 Net Income of $7.0 Billion, $16.59 Diluted EPS Generated Record Revenue and 5% Positive Operating Leverage Increases Planned Share Repurchases Fourth Quarter 2025 net income was $2.0 Billion, $4.88 Diluted EPS Grew NII, NIM and noninterest income; increased loans and deposits Closed FirstBank Acquisition on Jan. 5, 2026 PITTSBURGH, Jan. 16, 2026 – The PNC Fi

January 16, 2026 EX-99.1

Fourth Quarter 2025 Earnings Conference Call January 16, 2026 Exhibit 99.1 1 Cautionary Statement Regarding Forward-Looking and non-GAAP Financial Information Our earnings conference call presentation is not intended as a full business or financial r

a4q25earningsslidesvf Fourth Quarter 2025 Earnings Conference Call January 16, 2026 Exhibit 99.

January 5, 2026 EX-24.1

POWER OF ATTORNEY The PNC Financial Services Group, Inc.

EX-24.1 Exhibit 24.1 POWER OF ATTORNEY The PNC Financial Services Group, Inc. Each of the undersigned directors and/or officers of The PNC Financial Services Group, Inc. (the “Corporation”), a Pennsylvania corporation, hereby names, constitutes and appoints Robert Q. Reilly, Gregory H. Kozich, Kathryn Leonard, Laura Long, Vicki C. Henn and Laura Gleason and each of them individually, the undersign

January 5, 2026 S-8

As filed with the Securities and Exchange Commission on January 5, 2026

S-8 As filed with the Securities and Exchange Commission on January 5, 2026 Registration No.

January 5, 2026 8-K

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 January 5, 2026 Date of Report (Date of earliest event reported) THE PNC FINANCIAL

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 January 5, 2026 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 Pennsylvania 25-1435979 (State or other j

January 5, 2026 EX-3.1

STATEMENT WITH RESPECT TO SHARES OF 7.250% FIXED-RATE RESET NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES X OF THE PNC FINANCIAL SERVICES GROUP, INC. The PNC Financial Services Group, Inc., a corporation organized and existing under the laws of th

exhibit31 STATEMENT WITH RESPECT TO SHARES OF 7.250% FIXED-RATE RESET NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES X OF THE PNC FINANCIAL SERVICES GROUP, INC. The PNC Financial Services Group, Inc., a corporation organized and existing under the laws of the Commonwealth of Pennsylvania (the “Corporation”), in accordance with the provisions of Section 1522(c) of the Pennsylvania Business Corpor

January 5, 2026 EX-FILING FEES

Table 1: Newly Registered Securities

Calculation of Filing Fee Tables S-8 PNC FINANCIAL SERVICES GROUP, INC. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, par value $5.00 per share Other 212,592 $ 209.69 $ 44,578,416.48 0.0001381 $ 6,156.2

January 5, 2026 EX-4.3(1)

FIRSTBANK HOLDING COMPANY 2020 RESTRICTED NON-VOTING CLASS A COMMON STOCK UNIT PLAN Adopted by the Board: March 20, 2019 Amended: October 18, 2023 ARTICLE I PURPOSE.

EX-4.3.1 Exhibit 4.3.1 FIRSTBANK HOLDING COMPANY 2020 RESTRICTED NON-VOTING CLASS A COMMON STOCK UNIT PLAN Adopted by the Board: March 20, 2019 Amended: October 18, 2023 ARTICLE I PURPOSE. The Company intends that the Plan provide a means by which selected Employees can be given an opportunity to benefit from increases in value of the Stock through the grant of Restricted Stock Units with respect

January 5, 2026 EX-4.3(2)

FIRSTBANK HOLDING COMPANY 2020 RESTRICTED PREFERRED STOCK UNIT PLAN Adopted by the Board: March 20, 2019 Amended: October 18, 2023 ARTICLE I PURPOSE.

EX-4.3.2 Exhibit 4.3.2 FIRSTBANK HOLDING COMPANY 2020 RESTRICTED PREFERRED STOCK UNIT PLAN Adopted by the Board: March 20, 2019 Amended: October 18, 2023 ARTICLE I PURPOSE. The Company intends that the Plan provide a means by which selected Employees can be given an opportunity to benefit from increases in value of the Stock through the grant of Restricted Stock Units with respect to that Stock. W

January 5, 2026 EX-99.1

News Release CONTACTS MEDIA: INVESTORS: Anne Pace Bryan Gill (631) 338-3268 (412) 768-4143 [email protected] [email protected] PNC Completes Acquisition of FirstBank PITTSBURGH, PA and LAKEWOOD, CO, Jan. 5, 2026 – The PNC Financial Services

exhibit991 News Release CONTACTS MEDIA: INVESTORS: Anne Pace Bryan Gill (631) 338-3268 (412) 768-4143 anne.

December 16, 2025 EX-24.1

POWER OF ATTORNEY The PNC Financial Services Group, Inc.

EX-24.1 Exhibit 24.1 POWER OF ATTORNEY The PNC Financial Services Group, Inc. Each of the undersigned directors and/or officers of The PNC Financial Services Group, Inc. (the “Corporation”), a Pennsylvania corporation, hereby names, constitutes and appoints Robert Q. Reilly, Gregory H. Kozich, Kathryn Leonard, Laura Long, Vicki C. Henn and Laura Gleason and each of them individually, the undersign

December 16, 2025 EX-FILING FEES

Table 1: Newly Registered Securities

Calculation of Filing Fee Tables S-8 PNC FINANCIAL SERVICES GROUP, INC. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Other Deferred Compensation Obligations Other 150,000,000 $ 150,000,000.00 0.0001381 $ 20,715.00 2 Other

December 16, 2025 S-8

As filed with the Securities and Exchange Commission on December 16, 2025

S-8 As filed with the Securities and Exchange Commission on December 16, 2025 Registration No.

December 12, 2025 8-K

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 December 12, 2025 Date of Report (Date of earliest event reported) THE PNC FINANCIA

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 December 12, 2025 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 Pennsylvania 25-1435979 (State or other

December 12, 2025 EX-99.1

News Release CONTACTS MEDIA: Anne Pace (631) 338-3268 [email protected] INVESTORS: Bryan Gill (412) 768-4143 [email protected] PNC Receives Regulatory Approvals for Acquisition of FirstBank PITTSBURGH, PA and LAKEWOOD, CO – Dec.12, 2025 – Th

a20251212xrlsxpncxfirst News Release CONTACTS MEDIA: Anne Pace (631) 338-3268 anne.

November 7, 2025 8-K

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 November 7, 2025 Date of Report (Date of earliest event reported) THE PNC FINANCIAL

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 November 7, 2025 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 Pennsylvania 25-1435979 (State or other

November 7, 2025 EX-99.1

BancAnalysts Association of Boston Conference November 7, 2025 Exhibit 99.1 1 Cautionary Statement Regarding Forward-Looking and non-GAAP Financial Information This presentation is not intended as a full business or financial review and should be vie

a202511x07xbaabxvf BancAnalysts Association of Boston Conference November 7, 2025 Exhibit 99.

November 3, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09718 The PNC Financial Services Group, Inc.

November 3, 2025 EX-22

Subsidiary Issuers of Guaranteed Securities

EXHIBIT 22 Subsidiary Issuers of Guaranteed Securities The 100% owned finance subsidiary of The PNC Financial Services Group, Inc.

October 27, 2025 424B3

MERGER PROPOSED — YOUR VOTE IS VERY IMPORTANT

424B3 Table of Contents Filed Pursuant to 424(b)(3) Registration No. 333-290757 MERGER PROPOSED — YOUR VOTE IS VERY IMPORTANT To the Shareholders of FirstBank Holding Company: On September 5, 2025, The PNC Financial Services Group, Inc. (“PNC”), Summit Merger Sub I, Inc., a wholly owned subsidiary of PNC (“Summit Merger Sub”), and FirstBank Holding Company (“FBHC”) entered into an Agreement and Pl

October 15, 2025 8-K

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 October 15, 2025 Date of Report (Date of earliest event reported) THE PNC FINANCIAL

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 October 15, 2025 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 Pennsylvania 25-1435979 (State or other

October 15, 2025 EX-99.1

Third Quarter 2025 Earnings Conference Call October 15, 2025 Exhibit 99.1 1 Cautionary Statement Regarding Forward-Looking and non-GAAP Financial Information Our earnings conference call presentation is not intended as a full business or financial re

a3q25earningsslidesvf Third Quarter 2025 Earnings Conference Call October 15, 2025 Exhibit 99.

October 15, 2025 8-K

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 October 15, 2025 Date of Report (Date of earliest event reported) THE PNC FINANCIAL

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 October 15, 2025 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 Pennsylvania 25-1435979 (State or other

October 15, 2025 EX-99.2

THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT THIRD QUARTER 2025 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT THIRD QUARTER 2025 Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Detail

Exhibit 99.2 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT THIRD QUARTER 2025 (Unaudited) THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT THIRD QUARTER 2025 (UNAUDITED) Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Details of Net Interest Margin 4 Loans 5 Allowance for Credit Losses 6-7 Nonperforming Assets 8 Accruing Loans Past Due

October 15, 2025 EX-99.1

PNC Reports Third Quarter 2025 Net Income of $1.8 Billion, $4.35 Diluted EPS Record revenue; 8% noninterest income growth; strong credit quality Announced agreement to acquire FirstBank on Sept. 8, 2025

Exhibit 99.1 PNC Reports Third Quarter 2025 Net Income of $1.8 Billion, $4.35 Diluted EPS Record revenue; 8% noninterest income growth; strong credit quality Announced agreement to acquire FirstBank on Sept. 8, 2025 PITTSBURGH, Oct. 15, 2025 – The PNC Financial Services Group, Inc. (NYSE: PNC) today reported: For the quarter In millions, except per share data and as noted 3Q25 2Q25 3Q24 Third Quar

October 7, 2025 EX-FILING FEES

Security Type

Calculation of Filing Fee Tables S-4 PNC FINANCIAL SERVICES GROUP, INC. Table 1: Newly Registered and Carry Forward Securities ☐Not Applicable Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry

October 7, 2025 EX-99.2

200 West Street | New York, NY 10282-2198

EX-99.2 Exhibit 99.2 200 West Street | New York, NY 10282-2198 Tel: 212-902-1000 | Fax: 212-902-3000      PERSONAL AND CONFIDENTIAL October 7, 2025 Board of Directors FirstBank Holding Company 12345 W Colfax Ave Lakewood, CO 80215 Re: Initially filed Registration Statement on Form S-4 of   The PNC Financial Services Group, Inc. filed October 7, 2025 (the “Registration Statement”) Ladies and Gentle

October 7, 2025 S-4

As filed with the Securities and Exchange Commission on October 7, 2025

S-4 Table of Contents As filed with the Securities and Exchange Commission on October 7, 2025 Registration Statement No.

October 7, 2025 EX-3.13

STATEMENT WITH RESPECT TO SHARES 7.250% FIXED-RATE RESET NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES X THE PNC FINANCIAL SERVICES GROUP, INC.

EX-3.13 Exhibit 3.13 STATEMENT WITH RESPECT TO SHARES OF 7.250% FIXED-RATE RESET NON-CUMULATIVE PERPETUAL PREFERRED STOCK, SERIES X OF THE PNC FINANCIAL SERVICES GROUP, INC. The PNC Financial Services Group, Inc., a corporation organized and existing under the laws of the Commonwealth of Pennsylvania (the “Corporation”), in accordance with the provisions of Section 1522(c) of the Pennsylvania Busi

October 7, 2025 EX-99.3

Consent of Morgan Stanley & Co. LLC

EX-99.3 Exhibit 99.3 Consent of Morgan Stanley & Co. LLC We hereby consent to the use in the initially filed Registration Statement of The PNC Financial Services Group, Inc. on Form S-4 (the “Registration Statement”) and in the Proxy Statement/Prospectus which is part of the Registration Statement of our written opinion, dated September 5, 2025, appearing as Annex D to such Registration Statement,

October 7, 2025 EX-24.1

POWER OF ATTORNEY AND SIGNATURES

EX-24.1 Exhibit 24.1 POWER OF ATTORNEY AND SIGNATURES Each of the undersigned officers of The PNC Financial Services Group, Inc. (“PNC”) hereby names, constitutes and appoints Robert Q. Reilly, Gregory H. Kozich, Kathryn Leonard, Laura Gleason, and Laura L. Long, and each of them individually, with full power to act without the others and with full power of substitution and re-substitution the und

October 7, 2025 EX-99.1

PLEASE ACT TODAY! SEE REVERSE SIDE FOR THREE EASY WAYS TO VOTE. q TO VOTE BY MAIL, PLEASE DETACH PROXY CARD HERE AND SIGN, DATE AND RETURN IN THE POSTAGE-PAID ENVELOPE PROVIDED q FirstBank Holding Company Special Meeting of Stockholders To be held No

EX-99.1 Exhibit 99.1 PLEASE ACT TODAY! SEE REVERSE SIDE FOR THREE EASY WAYS TO VOTE. q TO VOTE BY MAIL, PLEASE DETACH PROXY CARD HERE AND SIGN, DATE AND RETURN IN THE POSTAGE-PAID ENVELOPE PROVIDED q FirstBank Holding Company Special Meeting of Stockholders To be held November 14, 2025 The stockholder(s) hereby appoint Kevin Classen as proxy with the power to appoint his or her substitute, and her

September 11, 2025 144

144

144 0001937206 XXXXXXXX LIVE 0000713676 PNC FINANCIAL SERVICES GROUP, INC. 001-09718 The Tower at PNC Plaza 300 Fifth Avenue Pittsburgh PA 15222-2707 877-762-7928 Overstrom Alexander E. C. Officer Common Stock PNC Investments 1900 E 9th St Floor 16 Cleveland OH 44114 1000 201890.00 393807382 09/11/2025 NYSE PNC Financial Services Group 02/13/2022 Restricted stock vesting Issuer N 1049 02/13/2022 C

September 10, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

sp-425filing4178991 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is an article published by S&P Market Intelligence on September 8, 2025, in connection with an interview featuring PNC’s Preside

September 10, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

aboutpncpresentation-425 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following presentation was provided to certain senior FirstBank employees on September 9, 2025. CAUTION REGARDING FORWARD-LOOKING STA

September 10, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

barclaystranscript-425fi Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is a transcript excerpt of a livestreamed interview at the Barclays Global Financial Services Conference on September 9, 20

September 10, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

semafor-425filing4184801 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is an article published by Semafor on September 9, 2025, in connection with an interview featuring PNC’s President Mark Wie

September 9, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

denverpost-425filingrevi Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is clarification of a prior filing to provide larger text of an article published by the Denver Post on September 8, 2025,

September 9, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

americanbanker-425filing Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is an article published by American Banker on September 8, 2025, in connection with an interview featuring PNC’s head of Re

September 9, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

amendeddenverbusinessjou Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is clarification of a prior filing to provide larger text of an article published by Denver Business Journal on September 8

September 9, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

pittsburghbusinesstimes- Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is an article published by the Pittsburgh Business Times on September 8, 2025, in connection with an interview featuring PN

September 9, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

cnbctranscript-425filing Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is a transcript excerpt of an interview that CNBC aired on September 9, 2025 with PNC’s Chairman and Chief Executive Office

September 9, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

denverbusinessjournal-42 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is an article published by Denver Business Journal on September 8, 2025, in connection with an interview featuring FirstBan

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

ft-425filing4142731 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is an article published by the Financial Times on September 8, 2025, in connection with an interview featuring PNC’s head of Ret

September 8, 2025 425

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 September 8, 2025 Date of Report (Date of earliest event reported) THE PNC FINANCIA

a8-k9825 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 September 8, 2025 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 Pennsylvania 25-1435979 (State

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 On September

summitallemployeeeml-425 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 On September 8, 2025, the following communication was made available to employees of FirstBank. CAUTION REGARDING FORWARD-LOOKING STATEME

September 8, 2025 8-K

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 September 8, 2025 Date of Report (Date of earliest event reported) THE PNC FINANCIA

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 September 8, 2025 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 Pennsylvania 25-1435979 (State or other

September 8, 2025 EX-99.1

News Release CONTACTS MEDIA: PNC FirstBank Anne Pace Chandra Brin (631) 338-3268 (303) 235-1402 [email protected] [email protected] INVESTORS: PNC Bryan Gill (412) 768-4143 [email protected] PNC Announces Agreement to Acquire First

a20250908xrlsxpncaquire News Release CONTACTS MEDIA: PNC FirstBank Anne Pace Chandra Brin (631) 338-3268 (303) 235-1402 anne.

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

ap-425filingrevised41401 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is an article published by the Associated Press on September 8, 2025, in connection with an interview featuring PNC’s head

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

wsjarticle-425filing4077 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is an article published by The Wall Street Journal, in connection with an interview featuring PNC’s Chairman and Chief Exec

September 8, 2025 EX-99.2

Exhibit 99.2 ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ✓ ✓ ✓ ✓ ✓ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪

firstbankacquisitioninv Exhibit 99.2 ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ✓ ✓ ✓ ✓ ✓ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪ ▪

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

bloomberg-425filing40973 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is an article published by Bloomberg on September 8, 2025, in connection with an interview featuring PNC’s Chairman and Chi

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 On September

pnckeymessages-425filing Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 On September 8, 2025, the following communication was made available to employees of PNC. PNC Agreement to Acquire FirstBank Holding Comp

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

yahoofinance-425filing41 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is an article published by Yahoo Finance on September 8, 2025, in connection with an interview featuring PNC’s head of Reta

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

denverpost-425filingrevi Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is an article published by the Denver Post on September 8, 2025, in connection with an interview featuring PNC’s Chairman a

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 On September

shareholderfaq-425filing Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 On September 8, 2025, the following communication was made available to shareholders of FirstBank.

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 On September

summitkeymessages-425fil Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 On September 7, 2025, the following communication was made available to employees of FirstBank. Agreement for PNC to Acquire FirstBank Ho

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

socialmedia-425filing412 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following communication was made available by PNC on X on September 8, 2025: The following communication was made available by PNC on

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

summitallemployeefaq-425 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following document was provided to FirstBank employees on September 8, 2025.

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

reuters-425filing4112571 Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is an article published by Reuters on September 8, 2025, in connection with an interview featuring PNC’s head of Retail Ban

September 8, 2025 425

Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The followin

jointceotranscript-425fi Filed by The PNC Financial Services Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 under the Securities Exchange Act of 1934, as amended Subject: The PNC Financial Services Group, Inc. Commission File Number: 001-09718 The following is a transcript of a video message to FirstBank employees posted to FirstBank’s internal website on September 8, 2025. Kevi

September 2, 2025 144

144

144 0001499810 XXXXXXXX LIVE 0000713676 PNC FINANCIAL SERVICES GROUP, INC. 001-09718 THE TOWER AT PNC PLAZA 300 FIFTH AVENUE PITTSBURGH PA 15222-2401 888-762-2265 Parsley E William III Former Officer Common Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917 11776 2405836.80 393807382 09/02/2025 NYSE Common 02/13/2021 Restricted Stock Vesting Issuer N 5508 02/13/2021 Compensation

August 27, 2025 144

144

144 0001727845 XXXXXXXX LIVE 0000713676 PNC FINANCIAL SERVICES GROUP, INC. 001-09718 THE TOWER AT PNC PLAZA 300 FIFTH AVENUE PITTSBURGH PA 15222-2401 888-762-2265 Medler Linda R Director Common Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917 71 14561.11 393807382 08/27/2025 NYSE Common 12/28/2017 Open Market Purchase Issuer N 10 12/28/2017 Cash Common 02/03/2020 Dividend Reinv

August 1, 2025 EX-22

Subsidiary Issuers of Guaranteed Securities

EXHIBIT 22 Subsidiary Issuers of Guaranteed Securities The 100% owned finance subsidiary of The PNC Financial Services Group, Inc.

August 1, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09718 The PNC Financial Services Group, Inc.

August 1, 2025 EX-10.36

2025 Form of Restricted Share Units Award Agreement

Exhibit 10.36 THE PNC FINANCIAL SERVICES GROUP, INC. 2016 INCENTIVE AWARD PLAN * * * RESTRICTED SHARE UNITS AWARD AGREEMENT This Agreement sets forth the terms and conditions of your restricted share unit award made pursuant to The PNC Financial Services Group, Inc. 2016 Incentive Award Plan and any sub-plans thereto (this “Agreement”). Appendix A to this Agreement sets forth additional terms and

August 1, 2025 EX-10.37

2025 Form of Restricted Share Units Award Agreement – Senior Leader Program

Exhibit 10.37 THE PNC FINANCIAL SERVICES GROUP, INC. 2016 INCENTIVE AWARD PLAN * * * RESTRICTED SHARE UNITS AWARD AGREEMENT This Agreement sets forth the terms and conditions of your restricted share unit award made pursuant to The PNC Financial Services Group, Inc. 2016 Incentive Award Plan and any sub-plans thereto (this “Agreement”). Appendix A to this Agreement sets forth additional terms and

August 1, 2025 EX-10.35

2025 Form of Performance Share Units Award Agreement

Exhibit 10.35 THE PNC FINANCIAL SERVICES GROUP, INC. 2016 INCENTIVE AWARD PLAN * * * PERFORMANCE SHARE UNITS AWARD AGREEMENT This Agreement, which includes the attached appendices (this “Agreement”) sets forth the terms and conditions of your performance share unit award made pursuant to The PNC Financial Services Group, Inc. 2016 Incentive Award Plan and any sub-plans thereto. Appendix A to this

July 21, 2025 8-K

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 July 17, 2025 Date of Report (Date of earliest event reported) THE PNC FINANCIAL SE

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 July 17, 2025 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 Pennsylvania 25-1435979 (State or other jur

July 21, 2025 EX-4.3

Form of 5.373% Fixed Rate/Floating Rate Senior Note due July 21, 2036

Exhibit 4.3 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SENIOR NOTES IN CERTIFICATED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOS

July 21, 2025 EX-1.1

Underwriting Agreement, dated as of July 17, 2025

Exhibit 1.1 The PNC Financial Services Group, Inc. Underwriting Agreement New York, New York July 17, 2025 To the Representatives named in Schedule I hereto of the Underwriters named in Schedule II hereto Dear Ladies and Gentlemen: The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule II hereto (the “Und

July 18, 2025 424B2

PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) The PNC Financial Services Group, Inc. 5.373% Fixed Rate/Floating Rate Senior Notes Due July 21, 2036

Filed Pursuant to Rule 424(b)(2) File No. 333-283793 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) $1,500,000,000 The PNC Financial Services Group, Inc. 5.373% Fixed Rate/Floating Rate Senior Notes Due July 21, 2036 The senior notes (the “Senior Notes”) in the aggregate principal amount of $1,500,000,000 offered pursuant to this prospectus supplement and the accompanying prospectus

July 18, 2025 EX-FILING FEES

Calculation of Filing Fee Table (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Table 424(b)(2) (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC.

July 17, 2025 424B5

SUBJECT TO COMPLETION. DATED JULY 17, 2025 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) The PNC Financial Services Group, Inc. % Fixed Rate/Floating Rate Senior Notes Due July , 2036

Filed Pursuant to Rule 424(b)(5) File No. 333-283793 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETI

July 17, 2025 FWP

THE PNC FINANCIAL SERVICES GROUP, INC. $1,500,000,000 5.373% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JULY 21, 2036

Filed Pursuant to Rule 433 Registration No. 333-283793 THE PNC FINANCIAL SERVICES GROUP, INC. $1,500,000,000 5.373% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JULY 21, 2036 Issuer: The PNC Financial Services Group, Inc. (“PNC”) Security: 5.373% Fixed Rate/Floating Rate Senior Notes due July 21, 2036 (the “Senior Notes”) Ranking: Senior Expected Security Ratings:* A3 / A- / A / A (high) (Moody’s / S

July 16, 2025 EX-99.1

Second Quarter 2025 Earnings Conference Call July 16, 2025 Exhibit 99.1 1 Cautionary Statement Regarding Forward-Looking and non-GAAP Financial Information Our earnings conference call presentation is not intended as a full business or financial revi

Second Quarter 2025 Earnings Conference Call July 16, 2025 Exhibit 99.1 1 Cautionary Statement Regarding Forward-Looking and non-GAAP Financial Information Our earnings conference call presentation is not intended as a full business or financial review and should be viewed in the context of all of the information made available by PNC in its SEC filings and on our corporate website. The presentati

July 16, 2025 8-K

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 July 16, 2025 Date of Report (Date of earliest event reported) THE PNC FINANCIAL SE

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 July 16, 2025 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 Pennsylvania 25-1435979 (State or other jur

July 16, 2025 EX-99.2

THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT SECOND QUARTER 2025 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT SECOND QUARTER 2025 Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Deta

Exhibit 99.2 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT SECOND QUARTER 2025 (Unaudited) THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT SECOND QUARTER 2025 (UNAUDITED) Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Details of Net Interest Margin 4 Loans 5 Allowance for Credit Losses 6-7 Nonperforming Assets 8 Accruing Loans Past D

July 16, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 July 16, 2025 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 Pennsylvania 25-1435979 (State or other jur

July 16, 2025 EX-99.1

PNC Reports Second Quarter 2025 Net Income of $1.6 Billion, $3.85 Diluted EPS Strong loan growth; 4% positive operating leverage; stable credit quality Quarterly common stock dividend increased 10 cents to $1.70 per share on July 3, 2025

Exhibit 99.1 PNC Reports Second Quarter 2025 Net Income of $1.6 Billion, $3.85 Diluted EPS Strong loan growth; 4% positive operating leverage; stable credit quality Quarterly common stock dividend increased 10 cents to $1.70 per share on July 3, 2025 PITTSBURGH, Jul. 16, 2025 – The PNC Financial Services Group, Inc. (NYSE: PNC) today reported: For the quarter In millions, except per share data and

May 13, 2025 EX-4.3

Form of 4.899% Fixed Rate/Floating Rate Senior Note due May 13, 2031

Exhibit 4.3 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SENIOR NOTES IN CERTIFICATED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOS

May 13, 2025 EX-1.1

Underwriting Agreement, dated as of May 6, 2025

Exhibit 1.1 The PNC Financial Services Group, Inc. Underwriting Agreement New York, New York May 6, 2025 To the Representatives named in Schedule I hereto of the Underwriters named in Schedule II hereto Dear Ladies and Gentlemen: The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule II hereto (the “Under

May 13, 2025 8-K

Financial Statements and Exhibits, Other Events

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 May 6, 2025 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 Pennsylvania 25-1435979 (State or other juris

May 7, 2025 424B2

PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) The PNC Financial Services Group, Inc. 4.899% Fixed Rate/Floating Rate Senior Notes Due May 13, 2031

Filed Pursuant to Rule 424(b)(2) File No. 333-283793 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) $1,250,000,000 The PNC Financial Services Group, Inc. 4.899% Fixed Rate/Floating Rate Senior Notes Due May 13, 2031 The senior notes (the “Senior Notes”) in the aggregate principal amount of $1,250,000,000 offered pursuant to this prospectus supplement and the accompanying prospectus

May 7, 2025 EX-FILING FEES

Calculation of Filing Fee Table (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Table 424(b)(2) (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC.

May 6, 2025 FWP

THE PNC FINANCIAL SERVICES GROUP, INC. $1,250,000,000 4.899% FIXED RATE/FLOATING RATE SENIOR NOTES DUE MAY 13, 2031

Filed Pursuant to Rule 433 Registration No. 333-283793 THE PNC FINANCIAL SERVICES GROUP, INC. $1,250,000,000 4.899% FIXED RATE/FLOATING RATE SENIOR NOTES DUE MAY 13, 2031 Issuer: The PNC Financial Services Group, Inc. (“PNC”) Security: 4.899% Fixed Rate/Floating Rate Senior Notes due May 13, 2031 (the “Senior Notes”) Ranking: Senior Expected Security Ratings:* A3 / A- / A / A (Moody’s / S&P / Fitc

May 6, 2025 424B5

SUBJECT TO COMPLETION. DATED MAY 6, 2025 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) The PNC Financial Services Group, Inc. % Fixed Rate/Floating Rate Senior Notes Due May , 2031

Filed Pursuant to Rule 424(b)(5) File No. 333-283793 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETI

May 2, 2025 EX-22

Subsidiary Issuers of Guaranteed Securities

EXHIBIT 22 Subsidiary Issuers of Guaranteed Securities The 100% owned finance subsidiary of The PNC Financial Services Group, Inc.

May 2, 2025 EX-10.34

Waiver and Release of Claims Agreement, dated as of April 28, 2025

Exhibit 10.34 WAIVER AND RELEASE OF CLAIMS This Waiver and Release of Claims (“Agreement”) will confirm the terms of your retirement from employment with PNC. As used in this Agreement, “PNC” refers, both individually and collectively, to The PNC Financial Services Group, Inc., its subsidiaries and affiliates, their predecessors, successors and assigns, and each of their directors, officers, emplo

May 2, 2025 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09718 The PNC Financial Services Group, Inc.

May 2, 2025 EX-10.33

Offer Letter for Mark Wiedman

Exhibit 10.33 Mr. Mark Wiedman Dear Mark, We are pleased to offer you the terms of employment for the position of President at PNC. Your start date will be April 7, 2025. Your primary work location will be 300 Fifth Avenue, Pittsburgh, PA 15222. Your officer appointment of President is effective at date of hire and will be submitted to the Board of Directors. You will receive a signing bonus of $1

April 25, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Submission of Matters to a Vote of Security Holders

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 April 23, 2025 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 Pennsylvania 25-1435979 (State or other ju

April 15, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 April 15, 2025 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 Pennsylvania 25-1435979 (State or other ju

April 15, 2025 EX-99.2

THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FIRST QUARTER 2025 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FIRST QUARTER 2025 Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Detail

Exhibit 99.2 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FIRST QUARTER 2025 (Unaudited) THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FIRST QUARTER 2025 (UNAUDITED) Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Details of Net Interest Margin 4 Loans 5 Allowance for Credit Losses 6-7 Nonperforming Assets 8 Accruing Loans Past Due

April 15, 2025 EX-99.1

PNC Reports First Quarter 2025 Net Income of $1.5 Billion, $3.51 Diluted EPS Expanded NIM; increased capital and TBV; maintained solid credit quality metrics

Exhibit 99.1 PNC Reports First Quarter 2025 Net Income of $1.5 Billion, $3.51 Diluted EPS Expanded NIM; increased capital and TBV; maintained solid credit quality metrics PITTSBURGH, Apr. 15, 2025 – The PNC Financial Services Group, Inc. (NYSE: PNC) today reported: For the quarter In millions, except per share data and as noted 1Q25 4Q24 1Q24 First Quarter Highlights ▪ Financial Results Comparison

April 15, 2025 EX-99.1

First Quarter 2025 Earnings Conference Call April 15, 2025 Exhibit 99.1 1 Cautionary Statement Regarding Forward-Looking and non-GAAP Financial Information Our earnings conference call presentation is not intended as a full business or financial revi

First Quarter 2025 Earnings Conference Call April 15, 2025 Exhibit 99.1 1 Cautionary Statement Regarding Forward-Looking and non-GAAP Financial Information Our earnings conference call presentation is not intended as a full business or financial review and should be viewed in the context of all of the information made available by PNC in its SEC filings and on our corporate website. The presentati

April 15, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 April 15, 2025 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 Pennsylvania 25-1435979 (State or other ju

April 7, 2025 EX-99.1

News Release CONTACTS MEDIA: INVESTORS: Anne Pace Bryan Gill (631) 338-3268 (412) 768-4143 [email protected] [email protected] Mark Wiedman Joins PNC As President Finance Executive to Accelerate Growth and Extend Strong Leadership Team PITTS

News Release CONTACTS MEDIA: INVESTORS: Anne Pace Bryan Gill (631) 338-3268 (412) 768-4143 anne.

April 7, 2025 8-K

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 April 7, 2025 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 Pennsylvania 25-1435979 (State or other jur

March 27, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 March 21, 2025 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 Pennsylvania 25-1435979 (State or other ju

March 27, 2025 EX-10.1

Executive Severance Plan dated as of March 21, 2025

THE PNC FINANCIAL SERVICES GROUP, INC. EXECUTIVE SEVERANCE PLAN and SUMMARY PLAN DESCRIPTION March 21, 2025 Exhibit 10.1 INTRODUCTION The PNC Financial Services Group, Inc. (the “Company” or “PNC”), by action of the Human Resources Committee of the Board (the “Committee”), has established The PNC Financial Services, Inc. Executive Severance Plan (the “Plan”), effective March 21, 2025, for the bene

March 12, 2025 DEFA14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Regist

DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) ☑ Filed by the Registrant ☐ Filed by a Party other than the Registrant Check the appropriate box: ☐  Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RULE 14a-6(e)(2

March 12, 2025 DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.  ) ☑  Filed by the Registrant ☐  Filed by a Party other than the Registrant Check the appropriate box: ☐   Preliminary Proxy Statement ☐ CONFIDENTIAL, FOR USE OF THE COMMISSION ONLY (AS PERMITTED BY RU

March 3, 2025 ARS

Positioned for growth Boring delivers brilliant results. 2024 Annual Report THE PNC FINANCIAL SERVICES GROUP The PNC Financial Services Group, Inc. Financial Highlights Year ended December 31 In millions, except per share data 2024 2023 2022 FINANCIA

Positioned for growth Boring delivers brilliant results. 2024 Annual Report THE PNC FINANCIAL SERVICES GROUP The PNC Financial Services Group, Inc. Financial Highlights Year ended December 31 In millions, except per share data 2024 2023 2022 FINANCIAL RESULTS Net interest income $ 13,499 $ 13,916 $ 13,014 Fee income (non-GAAP) 7,345 6,955 7,154 Other noninterest income 711 619 952 Noninterest inco

February 21, 2025 8-K

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 February 14, 2025 Date of Report (Date of earliest event reported) THE PNC FINANCIA

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 February 14, 2025 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 Pennsylvania 25-1435979 (State or other

February 21, 2025 EX-19.3

Control Room Procedure for Detecting and Preventing the Misuse of Material Non-Public Information by Employees Trading PNC Securities

Exhibit 19.3 THE PNC FINANCIAL SERVICES GROUP, INC. Control Room Procedure for Detecting and Preventing the Misuse of Material Non-Public Information by Employees Trading PNC Securities Applies to: This procedure applies to the PNC Control Room (“CR”), part of the Enterprise Compliance Programs Team, which supports The PNC Financial Services Group, Inc. (“PNC”) by: •Managing the information barrie

February 21, 2025 EX-24

Powers of Attorney

POWER OF ATTORNEY The PNC Financial Services Group, Inc. KNOW ALL PERSONS BY THESE PRESENTS, that each of the undersigned Directors and/or Off icers of The PNC Financial Services Group, Inc. (the “Corporation”), a Pennsylvania corporation, hereby names, constitutes and appoints Robert Q. Reilly, Gregory H. Kozich, Kathryn Leonard and Laura Gleason, and each of them, as such person’s true and lawfu

February 21, 2025 EX-3.2

Amended and Restated Bylaws of the Corporation effective February 10, 2022

Exhibit 3.2 BYLAWS OF THE PNC FINANCIAL SERVICES GROUP, INC. Amended and Restated effective as of February 10, 2022 Article I. PRINCIPAL OFFICE The principal office of The PNC Financial Services Group, Inc. (“Corporation”) shall be located at The Tower at PNC Plaza, 300 Fifth Avenue, Pittsburgh, Pennsylvania. Article II. SHAREHOLDERS 1.Shareholder Meetings 1.1Annual Meetings. An annual meeting of

February 21, 2025 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 ☐ TRANSITION REPORT PURSUANT TO SECTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09718 THE PNC FINANCIAL SERVICES GROUP, INC.

February 21, 2025 EX-10.4 3

Amendment 2024-1 to the Corporation’s Supplemental Incentive Savings Plan, as amended and restated effective January 1, 2010

AMENDMENT 2024-1 THE PNC FINANCIAL SERVICES GROUP, INC. SUPPLEMENTAL INCENTIVE SAVINGS PLAN (as amended and restated as of January 1, 2010) WHEREAS, The PNC Financial Services Group, Inc. ("PNC") sponsors The PNC Financial Services Group, Inc. Supplemental Incentive Savings Plan (the "Plan"); WHEREAS, Section 10 of the Plan authorizes PNC or its delegate to amend the Plan; and WHEREAS, PNC wishes

February 21, 2025 EX-21

Schedule of Certain Subsidiaries of the Corporation

Exhibit 21 THE PNC FINANCIAL SERVICES GROUP, INC. SCHEDULE OF CERTAIN SUBSIDIARIES (As of December 31, 2024) Name State or Other Jurisdiction of Incorporation or Organization PNC Bancorp, Inc. (1) Delaware PNC Bank, National Association (1) United States PNC Merchant Services Company Delaware PNC NCNVINV, Inc. Delaware PNC Investments, LLC Delaware PNC Holding, LLC (1) Delaware PNC Investment Comp

February 21, 2025 EX-19.1

Ethics and Conduct Insider Trading Policy

Exhibit 19.1 THE PNC FINANCIAL SERVICES GROUP, INC. Ethics and Conduct Insider Trading Policy Applies To •The Ethics and Conduct Insider Trading Policy (“Policy”) applies to the directors and employees of The PNC Financial Services Group, Inc. (“PNC FSG”) and its Subsidiaries (collectively, “PNC"). Overview and Purpose •This Policy sets forth the standards of conduct required of PNC directors and

February 21, 2025 EX-19.2

Information Barrier and Handling of Inside Information Policy

Exhibit 19.2 THE PNC FINANCIAL SERVICES GROUP, INC. Information Barrier and Handling of Inside Information Policy Applies To •The Information Barrier and Handling of Inside Information Policy (“Policy”) applies to PNC Corporate and Institutional Banking (“CIB”), a Line of Business (“LOB”) within The PNC Financial Services Group, Inc. (“PNC”), the Commercial Asset Team of PNC (“CAT”), and the Asset

February 21, 2025 EX-4.14

Description of the Corporation’s Securities

Exhibit 4.14 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 In this Exhibit 4.14, when we refer to “PNC,” “we,” “us,” or “our” or when we otherwise refer to ourselves, we mean The PNC Financial Services Group, Inc., excluding, unless otherwise expressly stated or the context requires, our subsidiaries. We have two classes of secu

February 21, 2025 EX-22

Subsidiary Issuers of Guaranteed Securities

EXHIBIT 22 Subsidiary Issuers of Guaranteed Securities The 100% owned finance subsidiary of The PNC Financial Services Group, Inc.

February 21, 2025 EX-10.2 2

Amendment 2024-1 to the Corporation’s ERISA Excess Pension Plan, as amended and restated effective January 1, 2023

AMENDMENT 2024-1 THE PNC FINANCIAL SERVICES GROUP, INC. ERISA EXCESS PENSION PLAN (as amended and restated as of January 1, 2023) WHEREAS, The PNC Financial Services Group, Inc. ("PNC") sponsors The PNC Financial Services Group, Inc. ERISA Excess Pension Plan (the "Plan"); WHEREAS, Section 9 of the Plan authorizes PNC or its delegate to amend the Plan; and WHEREAS, PNC wishes to amend the Plan to

February 3, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 January 31, 2025 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 Pennsylvania 25-1435979 (State or other

January 29, 2025 8-K

Financial Statements and Exhibits, Other Events

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 January 22, 2025 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 Pennsylvania 25-1435979 (State or other

January 29, 2025 EX-1.1

Underwriting Agreement, dated as of January 22, 2025

Exhibit 1.1 The PNC Financial Services Group, Inc. Underwriting Agreement New York, New York January 22, 2025 To the Representatives named in Schedule I hereto of the Underwriters named in Schedule II hereto Dear Ladies and Gentlemen: The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule II hereto (the “

January 29, 2025 EX-4.4

Form of 5.575% Fixed Rate/Floating Rate Senior Note due January 29, 2036

Exhibit 4.4 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SENIOR NOTES IN CERTIFICATED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOS

January 29, 2025 EX-4.3

Form of 5.222% Fixed Rate/Floating Rate Senior Note due January 29, 2031

Exhibit 4.3 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SENIOR NOTES IN CERTIFICATED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOS

January 23, 2025 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 January 23, 2025 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 Pennsylvania 25-1435979 (State or other

January 23, 2025 424B2

PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) The PNC Financial Services Group, Inc. 5.222% Fixed Rate/Floating Rate Senior Notes Due January 29, 2031 5.575% Fixed Rate/Floating Rate Senior Notes Due January 29, 2036

Filed Pursuant to Rule 424(b)(2) File No. 333-283793 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) $2,750,000,000 The PNC Financial Services Group, Inc. 5.222% Fixed Rate/Floating Rate Senior Notes Due January 29, 2031 5.575% Fixed Rate/Floating Rate Senior Notes Due January 29, 2036 The senior notes in the aggregate principal amount of $1,000,000,000 offered pursuant to this prosp

January 23, 2025 EX-99.1

News Release CONTACT: Kristen Pillitteri (412) 762-4550 [email protected] President Michael P. Lyons to Depart PNC Will Assume President & CEO-Elect Role at Fiserv PITTSBURGH, Jan. 23, 2025 – The PNC Financial Services Group, Inc. (NYSE: PNC) a

exhibit991 News Release CONTACT: Kristen Pillitteri (412) 762-4550 [email protected] President Michael P. Lyons to Depart PNC Will Assume President & CEO-Elect Role at Fiserv PITTSBURGH, Jan. 23, 2025 – The PNC Financial Services Group, Inc. (NYSE: PNC) announced today that President Michael P. Lyons is departing PNC to assume the President & CEO-Elect role at Fiserv. Lyons joined PNC in 201

January 23, 2025 EX-FILING FEES

Calculation of Filing Fee Table (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Table 424(b)(2) (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC.

January 22, 2025 424B5

SUBJECT TO COMPLETION. DATED JANUARY 22, 2025 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2024) The PNC Financial Services Group, Inc. % Fixed Rate/Floating Rate Senior Notes Due January , 2031 % Fixed Rate/Floating Rate Senior Notes Due

Filed Pursuant to Rule 424(b)(5) File No. 333-283793 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETI

January 22, 2025 FWP

THE PNC FINANCIAL SERVICES GROUP, INC. $1,000,000,000 5.222% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JANUARY 29, 2031 $1,750,000,000 5.575% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JANUARY 29, 2036 2031 Senior Notes 2036 Senior Notes Issuer: The P

Filed Pursuant to Rule 433 Registration No. 333-283793 THE PNC FINANCIAL SERVICES GROUP, INC. $1,000,000,000 5.222% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JANUARY 29, 2031 $1,750,000,000 5.575% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JANUARY 29, 2036 2031 Senior Notes 2036 Senior Notes Issuer: The PNC Financial Services Group, Inc. (“PNC”) The PNC Financial Services Group, Inc. (“PNC”) Securi

January 16, 2025 EX-99.1

PNC Reports Full Year 2024 Net Income of $6.0 Billion, $13.74 Diluted EPS Generated Positive Operating Leverage Fourth Quarter 2024 net income was $1.6 billion, $3.77 diluted EPS Grew NII and NIM; increased deposits and capital

Exhibit 99.1 PNC Reports Full Year 2024 Net Income of $6.0 Billion, $13.74 Diluted EPS Generated Positive Operating Leverage Fourth Quarter 2024 net income was $1.6 billion, $3.77 diluted EPS Grew NII and NIM; increased deposits and capital PITTSBURGH, Jan. 16, 2025 – The PNC Financial Services Group, Inc. (NYSE: PNC) today reported: For the quarter For the year In millions, except per share data

January 16, 2025 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 January 16, 2025 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 Pennsylvania 25-1435979 (State or other

January 16, 2025 EX-99.2

THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FOURTH QUARTER 2024 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FOURTH QUARTER 2024 Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Deta

Exhibit 99.2 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FOURTH QUARTER 2024 (Unaudited) THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT FOURTH QUARTER 2024 (UNAUDITED) Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Details of Net Interest Margin 4 Loans 5 Allowance for Credit Losses 6-7 Nonperforming Assets 8 Accruing Loans Past D

January 16, 2025 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 January 16, 2025 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 Pennsylvania 25-1435979 (State or other

January 16, 2025 EX-99.1

Fourth Quarter 2024 Earnings Conference Call January 16, 2025 Exhibit 99.1 Regarding Forward-Looking and non-GAAP Financial Information Our earnings conference call presentation is not intended as a full business or financial review and should be vie

Fourth Quarter 2024 Earnings Conference Call January 16, 2025 Exhibit 99.1 Regarding Forward-Looking and non-GAAP Financial Information Our earnings conference call presentation is not intended as a full business or financial review and should be viewed in the context of all of the information made available by PNC in its SEC filings and on our corporate website. The presentation contains forward-

December 23, 2024 EX-24.1

Power of Attorney

EX-24.1 Exhibit 24.1 POWER OF ATTORNEY The PNC Financial Services Group, Inc. KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below hereby appoints Robert Q. Reilly, Gregory H. Kozich, Kathryn Leonard, Laura Long, Vicki C. Henn and Laura Gleason, and each of them, severally, as his or her true and lawful attorney or attorneys-in-fact and agent, with full power of substitut

December 23, 2024 S-8 POS

As filed with the Securities and Exchange Commission on December 23, 2024

As filed with the Securities and Exchange Commission on December 23, 2024 Registration No.

December 23, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-8 (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC.

December 23, 2024 S-8

As filed with the Securities and Exchange Commission on December 23, 2024

As filed with the Securities and Exchange Commission on December 23, 2024 Registration No.

December 13, 2024 EX-FILING FEES

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Table Form S-3 (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC.

December 13, 2024 EX-25.1

Form T-1 Statement of Eligibility Under the Trust Indenture Act of 1939, as amended, of The Bank of New York Mellon to act as Trustee under the Indenture dated as of September 6, 2012

Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) || THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-5160382 (J

December 13, 2024 EX-24.1

Powers of Attorney

Exhibit 24.1 POWER OF ATTORNEY The PNC Financial Services Group, Inc. Each of the undersigned directors and/or officers of The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Corporation”), hereby names, constitutes and appoints Robert Q. Reilly, Gregory H. Kozich, Laura L. Long and Laura Gleason, and each of them individually, the undersigned’s true and lawful attorney-in-fac

December 13, 2024 S-3ASR

As filed with the Securities and Exchange Commission on December 13, 2024

As filed with the Securities and Exchange Commission on December 13, 2024 Registration No.

December 13, 2024 EX-25.2

Form T-1 Statement of Eligibility Under the Trust Indenture Act of 1939, as amended, of The Bank of New York Mellon to act as Trustee under the Indenture dated as of December 19, 2012

Exhibit 25.2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b)(2) || THE BANK OF NEW YORK MELLON (Exact name of trustee as specified in its charter) New York 13-5160382 (J

November 14, 2024 SC 13G

IDRV / iShares Trust - iShares Self-Driving EV and Tech ETF / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G Passive Investment

SC 13G 1 d128644dsc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 iShares Self-Driving EV and Tech ETF (Name of Issuer) Exchange-Traded Fund (Title of Class of Securities) 46435U366 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule

November 14, 2024 SC 13G/A

VFC / V.F. Corporation / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d884024dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 89) V.F. Corporation (Name of Issuer) Common Stock (Title of Class of Securities) 918204108 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule p

November 14, 2024 SC 13G/A

KTB / Kontoor Brands, Inc. / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d884823dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 6) Kontoor Brands, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 50050N103 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rul

November 14, 2024 SC 13G/A

ERIE / Erie Indemnity Company / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d880315dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 16) Erie Indemnity Company (Name of Issuer) Class A Common Stock (Title of Class of Securities) 29530P102 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design

November 14, 2024 SC 13G/A

TBLL / Invesco Exchange-Traded Fund Trust II - Invesco Short Term Treasury ETF / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d880321dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.1) Invesco Short Term Treasury ETF (Name of Issuer) Exchange-Traded Fund (Title of Class of Securities) 46138G888 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

November 14, 2024 SC 13G/A

SOCL / Global X Funds - Global X Social Media ETF / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d880341dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 5) Global X Social Media Index ETF (Name of Issuer) Exchange-Traded Fund (Title of Class of Securities) 37950E416 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box t

November 14, 2024 SC 13G/A

DGRW / WisdomTree Trust - WisdomTree U.S. Quality Dividend Growth Fund / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d880384dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 9) WisdomTree U.S. Quality Dividend Growth Fund (Name of Issuer) Exchange-Traded Fund (Title of Class of Securities) 97717X669 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appr

November 14, 2024 SC 13G/A

LLY / Eli Lilly and Company / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d884825dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 5) Eli Lilly and Company (Name of Issuer) Common Stock (Title of Class of Securities) 532457108 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the ru

November 14, 2024 EX-99.A

AGREEMENT November 14, 2024

EX-99.A 2 d128644dex99a.htm EX-99.A Page 10 of 10 Pages EXHIBIT A AGREEMENT November 14, 2024 The undersigned hereby agree to file a joint statement on Schedule 13G under the Securities and Exchange Act of 1934, as amended (the “Act”) with respect to the fund shares issued by iShares Self-Driving EV and Tech ETF. Each of the undersigned states that it is entitled to individually use Schedule 13G p

November 14, 2024 SC 13G/A

DLN / WisdomTree Trust - WisdomTree U.S. LargeCap Dividend Fund / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d820950dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 18) WisdomTree U.S. LargeCap Dividend Fund (Name of Issuer) Exchange-Traded Fund (Title of Class of Securities) 97717W307 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropria

November 14, 2024 SC 13G/A

CWI / SPDR Index Shares Funds - SPDR MSCI ACWI ex-US ETF / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d880272dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.1) SPDR MSCI ACWI ex-US ETF (Name of Issuer) Exchange-Traded Fund (Title of Class of Securities) 78463X848 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design

November 14, 2024 SC 13G/A

IQLT / iShares Trust - iShares MSCI Intl Quality Factor ETF / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d881395dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1) iShares MSCI Intl Quality Factor ETF (Name of Issuer) Exchange-Traded Fund (Title of Class of Securities) 46434V456 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate

November 14, 2024 SC 13G/A

VOTE / TCW ETF Trust - TCW Transform 500 ETF / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d880303dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 1) TCW Transform 500 ETF (Name of Issuer) Exchange-Traded Fund (Title of Class of Securities) 29287L106 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designat

November 14, 2024 SC 13G

DIVG / Invesco Exchange-Traded Fund Trust II - Invesco S&P 500 High Dividend Growers ETF / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G Passive Investment

SC 13G 1 d881367dsc13g.htm SC 13G SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 Invesco S&P 500 High Dividend Growers ETF (Name of Issuer) Exchange-Traded Fund (Title of Class of Securities) 46138G458 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the

November 14, 2024 SC 13G/A

FINX / Global X Funds - Global X FinTech ETF / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d881215dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (FINAL AMENDMENT) Global X Fintech Thematic ETF (Name of Issuer) Exchange-Traded Fund (Title of Class of Securities) 37954Y814 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to

November 14, 2024 EX-99.A

AGREEMENT November 14, 2024

EX-99.A 2 d881367dex99a.htm EX-99.A Page 7 of 7 Pages EXHIBIT A AGREEMENT November 14, 2024 The undersigned hereby agree to file a joint statement on Schedule 13G under the Securities and Exchange Act of 1934, as amended (the “Act”) with respect to the fund shares issued by Invesco S&P 500 High Dividend Growers ETF. Each of the undersigned states that it is entitled to individually use Schedule 13

November 14, 2024 SC 13G/A

HERO / Global X Funds - Global X Video Games & Esports ETF / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A 1 d881334dsc13ga.htm SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (FINAL AMENDMENT) Global X Video Games & Esports ETF (Name of Issuer) Exchange-Traded Fund (Title of Class of Securities) 37954Y392 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

November 14, 2024 SC 13G/A

SNSR / Global X Funds - Global X Internet of Things ETF / PNC FINANCIAL SERVICES GROUP, INC. - SC 13G/A Passive Investment

SC 13G/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G/A UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 6) Global X Internet of Things ETF (Name of Issuer) Exchange-Traded Fund (Title of Class of Securities) 37954Y780 (CUSIP Number) September 30, 2024 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

November 8, 2024 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 November 8, 2024 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 Pennsylvania 25-1435979 (State or other

November 8, 2024 EX-99.1

Driving Growth Through National Expansion BancAnalysts Association of Boston Conference November 8, 2024 Exhibit 99.1 Regarding Forward-Looking and non-GAAP Financial Information This presentation is not intended as a full business or financial revie

Driving Growth Through National Expansion BancAnalysts Association of Boston Conference November 8, 2024 Exhibit 99.

November 1, 2024 EX-22

Subsidiary Issuers of Guaranteed Securities

EXHIBIT 22 Subsidiary Issuers of Guaranteed Securities The 100% owned finance subsidiary of The PNC Financial Services Group, Inc.

November 1, 2024 EX-10.33

Letter Agreement, dated as of July 24, 2024

exhibit1033 The PNC Financial Services Group One PNC Plaza 249 Fifth Avenue Pittsburgh Pennsylvania 15222-2707 www.

November 1, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09718 The PNC Financial Services Group, Inc.

October 30, 2024 EX-99.1

News Release CONTACTS MEDIA: Kristen Pillitteri (412) 762-4550 [email protected] INVESTORS: Bryan Gill (412) 768-4143 [email protected] PNC Announces Redemption Of All Depositary Shares Representing Interests In Series R Preferred Stoc

News Release CONTACTS MEDIA: Kristen Pillitteri (412) 762-4550 [email protected] INVESTORS: Bryan Gill (412) 768-4143 [email protected] PNC Announces Redemption Of All Depositary Shares Representing Interests In Series R Preferred Stock PITTSBURGH, Oct. 30, 2024 – The PNC Financial Services Group, Inc. (NYSE: PNC) today announced the redemption on Dec. 2, 2024, of $500,000,000 of De

October 30, 2024 8-K

Financial Statements and Exhibits, Other Events

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 October 30, 2024 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 Pennsylvania 25-1435979 (State or other

October 21, 2024 EX-1.1

Underwriting Agreement, dated as of October 16, 2024

Exhibit 1.1 The PNC Financial Services Group, Inc. Underwriting Agreement New York, New York October 16, 2024 To the Representatives named in Schedule I hereto of the Underwriters named in Schedule II hereto Dear Ladies and Gentlemen: The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule II hereto (the “

October 21, 2024 8-K

Financial Statements and Exhibits, Other Events

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 October 16, 2024 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 Pennsylvania 25-1435979 (State or other

October 21, 2024 EX-4.3

Form of 4.812% Fixed Rate/Floating Rate Senior Note due October 21, 2032

Exhibit 4.3 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SENIOR NOTES IN CERTIFICATED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCESSOR DEPOS

October 17, 2024 424B2

PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2021) The PNC Financial Services Group, Inc. 4.812% Fixed Rate/Floating Rate Senior Notes Due October 21, 2032

Filed Pursuant to Rule 424(b)(2) File No. 333-261622 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2021) $1,500,000,000 The PNC Financial Services Group, Inc. 4.812% Fixed Rate/Floating Rate Senior Notes Due October 21, 2032 The senior notes (the “Senior Notes”) in the aggregate principal amount of $1,500,000,000 offered pursuant to this prospectus supplement and the accompanying prospec

October 17, 2024 EX-FILING FEES

Table 1: Newly Registered and Carry Forward Securities

Calculation of Filing Fee Tables S-3 PNC FINANCIAL SERVICES GROUP, INC. Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward Form Type Carry Forward File Number Carry Forward Initial

October 17, 2024 EX-24

POWER OF ATTORNEY (Form 144)

POWER OF ATTORNEY (Form 144) Know all by these present, that the undersigned hereby constitutes and appoints each of, Laura Gleason, Patricia A.

October 16, 2024 FWP

THE PNC FINANCIAL SERVICES GROUP, INC. $1,500,000,000 4.812% FIXED RATE/FLOATING RATE SENIOR NOTES DUE OCTOBER 21, 2032

Filed Pursuant to Rule 433 Registration No. 333-261622 THE PNC FINANCIAL SERVICES GROUP, INC. $1,500,000,000 4.812% FIXED RATE/FLOATING RATE SENIOR NOTES DUE OCTOBER 21, 2032 Issuer: The PNC Financial Services Group, Inc. (“PNC”) Security: 4.812% Fixed Rate/Floating Rate Senior Notes due October 21, 2032 (the “Senior Notes”) Ranking: Senior Expected Security Ratings:* A3 / A- / A (Moody’s / S&P /

October 16, 2024 424B5

SUBJECT TO COMPLETION. DATED OCTOBER 16, 2024 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2021) The PNC Financial Services Group, Inc. % Fixed Rate/Floating Rate Senior Notes Due October , 2032

Filed Pursuant to Rule 424(b)(5) File No. 333-261622 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETI

October 15, 2024 8-K

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 October 15, 2024 Date of Report (Date of earliest event reported) THE PNC FINANCIAL

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 October 15, 2024 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 Pennsylvania 25-1435979 (State or other

October 15, 2024 EX-99.2

THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT THIRD QUARTER 2024 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT THIRD QUARTER 2024 Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Detail

Exhibit 99.2 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT THIRD QUARTER 2024 (Unaudited) THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT THIRD QUARTER 2024 (UNAUDITED) Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Details of Net Interest Margin 4 Loans 5 Allowance for Credit Losses 6-7 Nonperforming Assets 8 Accruing Loans Past Due

October 15, 2024 EX-99.1

PNC Reports Third Quarter 2024 Net Income of $1.5 Billion, $3.49 Diluted EPS Generated positive operating leverage; grew NII; substantially increased fee income and TBV

Exhibit 99.1 PNC Reports Third Quarter 2024 Net Income of $1.5 Billion, $3.49 Diluted EPS Generated positive operating leverage; grew NII; substantially increased fee income and TBV PITTSBURGH, Oct. 15, 2024 – The PNC Financial Services Group, Inc. (NYSE: PNC) today reported: For the quarter In millions, except per share data and as noted 3Q24 2Q24 3Q23 Third Quarter Highlights ▪ Financial Results

October 15, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 October 15, 2024 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 Pennsylvania 25-1435979 (State or other

October 15, 2024 EX-99.1

Third Quarter 2024 Earnings Conference Call October 15, 2024 Exhibit 99.1 Regarding Forward-Looking and non-GAAP Financial Information Our earnings conference call presentation is not intended as a full business or financial review and should be view

a3q24earningsslidesfina Third Quarter 2024 Earnings Conference Call October 15, 2024 Exhibit 99.

August 2, 2024 EX-10.32

2024 Form of Restricted Share Units Award Agreement – Senior Leader Program

-1- THE PNC FINANCIAL SERVICES GROUP, INC. 2016 INCENTIVE AWARD PLAN * * * RESTRICTED SHARE UNITS AWARD AGREEMENT This Agreement sets forth the terms and conditions of your restricted share unit award made pursuant to The PNC Financial Services Group, Inc. 2016 Incentive Award Plan and any sub-plans thereto (this “Agreement”). Appendix A to this Agreement sets forth additional terms and conditions

August 2, 2024 EX-18

Preferability Letter

PricewaterhouseCoopers LLP, 301 Grant Street, Pittsburgh, Pennsylvania 15219 T: (412) 355 6000, www.

August 2, 2024 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-09718 The PNC Financial Services Group, Inc.

August 2, 2024 EX-10.31

2024 Form of Restricted Share Units Award Agreement

-1- THE PNC FINANCIAL SERVICES GROUP, INC. 2016 INCENTIVE AWARD PLAN * * * RESTRICTED SHARE UNITS AWARD AGREEMENT This Agreement sets forth the terms and conditions of your restricted share unit award made pursuant to The PNC Financial Services Group, Inc. 2016 Incentive Award Plan and any sub-plans thereto (this “Agreement”). Appendix A to this Agreement sets forth additional terms and conditions

August 2, 2024 EX-10.30

2024 Form of Performance Share Units Award Agreement

THE PNC FINANCIAL SERVICES GROUP, INC. 2016 INCENTIVE AWARD PLAN * * * PERFORMANCE SHARE UNITS AWARD AGREEMENT This Agreement, which includes the attached appendices (this “Agreement”) sets forth the terms and conditions of your performance share unit award made pursuant to The PNC Financial Services Group, Inc. 2016 Incentive Award Plan and any sub-plans thereto. Appendix A to this Agreement sets

August 2, 2024 EX-22

Subsidiary Issuers of Guaranteed Securities

EXHIBIT 22 Subsidiary Issuers of Guaranteed Securities The 100% owned finance subsidiary of The PNC Financial Services Group, Inc.

July 23, 2024 EX-4.4

Form of 5.401% Fixed Rate/Floating Rate Senior Note due July 23, 2035

exhibit44 Exhibit 4.4 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SENIOR NOTES IN CERTIFICATED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCE

July 23, 2024 EX-1.1

Underwriting Agreement dated as of July 18, 2024

Exhibit 1.1 The PNC Financial Services Group, Inc. Underwriting Agreement New York, New York July 18, 2024 To the Representatives named in Schedule I hereto of the Underwriters named in Schedule II hereto Dear Ladies and Gentlemen: The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule II hereto (the “Und

July 23, 2024 8-K

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 July 18, 2024 Date of Report (Date of earliest event reported) THE PNC FINANCIAL SE

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 July 18, 2024 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 Pennsylvania 25-1435979 (State or other jur

July 23, 2024 EX-4.3

Form of 5.102% Fixed Rate/Floating Rate Senior Note due July 23, 2027

exhibit43 Exhibit 4.3 UNLESS AND UNTIL IT IS EXCHANGED IN WHOLE OR IN PART FOR SENIOR NOTES IN CERTIFICATED FORM, THIS SECURITY MAY NOT BE TRANSFERRED EXCEPT AS A WHOLE BY THE DEPOSITARY TO A NOMINEE OF THE DEPOSITARY OR BY A NOMINEE OF THE DEPOSITARY TO THE DEPOSITARY OR ANOTHER NOMINEE OF THE DEPOSITARY OR BY THE DEPOSITARY OR ANY SUCH NOMINEE TO A SUCCESSOR DEPOSITARY OR A NOMINEE OF SUCH SUCCE

July 19, 2024 424B2

PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2021) The PNC Financial Services Group, Inc. 5.102% Fixed Rate/Floating Rate Senior Notes Due July 23, 2027 5.401% Fixed Rate/Floating Rate Senior Notes Due July 23, 2035

Filed Pursuant to Rule 424(b)(2) File No. 333-261622 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2021) $2,500,000,000 The PNC Financial Services Group, Inc. 5.102% Fixed Rate/Floating Rate Senior Notes Due July 23, 2027 5.401% Fixed Rate/Floating Rate Senior Notes Due July 23, 2035 The senior notes in the aggregate principal amount of $1,000,000,000 offered pursuant to this prospectus

July 19, 2024 EX-FILING FEES

Calculation of Filing Fee Table (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC. (Exact Name of Registrant as Specified in Its Charter) Table 1: Newly Registered Securities

Exhibit 107 Calculation of Filing Fee Table 424(b)(2) (Form Type) THE PNC FINANCIAL SERVICES GROUP, INC.

July 18, 2024 FWP

THE PNC FINANCIAL SERVICES GROUP, INC. $1,000,000,000 5.102% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JULY 23, 2027 $1,500,000,000 5.401% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JULY 23, 2035 2027 Senior Notes 2035 Senior Notes Issuer: The PNC Fin

Filed Pursuant to Rule 433 Registration No. 333-261622 THE PNC FINANCIAL SERVICES GROUP, INC. $1,000,000,000 5.102% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JULY 23, 2027 $1,500,000,000 5.401% FIXED RATE/FLOATING RATE SENIOR NOTES DUE JULY 23, 2035 2027 Senior Notes 2035 Senior Notes Issuer: The PNC Financial Services Group, Inc. (“PNC”) The PNC Financial Services Group, Inc. (“PNC”) Security: 5.

July 18, 2024 424B5

SUBJECT TO COMPLETION. DATED JULY 18, 2024 PROSPECTUS SUPPLEMENT (To Prospectus dated December 13, 2021) The PNC Financial Services Group, Inc. % Fixed Rate/Floating Rate Senior Notes Due July , 2027 % Fixed Rate/Floating Rate Senior Notes Due July ,

Filed Pursuant to Rule 424(b)(5) File No. 333-261622 The information in this preliminary prospectus supplement is not complete and may be changed. This preliminary prospectus supplement and the accompanying prospectus are not an offer to sell these securities and we are not soliciting an offer to buy these securities in any jurisdiction where the offer or sale is not permitted. SUBJECT TO COMPLETI

July 16, 2024 EX-99.1

Second Quarter 2024 Earnings Conference Call July 16, 2024 Exhibit 99.1 Regarding Forward-Looking and non-GAAP Financial Information Our earnings conference call presentation is not intended as a full business or financial review and should be viewed

Second Quarter 2024 Earnings Conference Call July 16, 2024 Exhibit 99.1 Regarding Forward-Looking and non-GAAP Financial Information Our earnings conference call presentation is not intended as a full business or financial review and should be viewed in the context of all of the information made available by PNC in its SEC filings and on our corporate website. The presentation contains forward-loo

July 16, 2024 EX-99.2

THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT SECOND QUARTER 2024 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT SECOND QUARTER 2024 Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Deta

Exhibit 99.2 THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT SECOND QUARTER 2024 (Unaudited) THE PNC FINANCIAL SERVICES GROUP, INC. FINANCIAL SUPPLEMENT SECOND QUARTER 2024 (UNAUDITED) Consolidated Results: Page Income Statement 1 Balance Sheet 2 Average Balance Sheet 3 Details of Net Interest Margin 4 Loans 5 Allowance for Credit Losses 6-7 Nonperforming Assets 8 Accruing Loans Past D

July 16, 2024 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 July 16, 2024 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 Pennsylvania 25-1435979 (State or other jur

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