PNC Financial Services Group Files 8-K

Ticker: PNC · Form: 8-K · Filed: 2024-05-14T00:00:00.000Z

Sentiment: neutral

Topics: 8-K, financial-reporting

Related Tickers: PNC

TL;DR

PNC filed an 8-K on May 8th, mostly procedural stuff, no major news yet.

AI Summary

On May 8, 2024, The PNC Financial Services Group, Inc. filed an 8-K report. The filing primarily concerns "Other Events" and "Financial Statements and Exhibits," indicating updates or disclosures related to the company's financial status and operations. No specific new financial figures or material events were detailed in the provided excerpt.

Why It Matters

This filing serves as an official record of significant corporate events or financial updates for PNC Financial Services Group, Inc., providing transparency to investors and the market.

Risk Assessment

Risk Level: low — The filing is a routine 8-K report and does not disclose any new material risks or adverse information.

Key Players & Entities

FAQ

What is the primary purpose of this 8-K filing?

The primary purpose of this 8-K filing is to report on "Other Events" and "Financial Statements and Exhibits" for The PNC Financial Services Group, Inc.

When was this 8-K report filed?

This 8-K report was filed on May 14, 2024, with the earliest event reported being May 8, 2024.

What is the exact name of the company filing this report?

The exact name of the company filing this report is THE PNC FINANCIAL SERVICES GROUP, INC.

Where are the principal executive offices of The PNC Financial Services Group, Inc. located?

The principal executive offices are located at The Tower at PNC Plaza, 300 Fifth Avenue, Pittsburgh, Pennsylvania, 15222-2401.

What is the Commission File Number for this filing?

The Commission File Number for this filing is 001-09718.

Filing Stats: 857 words · 3 min read · ~3 pages · Grade level 10.1 · Accepted 2024-05-14 16:27:54

Key Financial Figures

Filing Documents

01 Other Events

Item 8.01 Other Events. On May 14, 2024, The PNC Financial Services Group, Inc. (the "Corporation") completed the public offer and sale of $1,750,000,000 aggregate principal amount of its 5.492% Fixed Rate/Floating Rate Senior Notes due May 14, 2030 (the "Notes"). The Notes were sold pursuant to an Underwriting Agreement dated May 8, 2024 (the "Underwriting Agreement") entered into by the Corporation, Citigroup Global Markets Inc., Morgan Stanley & Co. LLC and PNC Capital Markets LLC. The Underwriting Agreement is attached to this Current Report on Form 8-K as Exhibit 1.1 and is incorporated into this Item 8.01 by reference. The Notes were issued under an Indenture, dated as of September 6, 2012 (the "Base Indenture"), as amended and supplemented by a First Supplemental Indenture, dated as of April 23, 2021 (the "Supplemental Indenture" and together with the Base Indenture, the "Indenture"), between the Corporation and The Bank of New York Mellon, as trustee. The underwritten offering described in this Current Report on Form 8-K is more fully described in the prospectus supplement, dated May 8, 2024, and filed with the Securities and Exchange Commission (the "Commission") on May 9, 2024, to the accompanying prospectus filed with the Commission on December 13, 2021, as part of the Company's Registration Statement on Form S-3ASR (File No. 333-261622) (the "Registration Statement"). The above description of the Underwriting Agreement and the Indenture is qualified in its entirety by reference to the full text of such agreements. Copies of the Underwriting Agreement, the Base Indenture, the Supplemental Indenture and the Form of Note are filed or incorporated by reference as Exhibits 1.1, 4.1, 4.2 and 4.3, respectively. A copy of the legality opinion delivered by Laura Gleason, counsel to the Corporation in connection with the issuance of the Notes, is attached hereto as Exhibit 5.1. This Current Report on Form 8-K is being filed for the purpose of filing the

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Number Description Method of Filing 1.1 Underwriting Agreement dated as of May 8, 2024 Filed herewith 4.1 Indenture, dated as of September 6, 2012, between the Corporation and The Bank of New York Mellon Incorporated herein by reference to Exhibit 4.19 of Form S-3 filed on January 15, 2010, as amended by Post-Effective Amendment No. 1 filed on September 6, 2012 4.2 Supplemental Indenture, dated as of April 23, 2021, between the Corporation and The Bank of New York Mellon Incorporated herein by reference to Exhibit 4.2 of Form 8-K filed on April 23, 2021 4.3 Form of 5.492% Fixed Rate/Floating Rate Senior Note due May 14, 2030 Filed herewith 5.1 Opinion of Laura Gleason Filed herewith 23.1 Consent of Laura Gleason (included in Exhibit 5.1) Filed herewith 104 The cover page of this Current Report on Form 8-K, formatted as an inline XBRL. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. THE PNC FINANCIAL SERVICES GROUP, INC. (Registrant) Date: May 14, 2024 By: /s/ Gregory H. Kozich Gregory H. Kozich Senior Vice President and Controller - 3-

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