PNC Financial Services Group Files 8-K

Ticker: PNC · Form: 8-K · Filed: 2025-01-29T00:00:00.000Z

Sentiment: neutral

Topics: 8-K, filing, financial-statements

TL;DR

PNC filed an 8-K, mostly routine stuff, check exhibits for details.

AI Summary

PNC Financial Services Group, Inc. filed an 8-K on January 29, 2025, reporting events as of January 22, 2025. The filing primarily concerns "Other Events" and the submission of "Financial Statements and Exhibits," with no specific material events detailed in the provided text.

Why It Matters

This filing indicates that PNC Financial Services Group is providing updated information or exhibits to the SEC, which could be routine or related to ongoing business activities.

Risk Assessment

Risk Level: low — The filing appears to be procedural or informational, with no immediate indication of significant negative or positive developments.

Key Numbers

Key Players & Entities

FAQ

What specific "Other Events" are being reported by PNC Financial Services Group?

The provided text does not specify the nature of the "Other Events" beyond listing it as an item information category.

What "Financial Statements and Exhibits" are being filed?

The filing indicates that financial statements and exhibits are being submitted, but the specific content of these documents is not detailed in the provided excerpt.

What is the exact date of the earliest event reported in this 8-K?

The date of the earliest event reported is January 22, 2025.

What is the principal executive office address for PNC Financial Services Group?

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

What is the SIC code for PNC Financial Services Group?

The Standard Industrial Classification (SIC) code for PNC Financial Services Group is 6021, which corresponds to NATIONAL COMMERCIAL BANKS.

Filing Stats: 892 words · 4 min read · ~3 pages · Grade level 10.2 · Accepted 2025-01-29 16:05:22

Key Financial Figures

Filing Documents

01 Other Events

Item 8.01 Other Events. On January 29, 2025, The PNC Financial Services Group, Inc. (the "Corporation") completed the public offer and sale of (a) $1,000,000,000 aggregate principal amount of its 5.222% Fixed Rate/Floating Rate Senior Notes due January 29, 2031, and (b) $1,750,000,000 aggregate principal amount of its 5.575% Fixed Rate/Floating Rate Senior Notes due January 29, 2036 (collectively, the "Notes"). The Notes were sold pursuant to an Underwriting Agreement dated January 22, 2025 (the "Underwriting Agreement") entered into by the Corporation, PNC Capital Markets LLC, BofA Securities, Inc. and Citigroup Global Markets Inc. 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 January 22, 2025, and filed with the Securities and Exchange Commission (the "Commission") on January 23, 2025, to the accompanying prospectus filed with the Commission on December 13, 2024, as part of the Company's Registration Statement on Form S-3ASR (File No. 333-283793) (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 each Note are filed or incorporated by reference as Exhibits 1.1, 4.1, 4.2, 4.3 and 4.4, respectively. A copy of the legality opinion delivered by Laura Gleason, counsel to the C

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 January 22, 2025 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 5.222% Fixed Rate/Floating Rate Senior Note due January 29, 2031 Filed herewith 4.4 Form of 5.575% Fixed Rate/Floating Rate Senior Note due January 29, 2036 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: January 29, 2025 By: /s/ Gregory H. Kozich Gregory H. Kozich Senior Vice President and Controller - 3-

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