PNC FINANCIAL SERVICES GROUP, INC.·4

Jan 28, 2:31 PM ET

Reilly Robert Q 4

4 · PNC FINANCIAL SERVICES GROUP, INC. · Filed Jan 28, 2026

Research Summary

AI-generated summary of this filing

Updated

PNC EVP Robert Q. Reilly Acquires 5,519 Shares

What Happened

  • Robert Q. Reilly, Executive Vice President of PNC Financial Services Group (PNC), reacquired 5,519 shares of PNC common stock on January 26, 2026. The reported per-share value is $213.10, for a total value of $1,176,099.
  • This was not an open-market purchase but a reacquisition from a grantor retained annuity trust (GRAT) that matured earlier in January 2026; the filing treats the change in form of beneficial ownership as an acquisition (transaction code J) and notes the transfer is exempt under Rule 16a-13.

Key Details

  • Transaction date and price: January 26, 2026 — 5,519 shares at $213.10 each.
  • Total value: $1,176,099.
  • Shares owned after transaction: Not specified in the provided report.
  • Footnotes of note:
    • F1: Reilly contributed 15,000 PNC shares to a GRAT on Jan 31, 2023; upon the trust’s maturation (Jan 4, 2026) he reacquired 5,519 shares on Jan 26, 2026. The filing treats earlier annuity distributions as directly beneficially owned and the reacquisition as a change in form exempt under Rule 16a-13.
    • F2: The filing also notes indirect holdings through The PNC Incentive Savings Plan (401(k)) and explains how ISP fund allocations work; these represent indirect holdings and are not direct participant allocations.
  • Filing timeliness: The Form 4 was filed on Jan 28, 2026 for a Jan 26, 2026 transaction, which appears to be within the normal two-business-day reporting window.

Context

  • This transaction reflects a reversion of shares from a matured trust back to the insider rather than a market-driven purchase; such trust-related transfers are typically administrative and don't necessarily signal a change in the insider’s market view. The filing is informational and notes the Rule 16a-13 exemption applicable to the transfer.

Insider Transaction Report

Form 4
Period: 2026-01-26
Reilly Robert Q
Executive Vice President
Transactions
  • Other

    $5 Par Common Stock

    [F1]
    2026-01-26$213.10/sh+5,519$1,176,099169,888 total
Holdings
  • $5 Par Common Stock

    [F2]
    (indirect: By 401(k))
    2,056
Footnotes (2)
  • [F1]The reporting person contributed 15,000 shares of The PNC Financial Services Group, Inc. ("PNC") common stock to a grantor retained annuity trust for the benefit of himself and his children on January 31, 2023. In connection with the maturation of the trust on January 4, 2026, 5,519 shares of PNC common stock were reacquired by the reporting person from the trust on January 26, 2026. The reporting person believes the foregoing transfer represents a change in the form of his beneficial ownership of the subject shares, which is exempt from Section 16 under Rule 16a-13. The shares of PNC common stock that the trust previously distributed to the reporting person as annuity payments (in transfers exempt from Section 16 under Rule 16a-13) are reported on this Form 4 as directly beneficially owned.
  • [F2]This amount represents the number of shares of PNC common stock indirectly held for the account of the reporting person under The PNC Incentive Savings Plan (the "ISP"), a defined contribution 401(k) plan, and reflects shares indirectly acquired in transactions exempt from reporting that occurred after the date of the reporting person's most recent filing on Form 4. Shares of PNC common stock are not directly allocated to ISP participants, but instead are held in a unitized fund (the "ISP fund"), the majority of which consists of PNC common stock, and the remainder of which is invested in a money market fund. The percentage of assets in the ISP fund that are deemed to be invested in PNC common stock fluctuates from time to time and is not the result of volitional or discretionary actions of the reporting person.
Signature
Laura Gleason, Attorney-in-Fact for Robert Q. Reilly|2026-01-28

Documents

1 file
  • 4
    wk-form4_1769628670.xmlPrimary

    FORM 4