Reilly Robert Q 4

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.