Overstrom Alexander E. C. 4
4 · PNC FINANCIAL SERVICES GROUP, INC. · Filed Feb 17, 2026
Research Summary
AI-generated summary of this filing
PNC EVP Alexander Overstrom Receives Award, Withholds Shares for Taxes
What Happened
Alexander E. C. Overstrom, Executive Vice President of PNC Financial Services Group, had 6,163 performance share units (PSUs) vest on Feb 12, 2026 and received 6,163 shares of PNC common stock. At the reported price of $229.68/share, the vested shares are worth about $1,415,518. To cover withholding taxes on the payout, 2,052 shares were withheld/disposed at $229.68 each, equal to roughly $471,303. This was an award payout (not an open-market sale or purchase).
Key Details
- Transaction date: February 12, 2026; Form 4 filed February 17, 2026 (no late-filing flag reported).
- Award: 6,163 shares issued (transaction code A) at $0.00 acquisition price (PSU payout).
- Tax withholding: 2,052 shares withheld/disposed (transaction code F) at $229.68, proceeds ≈ $471,303.
- Reported per-share price used in filing: $229.68.
- Shares owned after transaction: not specified in the filing.
- Footnotes: The 6,163 shares are the payout of 2023 PSUs granted Feb 16, 2023, paid at 119.57% of target based on service and performance; accrued dividend equivalents were paid in cash. Withholding represents shares retained to satisfy tax obligations.
Context
This was a routine PSU vesting and tax-withholding event—common for executive compensation. The award payout (A) increases the insider’s shareholding while the withheld shares (F) are a non-market disposal solely to cover taxes, not an indicator of a deliberate sale of holdings.
Insider Transaction Report
- Award
$5 Par Common Stock
[F1]2026-02-12+6,163→ 22,798 total - Tax Payment
$5 Par Common Stock
[F2]2026-02-12$229.68/sh−2,052$471,303→ 20,746 total
Footnotes (2)
- [F1]On February 12, 2026, 6,163 shares of The PNC Financial Services Group, Inc. ("PNC") common stock vested pursuant to an award of performance share units granted to the reporting person on February 16, 2023 (the "2023 PSUs"), following approval by the Human Resources Committee (the "Committee") of a payout of 119.57% based on the satisfaction of the reporting person's service requirements and achievement against performance criteria established under the award. Pursuant to the award, the 2023 PSUs pay out in shares of PNC common stock, and any accrued dividend equivalents are paid out in cash.
- [F2]Represents shares withheld to cover the reporting person's tax liability in connection with the vesting of the 2023 PSUs.