Deborah Guild 4
4 · PNC FINANCIAL SERVICES GROUP, INC. · Filed Feb 18, 2026
Research Summary
AI-generated summary of this filing
PNC EVP Deborah Guild Receives RSU Awards; Shares Withheld
What Happened
- Deborah Guild, Executive Vice President of PNC Financial Services Group (PNC), had a total of 5,435 restricted stock units (RSUs) vest on Feb 14 and Feb 16, 2026. The vesting converted to 5,435 shares of PNC common stock. To satisfy tax withholding, 2,233 shares were withheld (disposed) at $229.32 per share, generating cash withholding of $512,072. Net shares issued to Guild after withholding: 3,202 shares.
- These were awards vesting (transaction code A) with shares withheld for taxes (transaction code F) — not open-market sales.
Key Details
- Transaction dates and amounts:
- Feb 14, 2026: 2,063 RSUs vested; 848 shares withheld for taxes at $229.32 ($194,463).
- Feb 16, 2026: 1,792 RSUs vested; 736 shares withheld for taxes at $229.32 ($168,780).
- Feb 16, 2026: 1,580 RSUs vested; 649 shares withheld for taxes at $229.32 ($148,829).
- Totals: 5,435 shares vested; 2,233 shares withheld; total cash withheld ≈ $512,072; net issued = 3,202 shares.
- Footnotes: Vesting reflected 100% payout based on satisfaction of service requirements and achievement against the award’s risk‑based performance criteria for the 2023, 2024 and 2025 RSU grants. RSU awards pay out in shares; accrued dividend equivalents are paid in cash.
- Shares owned after the transaction: Not disclosed in this filing.
- Filing: Report filed Feb 18, 2026. The filing does not indicate a late-report designation.
Context
- This was vesting of restricted stock units with shares withheld to cover tax liability (a routine, non‑market sale action). The "disposed" entries are tax withholding; they do not necessarily reflect a directional insider trade signal.
Insider Transaction Report
Form 4
Deborah Guild
Executive Vice President
Transactions
- Award
$5 Par Common Stock
[F1]2026-02-14+2,063→ 34,802 total - Tax Payment
$5 Par Common Stock
[F2]2026-02-14$229.32/sh−848$194,463→ 33,954 total - Award
$5 Par Common Stock
[F3]2026-02-16+1,792→ 35,746 total - Tax Payment
$5 Par Common Stock
[F4]2026-02-16$229.32/sh−736$168,780→ 35,010 total - Award
$5 Par Common Stock
[F5]2026-02-16+1,580→ 36,590 total - Tax Payment
$5 Par Common Stock
[F6]2026-02-16$229.32/sh−649$148,829→ 35,941 total
Footnotes (6)
- [F1]On February 14, 2026, 2,063 shares of The PNC Financial Services Group, Inc. ("PNC") common stock vested pursuant to an award of restricted stock units granted to the reporting person on February 14, 2025 (the "2025 RSUs"), following approval by the Human Resources Committee (the "Committee") of a payout of 100% based on the satisfaction of the reporting person's service requirements and achievement against the risk-based performance criteria established under the award. Pursuant to the award, the 2025 RSUs 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 2025 RSUs.
- [F3]On February 16, 2026, 1,792 shares of PNC common stock vested pursuant to an award of restricted stock units granted to the reporting person on February 16, 2024 (the "2024 RSUs"), following approval by the Committee of a payout of 100% based on the satisfaction of the reporting person's service requirements and achievement against the risk-based performance criteria established under the award. Pursuant to the award, the 2024 RSUs pay out in shares of PNC common stock, and any accrued dividend equivalents are paid out in cash.
- [F4]Represents shares withheld to cover the reporting person's tax liability in connection with the vesting of the 2024 RSUs.
- [F5]On February 16, 2026, 1,580 shares of PNC common stock vested pursuant to an award of restricted stock units granted to the reporting person on February 16, 2023 (the "2023 RSUs"), following approval by the Committee of a payout of 100% based on the satisfaction of the reporting person's service requirements and achievement against the risk-based performance criteria established under the award. Pursuant to the award, the 2023 RSUs pay out in shares of PNC common stock, and any accrued dividend equivalents are paid out in cash.
- [F6]Represents shares withheld to cover the reporting person's tax liability in connection with the vesting of the 2023 RSUs.
Signature
Laura Gleason, Attorney-in-Fact for Deborah Guild|2026-02-18