HESSE DANIEL 4

What Happened

• Daniel Hesse, a director of The PNC Financial Services Group, received an award of 69 derivative units (reported as 69 shares) on April 1, 2026.
• Each unit was valued at $209.24, for a total reported value of $14,438. This transaction is coded as an award/acquisition (A) and involves phantom stock units rather than an open-market stock purchase.

Key Details

• Transaction date: 2026-04-01; Filing date: 2026-04-02 (timely filing).
• Details: 69 units @ $209.24 each = $14,438 (derivative award).
• Shares/units owned following the transaction: not specified in the report.
• Footnotes of note:
  • F1: Each phantom stock unit equals the economic equivalent of one PNC common share and generally will be settled in cash upon distribution.
  • F2–F3: Some units may include dividend equivalents under PNC deferred compensation plans (exempt transactions after prior filing).
  • F4–F5: References DSUs under the Directors Deferred Stock Unit Program (right to receive a share at retirement or, in limited cases, cash).
• No 10b5-1 plan, withholding, or sale reported in this filing.

Context

• This was an award of deferred/phantom units (a non-cash, derivative compensation grant) — not an open-market purchase or sale. Such awards are typically part of director compensation and do not necessarily signal buying or selling sentiment.
• Phantom stock/DSUs generally convert to cash or stock at a later date per plan terms; they are recorded as derivative awards on Form 4.