HESSE DANIEL 4

4 · PNC FINANCIAL SERVICES GROUP, INC. · Filed Jul 6, 2026

AI-generated summary of this filing

Updated Jul 6, 2026

PNC Director Daniel Hesse Receives 156-Unit Award ($39.3K)

What Happened

Daniel Hesse, a director of PNC Financial Services Group (PNC), was granted 156 derivative units on 2026-07-01. The units are reported at $251.62 each for a total value of $39,253. The transaction is recorded as an award/grant (code A) and involves phantom stock units / deferred stock units rather than open-market share purchases.

Key Details

Transaction date: 2026-07-01; reported value: 156 units × $251.62 = $39,253.
Transaction type: Award/Grant (derivative units — phantom stock units / DSUs).
Settlement: These units are the economic equivalent of one share each and are generally settled in cash or, under the Directors Deferred Stock Unit Program, may be paid in shares (see footnotes F1 and F4). Some units may reflect dividend equivalents acquired after the prior Form 4 filing (F2, F3, F5).
Shares/units owned after transaction: Not specified in this Form 4.
Filing date: 2026-07-06 (the grant occurred 2026-07-01); Form 4s for directors are typically due within two business days, so this filing date is later than that standard window.

Context

Deferred stock units and phantom stock units are commonly used as director compensation and represent future economic exposure to the company rather than immediate stock ownership; such awards are routine and do not by themselves indicate buying or selling intent.

Form 4

Period: 2026-07-01

Director

Transactions

Award
Phantom Stock Unit
[F1][F2]
2026-07-01$251.62/sh+156$39,253→ 5,061 total(indirect: Deferred Compensation Plan)
→ $5 Par Common Stock (156 underlying)

Holdings

Phantom Stock Unit
[F1][F3]
(indirect: Deferred Stock Unit Plan)
→ $5 Par Common Stock (2,132 underlying)
2,132
Deferred Stock Unit
[F4][F5]
→ $5 Par Common Stock (12,648 underlying)
12,648

Footnotes (5)

[F1]One phantom stock unit is the economic equivalent of one share of The PNC Financial Services Group, Inc. ("PNC") common stock. Phantom stock units will be settled in cash upon distribution to the reporting person and generally do not expire.
[F2]Includes phantom stock units acquired by the reporting person as dividend equivalents under the PNC Deferred Compensation Plan in transactions exempt from reporting that occurred after the date of the reporting person's most recent filing on Form 4.
[F3]Includes phantom stock units acquired by the reporting person as dividend equivalents under the PNC Outside Directors Deferred Stock Unit Plan in transactions exempt from reporting that occurred after the date of the reporting person's most recent filing on Form 4.
[F4]Deferred stock units ("DSUs") granted pursuant to the PNC Directors Deferred Stock Unit Program (the "Program") under PNC's equity incentive plan. Each DSU represents the right to receive at retirement one share of PNC common stock, or in limited circumstances cash equal to the fair market value of one share of PNC common stock on the payment determination date, pursuant to the terms of the Program.
[F5]Includes DSUs acquired by the reporting person as dividend equivalents under the Program in transactions exempt from reporting that occurred after the date of the reporting person's most recent filing on Form 4.

Signature

Laura Gleason, Attorney-in-Fact for Daniel R. Hesse|2026-07-06

1 file