PNC

SEC source: 0001209191-17-024571 · doc4.xml · nonDerivative · entry 1

SHEPARD DONALD J · CIK 0001237373 · Director

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 9,191

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · price: One phantom stock unit was the economic equivalent of one share of The PNC Financial Services Group, Inc. ("PNC") Common Stock. The units were settled in cash and distributed to the reporting person on the transaction date.

SEC source: 0001209191-17-019528 · doc4.xml · nonDerivative · entry 2

Larrimer Karen L. · CIK 0001577601 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 23,584

SEC source: 0001209191-17-019528 · doc4.xml · nonDerivative · entry 1

Larrimer Karen L. · CIK 0001577601 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 23,820

SEC source: 0001209191-17-019826 · doc4.xml · nonDerivative · entry 2

Rockey Joseph E · CIK 0001632527 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 12,277

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the performance based restricted share units awarded on March 8, 2017 and granted in the first quarter of 2013.

SEC source: 0001209191-17-019826 · doc4.xml · nonDerivative · entry 1

Rockey Joseph E · CIK 0001632527 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 12,560

F1 · kind: On March 8, 2017, 613 shares of PNC Common stock vested based on performance against established criteria of previously granted performance based restricted share units to the reporting person. The grant was made in the first quarter of 2013 and expressed as a number of share units, with payout contingent on achievement of related risk performance criteria. The share units pay out, if at all, in shares of PNC Common Stock, with any accrued dividend equivalents being paid out in cash. Prior to vesting, the number of share units and related dividend equivalents are subject to reduction based on risk performance criteria.

SEC source: 0001209191-17-019823 · doc4.xml · nonDerivative · entry 2

Kozich Gregory H · CIK 0001513555 · Controller

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,265

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the performance based restricted share units awarded on March 8, 2017 and granted in the first quarter of 2013.

SEC source: 0001209191-17-019823 · doc4.xml · nonDerivative · entry 1

Kozich Gregory H · CIK 0001513555 · Controller

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 6,537

F1 · kind: On March 8, 2017, 861 shares of PNC Common stock vested based on performance against established criteria of previously granted performance based restricted share units to the reporting person. The grant was made in the first quarter of 2013 and expressed as a number of share units, with payout contingent on achievement of related risk performance criteria. The share units pay out, if at all, in shares of PNC Common Stock, with any accrued dividend equivalents being paid out in cash. Prior to vesting, the number of share units and related dividend equivalents are subject to reduction based on risk performance criteria.

SEC source: 0001209191-17-019822 · doc4.xml · nonDerivative · entry 2

Esposito Orlando C. · CIK 0001573704 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,117

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the performance based restricted share units awarded on March 8, 2017 and granted in the first quarter of 2013.

SEC source: 0001209191-17-019822 · doc4.xml · nonDerivative · entry 1

Esposito Orlando C. · CIK 0001573704 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,517

F1 · kind: On March 8, 2017, 822 shares of PNC Common stock vested based on performance against established criteria of previously granted performance based restricted share units to the reporting person. The grant was made in the first quarter of 2013 and expressed as a number of share units, with payout contingent on achievement of related risk performance criteria. The share units pay out, if at all, in shares of PNC Common Stock, with any accrued dividend equivalents being paid out in cash. Prior to vesting, the number of share units and related dividend equivalents are subject to reduction based on risk performance criteria.

SEC source: 0001209191-17-019531 · doc4.xml · nonDerivative · entry 2

Rockey Joseph E · CIK 0001632527 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,947

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the performance based restricted share units awarded on March 7, 2017 and granted in the first quarter of 2014.

SEC source: 0001209191-17-019531 · doc4.xml · nonDerivative · entry 1

Rockey Joseph E · CIK 0001632527 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 12,211

F1 · kind: On March 7, 2017, 571 shares of PNC Common stock vested based on performance against established criteria of previously granted performance based restricted share units to the reporting person. The grant was made in the first quarter of 2014 and expressed as a number of share units, with payout contingent on achievement of related risk performance criteria. The share units pay out, if at all, in shares of PNC Common Stock, with any accrued dividend equivalents being paid out in cash. Prior to vesting, the number of share units and related dividend equivalents are subject to reduction based on risk performance criteria.

SEC source: 0001209191-17-019527 · doc4.xml · nonDerivative · entry 2

Kozich Gregory H · CIK 0001513555 · Controller

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,676

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the performance based restricted share units awarded on March 7, 2017 and granted in the first quarter of 2014.

SEC source: 0001209191-17-019527 · doc4.xml · nonDerivative · entry 1

Kozich Gregory H · CIK 0001513555 · Controller

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 5,913

F1 · kind: On March 7, 2017, 752 shares of PNC Common stock vested based on performance against established criteria of previously granted performance based restricted share units to the reporting person. The grant was made in the first quarter of 2014 and expressed as a number of share units, with payout contingent on achievement of related risk performance criteria. The share units pay out, if at all, in shares of PNC Common Stock, with any accrued dividend equivalents being paid out in cash. Prior to vesting, the number of share units and related dividend equivalents are subject to reduction based on risk performance criteria.

SEC source: 0001209191-17-017663 · doc4.xml · derivative · entry 6

Reilly Robert Q · CIK 0001454231 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 10,000

Underlying: $5 Par Common Stock · 55,000 shares

Expires 2018-07-21

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-17-017663 · doc4.xml · derivative · entry 5

Reilly Robert Q · CIK 0001454231 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: $5 Par Common Stock · 33,000 shares

Expires 2018-01-22

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-17-017663 · doc4.xml · nonDerivative · entry 3

Reilly Robert Q · CIK 0001454231 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 103,299

F1 · price: Represents the weighted average price of shares sold in multiple transactions with prices ranging from $131.00 to $131.42. The reporting person undertakes to provide upon request by the staff of the Securities and Exchange Commission, full information regarding the number of shares sold at each separate price.

SEC source: 0001209191-17-017663 · doc4.xml · nonDerivative · entry 2

Reilly Robert Q · CIK 0001454231 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 191,299

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-17-017663 · doc4.xml · nonDerivative · entry 1

Reilly Robert Q · CIK 0001454231 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 126,299

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-17-065149 · doc4a.xml · nonDerivative · entry 1

Reilly Robert Q · CIK 0001454231 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 93,299

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

F1 · shares: The reporting person is amending this Form 4 to reflect the correct number of shares purchased through Employee Stock Options.

F2 · balance_after: Corrected ending balance of direct holdings as of March 1, 2017.

SEC source: 0001209191-17-016386 · doc4.xml · nonDerivative · entry 1

Lyons Michael P. · CIK 0001534574 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 110,914

F1 · price: Represents the weighted average price of shares sold in multiple transactions with prices ranging from $127.18 to $127.38. The reporting person undertakes to provide upon request by the staff of the Securities and Exchange Commission, full information regarding the number of shares sold at each separate price.

SEC source: 0001209191-17-016384 · doc4.xml · derivative · entry 4

DEMCHAK WILLIAM S · CIK 0001198053 · President/CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 14,558

Underlying: $5 Par Common Stock · 165,442 shares

Expires 2019-02-12

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-17-016384 · doc4.xml · nonDerivative · entry 2

DEMCHAK WILLIAM S · CIK 0001198053 · President/CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 490,847

F1 · price: Represents the weighted average price of shares sold in multiple transactions with prices ranging from $126.66 to $127.37. The reporting person undertakes to provide upon request by the staff of the Securities and Exchange Commission, full information regarding the number of shares sold at each separate price.

SEC source: 0001209191-17-016384 · doc4.xml · nonDerivative · entry 1

DEMCHAK WILLIAM S · CIK 0001198053 · President/CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 656,289

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-17-013675 · doc4.xml · derivative · entry 3

Rockey Joseph E · CIK 0001632527 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 0

Underlying: $5 Par Common Stock · 16,000 shares

Expires 2018-01-22

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-17-013675 · doc4.xml · nonDerivative · entry 2

Rockey Joseph E · CIK 0001632527 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 11,640

F1 · price: Represents the weighted average price of shares sold in multiple transactions with prices ranging from $127.20 to $127.30. The reporting person undertakes to provide upon request by the staff of the Securities and Exchange Commission, full information regarding the number of shares sold at each separate price.

SEC source: 0001209191-17-013675 · doc4.xml · nonDerivative · entry 1

Rockey Joseph E · CIK 0001632527 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 27,640

Exercise/conversion can include RSU settlement. Transaction price and option strike are different fields; a missing price is not zero. Derivative and underlying rows can describe the same event.

SEC source: 0001209191-17-012058 · doc4.xml · nonDerivative · entry 2

Van Wyk Steven C. · CIK 0001569219 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 29,529

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the incentive performance unit opportunity awarded on February 15, 2017 and granted on February 13, 2014.

SEC source: 0001209191-17-012058 · doc4.xml · nonDerivative · entry 1

Van Wyk Steven C. · CIK 0001569219 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 33,954

F1 · kind: On February 15, 2017, 9,200 shares of PNC common stock vested after the Personnel and Compensation Committee approved a payout of 99.54% based on performance against established criteria of previously granted incentive performance units to the reporting person. The grant was made on February 13, 2014 and expressed as a "target" number of share units, with payout contingent on PNC having achieved related performance criteria. Subject to the Committee's discretion, the reporting person is eligible to receive shares of PNC common stock (if PNC meets specified performance criteria up to the target level) and/or cash (if performance criteria exceeds the target level).

SEC source: 0001209191-17-012054 · doc4.xml · nonDerivative · entry 2

Parsley E William III · CIK 0001499810 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 86,237

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the incentive performance unit opportunity awarded on February 15, 2017 and granted on February 13, 2014.

SEC source: 0001209191-17-012054 · doc4.xml · nonDerivative · entry 1

Parsley E William III · CIK 0001499810 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 91,219

F1 · kind: On February 15, 2017, 9,660 shares of PNC common stock vested after the Personnel and Compensation Committee approved a payout of 99.54% based on performance against established criteria of previously granted incentive performance units to the reporting person. The grant was made on February 13, 2014 and expressed as a "target" number of share units, with payout contingent on PNC having achieved related performance criteria. Subject to the Committee's discretion, the reporting person is eligible to receive shares of PNC common stock (if PNC meets specified performance criteria up to the target level) and/or cash (if performance criteria exceeds the target level).

SEC source: 0001209191-17-012057 · doc4.xml · nonDerivative · entry 2

Reilly Robert Q · CIK 0001454231 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 93,299

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the incentive performance unit opportunity awarded on February 15, 2017 and granted on February 13, 2014.

SEC source: 0001209191-17-012057 · doc4.xml · nonDerivative · entry 1

Reilly Robert Q · CIK 0001454231 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 97,681

F1 · kind: On February 15, 2017, 9,507 shares of PNC common stock vested after the Personnel and Compensation Committee approved a payout of 99.54% based on performance against established criteria of previously granted incentive performance units to the reporting person. The grant was made on February 13, 2014 and expressed as a "target" number of share units, with payout contingent on PNC having achieved related performance criteria. Subject to the Committee's discretion, the reporting person is eligible to receive shares of PNC common stock (if PNC meets specified performance criteria up to the target level) and/or cash (if performance criteria exceeds the target level).

SEC source: 0001209191-17-012051 · doc4.xml · nonDerivative · entry 2

Lyons Michael P. · CIK 0001534574 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 119,414

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the incentive performance unit opportunity awarded on February 15, 2017 and granted on February 13, 2014.

SEC source: 0001209191-17-012051 · doc4.xml · nonDerivative · entry 1

Lyons Michael P. · CIK 0001534574 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 131,449

F1 · kind: On February 15, 2017, 25,025 shares of PNC common stock vested after the Personnel and Compensation Committee approved a payout of 99.54% based on performance against established criteria of previously granted incentive performance units to the reporting person. The grant was made on February 13, 2014 and expressed as a "target" number of share units, with payout contingent on PNC having achieved related performance criteria. Subject to the Committee's discretion, the reporting person is eligible to receive shares of PNC common stock (if PNC meets specified performance criteria up to the target level) and/or cash (if performance criteria exceeds the target level).

SEC source: 0001209191-17-012046 · doc4.xml · nonDerivative · entry 2

Larrimer Karen L. · CIK 0001577601 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 25,820

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the incentive performance unit opportunity awarded on February 15, 2017 and granted on February 13, 2014.

SEC source: 0001209191-17-012046 · doc4.xml · nonDerivative · entry 1

Larrimer Karen L. · CIK 0001577601 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 26,747

F1 · kind: On February 15, 2017, 2,943 shares of PNC common stock vested after the Personnel and Compensation Committee approved a payout of 99.54% based on performance against established criteria of previously granted incentive performance units to the reporting person. The grant was made on February 13, 2014 and expressed as a "target" number of share units, with payout contingent on PNC having achieved related performance criteria. Subject to the Committee's discretion, the reporting person is eligible to receive shares of PNC common stock (if PNC meets specified performance criteria up to the target level) and/or cash (if performance criteria exceeds the target level).

SEC source: 0001209191-17-012043 · doc4.xml · nonDerivative · entry 2

Jordan Gregory B. · CIK 0001589622 · General Counsel and CAO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 31,864

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the incentive performance unit opportunity awarded on February 15, 2017 and granted on February 13, 2014.

SEC source: 0001209191-17-012043 · doc4.xml · nonDerivative · entry 1

Jordan Gregory B. · CIK 0001589622 · General Counsel and CAO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 33,419

F1 · kind: On February 15, 2017, 3,373 shares of PNC common stock vested after the Personnel and Compensation Committee approved a payout of 99.54% based on performance against established criteria of previously granted incentive performance units to the reporting person. The grant was made on February 13, 2014 and expressed as a "target" number of share units, with payout contingent on PNC having achieved related performance criteria. Subject to the Committee's discretion, the reporting person is eligible to receive shares of PNC common stock (if PNC meets specified performance criteria up to the target level) and/or cash (if performance criteria exceeds the target level).

SEC source: 0001209191-17-012041 · doc4.xml · nonDerivative · entry 2

HANNON MICHAEL J · CIK 0001194843 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 59,820

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the incentive performance unit opportunity awarded on February 15, 2017 and granted on February 13, 2014.

SEC source: 0001209191-17-012041 · doc4.xml · nonDerivative · entry 1

HANNON MICHAEL J · CIK 0001194843 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 60,902

F1 · kind: On February 15, 2017, 3,434 shares of PNC common stock vested after the Personnel and Compensation Committee approved a payout of 99.54% based on performance against established criteria of previously granted incentive performance units to the reporting person. The grant was made on February 13, 2014 and expressed as a "target" number of share units, with payout contingent on PNC having achieved related performance criteria. Subject to the Committee's discretion, the reporting person is eligible to receive shares of PNC common stock (if PNC meets specified performance criteria up to the target level) and/or cash (if performance criteria exceeds the target level).

SEC source: 0001209191-17-012040 · doc4.xml · nonDerivative · entry 2

Esposito Orlando C. · CIK 0001573704 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 16,695

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the incentive performance unit opportunity awarded on February 15, 2017 and granted on February 13, 2014.

SEC source: 0001209191-17-012040 · doc4.xml · nonDerivative · entry 1

Esposito Orlando C. · CIK 0001573704 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 17,695

F1 · kind: On February 15, 2017, 2,943 shares of PNC common stock vested after the Personnel and Compensation Committee approved a payout of 99.54% based on performance against established criteria of previously granted incentive performance units to the reporting person. The grant was made on February 13, 2014 and expressed as a "target" number of share units, with payout contingent on PNC having achieved related performance criteria. Subject to the Committee's discretion, the reporting person is eligible to receive shares of PNC common stock (if PNC meets specified performance criteria up to the target level) and/or cash (if performance criteria exceeds the target level).

SEC source: 0001209191-17-012039 · doc4.xml · nonDerivative · entry 2

DEMCHAK WILLIAM S · CIK 0001198053 · President/CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 490,847

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the incentive performance unit opportunity awarded on February 15, 2017 and granted on February 13, 2014.

SEC source: 0001209191-17-012039 · doc4.xml · nonDerivative · entry 1

DEMCHAK WILLIAM S · CIK 0001198053 · President/CEO

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 508,546

F1 · kind: On February 15, 2017, 36,802 shares of PNC common stock vested after the Personnel and Compensation Committee approved a payout of 99.54% based on performance against established criteria of previously granted incentive performance units to the reporting person. The grant was made on February 13, 2014 and expressed as a "target" number of share units, with payout contingent on PNC having achieved related performance criteria. Subject to the Committee's discretion, the reporting person is eligible to receive shares of PNC common stock (if PNC meets specified performance criteria up to the target level) and/or cash (if performance criteria exceeds the target level).

SEC source: 0001209191-17-011410 · doc4.xml · nonDerivative · entry 2

Van Wyk Steven C. · CIK 0001569219 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 24,754

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the performance based restricted share units awarded on February 14, 2017 and granted on February 14, 2013.

SEC source: 0001209191-17-011410 · doc4.xml · nonDerivative · entry 1

Van Wyk Steven C. · CIK 0001569219 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 26,112

F1 · kind: On February 14, 2017, 2,787 shares of PNC Common Stock vested following the approval of the Personnel and Compensation Committee of the PNC Board of Directors on January 26, 2017 of a payout of 125% based on performance against established criteria of previously granted performance based restricted share units to the reporting person. The grant was made on February 14, 2013 and was expressed as a "target" number of share units, with payout contingent on PNC having achieved related performance criteria. The share units pay out, if at all, in shares of PNC Common Stock, with any accrued dividend equivalents being paid out in cash. Subject to the Committee's discretion, the target number of share units may be reduced (down to 75% of target) or increased (up to 125% of target), based on PNC total shareholder return for the prior fiscal year.

SEC source: 0001209191-17-011408 · doc4.xml · nonDerivative · entry 2

Reilly Robert Q · CIK 0001454231 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 88,174

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the performance based restricted share units awarded on February 14, 2017 and granted on February 14, 2013.

SEC source: 0001209191-17-011408 · doc4.xml · nonDerivative · entry 1

Reilly Robert Q · CIK 0001454231 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 89,533

F1 · kind: On February 14, 2017, 2,911 shares of PNC Common Stock vested following the approval of the Personnel and Compensation Committee of the PNC Board of Directors on January 26, 2017 of a payout of 125% based on performance against established criteria of previously granted performance based restricted share units to the reporting person. The grant was made on February 14, 2013 and was expressed as a "target" number of share units, with payout contingent on PNC having achieved related performance criteria. The share units pay out, if at all, in shares of PNC Common Stock, with any accrued dividend equivalents being paid out in cash. Subject to the Committee's discretion, the target number of share units may be reduced (down to 75% of target) or increased (up to 125% of target), based on PNC total shareholder return for the prior fiscal year.

SEC source: 0001209191-17-011407 · doc4.xml · nonDerivative · entry 2

Parsley E William III · CIK 0001499810 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 81,559

F2 · kind: Represents shares withheld to cover the reporting person's tax liability in connection with the performance based restricted share units awarded on February 14, 2017 and granted on February 14, 2013.

SEC source: 0001209191-17-011407 · doc4.xml · nonDerivative · entry 1

Parsley E William III · CIK 0001499810 · Executive Vice President

10b5-1 filing: Not disclosed

Ownership: Direct

Disclosed balance after: 83,066

F1 · kind: On February 14, 2017, 2,922 shares of PNC Common Stock vested following the approval of the Personnel and Compensation Committee of the PNC Board of Directors on January 26, 2017 of a payout of 125% based on performance against established criteria of previously granted performance based restricted share units to the reporting person. The grant was made on February 14, 2013 and was expressed as a "target" number of share units, with payout contingent on PNC having achieved related performance criteria. The share units pay out, if at all, in shares of PNC Common Stock, with any accrued dividend equivalents being paid out in cash. Subject to the Committee's discretion, the target number of share units may be reduced (down to 75% of target) or increased (up to 125% of target), based on PNC total shareholder return for the prior fiscal year.