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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
January 31, 2025
Date of Report (Date of earliest event reported)
THE PNC FINANCIAL SERVICES GROUP, INC.
(Exact name of registrant as specified in its charter)
Commission File Number 001-09718
Pennsylvania25-1435979
(State or other jurisdiction of(I.R.S. Employer
incorporation)Identification No.)
The Tower at PNC Plaza
300 Fifth Avenue
Pittsburgh, Pennsylvania 15222-2401
(Address of principal executive offices, including zip code)
(888) 762-2265
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
☐
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to 12(b) of the Act:
Title of Each ClassTrading Symbol(s)
 Name of Each Exchange
    on Which Registered    
Common Stock, par value $5.00PNCNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company  ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange




Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) Election of Director

On January 31, 2025, the Board of Directors (the “Board”) of The PNC Financial Services Group, Inc. (“PNC”) increased the number of directors to 13 and appointed Douglas Dachille to serve on the Board effective February 3, 2025. Mr. Dachille was appointed to the Risk Committee and was also appointed as a director of PNC Bank, National Association.

The Board determined that Mr. Dachille is independent under the director independence standards established by the New York Stock Exchange. Mr. Dachille will receive compensation in accordance with PNC’s non-employee director compensation program described under the heading “Director Compensation” in PNC’s definitive proxy statement on Schedule 14A filed with the U.S. Securities and Exchange Commission on March 13, 2024.


















































SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
THE PNC FINANCIAL SERVICES GROUP, INC.
(Registrant)
Date:February 3, 2025By:/s/ Gregory H. Kozich
Gregory H. Kozich
Senior Vice President and Controller
 
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Jan. 31, 2025
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Entity Incorporation, State or Country Code PA
Document Type 8-K
Entity Central Index Key 0000713676
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Entity Registrant Name PNC FINANCIAL SERVICES GROUP, INC.
Entity File Number 001-09718
Entity Tax Identification Number 25-1435979
Entity Address, Address Line One 300 Fifth Avenue
Entity Address, City or Town Pittsburgh
Entity Address, State or Province PA
Entity Address, Postal Zip Code 15222-2401
City Area Code 888
Local Phone Number 762-2265
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Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Trading Symbol PNC
Security Exchange Name NYSE
Document Period End Date Jan. 31, 2025
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