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PNC FINANCIAL SERVICES GROUP, INC. Director's Dealing 2021

Apr 29, 2021

29908_dirs_2021-04-29_dfbb41fc-fd30-43d0-be9d-ad8f3eab1878.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: PNC FINANCIAL SERVICES GROUP, INC. (PNC)
CIK: 0000713676
Period of Report: 2021-04-27

Reporting Person: Cheshire Marjorie Rodgers (Director)

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2021-04-27 Deferred Stock Unit $ A 817 Acquired $5 Par Common Stock (817) Direct

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Phantom Stock Unit $ $5 Par Common Stock (3518) 3518 Indirect
Phantom Stock Unit $ $5 Par Common Stock (3526) 3526 Indirect

Footnotes

F1: Deferred stock unit ("DSU") granted pursuant to the PNC Directors Deferred Stock Unit Program (the "Program") under PNC's 2016 Incentive
Award Plan. Each DSU represents the right to receive at retirement one share of The PNC Financial Services Group, Inc. ("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.

F2: One phantom stock unit is the economic equivalent of one share of PNC common stock. Phantom stock units will be settled in cash upon
distribution to the reporting person and generally do not expire.