Every material Form 8-K PNC Financial Services filed with the SEC in 2026, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
PNC's board appointed Alexander E. C. Overstrom, currently executive vice president and head of Retail Banking, as chief financial officer effective March 1, 2027. Robert Q. Reilly, the current CFO, will become executive vice chairman on the same date, serving as a senior executive advisor to Chairman and CEO William S. Demchak. The filing does not report financial results, so it contains no direct measure of business performance.
Alexander E. C. Overstrom, 42, joined PNC in 2014 and has led Retail Banking since July 2022.
Robert Q. Reilly has been CFO since 2013 and remains in the role until March 1, 2027.
Permanent successor for PNC Retail Banking will be named in the near future.
On October 23, 2026, PNC completed public sales of $1.2 billion of 5.463% Fixed Rate/Floating Rate Senior Notes and $300 million of Senior Floating Rate Notes, both due October 23, 2029. The notes were sold under an underwriting agreement dated October 20, 2026 with PNC Capital Markets LLC, Citigroup Global Markets Inc. and Morgan Stanley & Co. LLC. The filing does not state how the proceeds will be used, so its effect on shareholders is not described.
$1.2 billion of 5.463% Fixed Rate/Floating Rate Senior Notes due October 23, 2029
$300 million of Senior Floating Rate Notes due October 23, 2029
Underwriting agreement dated October 20, 2026; notes issued under a 2012 indenture with The Bank of New York Mellon as trustee
Offering made under Form S-3ASR registration statement (File No. 333-283793)
PNC reported third-quarter 2026 net income of $2,097 million, or $4.97 per diluted share, up from $4.81 in the second quarter and $4.35 a year earlier. Total revenue fell 5% from the second quarter to $6.6 billion, mainly because of elevated second-quarter capital markets activity and Visa-related items, but rose 11% from a year earlier. The board also declared a $2.00 per share quarterly dividend.
Net income of $2,097 million, compared with $2,055 million in 2Q26 and $1,822 million in 3Q25
Diluted EPS of $4.97; $5.09 as adjusted for integration costs and significant items
Total revenue of $6.6 billion, down 5% from 2Q26 and up 11% from 3Q25
Quarterly dividend of $2.00 per share, payable November 5, 2026, to holders of record October 14, 2026
PNC reported second quarter 2026 net income of $2.1 billion, or $4.81 per diluted share, and $4.85 per share as adjusted for FirstBank integration costs and other significant items. Total revenue rose to $6.9 billion, up 12% from the first quarter and 21% from a year earlier, and the board raised the quarterly dividend 18% to $2.00 per share, which matters to shareholders because it increases the cash return on each share.
Net income of $2.1 billion and diluted EPS of $4.81, compared with $4.13 in the first quarter of 2026 and $3.85 in the second quarter of 2025
Total revenue of $6.9 billion, up $710 million from the first quarter and $1.2 billion from the second quarter of 2025
Quarterly dividend raised to $2.00 per share from $1.70, payable August 5, 2026 to holders of record on July 20, 2026
Visa exchange gain of $448 million was largely offset by a $140 million PNC Foundation contribution and a $139 million securities loss
At its April 22, 2026 annual meeting, PNC shareholders approved the 2026 Omnibus Equity Incentive Plan, which authorizes 28,000,000 shares plus any unissued shares under the 2016 Incentive Award Plan. Shareholders also elected all 13 director nominees, ratified PricewaterhouseCoopers LLP as auditor for 2026, and approved executive pay on an advisory basis, so the plan now sets the terms for equity awards to employees, directors and other service providers.
Equity plan approved: 307,379,237 votes for (96.64%) and 10,693,136 against
Plan authorizes 28,000,000 shares, plus unissued shares under the 2016 plan as of April 22, 2026
Advisory vote on named executive officer pay approved with 93.56% of votes cast in favor
All 13 director nominees elected; lowest support was Andrew T. Feldstein at 94.30%
PNC reported first quarter 2026 net income of $1.8 billion, or $4.13 per diluted share, and $4.32 per share excluding $98 million of pre-tax FirstBank integration costs. Revenue rose 13% from a year earlier to $6.2 billion, but net income and EPS fell from the fourth quarter of 2025, when EPS was $4.88, and the year-earlier EPS was $3.51.
Revenue of $6,165 million rose 13% from the first quarter of 2025 and 2% from the fourth quarter of 2025, led by net interest income of $3,961 million.
Diluted EPS was $4.13 versus $4.88 in the fourth quarter of 2025 and $3.51 in the first quarter of 2025; adjusted EPS was $4.32.
PNC completed its FirstBank acquisition on January 5, 2026, and expects total integration costs of $325 million.
The board declared a quarterly dividend of $1.70 per share payable May 5, 2026, and expects second-quarter 2026 share repurchases of $600 million to $700 million.
PNC reported fourth quarter 2025 net income of $2.0 billion, or $4.88 per diluted share, up from $3.77 a year earlier, and full year 2025 net income of $7.0 billion, or $16.59 per diluted share, compared with $13.74 in 2024. The company also said it expects first quarter 2026 share repurchases of $600 million to $700 million and completed its FirstBank acquisition on January 5, 2026.
Q4 2025 revenue of $6.1 billion was a record, up 3% from the third quarter and 9% from the fourth quarter of 2024.
Full year 2025 revenue was $23.1 billion, and net income was $7.0 billion, or $16.59 per diluted share.
Expected first quarter 2026 share repurchases are $600 million to $700 million.
FirstBank had $26 billion of assets at the January 5, 2026 close, and its results will be reported from the first quarter of 2026.
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every PNC Financial Services filing is on SEC EDGAR ↗. 8-K briefs of other companies →