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PNC FINANCIAL SERVICES GROUP, INC. Annual Report (Amendment), Year Ended Jun 29, 1995

Filing Date
Filed June 29, 1995
Period End
June 29, 1995
Security
PNC
In the record · 2016–202610-K1110-Q328-K210

PNC filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 210 current reports (8-K) between 2016 and 2026.

  1. FY2015 annual report10-K · Feb ’16Feb ’16
  2. Leadership change8-K · Apr ’19Apr ’19
  3. Deal closed8-K · Jun ’21Jun ’21
  4. Leadership change8-K · Apr ’25Apr ’25

Summary

Summary of the 10-K/A filed June 29, 1995. Cited figures are marked; the original filing is the authoritative source.

This filing is Amendment No. 1 to PNC Bank Corp.'s (PNC) 1994 Form 10-K, filed June 29, 1995.

It contains the audited financial statements of the PNC Bank Corp. Incentive Savings Plan, a 401(k) and leveraged ESOP employee benefit plan, rather than the Corporation's consolidated financials. PNC's consolidated balance sheet, income statement, and cash flows are incorporated by reference from the 1994 Annual Report to Shareholders (Exhibit 13), and the excerpt provided does not include them. Investors therefore cannot assess PNC's revenue, net income, capital ratios, or asset quality from this document alone.

The plan statements show that net assets available for plan benefits fell from $450.1 million at December 31, 1993 to $388.2 milliona at December 31, 1994, a decline of about 13.7%. The main driver was a $102.9 million net realized and unrealized depreciation in fair value of investments, led by a $98.1 million decline in PNC common stock. PNC stock held by the plan fell from $365.9 million to $262.0 million.

Partly offsetting this were $64.4 millionb in total additions, mainly employee and employer contributions and investment income, and $13.8 million in net assets received from mergers. The filing also lists the Corporation's 1994 Form 8-K reports, which disclose several developments relevant to investors. These include two securities class action lawsuits relating to net interest income and interest rate risk disclosures, actions to reduce interest rate sensitivity, a charge for consolidating telephone banking centers and rationalizing branches, a board authorization to repurchase up to 24 million common shares over two years, the completion of the Indian River and BlackRock acquisitions, and a definitive agreement to acquire Chemical Bank New Jersey.

Key Highlights

  1. Plan net assets available for benefits declined 13.7% to $388.2 million at December 31, 1994, from $450.1 million a year earlier, with the decline driven by a $102.9 million net depreciation in investments.
  2. PNC common stock was the plan's largest holding at $262.0 million, down from $365.9 million, reflecting the 1994 decline in PNC's share price; the plan held 5,209,911 shares in its PNC Bank Corp. Stock Fund D.
  3. The leveraged ESOP's unallocated fund held 4,568,333 PNC shares worth $96.5 million, against an ESOP note payable of $98.6 million to PNC Bank Corp., leaving the unallocated fund with negative net assets of $6.4 million.
  4. Total plan additions were $64.4 million in 1994, including $22.9 million in employee contributions, $12.8 million in employer contributions (of which $4.1 million was PNC stock), and $26.9 million in investment income.
  5. Participant counts rose in every fund in 1994, with 14,353 participants in the PNC stock fund (Fund D) and 9,042 in the common stock fund (Fund A).
  6. The Corporation's 1994 Form 8-Ks disclosed two securities class action lawsuits alleging misstatements about net interest income, interest rate risk, and future prospects.
  7. The Board authorized repurchase of up to 24 million common shares over two years, and the Corporation agreed to acquire Chemical Bank New Jersey, per the 8-K reports listed in the filing.

Frequently Asked Questions

  1. What were PNC's consolidated net income and capital ratios for 1994?

    This filing does not include them. PNC's consolidated financial statements are incorporated by reference from the 1994 Annual Report to Shareholders (Exhibit 13), which is not part of this excerpt. Investors need that report or the 1994 Form 10-K to find consolidated earnings and capital data.

  2. Why did the Incentive Savings Plan's net assets fall in 1994?

    Net assets fell by $61.9 million, from $450.1 million to $388.2 million. The main cause was $102.9 million of net realized and unrealized depreciation, mostly from a $98.1 million decline in PNC common stock. Withdrawals of $33.3 million, ESOP note interest of $3.9 million, and the decline were partly offset by $64.4 million in total additions and $13.8 million received from mergers.

  3. How much PNC stock do employees hold through the plan, and how is it structured?

    At year-end 1994 the plan held about $262.0 million of PNC common stock. This includes $110.1 million in the PNC Bank Corp. Stock Fund D, $55.4 million in allocated ESOP shares (2,623,284 shares), and $96.5 million in unallocated ESOP shares (4,568,333 shares). Employer matching contributions for participants aged 55 or younger are made in PNC stock.

  4. What legal and strategic developments did PNC disclose in 1994 and early 1995?

    The filing lists 8-K reports covering two securities class action suits filed in late 1994 against the Corporation, its Chairman and CEO, and in one case its CFO. The suits concern disclosures about net interest income, interest rate risk, and future prospects. Other reports cover actions to reduce interest rate sensitivity, a charge tied to consolidating telephone banking centers and branch rationalization, the 24 million share buyback authorization, the completed acquisitions of Indian River, BlackRock, and Brentwood, and a definitive agreement to acquire Chemical Bank New Jersey.