01—Abstract
Summary
Summary of the 8-K filed October 30, 2024. Cited figures are marked; the original filing is the authoritative source.
On October 30, 2024, The PNC Financial Services Group (NYSE: PNC) disclosed in a Form 8-K that it will redeem all 500,000 outstanding Depositary Shares (CUSIP: 693475AM7) representing interests in its Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series R, on December 2, 2024.
The total redemption amount is $500 milliona, paid at $1,000 per Depositary Share. Each Depositary Share represents a 1/100th interest in a share of the Series R Preferred Stock. The redemption price excludes the regular quarterly dividend on the Depositary Shares.
That dividend has already been declared and will be paid separately on December 2, 2024, to holders of record on the applicable record date. Holders settle through The Depository Trust Company (DTC), with payment to DTC made by Computershare Trust Company, N.A., the Depositary, under the Deposit Agreement.
For investors, the event is a routine capital action: PNC is retiring a $500 millionb block of perpetual preferred equity in full. The filing does not state the reasons for the redemption or its effect on capital ratios, dividend capacity, or earnings, so those points would need to be confirmed in PNC's other disclosures.
02—Key points
Key Highlights
- PNC will redeem all 500,000 outstanding Depositary Shares of its Series R Preferred Stock on December 2, 2024, for a total of $500 million.
- The redemption price is $1,000 per Depositary Share, with each Depositary Share representing a 1/100th interest in a share of Series R Preferred Stock.
- The redemption price does not include the regular quarterly dividend, which was separately declared and will be paid on December 2, 2024, to holders of record on the dividend record date.
- The Depositary Shares are held through DTC and will be redeemed under DTC procedures, with Computershare Trust Company, N.A. acting as Depositary and making payment to DTC.
- The filing is made under Item 8.01 (Other Events), with the press release attached as Exhibit 99.1.
- The filing does not disclose the reason for the redemption, its effect on capital ratios, or any replacement preferred issuance.
03—Questions
Frequently Asked Questions
How much capital is PNC returning to holders through this redemption?
PNC will redeem 500,000 Depositary Shares at $1,000 each, for a total of $500 million. The redemption price excludes the regular quarterly dividend, which is paid separately.
When will the Series R Depositary Shares be redeemed?
The redemption is scheduled for December 2, 2024. The regular quarterly dividend is also payable on that date to holders of record on the applicable dividend record date.
How does the redemption work for holders who own shares through a brokerage?
The Depositary Shares are held through DTC and will be redeemed according to DTC procedures. Computershare Trust Company, N.A., the Depositary, will make payment to DTC under the Deposit Agreement.
What does each Depositary Share represent?
Each Depositary Share represents a 1/100th interest in one share of PNC's Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series R.
Does the filing explain why PNC is redeeming the preferred stock?
No. The 8-K and press release announce the redemption and its terms but do not state the reason or any associated financial impact. Investors should check PNC's other filings or earnings materials for that context.
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