01—Abstract
Summary
Summary of the 8-K filed September 29, 2026. Cited figures are marked; the original filing is the authoritative source.
PNC Financial Services Group announced in an 8-K filed September 29, 2026 that it will redeem all 525,000 outstanding Depositary Shares representing interests in its Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series S (CUSIP 693475 AQ8).
The redemption date is November 1, 2026, which shifts to November 2, 2026 because November 1 is a non-business day. Each Depositary Share is redeemed at $1,000,a for an aggregate redemption amount of $525 million. Each Depositary Share represents a 1/100th interest in a share of Series S Preferred Stock.
The redemption price excludes declared but unpaid dividends. Any semiannual dividend that has been declared but not paid before the redemption date will be paid on that date to holders of record on a date set by PNC's board. Payment is routed through DTC and Computershare Trust Company, N.A., the Depositary, under the Deposit Agreement.
The filing does not state the dividend rate, the reason for the redemption, or the effect on PNC's capital ratios. For investors, this is a routine capital-management event: PNC is retiring $525 millionb of perpetual preferred equity at par-equivalent value. The filing does not disclose a new issuance, a financial impact, or a change to PNC's outlook, so the event is best read as a balance-sheet housekeeping action rather than a signal about earnings or credit quality.
02—Key points
Key Highlights
- PNC will redeem all 525,000 outstanding Depositary Shares of Series S Preferred Stock, totaling $525 million.
- Redemption price is $1,000 per Depositary Share, excluding declared but unpaid dividends.
- Redemption date is November 1, 2026, shifting to November 2, 2026 because of a non-business day.
- Each Depositary Share is a 1/100th interest in a share of Series S Preferred Stock, so the underlying preferred share carries a $100,000 redemption value.
- Any declared but unpaid semiannual dividend will be paid on the redemption date to holders of record on a date set by PNC's board.
- Payment flows through DTC and Computershare Trust Company, N.A., as Depositary, under the Deposit Agreement.
- The filing contains no disclosure of the dividend rate, redemption rationale, replacement issuance, or financial impact.
03—Questions
Frequently Asked Questions
How much capital is PNC returning to holders through this redemption?
The redemption covers all 525,000 outstanding Depositary Shares at $1,000 each, for a total of $525 million, plus any declared but unpaid dividends that are paid separately.
When will the redemption take place?
The redemption is scheduled for November 1, 2026. Because that date is a non-business day, the redemption will occur on November 2, 2026.
What happens to dividends that have been declared but not yet paid?
The redemption price excludes declared but unpaid dividends. Any semiannual dividend declared but not paid before the redemption date will be paid on the redemption date to holders of record on a date set by PNC's board of directors.
How will holders receive the redemption payment?
The Depositary Shares are held through DTC and will be redeemed under DTC's procedures. Computershare Trust Company, N.A., as Depositary, will make the payment to DTC in accordance with the Deposit Agreement.
Does this redemption signal a change in PNC's financial condition?
The filing does not say why PNC is redeeming the shares or disclose any financial impact. It describes a $525 million redemption of perpetual preferred stock, but it offers no basis for concluding anything about earnings, capital ratios, or credit quality.
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