BY AND AMONGMerger Agreement • September 2nd, 2003 • PNC Financial Services Group Inc • National commercial banks • Pennsylvania
GROUP, INC. andRights Agreement • May 23rd, 2000 • PNC Financial Services Group Inc • National commercial banks • New York
EXHIBIT 4.8 FIRST AMENDMENT TO RIGHTS AGREEMENT This First Amendment (this "Amendment"), dated and effective as of January 1, 2003 and executed among The PNC Financial Services Group, Inc., a Pennsylvania corporation, (the "Company"), The Chase...Rights Agreement • March 13th, 2003 • PNC Financial Services Group Inc • National commercial banks
UNITED STATES OF AMERICA DEPARTMENT OF THE TREASURY OFFICE OF THE COMPTROLLER OF THE CURRENCY TERMINATION OF THE AGREEMENT BY AND BETWEEN PNC BANK, NATIONAL ASSOCIATION PITTSBURGH, PENNSYLVANIA AND THE OFFICE OF THE COMPTROLLER OF THE CURRENCYTermination Agreement • November 14th, 2003 • PNC Financial Services Group Inc • National commercial banks
WHEREAS, in an effort to protect the interests of the depositors, other customers, and shareholders of the PNC Bank, National Association, Pittsburgh, Pennsylvania (Bank), and to ensure the Bank's safe and sound operation and compliance with all applicable laws, rules and regulations, the Bank and the Comptroller of the Currency of the United States of America (Currency) entered into an Agreement dated July 17, 2002 (Agreement); and
PNC Funding Corp, Issuer and PNC Bank Corp., GuarantorUnderwriting Agreement • July 11th, 1997 • PNC Bank Corp • National commercial banks • New York
PNC Funding Corp, Issuer and The PNC Financial Services Group, Inc., GuarantorUnderwriting Agreement • November 3rd, 2003 • PNC Financial Services Group Inc • National commercial banks • New York
EXHIBIT 10.18 TRUST AGREEMENTTrust Agreement • March 21st, 1997 • PNC Bank Corp • National commercial banks • North Carolina
1 Exhibit 4.4 SECOND SUPPLEMENTAL INDENTURE (this "Second Supplemental Indenture") dated as of February 15, 2000 among PNC Funding Corp, a Pennsylvania corporation, as issuer (the "Company"), PNC Bank Corp. (formerly known as PNC Financial Corp), a...Second Supplemental Indenture • February 18th, 2000 • PNC Bank Corp • National commercial banks
WITNESSETHAmendment Agreement • November 8th, 1995 • PNC Bank Corp • National commercial banks • Pennsylvania
EXHIBIT 10.14 TRUST AGREEMENTTrust Agreement • March 13th, 2003 • PNC Financial Services Group Inc • National commercial banks • Pennsylvania
EXHIBIT 10.15 FORMS OF SECOND AMENDMENT TO CHANGE IN CONTROL SEVERANCE AGREEMENTSChange in Control Severance Agreement • November 14th, 2001 • PNC Financial Services Group Inc • National commercial banks
EMPLOYMENT AGREEMENT by and between PNC BANK CORP. andEmployment Agreement • March 27th, 1996 • PNC Bank Corp • National commercial banks • New Jersey
PNC Funding Corp, Issuer and PNC Bank Corp., GuarantorUnderwriting Agreement • February 19th, 1999 • PNC Bank Corp • National commercial banks • New York
16,885,192 Warrants The PNC Financial Services Group, Inc. UNDERWRITING AGREEMENTUnderwriting Agreement • May 5th, 2010 • PNC Financial Services Group Inc • National commercial banks • New York
The United States Department of the Treasury (the “Selling Security Holder”) proposes to sell to the several underwriters (the “Underwriters”) named in Schedule I hereto, for whom you are acting as representative (the “Representative”), an aggregate of up to 16,885,192 warrants (the “Warrants”) of The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Company”), representing the right to purchase an aggregate of up to that same number of shares (the “Warrant Shares”) of the Company’s common stock, $5.00 par value (the “Common Stock”). The respective maximum amounts of the Warrants to be so purchased by the several Underwriters are set forth opposite their names in Schedule I hereto.
WARRANT AGREEMENT Dated as of April 29, 2010 between THE PNC FINANCIAL SERVICES GROUP, INC., COMPUTERSHARE INC. and COMPUTERSHARE TRUST COMPANY, N.A. as Warrant Agent Warrants for Common StockWarrant Agreement • April 30th, 2010 • PNC Financial Services Group Inc • National commercial banks • New York
WARRANT AGREEMENT dated as of April 29, 2010 (this “Agreement”), between THE PNC FINANCIAL SERVICES GROUP, INC. (the “Company”), COMPUTERSHARE INC. (“Computershare”), a Delaware corporation, and its wholly owned subsidiary, COMPUTERSHARE TRUST COMPANY, N.A., a federally chartered limited purpose trust company, the latter two acting together as Warrant Agent (the “Warrant Agent”).
RecitalsReplacement Capital Covenant • February 13th, 2008 • PNC Financial Services Group Inc • National commercial banks
ContractUnderwriting Agreement • October 21st, 2024 • PNC Financial Services Group, Inc. • National commercial banks • New York
ContractStock Option Agreement • October 30th, 2008 • PNC Financial Services Group Inc • National commercial banks • New York
STOCK OPTION AGREEMENT, dated as of October 24, 2008, (this “Agreement”), between National City Corporation, a Delaware corporation (“Issuer”), and The PNC Financial Services Group, Inc., a Pennsylvania corporation (“Grantee”).
CHANGE OF CONTROL EMPLOYMENT AGREEMENTChange of Control Employment Agreement • August 16th, 2016 • PNC Financial Services Group, Inc. • National commercial banks • Pennsylvania
CHANGE OF CONTROL EMPLOYMENT AGREEMENT, dated as of the [ ] day of [ ], [ ] (this “Agreement”), by and between The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Company”), and [ ] (the “Executive”).
Written Agreement by and between : : Docket No. 02-011-WA/RB-HC THE PNC FINANCIAL SERVICES : GROUP, INC. : Pittsburgh, Pennsylvania : : and : : FEDERAL RESERVE BANK : OF CLEVELAND : Cleveland, Ohio : ------------------------------------------Written Agreement • July 18th, 2002 • PNC Financial Services Group Inc • National commercial banks
2- B. VESTING REQUIREMENTS B.1 An Award becomes vested only upon satisfaction of both the service-based vesting requirements and the risk performance-based vesting requirements set forth below. SERVICE-BASED VESTING REQUIREMENTS The Award is divided...Restricted Share Units Award Agreement • August 2nd, 2024 • PNC Financial Services Group, Inc. • National commercial banks • Pennsylvania
PNC Funding Corp, Issuer and The PNC Financial Services Group, Inc., Guarantor Underwriting AgreementUnderwriting Agreement • March 8th, 2012 • PNC Financial Services Group, Inc. • National commercial banks • New York
PNC Funding Corp, a Pennsylvania corporation (the “Company”), proposes to issue and sell to the underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), the principal amount of its securities identified in Schedule I hereto (together with the guarantees mentioned below, the “Securities”) to be guaranteed by The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Guarantor”), and to be issued under an indenture dated as of December 1, 1991, among the Company, the Guarantor and The Bank of New York Mellon (formerly known as The Bank of New York, successor to JPMorgan Chase Bank, N.A., which was formerly known as The Chase Manhattan Bank, which was formerly known as Chemical Bank, successor by merger to Manufacturers Hanover Trust Company), as trustee (the “Trustee”), as amended by a Supplemental Indenture dated as of February 15, 1993, among the Company, the Guarantor and the Trustee, as further am
THE PNC FINANCIAL SERVICES GROUP, INC. UP TO 15,000,000 SHARES OF COMMON STOCK (PAR VALUE $5.00) EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • May 14th, 2009 • PNC Financial Services Group Inc • National commercial banks • New York
2- AWARD ACCEPTANCE; AWARD EFFECTIVE DATE You must accept this Award by delivering an executed unaltered copy of this Agreement to the Corporation within 30 days of your receipt of this Agreement. Upon such execution and delivery of this Agreement by...Performance Share Units Award Agreement • August 2nd, 2024 • PNC Financial Services Group, Inc. • National commercial banks • Pennsylvania
The PNC Financial Services Group, Inc. 525,000 Depositary Shares, Each representing 1/100th interest in a share of Fixed-to-Floating Rate Non- Cumulative Perpetual Preferred Stock, Series S Underwriting AgreementUnderwriting Agreement • November 1st, 2016 • PNC Financial Services Group, Inc. • National commercial banks • New York
The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Corporation”), proposes to sell to the underwriters named in Schedule II hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 525,000 depositary shares (the “Depositary Shares”), each such Depositary Share representing ownership of 1/100th of a share of Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series S of the Corporation (the “Preferred Stock”). The Preferred Stock will, when issued, be deposited by the Corporation against delivery of Depositary Receipts (“Depositary Receipts”) to be issued by Computershare Trust Company, N.A. (the “Depositary”), under a Deposit Agreement, to be dated as of the Closing Date (the “Deposit Agreement”), among the Corporation, the Depositary and the holders from time to time of the Depositary Receipts issued thereunder. Each Depositary Receipt will evidence one or more Depositary Shares. The Preferred
PNC BANK CORP.Nonstatutory Stock Option Agreement • March 21st, 1997 • PNC Bank Corp • National commercial banks
betweenAgreement and Plan of Merger • February 14th, 2005 • PNC Financial Services Group Inc • National commercial banks • Delaware
RecitalsReplacement Capital Covenant • December 8th, 2006 • PNC Financial Services Group Inc • National commercial banks
RecitalsReplacement Capital Covenant • March 30th, 2007 • PNC Financial Services Group Inc • National commercial banks
Distributions, may (if the Corporation elects to so provide in the terms of such securities) permit the Corporation to use such proceeds for other purposes and to continue to defer Distributions without a breach of its obligations under the transaction documents; and
BLACKROCK, INC. 28,753,248 Shares of Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • May 15th, 2020 • PNC Financial Services Group, Inc. • National commercial banks • New York
BlackRock, Inc., a corporation organized under the laws of Delaware (the “Company”), and PNC Bancorp, Inc. (the “Selling Shareholder”) confirm their respective agreements with the several underwriters named in Schedule A hereto, acting severally and not jointly (the “Underwriters”), for whom you (in such capacity, the “Representatives”) are acting as representatives, with respect to (i) the sale by the Selling Shareholder of an aggregate of 28,753,248 shares of common stock, par value $.01 per share, of the Company (the “Common Stock”) and the purchase by the Underwriters, acting severally and not jointly, of the respective number of shares of Common Stock set forth on Schedule A hereto, and (ii) the grant by the Selling Shareholder, to the Underwriters, acting severally and not jointly, of the option described in Section 2(b) hereof to purchase all or any part of 2,875,325 additional shares of Common Stock. The aforesaid 28,753,248 shares of Common Stock (the “Initial Securities”) to
THE PNC FINANCIAL SERVICES GROUP, INC. 2016 INCENTIVE AWARD PLAN PERFORMANCE RESTRICTED SHARE UNITS AWARD AGREEMENT SENIOR LEADERS PROGRAM (SECTION 16 EXECUTIVES)Performance Restricted Share Units Award Agreement • August 2nd, 2017 • PNC Financial Services Group, Inc. • National commercial banks • Pennsylvania
EXHIBIT 10.5 THE PNC FINANCIAL SERVICES GROUP, INC. 1997 LONG-TERM INCENTIVE AWARD PLAN (AS AMENDED AND RESTATED EFFECTIVE JANUARY 3, 2003) 1. DEFINITIONS In this Plan, except where the context otherwise indicates, the following definitions apply. 1.1...1997 Long-Term Incentive Award Plan • March 13th, 2003 • PNC Financial Services Group Inc • National commercial banks
THE PNC FINANCIAL SERVICES GROUP, INC. (as amended and restated effective as of March 11, 2011)Incentive Award Plan • May 9th, 2011 • PNC Financial Services Group Inc • National commercial banks
FORM OF CHANGE OF CONTROL EMPLOYMENT AGREEMENTS CHANGE OF CONTROL EMPLOYMENT AGREEMENTChange of Control Employment Agreement • May 9th, 2011 • PNC Financial Services Group Inc • National commercial banks • Pennsylvania
CHANGE OF CONTROL EMPLOYMENT AGREEMENT, dated as of the [ ] day of [ ], [ ] (this “Agreement”), by and between The PNC Financial Services Group, Inc., a Pennsylvania corporation (the “Company”), and [ ] (the “Executive”).
STOCK PURCHASE AGREEMENT AMONG ROYAL BANK OF CANADA, RBC USA HOLDCO CORPORATION AND THE PNC FINANCIAL SERVICES GROUP, INC. DATED AS OF JUNE 19, 2011 SALE OF RBC BANK (USA)Stock Purchase Agreement • June 20th, 2011 • PNC Financial Services Group Inc • National commercial banks • New York
This STOCK PURCHASE AGREEMENT is made and entered into as of June 19, 2011, among Royal Bank of Canada, a Canadian chartered bank (“Parent”); RBC USA Holdco Corporation, a Delaware corporation (“Seller”, and together with Parent, the “Sellers”); and The PNC Financial Services Group, Inc., a Pennsylvania corporation (“Purchaser”).
