Common Contracts

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 Agreement

Underwriting Agreement • November 1st, 2016 • PNC Financial Services Group, Inc. • National commercial banks • New York

• Contract Type
  Underwriting Agreement
• Filed
  November 1st, 2016
• Company
  PNC Financial Services Group, Inc.
• Industry
  National commercial banks
• Jurisdiction
  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

Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series R Underwriting Agreement

Underwriting Agreement • May 7th, 2013 • PNC Financial Services Group, Inc. • National commercial banks • New York

• Contract Type
  Underwriting Agreement
• Filed
  May 7th, 2013
• Company
  PNC Financial Services Group, Inc.
• Industry
  National commercial banks
• Jurisdiction
  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 500,000 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 R 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