Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(d) On January 5, 2022, the Board of Directors (the "Board") of The PNC
Financial Services Group, Inc. ("PNC") appointed Robert A. Niblock, retired
chairman, president and chief executive officer of Lowe's Companies, Inc., to
serve on the Board effective immediately. Mr. Niblock was appointed to the Audit
Committee effective February 11, 2022 and was also appointed as a director of
PNC Bank, National Association.
The Board determined that Mr. Niblock is independent under the director
independence standards established by the New York Stock Exchange. Mr. Niblock
will receive compensation in accordance with PNC's non-employee director
compensation program described in PNC's 2021 Proxy Statement filed with the U.S.
Securities and Exchange Commission on March 16, 2021.
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