Proceeds from each sale of shares through the Plan will be remitted to you less applicable
fees and any applicable taxes. Proceeds are normally distributed one business day after a Participants sale transaction has settled. You should note that the Plan Administrator cannot stop or cancel any outstanding sale or request for the
issuance of shares. All requests are final. In addition, the Plan Administrator may, for various reasons, require a transaction request to be submitted in writing.
Included with the proceeds, you will receive an advice from the Plan Administrator showing the date of sale, number of shares sold and sale
price. As with other plan records received, you should retain these sale documents for your tax records. Additional information regarding the sale of shares through the Plan may be obtained from the Plan Administrator.
Participants who are PNC restricted employees, designated unit employees, directors or their immediate family members are, under PNC Insider
Trading rules, subject to certain restrictions on the timing of sales of Common Stock (See Question 28). In addition, all sales of shares must be made in compliance with applicable state and federal securities laws. The foregoing summary does not
purport to describe those laws, and you should consult with you own legal advisers regarding the applicability of such laws to any sale of your shares.
2021 Procedural Change for Voluntary Cash Purchases
As previously announced in 2021, the Plan Administrator will wait up to three business days after receipt of a check or electronic funds transfer to ensure it
receives good funds and will then seek to purchase shares for voluntary cash purchases on the applicable Investment Date. Each of the following questions replaces in its entirety the same numbered question in the attached Prospectus.
8. When will shares of Common Stock be purchased under the Plan?
Cash dividends will be used to purchase Common Stock on the date cash dividends are paid to shareholders of record. Subject to timely receipt
as discussed in Questions 14 and 15, voluntary cash purchases will be invested on the first business day of each month, except for months when cash dividends are paid, when voluntary cash purchases will be invested on the dividend payment date. Each
date on which dividends are reinvested and/or cash purchases are invested is referred to as an Investment Date.
15. Are there
limitations on voluntary cash purchases?
Voluntary cash payments to be applied to the purchase of shares on any given Investment
Date must be received by the Plan Administrator no later than three business days prior to such Investment Date. Voluntary cash payments received after such time will be held without interest for investment on the succeeding Investment Date for
voluntary cash purchases. Voluntary cash purchases may not be less than $50.00 per purchase, and such purchases on behalf of any Participant may not aggregate more than $40,000 per month. PNC reserves the right in its sole discretion to determine
whether voluntary cash purchases are made on behalf of a particular Participant.
Reports to Participants
17. What kind of reports will be sent to Participants in the Plan?
A Dividend Reinvestment Plan statement will be available electronically to each Participant as soon as practicable after each investment
through Computershare Investor Center at www.computershare.com/pnc. Annual statements will be mailed to each Participant in November. You may also contact the Plan Administrator at any time to request that a statement be mailed to you. Each
Participant will also receive information for year-end income tax reporting purposes. If you have deposited other PNC shares with the Plan Administrator as discussed in Question 18, you will receive
information with respect to such shares in your regular Dividend Reinvestment Plan statement.
4