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SEC Filings

PNC FINANCIAL SERVICES GROUP, INC. filed this Form 8-K on 09/13/2013
Entire Document
Form 8-K





Washington, D.C. 20549







Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

September 13, 2013

Date of Report (date of earliest event reported)




(exact name of registrant as specified in its charter)




Pennsylvania   001-09718   25-1435979

(state or other jurisdiction of

incorporation or organization)



File Number


(I.R.S. Employer

Identification Number)

One PNC Plaza

249 Fifth Avenue

Pittsburgh, Pennsylvania 15222-2707

(Address of principal executive offices, including zip code)

(412) 762-2000

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))




Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) James E. Rohr, Executive Chairman and a member of the Board of Directors of The PNC Financial Services Group, Inc. (“PNC”), informed PNC on September 13, 2013 that he will not seek or accept nomination for election to the PNC Board at PNC’s next annual meeting in April 2014. On September 13, 2013, Mr. Rohr was appointed to the board of directors of General Electric Company. In connection with seeking regulatory approval under the Depository Institution Management Interlocks Act to serve on the board of directors of General Electric Company while remaining on the PNC Board for a period of time, Mr. Rohr indicated to the Federal Reserve System that, if regulatory approval was received and he joined the board of General Electric Company, he would notify PNC that he would not seek or accept re-election to the PNC Board at the end of his current terms as Executive Chairman and member of the PNC Board.


Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: September 13, 2013     The PNC Financial Services Group, Inc.

/s/ Gregory H. Kozich

      Name:   Gregory H. Kozich
      Title:   Senior Vice President and Controller