The PNC Financial Services Group NYSE: PNC used its 2026 annual meeting of shareholders to approve four corporate proposals and highlight what Chairman and CEO William S. Demchak called “the strongest financial year in our history” in 2025, alongside an expanded investment and growth agenda that includes retail branch expansion, technology modernization, and the integration of FirstBank.
Shareholders approve four proposals
Demchak opened the virtual meeting by outlining the agenda and introducing other participants, including President Mark Wiedman, General Counsel Laura L. Long, Corporate Secretary Laura Gleason, and Director of Investor Relations Bryan Gill. PricewaterhouseCoopers’ representative was also in attendance as the company’s independent auditor.
Gleason reported that proxy materials were distributed beginning March 11, 2026, and that the record date for the meeting was Jan. 30, 2026. According to Gleason, shares entitled to cast about 357 million votes were represented “in person via virtual format or by proxy,” representing approximately 88.5% of total voting power and establishing a quorum.
Shareholders considered four items:
- Election of 13 directors
- Ratification of PricewaterhouseCoopers as independent registered public accounting firm for 2026
- Advisory approval of compensation for named executive officers
- Approval of the company’s 2026 Omnibus Equity Incentive Plan
No questions were submitted on the proposals during the meeting. Gleason later reported preliminary voting results indicating that “a majority of the votes cast” supported all four proposals. She said final vote results will be disclosed in a Form 8-K filing with the Securities and Exchange Commission.
Demchak calls 2025 a record year
After the formal business concluded, Demchak said 2025 was “a remarkable year” and “the strongest financial year in our history,” citing record net interest income, record fee revenue, and record client growth. He said results were supported by “meaningful investments to strengthen the franchise.”
Demchak pointed to a $2 billion commitment to expanding and refreshing the company’s branch network as part of an acceleration in retail expansion. He also said PNC announced the acquisition of FirstBank, which he said strengthens the company’s presence in Colorado and Arizona and adds new employees.
Technology was another emphasis. Demchak said PNC continued advancing major technology initiatives to modernize the client experience and improve efficiency and agility. He framed those investments as part of a broader push for scale, arguing that a “meaningful national presence” is increasingly important in retail banking.
“Scale is becoming increasingly important,” Demchak said, adding that larger institutions are gaining share, while smaller banks are relying more on commercial deposits and wholesale funding. He described retail deposits as “the engine of the banking system,” providing stability and supporting capital formation.
Q&A: technology, talent, and fees
During the question-and-answer portion, Demchak addressed themes raised by shareholders, including technology spending, talent management, and customer service operations.
On technology, Demchak said PNC has maintained an “aggressive technology investment schedule” for about 15 years, including investments in data centers, cloud, cybersecurity, and client-facing platforms such as online banking and rewards. He also discussed artificial intelligence, describing it as a source of potential productivity gains and improved client service, while also presenting new cyber risks. He said shareholders should “assume that we are aggressively building defense as AI rolls out and are appropriately cautious about some of the concerns associated with it.”
On talent, Demchak said PNC hired more than 10,000 people last year and continues to position itself as an employer of choice. Addressing a question about raising minimum wage to $22 an hour, he said PNC’s incoming wage “isn’t quite at $22,” but cited benefits including healthcare, a defined benefit program, a 401(k) program, and free college education through Guild Education.
Demchak also responded to a question about offshore customer service, saying that PNC does use offshore personnel to support operations across time zones, though the “vast majority” of employees are onshore. He added that AI and automation could change that mix over time as self-service capabilities expand.
On non-sufficient funds fees, Demchak said the company eliminated fees tied to debit card transactions with insufficient funds “back in 2022.”
FirstBank integration and 2026 priorities
Asked to identify top priorities for the year ahead, Demchak named:
- “The successful integration of FirstBank” in the coming months
- Continued national expansion in retail and corporate banking, including building branch presence and deepening corporate client relationships
- Execution of PNC’s strategic investment agenda, with Demchak saying the company is investing more in 2026 than ever across technology, branch builds, and people
Demchak later said the FirstBank integration is “going incredibly well,” praising FirstBank’s employees and client dedication. He said PNC’s technology backbone helps make the technical conversion manageable, while emphasizing that client retention and a smooth transition for employees are key focuses.
In response to a question about local market support, Demchak said PNC relies on a regional president network, and Wiedman stated the company has 53 regional presidents. Demchak said PNC maintains philanthropic budgets within markets and invests in staffing and branch builds where it seeks more density, adding, “We would like to think that every market we operate in is our hometown.”
Finally, Demchak dismissed the idea of a stock split, calling it a “cosmetic, meaningless gesture” in today’s electronic markets and stating, “Short answer is no.”
About The PNC Financial Services Group NYSE: PNC
The PNC Financial Services Group, Inc is a diversified financial services company headquartered in Pittsburgh, Pennsylvania, offering a broad range of banking, lending, investment and wealth management services. PNC operates a national banking franchise with a significant retail branch network and dedicated capabilities for commercial, institutional and government clients. Its services are designed to serve individuals, small businesses, corporations and public sector entities across the United States.
PNC's core business activities include consumer and business banking, residential mortgage lending, corporate and institutional banking, asset management and wealth advisory services.
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