The HR Committee reviews and approves the compensation to be paid to our NEOs. We seek clarity and transparency in our compensation structure, using features that we believe will help to create a balanced program. While we consider the expectations of various stakeholders, we want our compensation program to achieve multiple objectives, consistent with our compensation principles. The HR Committee also regularly reviews the operation of our compensation program to help ensure that our objectives continue to be met.
| 62 | THE PNC FINANCIAL SERVICES GROUP, INC. - 2025 Proxy Statement |
Our executive compensation program includes several complementary, risk-mitigating features:
| ◾ | We provide incentives for performance over different time horizons (short- and long-term). |
| ◾ | We embed performance goals into a significant portion of our long-term incentive awards and include a risk-based performance review that could reduce or eliminate the awards. |
| ◾ | We place a substantial majority of compensation at risk, including deferring at least 50% of our NEOs’ compensation into equity-based long-term incentives that are not payable for several years. |
| ◾ | We reward achievement against both quantitative and qualitative goals, while allowing for discretion. |
| ◾ | We connect pay to company performance, relative to our internal objectives as well as the performance of a carefully selected peer group. |
| ◾ | We consider market data and trends when making pay decisions. |
