As filed with the Securities and Exchange Commission on June 17, 2010
Registration No. 333-156886
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE
AMENDMENT NO. 1
TO
FORM S-8
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
THE PNC FINANCIAL SERVICES GROUP, INC.
(Exact name of registrant as specified in its charter)
Pennsylvania | 25-1435979 | |
(State or other jurisdiction of incorporation or organization) |
(IRS Employer Identification No.) |
One PNC Plaza
249 Fifth Avenue
Pittsburgh, Pennsylvania 15222-2707
(Address, including zip code, of registrants principal executive offices)
National City Savings and Investment Plan
The PNC Financial Services Group, Inc. Supplemental Incentive Savings Plan
The PNC Financial Services Group, Inc. and Affiliates Deferred Compensation Plan
(Full titles of the plans)
Richard J. Johnson
Executive Vice President and Chief Financial Officer
The PNC Financial Services Group, Inc.
One PNC Plaza
249 Fifth Avenue
Pittsburgh, Pennsylvania 15222-2707
(412) 762-2000
(Name, address, and telephone number, including area code, of agent for service)
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of large accelerated filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
Large accelerated filer | x | Accelerated filer | ¨ | |||
Non-accelerated filer | ¨ | Smaller reporting company | ¨ |
EXPLANATORY STATEMENT
Effective December 31, 2009, the National City Savings and Investment Plan merged into The PNC Financial Services Group, Inc. Incentive Savings Plan. Also, effective January 1, 2010, participants in The PNC Financial Services Group, Inc. Incentive Savings Plan were no longer permitted to invest their contributions in The PNC Financial Services Group, Inc. (PNC) common stock.
Therefore, PNC and The PNC Financial Services Group, Inc. Incentive Savings Plan, as successor to the National City Savings and Investment Plan, are filing this Post-Effective Amendment No. 1 to the Registration Statement to deregister Plan interests that were registered thereunder for the National City Savings and Investment Plan and to deregister remaining shares of PNC common stock issuable under this Registration Statement insofar as they are issuable in connection with the National City Savings and Investment Plan.
PNC is acting pursuant to the power conferred on PNC in accordance with the provisions of Rule 478 under the Securities Act of 1933, as amended, to reduce the amount of securities registered, pursuant to its undertaking contained Part II, Item 9 of the Registration Statement, as initially filed on January 22, 2009.
This Post-Effective Amendment No. 1 to the Registration Statement does not in any way amend the Registration Statement as it applies to the other two Plans for which securities have been registered thereunder, namely The PNC Financial Services Group, Inc. Supplemental Incentive Savings Plan (SISP) and The PNC Financial Services Group, Inc. and Affiliates Deferred Compensation Plan (DCP), and does not in any way reduce the amount of securities registered in connection with those two Plans and does not in any way reduce the Deferred Compensation Obligations issuable under the Registration Statement in connection with those two Plans.
SIGNATURES
The Registrant. Pursuant to the requirements of the Securities Act of 1933, PNC has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Pittsburgh, Commonwealth of Pennsylvania, June 17, 2010.
THE PNC FINANCIAL SERVICES GROUP, INC. (Registrant) | ||
By: | /S/ SAMUEL R. PATTERSON | |
(Signature and Title) | ||
Samuel R. Patterson, | ||
Senior Vice President and Controller |
The National City Savings and Investment Plan. Pursuant to the requirements of the Securities Act of 1933, The PNC Financial Services Group, Inc. Incentive Savings Plan, as successor to the National City Savings and Investment Plan, has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on behalf of the National City Savings and Investment Plan, by the undersigned, thereunto duly authorized, in the City of Pittsburgh, Commonwealth of Pennsylvania, June 17, 2010.
THE PNC FINANCIAL SERVICES GROUP, INC. INCENTIVE SAVINGS PLAN, AS SUCCESSOR TO THE NATIONAL CITY SAVINGS AND INVESTMENT PLAN | ||
By: | /S/ JAMES S. GEHLKE | |
(Signature and Title) | ||
James S. Gehlke, | ||
Plan Administrator for The PNC Financial Services Group, Inc. Incentive Savings Plan |