Equity

12 Months Ended

Dec. 31, 2018

EQUITY

Preferred Stock

The following table provides the number of preferred shares issued and outstanding, the liquidation value per share and the number of authorized preferred shares that are available for future use.

Table 82: Preferred Stock – Authorized, Issued and Outstanding



			Preferred Shares
December 31 Shares in thousands	Liquidation value per share		2018	2017
Authorized
$1 par value			20,000	20,000
Issued and outstanding
Series B	$	40	1	1
Series O	$	100,000	10	10
Series P	$	100,000	15	15
Series Q	$	100,000	5	5
Series R	$	100,000	5	5
Series S	$	100,000	5	5
Total issued and outstanding			41	41

The following table discloses information related to the preferred stock outstanding as of December 31, 2018.

Table 83: Terms of Outstanding Preferred Stock



Preferred Stock	Issue Date	Number of Depositary Shares Issued and Outstanding	Fractional Interest in a share of preferred stock represented by each Depositary Share	Dividend Dates (a)	Annual Per Share Dividend Rate				Optional Redemption Date (b)
Series B (c)	(c)	N/A	N/A	Quarterly from March 10^th		$	1.80		None
Series O (d)	July 27, 2011	1 million	1/100^th	Semi-annually beginning on February 1, 2012 until August 1, 2021 Quarterly beginning on November 1, 2021	6.75% until August 1, 2021 3 Mo. LIBOR plus 3.678% per annum beginning on August 1, 2021				August 1, 2021
Series P (d)	April 24, 2012	60 million	1/4,000^th	Quarterly beginning on August 1, 2012	6.125% until May 1, 2022 3 Mo. LIBOR plus 4.0675% per annum beginning on May 1, 2022				May 1, 2022
Series Q (d)	September 21, 2012 October 9, 2012	18 million 1.2 million	1/4,000^th	Quarterly beginning on December 1, 2012		5.375		%	December 1, 2017
Series R (d)	May 7, 2013	500,000	1/100^th	Semi-annually beginning on December 1, 2013 until June 1, 2023 Quarterly beginning on September 1, 2023	4.85% until June 1, 2023 3 Mo. LIBOR plus 3.04% per annum beginning June 1, 2023				June 1, 2023
Series S (d)	November 1, 2016	525,000	1/100^th	Semi-annually beginning on May 1, 2017 until November 1, 2026 Quarterly beginning on February 1, 2027	5.00% until November 1, 2026 3 Mo. LIBOR plus 3.30% per annum beginning November 1, 2026				November 1, 2026


(a)	Dividends are payable when, as, and if declared by our Board of Directors or an authorized committee of our Board of Directors.


(b)	Redeemable at our option on or after the date stated. With the exception of the Series B preferred stock, redeemable at our option within 90 days of a regulatory capital treatment event as defined in the designations.


(c)	Cumulative preferred stock. Holders of Series B preferred stock are entitled to 8 votes per share, which is equal to the number of full shares of common stock into which the Series B preferred stock is convertible. The Series B preferred stock was issued in connection with the consolidation of Pittsburgh National Corporation and Provident National Corporation in 1983.


(d)	Non-Cumulative preferred stock.

Each outstanding series of preferred stock other than the Series B contains restrictions on our ability to pay dividends and make other shareholder payments. Subject to limited exceptions, if dividends are not paid on any such series of preferred stock, we cannot declare dividends on or repurchase shares of our common stock. In addition, if we would like to repurchase shares of preferred stock, such repurchases must be on a pro rata basis with respect to all such series of preferred stock.

In February 2018, we redeemed the Series A preferred stock of PNC REIT Corp. which had been exchangeable into shares of PNC Series H preferred stock under certain conditions relating to the capitalization or the financial condition of PNC Bank.

The following table provides the dividends per share for PNC's common and preferred stock.

Table 84: Dividends Per Share



December 31	2018		2017		2016
Common Stock	$	3.40	$	2.60	$	2.12
Preferred Stock
Series B	$	1.80	$	1.80	$	1.80
Series O	$	6,750	$	6,750	$	6,750
Series P	$	6,125	$	6,125	$	6,125
Series Q	$	5,375	$	5,375	$	5,375
Series R	$	4,850	$	4,850	$	4,850
Series S	$	5,000	$	5,000	$	—

On January 3, 2019, we declared a quarterly common stock cash dividend of $.95 per share payable on February 5, 2019.

Warrants

Warrants were sold by the U.S. Treasury in a secondary public offering that closed on May 5, 2010 after the U.S. Treasury exchanged its Troubled Asset Relief Program (TARP) Warrant (issued on December 31, 2008 under the TARP Capital Purchase Program) for 16.9 million warrants. In accordance with the terms of the warrants, warrants were exercised on a non-cash net basis with the warrant holder receiving PNC common shares determined based on the excess of the market price of PNC common stock on the exercise date over the exercise price of the warrant. At December 31, 2017, there were 3.5 million warrants outstanding. In 2018, we issued 1.7 million common shares resulting from the exercise of these warrants. The issuance of these shares resulted in a reclassification within Capital surplus with no impact on our Shareholders’ equity. Upon expiration of the warrants on December 31, 2018, approximately 95,000 warrants were unexercised.

Other Shareholders’ Equity Matters

At December 31, 2018, we had reserved approximately 86 million common shares to be issued in connection with certain stock plans.

Effective April 1, 2015, the Board of Directors established a stock repurchase program authorization in the amount of up to 100 million shares of PNC common stock which may be purchased on the open market or in privately negotiated transactions. Under this program authorization, we repurchased 19.9 million shares in 2018 and 18.6 million shares in 2017. A maximum amount of 20.7 million shares remained available for repurchase under this program authorization at December 31, 2018. This program authorization will remain in effect until fully utilized or until modified, superseded or terminated.