Deborah Guild
PNC FINANCIAL SERVICES GROUPAbout Deborah Guild
Deborah Guild is Executive Vice President and Head of Technology at PNC, appointed to the role in June 2024 after serving as Head of Enterprise Technology & Security, Chief Information Security Officer, Chief Security Officer, and Chief Technology Officer; she joined PNC in October 2013 and is age 56 as of February 20, 2025 . Prior to PNC, she spent 21 years at Bank of America, most recently as Chief Technology Officer of Enterprise Functions and End User Computing . Under her leadership, PNC advanced key technology initiatives (Akoya integration, intelligent automation) and materially reduced fraudulent text reports (−78% YoY), while the company delivered record revenue ($21.6B) and higher EPS ($13.74) in 2024 amid stronger capital (CET1 +60 bps to 10.5%) .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| PNC | Head of Technology (EVP) | 2024–present | Oversight of enterprise and business technology and security; Akoya API data-sharing integration; accelerated treasury onboarding via automation; reduced fraudulent text reports by 78% YoY . |
| PNC | Head of Enterprise Technology & Security; CISO; CSO; CTO | 2013–2024 | Led cybersecurity, AI/Intelligent Automation center; 95% reduction in reported text-based phishing in 2023; strengthened real-time outage monitoring . |
| Bank of America | CTO, Enterprise Functions & End User Computing | Pre-2013 (21 years) | Senior technology leadership across enterprise functions and end-user computing . |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Financial Services Sector Coordinating Council (FSSCC) | Chair | 2024–present | Partners with U.S. agencies and carriers to coordinate sector cybersecurity; contributed to reduction in fraudulent texts impacting customers . |
Fixed Compensation
| Metric | 2023 | 2024 |
|---|---|---|
| Base Salary ($) | $584,615 | $600,000 |
| Target Annual Cash Incentive ($) | N/A | $1,400,000 |
| Annual Cash Incentive Paid ($) | $1,400,000 | $2,400,000 |
Performance Compensation
Long-term incentive awards (grant detail and performance design)
| Award | Metric | Target | Actual/Payout | Vesting | Grant Date Fair Value ($) |
|---|---|---|---|---|---|
| PSUs (2024 grant) | Adjusted ROE vs targets; EPS growth rank vs peer group | 8,062 units | N/A | 3-year performance period ending 12/31/2026 | $1,200,029 |
| RSUs (2024 grant) | Time-based | 5,375 units | N/A | 1/3 annually on grant anniversaries over 3 years | $800,069 |
Annual incentive and equity mix (awarded for 2024 performance)
| Component | 2024 Award ($) |
|---|---|
| Annual Cash Incentive | $2,400,000 |
| Long-term Equity Incentive | $3,000,000 |
Stock awards reported (grant-date accounting values)
| Metric | 2023 | 2024 |
|---|---|---|
| Annual Stock Award ($) | $1,875,064 | $2,000,098 |
| Other Stock Award ($) | $2,000,123 | — |
| Total Stock Awards ($) | $3,875,187 | $2,000,098 |
Equity Ownership & Alignment
Beneficial ownership (as of Jan 31, 2025)
| Category | Shares/Units | Total |
|---|---|---|
| Common stock ownership | 21,416 | 21,416 |
| Common stock units (payable in shares) | 7,069 | 7,069 |
| Total beneficially owned (shares) | 28,485 | 28,485 |
| Cash-payable common stock units | — | — |
Outstanding equity awards (Dec 31, 2024)
| Category | Count | Market/Payout Value ($) |
|---|---|---|
| Stock awards not vested (b) | 6,835 | $1,318,130 |
| Stock awards not vested (c) | 1,069 | $206,157 |
| Equity incentive awards unearned (d) | 7,107 | $1,370,585 |
| Stock awards not vested (e) | 3,159 | $609,213 |
| Equity incentive awards unearned (f) | 8,062 | $1,554,757 |
| Stock awards not vested (g) | 5,375 | $1,036,569 |
| Equity incentive awards unearned (i) | 12,651 | $2,439,745 |
Stock vested (FY2024)
| Metric | Shares Acquired on Vesting | Value Realized ($) |
|---|---|---|
| Stock awards vested in 2024 | 5,877 | $873,031 |
Insider transactions (recent)
| Date | Transaction | Shares | Price | Direct Ownership After |
|---|---|---|---|---|
| Oct 24, 2025 | Open-market sale | 1,080 | $186.97 | 27,296 |
| Oct 24, 2025 | Gift | 39 | $0 | 27,296 |
Policies enhancing alignment:
- Hedging and pledging of PNC securities are prohibited for directors and executive officers; day-trading, short-selling, and derivatives in PNC securities are disallowed .
- Blackout periods and pre-clearance requirements apply, with robust information barrier controls .
Employment Terms
Change-in-control and termination economics (as of Dec 31, 2024)
| Scenario | Cash Severance ($) | Base Salary ($) | Bonus ($) | Enhanced/Other Benefits ($) | Defined Benefit ($) | Defined Contribution ($) | General Perqs ($) | Value of Unvested Equity ($) | Total ($) |
|---|---|---|---|---|---|---|---|---|---|
| Retirement | — | — | — | $22,380 | — | — | $22,380 | $6,404,722 | $6,427,102 |
| Change in Control (double trigger) | $4,507,894 | $1,200,000 | $3,307,894 | $113,220 | $44,250 | $27,600 | $41,370 | $8,557,190 | $13,178,304 |
| Disability | — | — | — | — | — | — | — | $8,982,363 | $8,982,363 |
| Death | — | — | — | — | — | — | — | $8,557,190 | $8,557,190 |
Additional provisions:
- RSU/PSU awards for Section 16 officers were updated to continue vesting and pay out on schedule (subject to risk adjustments) upon qualifying termination without cause or for good reason, conditioned on a release and covenant compliance .
- Pension/SERP present value for Ms. Guild totals $194,895 (Qualified and ERISA Excess plans) .
Investment Implications
- Pay-for-performance alignment: 2024 cash incentive rose to $2.4M, with long-term equity awards structured around multi-year ROE/EPS and TSR ranking; vesting schedules (3–5 years) and continued vesting policies support retention while maintaining risk-based adjustments .
- Retention and change-in-control: Double-trigger CIC terms imply ~$13.18M total value with ~$8.56M equity acceleration; retirement and disability protections further reduce forfeiture risk—lower near-term attrition probability for a key technology leader .
- Insider selling pressure: The October 2025 sale of 1,080 shares (remaining direct 27,296) is modest relative to holdings; no pledging allowed by policy, mitigating financing-related sell pressure .
- Governance and shareholder support: Say-on-pay passed with 93.05% approval (April 2025), indicating broad investor acceptance of compensation practices . Clawback and robust trading controls (blackouts, pre-clearance) reduce conduct and reputational risks .
Overall, Ms. Guild’s compensation emphasizes multi-year equity tied to performance, with strong alignment policies (no hedging/pledging) and enhanced vesting protections that lower forced-sale risk; the isolated insider sale appears immaterial. Continued delivery on technology-led efficiency and security initiatives should sustain incentive realization and retention.
References
- 2025 Proxy Statement (DEF 14A) and compensation tables
- Executive officer disclosures (2024 & 2025 10-K)
- Insider trading policies and control room procedures (2025 10-K Exhibits 19.1–19.3)
- 8-Ks (Feb & Apr 2025) for vesting policy update and say-on-pay vote
- Form 4 (Oct 28, 2025) for Deborah Guild