Quick10K

Citizens Financial Group

Market

Closing Price ($)	Shares Out (MM)	Market Cap ($MM)
$0.00	461	$15,826

Financial Filings

10-K	2020-02-24	Annual: 2019-12-31
10-Q	2019-11-06	Quarter: 2019-09-30
10-Q	2019-08-06	Quarter: 2019-06-30
10-Q	2019-05-08	Quarter: 2019-03-31
10-K	2019-02-21	Annual: 2018-12-31
10-Q	2018-11-07	Quarter: 2018-09-30
10-Q	2018-08-06	Quarter: 2018-06-30
10-Q	2018-05-09	Quarter: 2018-03-31
10-K	2018-02-22	Annual: 2017-12-31
10-Q	2017-11-03	Quarter: 2017-09-30
10-Q	2017-08-03	Quarter: 2017-06-30
10-Q	2017-05-04	Quarter: 2017-03-31
10-K	2017-02-24	Annual: 2016-12-31
10-Q	2016-11-04	Quarter: 2016-09-30
10-Q	2016-08-05	Quarter: 2016-06-30
10-Q	2016-05-09	Quarter: 2016-03-31
10-K	2016-02-26	Annual: 2015-12-31
10-Q	2015-11-06	Quarter: 2015-09-30
10-Q	2015-08-07	Quarter: 2015-06-30
10-Q	2015-05-08	Quarter: 2015-03-31
10-K	2015-03-03	Annual: 2014-12-31
10-Q	2014-11-14	Quarter: 2014-09-30

Current Reports

8-K	2020-02-24	Officers, Exhibits
8-K	2020-02-13	Regulation FD, Exhibits
8-K	2020-02-06	Other Events, Exhibits
8-K	2020-02-03	Other Events, Exhibits
8-K	2020-01-17	Earnings, Regulation FD, Exhibits
8-K	2019-12-10	Officers, Exhibits
8-K	2019-11-05	Regulation FD, Exhibits
8-K	2019-10-21
8-K	2019-10-21	Shareholder Rights, Amend Bylaw, Other Events, Exhibits
8-K	2019-10-18
8-K	2019-09-10	Regulation FD, Exhibits
8-K	2019-07-25	Other Events, Exhibits
8-K	2019-07-22	Other Events, Exhibits
8-K	2019-07-19	Earnings, Regulation FD, Exhibits
8-K	2019-06-27	Regulation FD, Exhibits
8-K	2019-06-20	Amend Bylaw, Exhibits
8-K	2019-06-11	Regulation FD, Exhibits
8-K	2019-05-29	Regulation FD, Exhibits
8-K	2019-05-14	Regulation FD, Exhibits
8-K	2019-04-25	Shareholder Vote
8-K	2019-04-18	Earnings, Regulation FD, Exhibits
8-K	2019-03-28	Regulation FD, Exhibits
8-K	2019-01-22	Shareholder Rights, Amend Bylaw, Other Events, Exhibits
8-K	2019-01-22	Other Events, Exhibits
8-K	2019-01-18	Earnings, Exhibits
8-K	2018-12-13	Officers, Exhibits
8-K	2018-12-04	Regulation FD, Exhibits
8-K	2018-11-08	Regulation FD, Exhibits
8-K	2018-10-25	Shareholder Rights, Amend Bylaw, Other Events, Exhibits
8-K	2018-10-22	Other Events, Exhibits
8-K	2018-10-19	Earnings, Exhibits
8-K	2018-09-27	Officers, Exhibits
8-K	2018-09-12	Regulation FD, Exhibits
8-K	2018-07-20	Earnings, Exhibits
8-K	2018-06-28	Regulation FD, Exhibits
8-K	2018-06-18	Officers
8-K	2018-06-12	Regulation FD, Exhibits
8-K	2018-06-04	Other Events
8-K	2018-05-31	Regulation FD, Exhibits
8-K	2018-05-29	Regulation FD, Exhibits
8-K	2018-05-21	Shareholder Rights, Amend Bylaw, Other Events, Exhibits
8-K	2018-05-14	Regulation FD, Exhibits
8-K	2018-04-26	Shareholder Vote
8-K	2018-04-20	Earnings, Exhibits
8-K	2018-02-14	Regulation FD, Exhibits
8-K	2018-01-19	Earnings, Exhibits

CFG 2019-12-31

Content

Part I

Item 1. Business

Item 1A. Risk Factors

Item 1B. Unresolved Staff Comments

Item 2. Properties

Item 3. Legal Proceedings

Item 4. Mine Safety Disclosures

Part II

Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 6. Selected Consolidated Financial Data

Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Item 8. Financial Statements and Supplementary Data

Note 1 - Basis of Presentation

Note 2 - Cash and Due From Banks

Note 3 - Securities

Note 4 - Loans and Leases

Note 5 - Allowance for Credit Losses, Nonperforming Assets, and Concentrations of Credit Risk

Note 6 - Premises, Equipment and Software

Note 7 - Mortgage Banking

Note 8 - Leases

Note 9 - Goodwill and Intangible Assets

Note 10 - Variable Interest Entities

Note 11 - Deposits

Note 12 - Borrowed Funds

Note 13 - Derivatives

Note 14 - Employee Benefits

Note 15 - Accumulated Other Comprehensive Income (Loss)

Note 16 - Stockholders' Equity

Note 17 - Share-Based Compensation

Note 18 - Commitments and Contingencies

Note 19 - Fair Value Measurements

Note 20 - Noninterest Income

Note 21 - Other Operating Expense

Note 22 - Income Taxes

Note 23 - Earnings per Share

Note 24 - Regulatory Matters

Note 25 - Business Operating Segments

Note 26 - Parent Company Financials

Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

Item 9A. Controls and Procedures

Item 9B. Other Information

Part III

Item 10. Directors, Executive Officers and Corporate Governance

Item 11. Executive Compensation

Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 13. Certain Relationships and Related Transactions, and Director Independence

Item 14. Principal Accountant Fees and Services

Part IV

Item 15. Exhibits and Financial Statement Schedules

Item 16. Form 10-K Summary

Exhibits

EX-4.7	a47agreementandrightso.htm
EX-10.26	exhibit1026.htm
EX-10.27	exhibit1027.htm
EX-21.1	cfgsubsidiaries-2019.htm
EX-23.1	a231consentletter-2019.htm
EX-31.1	a311certexhibitceo302-.htm
EX-31.2	a312certexhibitcfo302-.htm
EX-32.1	a321certexhibitceo906-.htm
EX-32.2	a322certexhibitcfo906-.htm

Citizens Financial Group Earnings 2019-12-31

CFG 10K Annual Report

Balance Sheet	Income Statement	Cash Flow

Comparables ($MM TTM)
Ticker	M Cap	Assets	Liab	Rev	G Profit	Net Inc	EBITDA	EV	G Margin	EV/EBITDA	ROA
FITB	20,228	171,079	149,675	417	0	1,777	3,567	34,702	0%	9.7	1%
NTRS	20,199	124,356	113,544	1,931	0	1,121	2,134	15,161	0%	7.1	1%
KEY	18,001	146,691	129,575	4,762	0	1,248	2,790	31,835	0%	11.4	1%
SHG	16,868	459,600,510	422,949,080	0	0	0	0	-2,600,363			0%
DB	16,131	1,348,137	1,279,400	0	0	0	0	168,214			0%
CFG	16,141	164,362	142,511	4,854	0	1,341	2,927	25,251	0%	8.6	1%
RF	16,120	128,147	111,566	0	0	1,193	2,169	20,181		9.3	1%
HBAN	15,198	108,735	96,826	697	0	1,428	2,967	23,436	0%	7.9	1%
ALLY	13,469	181,485	167,035	4,751	0	1,711	5,181	44,828	0%	8.7	1%
SIVB	11,303	68,231	62,183	645	0	1,185	1,816	5,054	0%	2.8	2%

Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the Fiscal Year Ended

December 31, 2019

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the Transition Period From

(Not Applicable)

Commission File Number 001-36636

(Exact name of the registrant as specified in its charter)



Delaware		05-0412693
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification Number)

One Citizens Plaza, Providence, RI 02903

(Address of principal executive offices, including zip code)

(401) 456-7000

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:



Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common stock, $0.01 par value per share	CFG	New York Stock Exchange
Depositary Shares, each representing a 1/40th interest in a share of 6.350% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series D	CFG PrD	New York Stock Exchange
Depositary Shares, each representing a 1/40th interest in a share of 5.000% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series E	CFG PrE	New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act:

None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☑ Yes ☐ No

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ☐ Yes ☑ No

Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. ☑ Yes ☐ No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☑ Yes ☐ No

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	☑	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☑ No

The aggregate market value of voting stock held by nonaffiliates of the Registrant was $16,145,696,534 (based on the June 30, 2019 closing price of Citizens Financial Group, Inc. common shares of $35.36 as reported on the New York Stock Exchange). There were 427,434,404 shares of Registrant’s common stock ($0.01 par value) outstanding on February 5, 2020.

Documents incorporated by reference

Portions of Citizens Financial Group, Inc.’s proxy statement to be filed with the United States Securities and Exchange Commission in connection with Citizens Financial Group, Inc.’s 2020 annual meeting of stockholders (the “Proxy Statement”) are incorporated by reference into Part III hereof. Such Proxy Statement will be filed within 120 days of Citizens Financial Group, Inc.’s fiscal year ended December 31, 2019.





	Table of Contents

		Page
Glossary of Acronyms and Terms		2
Forward-looking Statements		5

Part I.

Item 1. Business		6
Item 1A. Risk Factors		19
Item 1B. Unresolved Staff Comments		31
Item 2. Properties		31
Item 3. Legal Proceedings		31
Item 4. Mine Safety Disclosures		32

Part II.
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities		32
Item 6. Selected Consolidated Financial Data		34
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations		36
Item 7A. Quantitative and Qualitative Disclosures about Market Risk		87
Item 8. Financial Statements and Supplementary Data		88

Consolidated Balance Sheets as of December 31, 2019 and 2018		94
Consolidated Statements of Operations for the Years Ended December 31, 2019, 2018 and 2017		95
Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2019, 2018 and 2017		96
Consolidated Statements of Changes in Stockholders’ Equity for the Years Ended December 31, 2019, 2018 and 2017		97
Consolidated Statements of Cash Flows for the Years Ended December 31, 2019, 2018 and 2017		98
Notes to the Consolidated Financial Statements		100
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure		160
Item 9A. Controls and Procedures		160