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CITIZENS FINANCIAL GROUP INCRI

For the period ended Sep 30, 2024. Filed Nov 4, 2024.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Sep 30, 2024 · Filed Nov 4, 2024

CFG$63.24-0.9%Stored close · as of Nov 6, 2026
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

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

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended

September 30, 2024

☐ 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)

Delaware05-0412693
(State or other jurisdiction ofincorporation or organization)(I.R.S. EmployerIdentification Number)

One Citizens Plaza, Providence, RI 02903

(Address of principal executive offices, including zip code)

(203)900-6715

(Registrant’s telephone number, including area code)

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

Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, $0.01 par value per shareCFGNew 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 ECFG PrENew York Stock Exchange
Depositary Shares, each representing a 1/40th interest in a share of 7.375% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series HCFG PrHNew York Stock Exchange

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, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth 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

There were 440,700,533 shares of the registrant’s common stock ($0.01 par value) outstanding on October 25, 2024.

Table of Contents
Glossary of Acronyms and Terms3
Part I. Financial Information5
Item 1. Financial Statements39
Consolidated Balance Sheets (unaudited)40
Consolidated Statements of Operations (unaudited)41
Consolidated Statements of Comprehensive Income (unaudited)42
Consolidated Statements of Changes in Stockholders’ Equity (unaudited)43
Consolidated Statements of Cash Flows (unaudited)45
Notes to Consolidated Financial Statements (unaudited)46
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations5
Item 3. Quantitative and Qualitative Disclosures about Market Risk82
Item 4. Controls and Procedures82
Part II. Other Information82
Item 1. Legal Proceedings82
Item 1A. Risk Factors82
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds82
Item 3. Defaults Upon Senior Securities83
Item 4. Mine Safety Disclosures83
Item 5. Other Information83
Item 6. Exhibits83
Signature84
ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.