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CITIZENS FINANCIAL GROUP INC/RI

For the period ended Sep 30, 2025. Filed Nov 3, 2025.

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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, 2025 · Filed Nov 3, 2025

CFG$65.10+2.9%Stored close · as of Nov 9, 2026

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Analysis of Financial Condition

Securities

The following table presents the major components of securities at amortized cost and fair value:

Table 4: Amortized Cost and Fair Value of Securities
September 30, 2025December 31, 2024
(dollars in millions)Amortized Cost(1)Fair ValueAmortized Cost(1)Fair Value
U.S. Treasury and other$4,563$4,514$3,631$3,525
State and political subdivisions1111
Mortgage-backed securities:
Federal agencies and U.S. government sponsored entities31,86530,55130,89728,795
Other/non-agency268263273260
Total mortgage-backed securities32,13330,81431,17029,055
Collateralized loan obligations9090184184
Total debt securities available for sale$36,787$35,419$34,986$32,765
Mortgage-backed securities:
Federal agencies and U.S. government sponsored entities$7,767$6,938$8,187$7,136
Total mortgage-backed securities7,7676,9388,1877,136
Asset-backed securities357357412404
Total debt securities held to maturity$8,124$7,295$8,599$7,540
Total debt securities available for sale and held to maturity$44,911$42,714$43,585$40,305
Equity securities, at cost(2)$710$710$710$710
Equity securities, at fair value(2)286286220220

(1) Excludes portfolio level basis adjustments of $37 million and $(75) million, respectively, for securities designated in active fair value hedge relationships under the portfolio layer method at September 30, 2025 and December 31, 2024.

(2) Included in Other assets in the Consolidated Balance Sheets.

The primary objective of our securities portfolio is to provide a readily available source of liquidity. The portfolio primarily includes high-quality and highly liquid investments that reflect our ongoing commitment to maintain strong contingent liquidity levels and pledging capacity.

As of September 30, 2025, U.S. Treasuries and mortgage-backed securities issued by GNMA and GSEs represented 98% of the fair value of our debt securities portfolio, with approximately $38.8 billion of unencumbered high-quality liquid securities serving as potential collateral for borrowings from the FHLB, FRB discount window, and the Fixed Income Clearing Corporation bilateral repurchase agreement market.

For further discussion of the use of our securities as liquidity collateral see the “Liquidity Risk” section in this report. For further discussion of liquidity requirements, see “Regulation and Supervision — Liquidity Requirements” in our 2024 Form 10-K.

We manage our securities portfolio duration and convexity risk through asset selection and securities structure, and maintain duration levels within our risk appetite in the context of our broader interest rate risk framework and limits. As of September 30, 2025, the portfolio’s average effective duration, including hedging actions to reduce duration, was 3.6 years compared with 3.7 years as of December 31, 2024.

Loans and Leases

The following table presents loans and leases, excluding LHFS:

Table 5: Composition of Loans and Leases, Excluding LHFS
(dollars in millions)September 30, 2025December 31, 2024ChangePercent
Commercial and industrial$46,953$42,551$4,40210%
Commercial real estate25,54027,225(1,685)(6)
Total commercial72,49369,7762,7174
Residential mortgages34,47732,7261,7515
Home equity18,41516,4951,92012
Automobile2,8164,744(1,928)(41)
Education8,55610,812(2,256)(21)
Other retail4,1134,650(537)(12)
Total retail68,37769,427(1,050)(2)
Total loans and leases$140,870$139,203$1,6671%

The increase in total loans and leases as of September 30, 2025 compared to December 31, 2024 reflects a $2.7 billion increase in commercial driven by higher line of credit utilization, partially offset by CRE paydowns. Retail reflects a $1.1 billion decrease driven by an agreement entered into during the first quarter to sell $1.9 billion of Non-Core education loans. The decrease in retail is also attributable to runoff of the Non-Core portfolio, partially offset by growth in home equity and mortgage, including the Private Bank.

Credit Quality

The ACL is maintained at a level the Company believes to be appropriate to absorb expected lifetime credit losses over the contractual life of a loan or lease and on unfunded lending commitments, inclusive of recoveries. For additional information regarding the ACL, see “Critical Accounting Estimates — Allowance for Credit Losses” and Note 4 in this report, and “Credit Quality” and Note 6 in our 2024 Form 10-K.

The following table presents the ACL and associated coverage ratio for our loan and lease portfolios:

Table 6: ACL and Related Coverage Ratios by Portfolio
September 30, 2025 · December 31, 2024
(dollars in millions) · Loans and Leases · Allowance · Coverage Ratio · Loans and Leases · Allowance · Coverage Ratio
Allowance for Loan and Lease Losses
Commercial and industrial$46,953$4861.04%$42,551$4801.13%
Commercial real estate25,5405972.3427,2256602.42
Total commercial72,4931,0831.4969,7761,1401.63
Residential mortgages34,4772110.6132,7261940.59
Home equity18,4151210.6616,4951120.68
Automobile2,816130.454,744240.51
Education8,5562683.1310,8122922.70
Other retail4,1132766.724,6502996.44
Total retail68,3778891.3069,4279211.33
Total loans and leases$140,870$1,9721.40%$139,203$2,0611.48%
Allowance for Unfunded Lending Commitments
Commercial(1)$1821.74%$1551.86%
Retail(2)471.37431.39
Total allowance for unfunded lending commitments229198
Allowance for credit losses$140,870$2,2011.56%$139,203$2,2591.62%

(1)Coverage ratio includes total commercial allowance for unfunded lending commitments and total commercial allowance for loan and lease losses in the numerator and total commercial loans and leases in the denominator.

(2) Coverage ratio includes total retail allowance for unfunded lending commitments and total retail allowance for loan losses in the numerator and total retail loans in the denominator.

The ACL as of September 30, 2025 compared to December 31, 2024 decreased $58 million, driven by a $28 million decrease in retail, given the benefit of runoff of the Non-Core portfolio and improving loan mix, and a $30 million decrease in commercial.

The following table presents nonaccrual loans and leases:

Table 7: Nonaccrual Loans and Leases
(dollars in millions) · September 30, 2025 · December 31, 2024 · Change · Percent
Commercial and industrial$230$241($11)(5%)
Commercial real estate703776(73)(9)
Total commercial9331,017(84)(8)
Residential mortgages188192(4)(2)
Home equity297283145
Automobile3148(17)(35)
Education2056(36)(64)
Other retail4968(19)(28)
Total retail585647(62)(10)
Nonaccrual loans and leases$1,518$1,664($146)(9%)
Nonaccrual loans and leases to total loans and leases1.08%1.20%(12bps)
Allowance for loan and lease losses to nonaccrual loans and leases1301246%
Allowance for credit losses to nonaccrual loans and leases1451369%

The decline in nonaccrual loans and leases as of September 30, 2025 compared to December 31, 2024 reflects a decrease in commercial primarily driven by the general office segment of CRE, and a decrease in retail driven by the sale of Non-Core education loans and continued runoff of the auto portfolio. See “Executive Summary” for more information regarding the sale of education loans.

The following tables present the net charge-off ratio for our loan and lease portfolios:

Table 8: Ratio of Net Charge-Offs to Average Loans and Leases
Three Months Ended September 30,
20252024
(dollars in millions)Net Charge-OffsAverage BalanceRatioNet Charge-OffsAverage BalanceRatio
Commercial and industrial$30$46,3510.26%$54$44,0710.49%
Commercial real estate5525,7990.854428,2090.62
Total commercial8572,1500.479872,2800.54
Residential mortgages—34,134——32,117—
Home equity(3)18,027(0.06)(1)15,733(0.03)
Automobile43,0960.43135,9420.81
Education208,5130.922411,1550.85
Other retail564,0915.45584,7764.93
Total retail7767,8610.459469,7230.54
Total loans and leases$162$140,0110.46%$192$142,0030.54%
Nine Months Ended September 30,
20252024
(dollars in millions)Net Charge-OffsAverage BalanceRatioNet Charge-OffsAverage BalanceRatio
Commercial and industrial$99$44,9720.30%$61$44,3420.18%
Commercial real estate15926,4290.8121828,6811.02
Total commercial25871,4010.4827973,0230.51
Residential mortgages—33,480—131,713—
Home equity(5)17,338(0.04)(6)15,387(0.05)
Automobile153,7270.52316,8320.60
Education899,2801.287711,4720.90
Other retail1724,2855.381754,8664.82
Total retail27168,1100.5327870,2700.53
Total loans and leases$529$139,5110.51%$557$143,2930.52%

For the three and nine months ended September 30, 2025, net charge-offs decreased $30 million and decreased $28 million, respectively, compared to the same periods in 2024. The net charge-off ratio decreased 8 basis points and decreased 1 basis point, respectively, compared to the same periods in 2024. The nine-month period ended September 30, 2025 includes a $25 million charge-off resulting from the sale of Non-Core education loans. See “Executive Summary” for more information regarding the sale of education loans.

Commercial Loan Asset Quality

Our commercial portfolio consists of traditional commercial and industrial loans, commercial leases, and commercial real estate loans. As discussed in our 2024 Form 10-K, we utilize internal risk ratings to monitor credit quality for commercial loans and leases.

Total commercial criticized balances of $6.6 billion at September 30, 2025 decreased $523 million compared to December 31, 2024.

Commercial and industrial criticized balances of $2.6 billion at September 30, 2025 remained stable compared to December 31, 2024.

Commercial real estate criticized balances of $4.0 billion at September 30, 2025 decreased from $4.5 billion at December 31, 2024, attributable to office, multifamily, and industrial loan upgrades driven by improved leasing and operating performance, credit-enhanced extensions, pending sales, and refinancing activity, along with net charge-offs in the general office portfolio. Approximately 97% of commercial real estate loans remain current on payments as of September 30, 2025.

For more information on the distribution of commercial loans by vintage date and regulatory classification rating, see Note 4.

The following table presents our commercial and industrial loan portfolio by industry sector:

Table 9: Commercial and Industrial Loans by Industry Sector
September 30, 2025December 31, 2024
(dollars in millions)Balance% of Total Loans and LeasesBalance% of Total Loans and Leases
Industry sector
Finance and insurance
Capital call facilities$8,3496%$6,0704%
Secured private credit finance3,31022,9082
Other finance and insurance4,13933,5383
Other manufacturing3,67633,4913
Technology2,86822,8182
Accommodation and food services2,07012,5992
Health, pharma, and social assistance2,33422,3222
Professional, scientific, and technical services2,62822,3132
Energy and related1,93412,0851
Other services2,28012,0611
Wholesale trade2,39322,0101
Retail trade1,95912,0001
Arts, entertainment, and recreation1,66011,5091
Administrative and waste management1,21711,3521
Automotive1,18011,0261
Rental and leasing1,18119231
Consumer products manufacturing78317101
Other2,99222,8162
Total commercial and industrial$46,95333%$42,55131%

The following table presents our commercial real estate loan portfolio by property type and state:

Table 10: Commercial Real Estate by Property Type and State
September 30, 2025December 31, 2024
(dollars in millions)Balance% of Total Loans and LeasesBalance% of Total Loans and Leases
Property type
Multifamily$9,5927%$9,7917%
Office
Credit tenant lease and life sciences(1)2,09512,1352
Other general office2,52222,9302
Industrial2,59623,5753
Retail2,87522,9402
Co-op1,79111,8021
Data center87511,0241
Hospitality368—418—
Other2,82622,6102
Total commercial real estate$25,54018%$27,22520%
State
New York$6,4374%$6,6435%
New Jersey3,00123,3702
Pennsylvania2,26622,5942
California2,58822,3982
Massachusetts1,60111,6821
Texas1,51211,5711
Florida1,03011,1231
Other Southeast(2)2,53322,7892
Other4,57235,0554
Total commercial real estate$25,54018%$27,22520%

(1) Credit tenant lease includes loans to nationally recognized tenants with high credit ratings and life sciences includes loans to provide lab and office space for tenants involved in the study and development of scientific discoveries.

(2) Includes Georgia, Maryland, North Carolina, South Carolina, and Virginia.

Retail Loan Asset Quality

We utilize credit scores provided by FICO, which are generally refreshed on a quarterly basis, and payment and delinquency status, among other data points, to monitor credit quality for retail loans. FICO credit scores represent current and historical national industry-wide consumer level credit performance data, which management believes are the strongest indicator of potential credit losses over the contractual life of the loan and a good predictor of a borrower’s future payment performance.

The following table presents an aging analysis of accruing and nonaccrual loans for our retail loan portfolio:

Table 11: Retail Loan Portfolio Analysis
September 30, 2025 · December 31, 2024
Days Past Due and Accruing · Days Past Due and Accruing
Current30-5960-8990+NonaccrualCurrent30-5960-8990+Nonaccrual
Residential mortgages98.77%0.23%0.12%0.33%0.55%97.81%0.77%0.28%0.55%0.59%
Home equity97.790.450.15—1.6197.590.530.16—1.72
Automobile95.952.200.75—1.1096.182.110.70—1.01
Education99.140.400.210.020.2398.830.420.210.020.52
Other retail97.500.780.53—1.1996.860.990.670.021.46
Total retail98.35%0.43%0.19%0.17%0.86%97.75%0.76%0.30%0.26%0.93%

The following table presents certain asset quality metrics for our retail loan portfolio:

Table 12: Retail Asset Quality Metrics
September 30, 2025December 31, 2024
Average refreshed FICO for total portfolio776775
CLTV ratio for secured real estate(1)49%50%

(1) The real estate secured portfolio CLTV is calculated as the mortgage and second lien loan balance divided by the most recently available value of the property.

For more information on the aging of accruing and nonaccrual retail loans and the distribution of retail loans by vintage date and FICO score, see Note 4.

Deposits

The following table presents the composition of deposits:

Table 13: Composition of Deposits
(dollars in millions)September 30, 2025% of Total DepositsDecember 31, 2024% of Total Deposits
Noninterest-bearing demand$39,47222%$36,92021%
Checking with interest35,2191933,24619
Savings24,7591425,97615
Money market59,7093355,32132
Time20,8521223,31313
Total deposits$180,011100%$174,776100%

Total deposits as of September 30, 2025 increased compared to December 31, 2024, reflecting growth in the Private Bank, partially offset by a decline in time deposits given elevated retail maturities and continued reduction in higher-cost Treasury brokered deposits.

The following table presents an analysis of estimated insured/secured deposits as a percentage of total deposits:

Table 14: Uninsured and Insured/Secured Deposits
(dollars in millions)September 30, 2025December 31, 2024
Total deposits$180,011$174,776
Estimated uninsured deposits(1)82,20276,764
Less: Uninsured affiliate deposits eliminated in consolidation11,28812,705
Less: Preferred deposits(1)(2)6,4456,902
CFG adjusted estimated uninsured deposits, excluding preferred deposits64,46957,157
Total estimated insured/secured deposits$115,542$117,619
Insured/secured deposits to total deposits64%67%

(1) As reported on CBNA’s Call Report.

(2) Represents uninsured deposits of states and political subdivisions that are secured or collateralized as required under state law.

Borrowed Funds

Total borrowed funds of $10.7 billion as of September 30, 2025 decreased $1.7 billion compared to December 31, 2024, driven by a decline in secured borrowings collateralized by loans and senior debt. For more information regarding our borrowed funds, see “Liquidity Risk” and Note 7.

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