CITIZENS FINANCIAL GROUP INC/RI

This summary highlights select financial information of the Company as well as information regarding certain significant events and transactions occurring during the three months ended March 31, 2026. This summary should be read in conjunction with this entire document for a more complete understanding of trends, events, commitments, uncertainties, liquidity, capital resources, and critical accounting policies and estimates. Each of these items, taken individually or collectively, could have an impact on the Company’s financial condition, results of operations, and cash flows. For additional information regarding our financial performance and condition, see “Consolidated Statement of Operations Analysis” and “Consolidated Balance Sheet Analysis.”

Key Financial Highlights

•Net income of $517 million for the three months ended March 31, 2026 increased $144 million, with earnings per diluted common share up $0.36 to $1.13 compared to the same period in 2025.

•Net interest income of $1.6 billion for the three months ended March 31, 2026 increased $171 million, and net interest margin of 3.14% increased 25 basis points compared to the same period in 2025. The increase in net interest income reflects higher net interest margin driven by improved funding costs, including the reduction of higher-cost funding given runoff of the auto loan portfolio, terminated swap impacts, and fixed-rate asset repricing benefits, partially offset by lower asset yields.

•Noninterest income of $606 million for the three months ended March 31, 2026 increased $62 million compared to the same period in 2025, reflecting growth across a number of fee categories, primarily capital markets and wealth fees.

•Noninterest expense of $1.4 billion for the three months ended March 31, 2026 increased $64 million compared to the same period in 2025, driven by salaries and employee benefits reflecting hiring related to the Private Bank and Private Wealth build-out and strong capital markets fee performance, partially offset by a decline in other operating expense reflecting lower FDIC deposit insurance costs.

•Provision expense of $140 million for the three months ended March 31, 2026 decreased $13 million compared to the same period in 2025, reflecting runoff of certain retail portfolios and improving credit trends and loan mix.

•The efficiency ratio of 63.6% for the three months ended March 31, 2026 compared to 67.9% for the same period in 2025.

•ROTCE of 12.2% for the three months ended March 31, 2026 compared to 9.6% for the same period in 2025.

•Tangible book value per common share of $37.94 at March 31, 2026 was broadly stable compared to $38.07 at December 31, 2025.

See “Non-GAAP Financial Measures” for more information regarding the ROTCE and tangible book value per common share non-GAAP financial measures presented herein.

Matrix Capital Acquisition

In March 2026, we completed the acquisition of substantially all of the assets of Matrix Capital Markets Group, Inc., a market–leading advisory firm in the Downstream Energy & Convenience Retail sector, with additional expertise and proven success in the Automotive Aftermarket and Outdoor Recreation and Marine sectors. This transaction further strengthens our sector-focused advisory capabilities.

Share Repurchases

During the three months ended March 31, 2026, the Parent Company repurchased $300 million of its outstanding common stock, with remaining capacity of $1.0 billion as of March 31, 2026. See Note 10 and Item 2 for additional information on share repurchase activity.

Debt Offerings

In January 2026, the Parent Company issued $400 million of fixed-reset subordinated notes due 2036. These notes bear interest at a rate of 5.299% per annum to January 28, 2031, and at a rate equal to the Five-Year U.S. Treasury Rate plus 1.45% from January 29, 2031 to, but excluding, the maturity date of January 29, 2036.

In January 2026, CBNA issued $750 million of fixed-to-floating rate senior notes due 2029. These notes bear interest at a rate of 4.192% per annum to January 28, 2028, and at a rate of compounded SOFR plus 0.70% from January 29, 2028 to, but excluding, the maturity date of January 29, 2029.

Regulatory Developments

Capital

In March 2026, the FRB, FDIC, and OCC issued joint proposals to modernize the regulatory capital framework for banking organizations. The first proposal would subject Category I and II banking organizations to a single set of risk-based capital requirements under an expanded risk-based approach (“ERBA”) and a revised market risk framework (the “ERBA proposal”). Category III and Category IV banking organizations would be subject to the revised market risk framework if specified thresholds for aggregate trading assets and liabilities are met and would also have the option to adopt the ERBA in its entirety. The second proposal would revise certain elements of the capital rule under the standardized approach (the “revised standardized approach proposal”) and would apply to banking organizations that are not classified as Category I or II and have not otherwise opted to adopt the ERBA.

The ERBA proposal would introduce differentiated capital requirements based on specified credit risk factors, establish a standardized operational risk requirement aligned with a banking organization’s business volume, and implement a revised market risk framework that incorporates a new models-based methodology designed to better capture tail risk and market liquidity risk. The proposal would also increase the aggregate trading assets and liabilities threshold for application of the market risk framework from $1 billion to $5 billion for non-Category I and II banking organizations. The revised standardized approach proposal would modify risk-based capital requirements by introducing a broader range of risk weights for residential mortgages based on more granular risk factors and reducing risk weights for certain other exposures. The proposal would also require most elements of AOCI to be recognized in regulatory capital, subject to a five-year transition period.

Both proposals would also eliminate the threshold-based deduction for mortgage servicing assets (“MSAs”), subjecting all MSAs to a 250 percent risk weight, and would provide for the future adjustment of certain dollar-based regulatory thresholds using a predetermined indexing methodology intended to reflect inflation and preserve their intended application over time. We continue to monitor developments related to these proposals and to evaluate their potential impact on our regulatory capital ratios.

Recovery Planning

In April 2026, the OCC adopted a final rule rescinding its Guidelines Establishing Standards for Recovery Planning (the “Guidelines”), which applied to insured national banks, federal savings associations, and federal branches of foreign banks with average total assets exceeding $100 billion (“covered banks”). As a result of the rescission, CBNA is no longer required to develop and maintain formal recovery planning documentation and is no longer subject to OCC examination for compliance with the Guidelines. Although the rescission is intended to reduce unnecessary regulatory burden, covered banks are still expected to maintain prudent risk management practices, including preparing for operational and market stresses, which CBNA continues to address through the Company’s existing risk management framework. The final rule is effective May 1, 2026.

Anti-Money Laundering and Countering the Financing of Terrorism (“AML/CFT”) Programs

In April 2026, the OCC, FDIC, and National Credit Union Administration (collectively, the “Agencies”) issued a proposed rule to amend their respective AML/CFT program requirements to align with changes concurrently proposed by the Financial Crimes Enforcement Network (“FinCEN”). The proposal requires a bank’s AML/CFT program to be risk-based with a designated AML/CFT officer located in the United States and clarifies that only significant or systemic failures to implement a properly established AML/CFT program would warrant enforcement or significant supervisory actions. FinCEN’s role in the Agencies’ supervision and enforcement process is also enhanced through the establishment of a new consultation framework for certain actions taken by the Agencies. The Agencies proposed a 12-month implementation period following issuance of the final rule and are currently soliciting comments.