Citizens Financial Group insider plans small $1.6M share sale

Rhea-AI Filing Summary

Citizens Financial Group (CFG) has filed a Form 144 indicating a proposed sale of 34,075 common shares by an affiliate holder on or about 21-Jul-2025. At the recent market price used in the filing, the block is valued at $1.62 million. The shares were originally acquired on 06-Apr-2022 through a merger/acquisition transaction. The proposed broker is Fidelity Brokerage Services and the shares will be sold on the NYSE.

The amount to be sold represents roughly 0.008 % of CFG’s ~432.8 million shares outstanding, signalling an immaterial dilution impact. No other sales by this person were reported in the past three months, and the filer certifies no undisclosed adverse information. Form 144s are routine disclosures rather than definitive sale confirmations, but they can flag insider sentiment; here, the dollar size is modest compared with CFG’s market capitalization, so market impact should be limited.

Positive

• None.

Negative

• Insider intends to sell shares, which, while small, can be perceived as a soft negative sentiment signal.

Insights

Corporate Governance Expert

TL;DR: Minor insider sale (0.008% of float); limited governance concern.

The Form 144 covers a potential disposal of 34,075 CFG shares worth about $1.6 million. Given the company’s share base, the stake is insignificant and poses no material ownership shift or voting power change. No pattern of serial selling is noted, and the filer affirms absence of non-public adverse information. For investors, the notice is largely a compliance event, not a strategic red flag.

Sell-Side Financial Analyst

TL;DR: Neutral signal; transaction size unlikely to move CFG stock.

From a valuation perspective, 34k shares equate to less than one trading day’s average volume for CFG. The sale does not alter supply-demand dynamics or suggest broad insider pessimism. Unless further insider selling emerges, this filing should not influence earnings multiples or target prices.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common Stock	Fidelity Brokerage Services LLC 245 Summer Street Boston MA 02110	34075	1618560.00	432770000	07/21/2025	NYSE

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	04/06/2022	merger/acquisition	Citizens Financial Group			34075	04/06/2022	n/a

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

How many Citizens Financial Group (CFG) shares are being sold under this Form 144?

The filing covers 34,075 common shares.

What is the market value of the shares listed in the CFG Form 144?

The aggregate market value stated is approximately $1.62 million.

When is the proposed sale date for the CFG shares?

The filer indicates an approximate sale date of 21-Jul-2025.

What percentage of Citizens Financial Group’s outstanding shares does this sale represent?

About 0.008 % of the ~432.8 million shares outstanding.

Does the Form 144 guarantee the shares will be sold?

No. Form 144 is a notice of intent; the holder may or may not complete the sale.