CFG director granted 2,608 Citizens Financial shares

CITIZENS FINANCIAL GROUP INC/RI director Kevin Cummings received a stock-based compensation award rather than buying shares on the market.

Accepted by SEC EDGAR 04/24/2026 - 04:32 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

CITIZENS FINANCIAL GROUP INC/RI director Kevin Cummings received a stock-based compensation award rather than buying shares on the market. He acquired 2,608 shares of Common Stock at a price of $0.00 per share as a grant under the Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan. After this grant, he directly holds 473,652.528 shares of Common Stock and also indirectly holds 57,916 shares through an IRA account.

Insider Trade Summary

Grant/Award: 2,608 shares

Grant/Award 1 txn

Insider Cummings Kevin

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	2,608	$0.00	$0.00
Holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 473,652.528 shares (Direct); Common Stock — 57,916 shares (Indirect, By IRA)

Footnotes (1)

1. F1. Reflects a restricted stock unit award granted to the filer pursuant to the Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan

Key Figures

Stock grant size: 2,608 shares Grant price per share: $0.00 per share Direct holdings after grant: 473,652.528 shares +1 more

4 metrics

Stock grant size 2,608 shares Common Stock grant to Kevin Cummings

Grant price per share $0.00 per share Restricted stock unit award compensation

Direct holdings after grant 473,652.528 shares Common Stock directly owned by Kevin Cummings

Indirect IRA holdings 57,916 shares Common Stock held indirectly via IRA

Key Terms

restricted stock unit, Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan, IRA

3 terms

restricted stock unit financial

"Reflects a restricted stock unit award granted to the filer"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan financial

"pursuant to the Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan"

IRA financial

"total_shares_following_transaction ... nature_of_ownership: By IRA"

An individual retirement account (IRA) is a savings account designed to help people put aside money for their retirement, often with tax advantages that encourage long-term savings. It matters to investors because it can grow over time, providing financial security later in life, and offers benefits that can reduce current taxes or allow investments to compound more effectively.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did CFG director Kevin Cummings report in this Form 4 filing?

Kevin Cummings reported receiving 2,608 shares of CFG Common Stock as a stock-based compensation grant. The award was made at $0.00 per share under a non-employee director compensation plan, increasing his reported direct ownership in the company.

Is Kevin Cummings’ CFG transaction an open-market buy or a compensation grant?

The transaction is a compensation grant, not an open-market purchase. Cummings received 2,608 shares of CFG Common Stock at $0.00 per share as a restricted stock unit award under the company’s 2014 Non-Employee Directors Compensation Plan.

How many CFG shares does Kevin Cummings hold after this reported grant?

Following the grant, Kevin Cummings directly holds 473,652.528 shares of CFG Common Stock. In addition, a separate holding line shows 57,916 shares held indirectly through an IRA, reflecting both direct and indirect positions reported in this Form 4.

What is the price per share for Kevin Cummings’ latest CFG share grant?

The grant to Kevin Cummings was reported at a price of $0.00 per share. This indicates it is a stock-based compensation award, not a cash purchase, consistent with restricted stock unit grants for non-employee directors under the company’s compensation plan.

What plan governs the restricted stock unit award reported for CFG’s Kevin Cummings?

The restricted stock unit award is governed by the Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan. The footnote specifies that the 2,608-share grant was made pursuant to this plan for non-employee directors.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Cummings Kevin

(Last) (First) (Middle)

C/O CITIZENS FINANCIAL GROUP, INC.

600 WASHINGTON BLVD.

(Street)

STAMFORD CONNECTICUT 06901

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CITIZENS FINANCIAL GROUP INC/RI [ CFG ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/23/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	04/23/2026		A		2,608(1)	A	$0	473,652.528	D
Common Stock								57,916	I	By IRA

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Reflects a restricted stock unit award granted to the filer pursuant to the Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan

Remarks:

	/s/ Divina P. Pabalate-Inchoco, Attorney-in-Fact	04/24/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)