Citizens Financial Group, Inc.'s SEC filings document results, governance and capital structure for a bank holding company with Consumer Banking and Commercial Banking segments. Its Form 8-K reports furnish quarterly and annual earnings releases, financial supplements and investor presentations, while Regulation FD disclosures cover materials used in earnings calls and other investor communications.
Citizens’ proxy and annual meeting filings cover director elections, advisory executive compensation votes, auditor ratification and shareholder voting matters. Capital-structure filings disclose common stock listed under CFG, depositary shares representing preferred stock series listed on the NYSE and debt financing activity, including registered offerings of subordinated notes under shelf registration statements.
Citizens Financial Group, Inc. plans to issue fixed-reset subordinated notes due 2036. These unsecured notes pay a fixed interest rate from issuance until a reset date in 2031, then reset every five years to the Five-Year U.S. Treasury Rate plus a spread, with interest paid semi-annually. The notes are subordinated to Citizens’ senior debt and structurally subordinated to the liabilities of its subsidiaries, including substantial deposits and other obligations at Citizens Bank, N.A. Citizens may redeem the notes at par on the reset date, on or after a date in 2035, or after a Regulatory Capital Treatment Event, subject to Federal Reserve approval. Net proceeds are expected to be used for general corporate purposes, including capital management, debt repayment and investments in subsidiaries.
Citizens Financial Group, Inc. furnished materials related to its fourth quarter and full year 2025 earnings. The company issued a press release announcing its results and posted both the release and a detailed financial supplement on its website, which are included as Exhibits 99.1 and 99.3. It also provided an investor presentation for its earnings conference call as Exhibit 99.2. These materials are supplied for information purposes only and are designated as furnished, not filed, under the securities laws.
Citizens Financial Group, Inc. (CFG) reported updated insider holdings for its Chief Financial Officer. The amended filing shows the CFO beneficially owns 67,439 shares of Citizens Financial Group common stock in direct form. This amendment was filed to add 15 shares that were inadvertently left out of the original report dated October 24, 2025, ensuring the total disclosed ownership accurately reflects the officer’s current direct holdings.
Citizens Financial Group Chairman and CEO, who also serves as a director, reported charitable stock donations under a Form 4 filing. On 12/9/2025, the reporting person donated 3,420 shares of directly owned common stock at a reported price of $55.94 per share to a 501(c)(3) organization. On 12/11/2025, an additional 4,580 directly owned shares were donated at a reported price of $58.35 per share to a charitable gift fund.
After these two gifts totaling 8,000 shares, the reporting person beneficially owned 1,208,098 shares of Citizens Financial Group common stock directly.
A shareholder of CFG has filed a Form 144 notice to sell up to 30,668 shares of common stock through Fidelity Brokerage Services LLC on the NYSE.
The shares have an indicated aggregate market value of $1,716,794.64, compared with 429,500,000 shares of common stock stated as outstanding. The planned sale date listed in the notice is 12/05/2025.
The securities to be sold were originally acquired as common stock on 04/06/2022 in a merger/acquisition transaction from the issuer, with the full 30,668 shares acquired and paid for on that same date.
Citizens Financial Group (CFG) reported an insider stock donation by its Chief Human Resources Officer. On 12/03/2025, the officer gifted 20,128 shares of Citizens Financial Group common stock to a donor-advised fund for charitable purposes at a reported transaction price of $55.68 per share. After this charitable transfer, the officer directly beneficially owns 169,796 shares of CFG common stock.
Citizens Financial Group (CFG) reported a routine insider update. A company director acquired 162.496 restricted stock units at $0 on 11/12/2025. The filing states these units were credited following the issuer’s dividend payment under the Amended & Restated 2014 Non-Employee Directors Compensation Plan. After this transaction, the director beneficially owns 63,419.262 shares, held directly.
Citizens Financial Group (CFG) filed a Form 4 for a company director reporting an automatic credit of restricted stock units tied to a dividend. On 11/12/2025, the director reported an acquisition (Code A) of 347.108 shares of Common Stock at a price of $0, reflecting dividend-equivalent RSUs under the Amended & Restated Citizens Financial Group, Inc. 2014 Non-Employee Directors Compensation Plan.
Following this transaction, the director’s beneficial ownership stands at 54,578.523 shares, held directly. The filing notes the RSU credit was recorded after the issuer’s dividend payment.
Citizens Financial Group (CFG) reported a director transaction on 11/12/2025. The filing shows an acquisition of 85.435 units at $0, described as restricted stock units credited following the company’s dividend under the Amended & Restated 2014 Non‑Employee Directors Compensation Plan.
After this entry, the reporting person’s beneficial ownership stands at 9,865.941 shares, held directly. This was recorded with transaction code A in the non‑derivative table.
Citizens Financial Group (CFG) reported a routine insider update. A director was credited 42.491 restricted stock units on 11/12/2025, reflected in Table I as an acquisition at $0. The filing notes these RSUs were credited following the issuer’s dividend pursuant to the Amended & Restated Citizens Financial Group, Inc. 2014 Non‑Employee Directors Compensation Plan.
Following this transaction, the director’s beneficial ownership stands at 4,906.877 shares, held directly. This is an administrative dividend-equivalent credit rather than an open-market purchase.