Vanguard disaggregates holdings; Citizens Financial (CFG) parent reports 0

Rhea-AI Filing Summary

Citizens Financial Group Inc: an amended Schedule 13G/A from The Vanguard Group reports that, following an internal realignment effective January 12, 2026, certain subsidiaries and business divisions will report beneficial ownership separately under SEC Release No. 34-39538. The filing states The Vanguard Group now shows 0 shares beneficially owned of Citizens Financial Group common stock. The amendment is signed by Ashley Grim, Head of Global Fund Administration, dated 03/26/2026.

Insights

Institutional Ownership Analyst

Vanguard disaggregated holdings; parent reports zero beneficial ownership here.

The filing documents an internal reorganization effective January 12, 2026

that caused certain Vanguard subsidiaries or business divisions to report holdings separately in reliance on SEC Release No. 34-39538. The parent entity's Schedule 13G/A shows an Amount beneficially owned: 0 and Percent of class: 0%, indicating reporting allocation rather than an economic change in investor interest. Subsequent separate filings by the disaggregated entities will show where positions now reside.

Compliance Counsel

Amendment follows SEC guidance for disaggregated reporting after corporate realignment.

The filing cites SEC Release No. 34-39538 and describes that subsidiaries will report beneficial ownership separately, which is a recognized compliance pathway for reorganized investment managers.

Signature by Ashley Grim dated 03/26/2026 completes the amendment filing. Filings from the named subsidiaries will be the authoritative source for current holdings.

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

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Accepted by SEC EDGAR 03/26/2026 - 05:15 PM Learn about SEC filing dates

FAQ

What does The Vanguard Group report for CFG ownership in this amendment?

The Vanguard Group reports 0 shares and 0% ownership of Citizens Financial Group common stock. The amendment states subsidiaries will now report separately after an internal realignment, and the parent no longer claims beneficial ownership under SEC Release No. 34-39538.

Why did Vanguard amend its Schedule 13G/A for CFG?

Vanguard amended the filing due to an internal realignment effective January 12, 2026. The filing cites SEC Release No. 34-39538 and explains certain subsidiaries or business divisions will report beneficial ownership on a disaggregated basis going forward.

Does this amendment change who actually holds CFG shares?

The amendment reallocates reporting responsibility; it does not by itself state transfers of economic ownership. It explains the parent no longer reports holdings of subsidiaries after the January 12, 2026 realignment; subsidiary filings will show current holdings.

Who signed the amendment and when was it filed?

The amendment is signed by Ashley Grim, Head of Global Fund Administration, dated 03/26/2026. The cover indicates the amendment number and references the internal Vanguard reorganization disclosed in the filing.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 10)

Citizens Financial Group Inc

(Name of Issuer)

Common Stock

(Title of Class of Securities)

(CUSIP Number)

03/13/2026

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

schemaVersion:

SCHEDULE 13G

CUSIP No.

1

Names of Reporting Persons

The Vanguard Group

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

PENNSYLVANIA

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

0.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

0 %

12

Type of Reporting Person (See Instructions)

IA

Comment for Type of Reporting Person: On January 12, 2026, The Vanguard Group, Inc. went through an internal realignment. In accordance with SEC Release No. 34-39538 (January 12, 1998), certain subsidiaries or business divisions of subsidiaries of The Vanguard Group, Inc., that formerly had, or were deemed to have, beneficial ownership with The Vanguard Group, Inc., will report beneficial ownership separately (on a disaggregated basis) from The Vanguard Group, Inc. in reliance on such release. These subsidiaries and/or business divisions pursue the same investment strategies as previously pursued by The Vanguard Group, Inc. prior to the realignment. Further in accordance with SEC Release No. 34-39538 (January 12, 1998), The Vanguard Group, Inc. no longer has, or is deemed to have, beneficial ownership over securities beneficially owned by such subsidiaries and/or business divisions.

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Citizens Financial Group Inc
(b)	Address of issuer's principal executive offices: 1 Citizens Plaza, Providence, RI, 02903
Item 2.
(a)	Name of person filing: The Vanguard Group
(b)	Address or principal business office or, if none, residence: 100 Vanguard Blvd.,, Malvern, PA, 19355
(c)	Citizenship: PA
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.:
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.	Ownership
(a)	Amount beneficially owned: 0
(b)	Percent of class: 0 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 0
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Ownership of 5 percent or less of a class
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. The Vanguard Group, including investment companies registered under the Investment Company Act of 1940 and other managed accounts, have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the securities reported herein.No one other person's interest in the securities reported herein is more than 5%.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

The Vanguard Group

Signature:	Ashley Grim
Name/Title:	Head of Global Fund Administration
Date:	03/26/2026