Citizens Financial (CFG): Capital World Investors reports 5.6% stake in common stock

Rhea-AI Filing Summary

Citizens Financial Group, Inc. reports that Capital World Investors has filed an amended ownership report showing beneficial ownership of 23,539,168 shares of its common stock. This represents 5.6% of the 422,881,942 shares believed to be outstanding. Capital World Investors has sole voting power over 23,249,957 shares and sole dispositive power over 23,539,168 shares, with no shared voting or dispositive power indicated.

Key Figures

Beneficial ownership: 23,539,168 shares Ownership percentage: 5.6% Shares outstanding baseline: 422,881,942 shares +2 more

5 metrics

Beneficial ownership 23,539,168 shares Shares of Citizens Financial Group common stock deemed beneficially owned by Capital World Investors

Ownership percentage 5.6% Portion of Citizens Financial Group common stock class beneficially owned by Capital World Investors

Shares outstanding baseline 422,881,942 shares Citizens Financial Group common shares believed to be outstanding used to calculate ownership percentage

Sole voting power 23,249,957 shares Citizens Financial Group shares over which Capital World Investors has sole power to vote

Sole dispositive power 23,539,168 shares Citizens Financial Group shares over which Capital World Investors has sole power to dispose

Key Terms

beneficial owner, sole voting power, dispositive power, percent of class, +1 more

5 terms

beneficial owner financial

"CWI is deemed to be the beneficial owner of 23,539,168 shares or 5.6%"

A beneficial owner is the person who ultimately owns or controls a financial asset or property, even if their name isn't directly on official documents. Think of it like someone who secretly holds the keys to a safe deposit box—others may appear to have access, but the true owner is the one who benefits from what's inside. Identifying beneficial owners helps ensure transparency and prevent illegal activities like money laundering or fraud.

sole voting power financial

"Sole power to vote or to direct the vote: 23,249,957"

Sole voting power is the exclusive right to cast votes attached to a shareholder’s stock without needing approval from anyone else. Like holding the only remote control for a TV, it lets that holder decide corporate matters such as board members, mergers, and policy changes, making it important to investors because it concentrates control and can strongly influence a company’s strategy and the value of its shares.

dispositive power financial

"Sole power to dispose or to direct the disposition of: 23,539,168"

Dispositive power is the authority to decide the final outcome of an asset, legal claim, contract, or corporate action — in effect the power to dispose of or resolve something. For investors it matters because whoever holds that authority can determine who gets paid, who controls an asset or vote, and how risks and returns are allocated; think of it like holding the key that lets you lock in the winner or loser in a deal.

percent of class financial

"Percent of class: 5.6 %"

Percent of class is the portion of a specific category of securities—such as a company’s common shares, preferred shares, or a bond series—that takes part in or approves a corporate action (vote, consent, tender, etc.). Investors watch this number because it reveals how much support or opposition exists within that particular shareholder group; like counting how many members of a club back a proposal, it can determine whether a plan passes or how influence is distributed.

CUSIP financial

"Title of class of securities: Common Stock (e) | CUSIP No.: 174610105"

A CUSIP is a nine-character alphanumeric code that uniquely identifies a U.S. or Canadian financial security—such as a stock, bond, or fund share—like a Social Security number for an investment. It matters to investors because brokers, exchanges and record-keepers use the CUSIP to match trades, track ownership, settle transactions and pull accurate records, reducing errors and ensuring money and securities go to the right place.

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

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Available on EDGAR 08/12/2026 - 05:41 PM Accepted by SEC EDGAR 08/12/2026 - 05:40 PM Learn about SEC filing dates

FAQ

What percentage of Citizens Financial Group (CFG) does Capital World Investors own?

Capital World Investors reports beneficial ownership of 5.6% of Citizens Financial Group’s common stock, representing 23,539,168 shares out of 422,881,942 shares believed to be outstanding.

How many Citizens Financial Group (CFG) shares does Capital World Investors control?

Capital World Investors is deemed the beneficial owner of 23,539,168 CFG common shares, with sole voting power over 23,249,957 shares and sole dispositive power over 23,539,168 shares.

Does Capital World Investors share voting power over Citizens Financial Group (CFG) shares?

No. The filing states that Capital World Investors has 0 shares with shared voting power and 0 shares with shared dispositive power, indicating all reported authority is sole, not shared.

What class of Citizens Financial Group (CFG) securities is held by Capital World Investors?

Capital World Investors holds common stock of Citizens Financial Group, Inc., identified with CUSIP 174610105, and reports its position on that class of securities only.

Who signed the Citizens Financial Group (CFG) ownership report for Capital World Investors?

The report was signed by Timothy J. Moon, identified as Vice President and Senior Counsel of Capital Research and Management Company, on behalf of Capital World Investors.

What is the total number of Citizens Financial Group (CFG) shares outstanding referenced in the filing?

Capital World Investors states its 5.6% beneficial ownership is based on 422,881,942 CFG common shares believed to be outstanding, using that figure to calculate its ownership percentage.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 2)

Citizens Financial Group, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

174610105

(CUSIP Number)

06/30/2026

(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 Number(s): 174610105

1

Names of Reporting Persons

Capital World Investors

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

DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 23,249,957.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 23,539,168.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

23,539,168.00

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)

5.6 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Citizens Financial Group, Inc.
(b)	Address of issuer's principal executive offices: One Citizens Plaza, Providence, RI 02903
Item 2.
(a)	Name of person filing: Capital World Investors
(b)	Address or principal business office or, if none, residence: 333 SOUTH HOPE STREET, 55TH FLOOR, LOS ANGELES, CALIFORNIA 90071
(c)	Citizenship: N/A
(d)	Title of class of securities: Common Stock
(e)	CUSIP No.: 174610105
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: 23,539,168 ** **Capital World Investors ("CWI") is a division of Capital Research and Management Company ("CRMC"), as well as its investment management subsidiaries and affiliates Capital Bank and Trust Company, Capital International, Inc., Capital International Limited, Capital International Sarl, Capital International K.K., Capital Group Private Client Services, Inc., and Capital Group Investment Management Private Limited (together with CRMC, the "investment management entities"). CWI's divisions of each of the investment management entities collectively provide investment management services under the name "Capital World Investors." CWI is deemed to be the beneficial owner of 23,539,168 shares or 5.6% of the 422,881,942 shares believed to be outstanding.
(b)	Percent of class: 5.6 %
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 23,249,957
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 23,539,168
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
	Not Applicable
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	Not Applicable
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.

Capital World Investors

Signature:	Timothy J. Moon
Name/Title:	Vice President and Senior Counsel, Capital Research and Management Company
Date:	08/11/2026