State Street (CFG) discloses 20.3M shares; 4.8% ownership reported

Rhea-AI Filing Summary

State Street Corporation reports beneficial ownership disclosure for Citizens Financial Group, Inc. As of 03/31/2026, State Street beneficially owned 20,275,128 shares of Citizens Financial Group common stock, representing 4.8% of the class. The filing shows 2,736,441 shared voting power and 20,262,332 shared dispositive power.

Key Figures

Filing date snapshot: 03/31/2026 Beneficial ownership: 20,275,128 shares Percent of class: 4.8% +3 more

6 metrics

Filing date snapshot 03/31/2026 Date of ownership figure

Beneficial ownership 20,275,128 shares Amount beneficially owned as reported

Percent of class 4.8% Percent of common stock beneficially owned

Shared voting power 2,736,441 shares Shared power to vote or to direct the vote

Shared dispositive power 20,262,332 shares Shared power to dispose or direct disposition

Signature date 05/12/2026 Date the filing was signed by State Street officer

Key Terms

Schedule 13G, Beneficially owned, Shared dispositive power, Shared voting power

4 terms

Schedule 13G regulatory

"Name of form type used to report beneficial ownership"

A Schedule 13G is a formal document that investors file with the government when they acquire a large ownership stake in a company, usually for investment purposes rather than control. It helps keep the public informed about who owns significant parts of a company's shares, which can influence how the company is managed and how investors make decisions. Filing this schedule is important for transparency and understanding the ownership landscape of publicly traded companies.

Beneficially owned regulatory

"Amount beneficially owned: 20275128.00"

Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

Shared dispositive power financial

"Shared power to dispose or to direct the disposition of: 20,262,332"

Shared voting power financial

"Shared power to vote or to direct the vote: 2,736,441"

Shared voting power occurs when two or more parties jointly have the right to vote or decide how a block of company shares is cast, like co-owners who must agree before moving a piece of furniture. Investors care because who controls voting rights affects board elections, major corporate decisions and takeover outcomes, and shared control can alter regulatory disclosures and the practical influence any holder has over a company’s direction and value.

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

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Accepted by SEC EDGAR 05/12/2026 - 10:21 AM Learn about SEC filing dates

FAQ

What stake does State Street report in Citizens Financial Group (CFG)?

State Street reports beneficial ownership of 20,275,128 shares, or 4.8%, of Citizens Financial Group common stock as of 03/31/2026. The filing lists shared voting power of 2,736,441 and shared dispositive power of 20,262,332.

Does the Schedule 13G filing show who controls the CFG shares?

The filing attributes ownership to State Street Corporation and lists multiple State Street advisory subsidiaries. It indicates shared voting and dispositive powers through those entities, naming specific advisory subsidiaries in the filing's exhibits.

Is State Street classified as a passive investor under this 13G filing?

The excerpt does not include an explicit passive/active classification phrase. The filing is a Schedule 13G form type in the metadata, which is typically used by passive investors, but the classification language is not shown in the provided excerpt.

Does the filing indicate any change in ownership percentage for CFG?

The provided excerpt gives a snapshot as of 03/31/2026 showing 4.8% beneficial ownership. It does not state prior percentages or explicit changes; comparisons to earlier filings are not included in the excerpt.

Who signed the Schedule 13G for State Street and when was it signed?

The filing is signed by Elizabeth Schaefer, Senior Vice President and Chief Accounting Officer, with a signature date of 05/12/2026, attesting to the disclosure in the schedule.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

CITIZENS FINANCIAL GROUP INC

(Name of Issuer)

COMMON STOCK

(Title of Class of Securities)

174610105

(CUSIP Number)

03/31/2026

(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

STATE STREET CORPORATION

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

MASSACHUSETTS

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 0.00
6	Shared Voting Power 2,736,441.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 20,262,332.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

20,275,128.00

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)

4.8 %

12

Type of Reporting Person (See Instructions)

HC

SCHEDULE 13G

Item 1.
(a)	Name of issuer: CITIZENS FINANCIAL GROUP INC
(b)	Address of issuer's principal executive offices: 1 CITIZENS PLAZA, PROVIDENCE, RHODE ISLAND, 02903
Item 2.
(a)	Name of person filing: STATE STREET CORPORATION;
(b)	Address or principal business office or, if none, residence: ONE CONGRESS STREET, SUITE 1, BOSTON MA 02114, UNITED STATES
(c)	Citizenship: MA
(d)	Title of class of securities: COMMON STOCK
(e)	CUSIP Number(s): 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: 20275128.00
(b)	Percent of class: 4.8 %
(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: 2,736,441
	(iii) Sole power to dispose or to direct the disposition of: 0
	(iv) Shared power to dispose or to direct the disposition of: 20,262,332
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. 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.
	If a parent holding company has filed this schedule, pursuant to Rule 13d-1(b)(ii)(G), so indicate under Item 3(g) and attach an exhibit stating the identity and the Item 3 classification of the relevant subsidiary. If a parent holding company has filed this schedule pursuant to Rule 13d-1(c) or Rule 13d-1(d), attach an exhibit stating the identification of the relevant subsidiary. SSGA FUNDS MANAGEMENT, INC. (IA);STATE STREET GLOBAL ADVISORS (JAPAN) CO., LTD. (IA);STATE STREET GLOBAL ADVISORS ASIA LIMITED (IA);STATE STREET GLOBAL ADVISORS EUROPE LIMITED (IA);STATE STREET GLOBAL ADVISORS LIMITED (IA);STATE STREET GLOBAL ADVISORS SINGAPORE LIMITED (IA);STATE STREET GLOBAL ADVISORS TRUST COMPANY (IA);STATE STREET GLOBAL ADVISORS, AUSTRALIA, LIMITED (IA);STATE STREET GLOBAL ADVISORS, LTD. (IA);STATE STREET SAUDI ARABIA FINANCIAL SOLUTIONS COMPANY (IA);
Item 8.	Identification and Classification of Members of the Group.
	If a group has filed this schedule pursuant to §240.13d-1(b)(1)(ii)(K), so indicate under Item 3(k) and attach an exhibit stating the identity and Item 3 classification of each member of the group. If a group has filed this schedule pursuant to §240.13d-1(c) or §240.13d-1(d), attach an exhibit stating the identity of each member of the group. NOT APPLICABLE
Item 9.	Notice of Dissolution of Group.
	Notice of dissolution of a group may be furnished as an exhibit stating the date of the dissolution and that all further filings with respect to transactions in the security reported on will be filed, if required, by members of the group, in their individual capacity. See Item 5. 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.

STATE STREET CORPORATION

Signature:	ELIZABETH SCHAEFER
Name/Title:	SENIOR VICE PRESIDENT, CHIEF ACCOUNTING OFFICER
Date:	05/12/2026