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    Citizens Financial Group Inc. filed SEC Form 8-K: Results of Operations and Financial Condition, Regulation FD Disclosure, Financial Statements and Exhibits

    4/16/25 6:24:46 AM ET
    $CFG
    Major Banks
    Finance
    Get the next $CFG alert in real time by email
    cfg-20250416
    CITIZENS FINANCIAL GROUP INC/RI0000759944false00007599442025-04-162025-04-160000759944us-gaap:CommonStockMember2025-04-162025-04-160000759944us-gaap:SeriesEPreferredStockMember2025-04-162025-04-160000759944us-gaap:SeriesHPreferredStockMember2025-04-162025-04-16


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

    FORM 8-K

    CURRENT REPORT

    PURSUANT TO SECTION 13 OR 15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934

    Date of Report (Date of earliest event reported): April 16, 2025

    citizenslogoa05.jpg
     (Exact name of the registrant as specified in its charter)
    Delaware001-3663605-0412693
    (State or Other Jurisdiction of
    Incorporation)
    (Commission File Number)(I.R.S. Employer
    Identification Number)
    One Citizens Plaza
    Providence,RI02903
    (Address of principal executive offices)(Zip Code)
     

    Registrant’s telephone number, including area code: (203) 900-6715

    Not Applicable
    (Former name or former address, if changed since last report.)

    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

    ☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

    ☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

    ☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

    ☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

    Securities registered pursuant to Section 12(b) of the Act:
    Title of each classTrading symbol(s)Name of each exchange on which registered
    Common stock, $0.01 par value per shareCFGNew York Stock Exchange
    Depositary Shares, each representing a 1/40th interest in a share of 5.000% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series ECFG PrENew York Stock Exchange
    Depositary Shares, each representing a 1/40th interest in a share of 7.375% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series HCFG PrHNew York Stock Exchange






    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).

    Emerging growth company  ☐

    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐
       
    Item 2.02   Results of Operations and Financial Condition.
    On April 16, 2025, Citizens Financial Group, Inc. (the “Company”) issued a press release announcing its first quarter 2025 earnings and posted on its website the press release and a financial supplement. Copies of the press release and financial supplement are being furnished as Exhibits 99.1 and 99.3, respectively.

    Item 7.01 Regulation FD Disclosure.

    For the benefit of investors, the Company has posted on its website an investor presentation in connection with its earnings conference call. A copy of the investor presentation is being furnished as Exhibit 99.2.

    The information in this Form 8-K and Exhibits attached hereto are being furnished pursuant to Items 2.02 and 7.01, respectively, and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall this information be deemed incorporated by reference into any filings under the Securities Act of 1933, as amended.
    Item 9.01   Financial Statements and Exhibits.
     Exhibit NumberDescription
    (d)Exhibit 99.1  
    Citizens Financial Group, Inc. press release dated April 16, 2025
    Exhibit 99.2  
    Citizens Financial Group, Inc. earnings release presentation issued April 16, 2025
    Exhibit 99.3  
    Citizens Financial Group, Inc. financial supplement for first quarter 2025
    Exhibit 104Cover Page Interactive Data File (embedded within the Inline XBRL document)


    SIGNATURES

    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
     
    CITIZENS FINANCIAL GROUP, INC.
    By: /s/ John F. Woods
     John F. Woods
     Vice Chair and Chief Financial Officer
    Date:  April 16, 2025



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