ZIONS BANCORPORATION PRICES PUBLIC OFFERING OF SUBORDINATED NOTES AND ANNOUNCES ADDITIONAL CAPITAL ACTIONS

SALT LAKE CITY, Nov. 14, 2024 /PRNewswire/ -- Zions Bancorporation, N.A. (NASDAQ:ZION) announced today that it successfully priced $500,000,000 of Fixed-to-Floating Rate Subordinated Notes (CUSIP: 98971DAC4) due November 19, 2035 in a public transaction exempt from registration under Section 3(a)(2) of the Securities Act of 1933, as amended. The offering is expected to settle on November 19, 2024, subject to customary closing conditions.

The interest rate for the fixed rate period, which runs from, and including, the settlement date to, but excluding, November 19, 2034, is equal to 6.816%. The interest rate for the floating rate period, which begins on November 19, 2034, will be equal to Compounded SOFR plus a spread of 2.830%. J.P. Morgan Securities LLC and RBC Capital Markets, LLC served as book runners for the offering.

Zions intends to use the net cash proceeds from this offering to reduce short term-borrowings and for the partial or full redemption of outstanding shares of preferred stock or depositary shares representing shares of preferred stock and redemptions of other outstanding securities, including other subordinated debt. This press release does not constitute a notice of redemption with respect to any outstanding series of Zions' preferred stock or depositary shares representing shares of preferred stock or subordinated debt nor an obligation to issue a notice of redemption for any outstanding series of Zions preferred stock or depositary shares representing shares of preferred stock or subordinated debt. Any such notice, if given, will only be given in accordance with the provisions of such outstanding series of preferred stock or depositary shares representing shares of preferred stock or subordinated debt, as applicable.

Additionally, the Zions board of directors has authorized the following capital actions:

• Full redemption of its Series G Preferred Stock (CUSIP: 989701859) at a redemption price equal to $1,000 per share (equivalent to $25 per depositary share), plus any declared and unpaid dividends, without accumulation of any undeclared dividends;
• Full redemption of its Series I Preferred Stock (CUSIP: 989701BD8) at a redemption price equal to $1,000 per share, plus any declared and unpaid dividends, without accumulation of any undeclared dividends;
• Full redemption of its Series J Preferred Stock (CUSIP: 989701BF3) at a redemption price equal to $1,000 per share, plus any declared and unpaid dividends, without accumulation of any undeclared dividends; and
• Full redemption of $87,890,550 aggregate principal amount of 6.95% Fixed-to-Floating Rate Subordinated Notes due September 15, 2028 (CUSIP: 989701818) at a redemption price equal to the principal amount being redeemed plus any accrued interest.

At September 30, 2024, the aggregate amount of the Series G Preferred Stock, Series I Preferred Stock, and Series J Preferred Stock was $373 million and the aggregate outstanding amount of the 6.95% Fixed-to-Floating Rate Subordinated Notes due September 15, 2028 was $88 million. These actions are expected to take place during the fourth quarter of 2024.

Zions Bancorporation, N.A. is one of the nation's premier financial services companies with 2023 net revenue of $3.1 billion and approximately $87 billion of total assets. Founded in 1873, Zions operates under local management teams and distinct brands in 11 western states: Arizona, California, Colorado, Idaho, Nevada, New Mexico, Oregon, Texas, Utah, Washington, and Wyoming. The Bank is a consistent recipient of national and state-wide customer survey awards in small and middle-market banking, as well as a leader in public finance advisory services and Small Business Administration lending. In addition, Zions is included in the S&P 400 and NASDAQ Financial 100 indices. Investor information and links to local banking brands can be accessed at zionsbancorporation.com.

Forward-Looking Information

This press release includes "forward-looking statements" as that term is defined in the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and assumptions regarding future events or determinations, all of which are subject to known and unknown risks, uncertainties, and other factors that may cause our actual results, performance or achievements, industry trends, and results or regulatory outcomes to differ materially from those expressed or implied. Forward-looking statements include, among others: statements with respect to the beliefs, plans, objectives, goals, targets, commitments, designs, guidelines, expectations, anticipations, and future financial condition, results of operations and performance of Zions Bancorporation, National Association and its subsidiaries (collectively "Zions Bancorporation, N.A.," "the Bank," "we," "our," "us"); and statements preceded or followed by, or that include the words "may," "might," "can," "continue," "could," "should," "would," "believe," "anticipate," "estimate," "forecasts," "expect," "intend," "target," "commit," "design," "plan," "projects," "will," and the negative thereof and similar words and expressions.

Forward-looking statements are not guarantees, nor should they be relied upon as representing management's views as of any subsequent date. Actual results and outcomes may differ materially from those presented. Although the following list is not comprehensive, important factors that may cause material differences include: The quality and composition of our loan and securities portfolios and the quality and composition of our deposits; Changes in general industry, political, and economic conditions, including elevated inflation, economic slowdown or recession, or other economic challenges; changes in interest and reference rates, which could adversely affect our revenue and expenses, the value of assets and liabilities, and the availability and cost of capital and liquidity; deterioration in economic conditions that may result in increased loan and leases losses; The effects of newly enacted and proposed regulations affecting us and the banking industry, as well as changes and uncertainties in applicable laws, and fiscal, monetary, regulatory, trade, and tax policies, and actions taken by governments, agencies, central banks, and similar organizations, including those that result in decreases in revenue; increases in bank fees, insurance assessments and capital standards; and other regulatory requirements; Competitive pressures and other factors that may affect aspects of our business, such as pricing and demand for our products and services, and our ability to recruit and retain talent; The impact of technological advancements, digital commerce, artificial intelligence, and other innovations affecting the banking industry; Our ability to complete projects and initiatives and execute on our strategic plans, manage our risks, control compensation and other expenses, and achieve our business objectives; Our ability to develop and maintain technology, information security systems, and controls designed to guard against fraud, cybersecurity, and privacy risks; Our ability to provide adequate oversight of our suppliers or prevent inadequate performance by third parties upon whom we rely for the delivery of various products and services; Natural disasters, pandemics, catastrophic events, and other emergencies and incidents and their impact on our and our customers' operations and business and communities, including the increasing difficulty in, and the expense of, obtaining property, auto, business, and other insurance products; Governmental and social responses to environmental, social, and governance issues, including those with respect to climate change; Securities and capital markets behavior, including volatility and changes in market liquidity and our ability to raise capital; The possibility that our recorded goodwill could become impaired, which may have an adverse impact on our earnings and shareholders' equity; The impact of bank closures or adverse developments at other banks on general investor sentiment regarding the stability and liquidity of banks; Adverse news and other expressions of negative public opinion whether directed at us, other banks, the banking industry, or otherwise that may adversely affect our reputation and that of the banking industry generally; Protracted congressional negotiations and political stalemates regarding government funding and other issues, including those that increase the possibility of government shutdowns, downgrades in United States credit ratings, or other economic disruptions; and The effects of wars and geopolitical conflicts, such as the ongoing war between Russia and Ukraine, the war in the Middle East, and other local, national, or international disasters, crises, or conflicts that may occur in the future.

Factors that could cause our actual results, performance or achievements, industry trends, and results or regulatory outcomes to differ materially from those expressed or implied in the forward-looking statements are discussed in our 2023 Form 10-K and subsequent filings with the Securities and Exchange Commission (the "SEC"), and are available on our website (www.zionsbancorporation.com) and from the SEC (www.sec.gov).

We caution against the undue reliance on forward-looking statements, which reflect our views only as of the date they are made. Except to the extent required by law, we specifically disclaim any obligation to update any factors or to publicly announce the revisions to any forward-looking statements to reflect future events or developments.

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