8-KOther EventsExhibits & Filings

CITIZENS FINANCIAL GROUP INC/RI 8-K Report, Corporate Update (Jul 21, 2026)

Filed July 21, 2026For Securities:CFGCFG-PHCFG-PECFG-PI

Summary

Citizens Financial Group, Inc. (CFG) has filed an 8-K report on July 21, 2026, detailing two key events. First, the company announced its second quarter 2026 earnings, with detailed results and a financial supplement provided as exhibits. While the earnings themselves are not elaborated upon in this 8-K, investors should refer to Exhibits 99.1 and 99.2 for comprehensive performance data. The second, and more significant, announcement is the launch of a proposed public offering for a new series of Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series J. The ultimate success and pricing of this offering are subject to market conditions.

Key Highlights

  • 1Citizens Financial Group announced its Q2 2026 earnings results and filed a supporting financial supplement.
  • 2The company is launching a proposed public offering for a new series of Preferred Stock: Series J.
  • 3Proceeds from the Series J Preferred Stock offering, if successful, are intended to fund the redemption of Series G Preferred Stock.
  • 4The redemption of Series G Preferred Stock is planned for the dividend payment date of October 6, 2026.
  • 5The successful pricing and closing of the Series J Preferred Stock offering are uncertain and dependent on market conditions.
  • 6There is no guarantee that the Series G Preferred Stock will be redeemed or that the redemption amount will be fully covered.
  • 7A preliminary prospectus supplement for the Series J Preferred Stock offering was filed with the SEC on July 21, 2026.

Frequently Asked Questions

The primary purpose of the proposed offering of Series J Preferred Stock is to raise capital, with the intention of using the net proceeds to redeem some or all of the outstanding shares of its Series G Preferred Stock.

If the redemption proceeds, the company intends to redeem the Series G Preferred Stock on the dividend payment date of October 6, 2026.

No, the redemption of the Series G Preferred Stock is not guaranteed. It is contingent upon the successful pricing and closing of the Series J Preferred Stock offering, which is subject to market conditions and other factors. There is no assurance that the offering will be completed or that the company will decide to redeem the Series G Preferred Stock.

Detailed financial information for the second quarter of 2026 can be found in Exhibits 99.1 (earnings results) and 99.2 (financial supplement) which are filed with this 8-K report.