FCNCA 8-K Current Reports

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Corporate Update (Sep 8, 2026)

First Citizens BancShares (FCNCA) disclosed in this Form 8-K, filed September 8, 2026, that its banking subsidiary, First-Citizens Bank & Trust Company, completed the acquisition of 138 branches from BMO Bank N.A. The branches are located across the Midwest, Great Plains and West, and the transaction became effective September 4, 2026. Per the attached press release, the bank assumed approximately $5 billion in deposits and $650 million in loans as part of the deal. The acquisition expands First Citizens' retail and commercial footprint into states including North Dakota, South Dakota, Wyoming, Nebraska, Kansas, Missouri, Oklahoma, Idaho, western Minnesota, eastern Oregon and southern Illinois. The bank states it now has more than 600 branches and offices nationwide and more than $225 billion in total assets. The filing does not disclose purchase price, goodwill, capital impact, or expected earnings contribution, so investors should look to subsequent filings and earnings disclosures for those details. For investors, the deal is a deposit-led growth move with modest loan balances relative to the deposit base. The transaction is largely a deposit franchise acquisition, and the stated $1 million community investment is immaterial to financial results. The 8-K itself is informational and contains no new guidance or financial statements.

Sep 8, 2026 8-K

Shareholder MattersExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Jul 23, 2026)

First Citizens BancShares (FCNCA) reported second-quarter 2026 GAAP net income of $672 million, up from $534 million in the first quarter, and GAAP diluted EPS of $55.52 versus $42.63 in the linked quarter. Adjusted EPS (non-GAAP) was $57.09 versus $44.86. Results were helped by a $74 million reserve release that drove a net credit-loss benefit of $10 million, and by a $69 million increase in noninterest income that was partly from a $27 million derivative fair value gain and a $17 million gain on sale of tax credit investments. Net interest income rose 2.2% to $1.66 billion, while net interest margin held essentially flat at 3.10% (3.01% excluding purchase accounting accretion). Management highlighted $600 million of share repurchases and a $2.5 billion prepayment of the FDIC Purchase Money Note, which has now fallen to $28.42 billion from $35.85 billion at September 30, 2025. Balance sheet growth was modest. Loans rose 1.6% to $151.0 billion, led by the Commercial Bank's Global Fund Banking and capital call lines, and deposits rose 1.5% to $173.4 billion, driven by Direct Bank and brokered deposits. Noninterest-bearing deposits fell to 24.5% of total deposits from 25.5%, and the deposit cost ticked up 3 basis points. Credit quality looks stable, with net charge-offs at 0.29% of average loans and nonaccrual loans at 0.96% of loans. The allowance covered nonaccruals only 1.0 times, down from 1.2 times a year earlier. CET1 was 10.77%, down from 10.83% in the first quarter. The pending acquisition of 138 BMO branches, which brings about $5.3 billion of deposits and $700 million of loans, is expected to close in Q3 2026. Management's 3Q26 guidance includes that deal and projects FY26 net interest income of $6.60–6.75 billion. For investors, the key question is how much of the earnings improvement is durable. Excluding the reserve release and notable items, core pre-provision earnings grew more slowly. Expense discipline and a funding mix that is shifting toward deposits are positives. Watch the timing and deposit impact of the BMO integration, the sustainability of fee income, and whether reserve releases continue to support earnings.

Jul 23, 2026 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Shareholder Vote Results (May 7, 2026)

This 8-K filing by First Citizens BancShares, Inc. (FCNCA) details the outcomes of its 2026 Annual Stockholder's Meeting held on May 4, 2026. The key takeaway for investors is the overwhelming approval of routine corporate governance matters. All 12 director nominees were elected, and the "say-on-pay" advisory resolution to approve executive compensation passed comfortably. Furthermore, the appointment of KPMG LLP as the company's independent auditor for 2026 was ratified with strong support. Notably, a stockholder proposal requesting a report on faith-based employee resource groups was not approved by the majority of shareholders. This suggests that while the company's established governance structure and executive compensation practices have shareholder backing, there is less consensus on this specific social and governance initiative.

May 7, 2026 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Apr 23, 2026)

First Citizens BancShares (FCNCA) reported first quarter 2026 GAAP net income of $534 million, or $42.63 per common share, down from $580 million in the linked quarter. Excluding notable items, adjusted EPS was $44.86 versus $51.27 in 4Q25, a 12.5% decline. The drop was driven primarily by compression in net interest income, which fell $101 million to $1.62 billion as net interest margin declined 11 basis points to 3.09% (3.01% excluding purchase accounting accretion). Lower asset yields from falling rates, reduced loan purchase accounting accretion, and a smaller average securities balance all weighed on results, while the linked quarter also benefited from a gain on tax credit investments. Management characterized EPS, ROE, and ROA as ahead of its expectations, and noninterest expense came in below guidance. Balance sheet activity was mixed but constructive. Deposits grew $9.3 billion (5.7%) to $170.8 billion, led by the Commercial Bank segment and brokered deposits, while loans grew only $762 million (0.5%). Borrowings fell $2.05 billion, including a $2.5 billion prepayment of the FDIC Purchase Money Note, which has declined to $30.9 billion. Capital remained solid, with a CET1 ratio of 10.83% (down from 11.15%) after $900 million of share repurchases and a $400 million preferred stock issuance. Credit quality was stable: net charge-offs fell to 0.30% of average loans from 0.39%, though nonaccrual loans rose 9% to $1.43 billion (0.96% of loans), concentrated in a small number of commercial real estate loans. Looking ahead, management's guidance points to 2Q26 net interest income of $1.60 to $1.67 billion and full-year 2026 net interest income of $6.5 to $6.8 billion, with 0 to 2 rate cuts assumed. Adjusted noninterest expense is guided to $5.34 to $5.43 billion for the year, and the full-year net charge-off ratio is projected at 30 to 40 basis points. The pending acquisition of 138 branches from BMO Bank N.A. and the remaining $1.9 billion of repurchase capacity under the 2025 plan are key items to monitor.

Apr 23, 2026 8-K

Shareholder MattersCorporate ChangesOther Events+1

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Corporate Update (Mar 3, 2026)

First Citizens BancShares, Inc. (FCNCA) announced the successful completion of a public offering, issuing $500 million in aggregate principal amount of 4.869% Fixed-to-Floating Rate Senior Notes due 2032. This offering was conducted under an existing registration statement and utilized a prospectus supplement dated February 25, 2026. The net proceeds from this issuance will be used for general corporate purposes, providing the company with additional capital to support its strategic initiatives and operational needs. This debt issuance represents a strategic move to strengthen the company's balance sheet and enhance its financial flexibility. The fixed-to-floating rate structure may offer advantages depending on future interest rate movements. Investors in these senior notes are essentially lending to the company, receiving a specified interest rate in return. The company's ability to raise this significant amount of capital underscores its perceived financial stability and market confidence.

Mar 3, 2026 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Rights Modification (Feb 5, 2026)

First Citizens BancShares, Inc. /DE/ (FCNCA) has filed an 8-K report detailing the establishment and successful closing of a public offering for its new 6.625% Non-Cumulative Perpetual Preferred Stock, Series E. This new series of preferred stock, represented by 16,000,000 depositary shares each representing a 1/40th interest, was issued under an underwriting agreement with several major financial institutions. The issuance aims to bolster the company's capital structure and provides investors with a fixed dividend rate for the initial five years, after which it will convert to a floating rate plus a spread. This preferred stock ranks on par with other existing preferred stock series and senior to the common stock regarding dividends and liquidation preferences.

Feb 5, 2026 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Jan 23, 2026)

First Citizens BancShares (FCNCA) reported fourth-quarter 2025 GAAP net income of $580 million ($45.81 per common share), up from $568 million in the third quarter, while adjusted net income (excluding notable items) rose to $648 million, or $51.27 per share, versus $44.62 in the linked quarter. Results were supported by a $59 million provision for loan losses that benefited from an $86 million reserve release, lower net charge-offs of 0.39% of average loans (down from 0.65%), and strong fee income. Adjusted ROE was 11.93% and adjusted ROA 1.10%. Offsetting these positives, net interest income fell $12 million to $1.72 billion and net interest margin compressed 6 basis points to 3.20% as yields on assets declined faster than funding costs, and reported noninterest expense rose 5.5% on higher personnel, technology, and marketing costs. Balance sheet activity was mixed. Loans grew 2.2% to $147.9 billion, led by Global Fund Banking within the Commercial Bank segment. Deposits declined 1.0% to $161.6 billion, driven by seasonal outflows and migration of Global Fund Banking balances into off-balance-sheet client funds, which rose $2.6 billion. Management used investment securities to repay $2.5 billion of the FDIC Purchase Money Note, reducing borrowings by $2.7 billion. Capital remained strong, with a CET1 ratio of 11.15% (preliminary), though it declined from 11.65% after $900 million of share repurchases in the quarter and a $500 million preferred stock issuance added to Tier 1 capital. The company also reaffirmed its pending acquisition of 138 branches from BMO Bank, with about $5.7 billion of deposits and $1.1 billion of loans, expected to close in the second half of 2026. For 2026, management projects net interest income of $6.5 billion to $6.9 billion, adjusted noninterest income of $2.1 billion to $2.2 billion, adjusted noninterest expense of $5.37 billion to $5.46 billion, and a net charge-off ratio of 35 to 45 basis points. Investors will likely focus on whether NIM stabilizes as rate cuts progress, the durability of credit quality following the reserve release, and how the BMO acquisition and expense growth affect returns.

Jan 23, 2026 8-K

Shareholder MattersCorporate ChangesOther Events+1

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Executive Changes (Jan 14, 2026)

First Citizens BancShares, Inc. (NASDAQ: FCNCA) filed an 8-K on January 14, 2026 announcing a planned leadership transition in its risk management function. Chief Risk Officer Lorie K. Rupp, who has held the role since March 2017 and joined the bank in 2013, intends to retire effective June 1, 2026. Tom Eklund, the company's current Treasurer and a 20-year veteran of First Citizens Bank, is expected to succeed her as CRO on the same date. For investors, this is a planned, orderly succession rather than a distress signal. The filing discloses no financial results, no change in guidance, and no compensation terms for either executive. Eklund's background in capital, liquidity, and compliance risk, gained through the bank's finance department, aligns with the bank's stated priorities of maintaining a robust risk governance framework. The company's announcement emphasizes a smooth handover, with roughly four and a half months between the announcement and the effective date. The filing also includes standard forward-looking statement cautions. These reference, among other things, a pending acquisition of 138 branches from BMO Bank N.A., FDIC assessment and regulatory capital risks, and macroeconomic and interest rate uncertainty. Investors should read the leadership change in the context of these broader items, which the 8-K does not analyze in detail.

Jan 14, 2026 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Rights Modification (Nov 18, 2025)

First Citizens BancShares, Inc. (FCNCA) has filed an 8-K to report the establishment and successful closing of a public offering for a new series of preferred stock: the 7.000% Non-Cumulative Perpetual Preferred Stock, Series D. This new series, represented by depositary shares, establishes 500,000 depositary shares each representing a 1/100th ownership interest in a share of Series D Preferred Stock, with a liquidation preference of $100,000 per share. The issuance is structured to bolster the company's capital structure, with dividends initially set at a fixed 7.000% per annum until December 2030, after which it will reset to a floating rate based on the five-year Treasury rate plus a spread of 3.301%.

Nov 18, 2025 8-K

Regulation FDOther EventsExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Oct 23, 2025)

First Citizens BancShares (FCNCA) reported third-quarter 2025 results on October 23, 2025, with GAAP net income of $568 million ($43.08 per common share) versus $575 million in the prior quarter, and adjusted EPS of $44.62 versus $44.78. Core profitability was steady: net interest margin held at 3.26% and adjusted NIM excluding purchase accounting accretion rose one basis point to 3.15%. Pre-provision net revenue rose 7.9% quarter-over-quarter to $942 million, and loans and deposits each grew about 2% to 2.5%, led by the SVB Commercial segment's Global Fund Banking business. Adjusted efficiency improved to 56.78% from 57.92%. Credit quality was the main negative. Net charge-offs rose to $234 million (0.65% of average loans) from $119 million, driven largely by an $82 million charge-off on a single supply chain finance client in Commercial Services, now referred to as a Commercial Bank exposure. Nonaccrual loans climbed to 0.97% of loans, and the provision for credit losses increased to $191 million. The allowance fell to 1.14% of loans, so coverage of nonaccrual loans declined. Management guided to a 4Q25 net charge-off ratio of 35-45 bps, which implies a return toward normal levels. Capital remained strong, with a CET1 ratio of 11.65%, down from 12.12%, as the company repurchased $900 million of Class A stock (457,350 shares) and cleared the 2024 buyback plan. Management also announced the pending acquisition of 138 branches from BMO Bank, which will add about $5.7 billion of deposits and $1.1 billion of loans, with closing expected in mid-2026. Investors will likely focus on whether the credit issue is isolated, how the BMO deal affects capital and liquidity, and whether buybacks continue at the current pace.

Oct 23, 2025 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Regulation FD Disclosure (Oct 16, 2025)

First Citizens BancShares (FCNCA) disclosed on October 16, 2025 that its banking subsidiary, First-Citizens Bank & Trust Company, has agreed to acquire 138 branches from BMO Bank N.A. across the Midwest, Great Plains and West, located in North Dakota, South Dakota, Wyoming, Nebraska, Kansas, Missouri, Oklahoma, Idaho, plus select branches in western Minnesota, one in eastern Oregon and one in southern Illinois. As part of the deal, First Citizens Bank will assume approximately $5.7 billion in deposit liabilities and acquire approximately $1.1 billion in loans, along with roughly $1.0 billion in wealth assets under management. The transaction is expected to close in mid-2026, subject to customary conditions and regulatory approvals. For investors, the most notable economics are the funding and liquidity benefits. The deposit base carries a weighted average cost of about 1.43%, and management expects the deal to generate roughly $4.6 billion in net liquidity, which would strengthen the funding base and improve the pro-forma loan-to-deposit ratio. Management also projects an immediate EPS accretion, minimal dilution to tangible book value per share, and a CET1 impact of about 27 basis points, with the ongoing share repurchase plan not expected to be affected. The company cites a premium of roughly 5% on deposits at closing. Key risks flagged include failure to satisfy closing conditions or obtain regulatory approvals, integration difficulties, the possibility that expected cost savings are delayed or not fully realized, and standard acquisition risks such as credit quality problems in acquired loans and customer attrition. The filing is a Regulation FD and Other Events disclosure, and the exhibits are furnished rather than filed. Because the 8-K provides no purchase price beyond the deposit premium, investors should look to the company's forthcoming disclosures for more detail on valuation and the detailed financial impact.

Oct 16, 2025 8-K

Earnings & ResultsRegulation FDOther Events+1

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Corporate Update (Sep 5, 2025)

First Citizens BancShares, Inc. (FCNCA) announced on September 5, 2025, the successful issuance and sale of $600 million in aggregate principal amount of 5.600% Fixed Rate Reset Subordinated Notes due 2035. This offering was conducted under an existing shelf registration statement and utilized a prospectus supplement filed on September 4, 2025. The notes were issued pursuant to a subordinated base indenture and a third supplemental indenture, with U.S. Bank Trust Company, National Association acting as trustee. This capital raise is a significant event for FCNCA, indicating a strategic move to bolster its capital structure. The subordinated nature of the notes means they rank below other senior debt obligations in the event of liquidation, a factor investors should consider. The fixed rate reset feature implies the interest rate will be adjusted at specific intervals prior to maturity, which can impact future interest expense and profitability.

Sep 5, 2025 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Jul 25, 2025)

First Citizens BancShares (FCNCA) reported second-quarter 2025 GAAP net income of $575 million, or $42.36 per common share, up from $483 million in the first quarter. Excluding notable items, adjusted EPS was $44.78, versus $37.79 in the linked quarter. Results were supported by higher noninterest income, lower credit costs, and stable margins, though net interest income rose only modestly and loans were essentially flat quarter over quarter. Compared with the year-ago quarter, however, reported net income fell 18.6% and net interest income declined 6.9%, as purchase accounting accretion shrank and interest income on overnight investments dropped. Credit quality improved in the quarter. Net charge-offs were $119 million, or 0.33% of average loans, down from 0.41% in the first quarter, and the provision for credit losses fell to $115 million from $154 million. Nonaccrual loans rose to $1.32 billion (0.93% of loans), driven mainly by one individually evaluated credit in the SVB Commercial segment, so investors should watch that line. Capital remained strong, with a CET1 ratio of 12.12% (preliminary), though it declined from 12.81% as the company repurchased $613 million of stock during the quarter. On capital return, the board authorized a new $4.0 billion share repurchase program running through 2026. It will begin only after the current $3.5 billion program announced in July 2024 is completed, and $611 million of capacity remained under that program at quarter-end. The authorization is discretionary, can be suspended at any time, and is not obligated to any minimum repurchase amount. Management's full-year 2025 guidance projects net interest income of $6.68 billion to $6.88 billion and adjusted noninterest expense of $5.10 billion to $5.20 billion.

Jul 25, 2025 8-K

Shareholder MattersExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Executive Changes (Jun 26, 2025)

First Citizens BancShares, Inc. (Nasdaq: FCNCA) filed a Form 8-K on June 26, 2025 to disclose the appointment of Diane ("Di") Morais to its Board of Directors, effective July 1, 2025. The Board appointed her on June 24, 2025, and she will serve until the 2026 Annual Meeting of Stockholders. She will sit on the Risk Committee and Technology Committee of the Board, and the Board has determined she is independent under Nasdaq listing standards. The filing contains no financial results, guidance, or material transactions, so it is a governance update with limited direct financial impact. Morais brings more than 30 years of financial services experience, most recently as President of Consumer and Commercial Banking at Ally Bank from 2017 until her retirement in 2024. At Ally she oversaw deposits, online brokerage and advisory, mortgage, point-of-sale lending, credit card, and corporate-finance businesses, as well as customer care and the Community Reinvestment Act program. Earlier roles include 12 years at Bank of America and nine years in Citibank's credit card division. Chairman and CEO Frank B. Holding, Jr. described her as a results-oriented, customer-centric executive whose background complements the Board. For investors, the appointment strengthens board expertise in consumer banking, digital channels, risk, and technology, areas that are relevant to a bank of this size with more than $200 billion in assets. The disclosure is routine in nature and does not indicate any change in strategy, capital position, or operating outlook. Her compensation will be prorated and consistent with other non-employee directors, as described in the March 18, 2025 proxy statement.

Jun 26, 2025 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Shareholder Vote Results (May 5, 2025)

FIRST CITIZENS BANCSHARES INC /DE/ (FCNCA) has filed an 8-K report detailing the outcomes of its 2025 Annual Stockholder's Meeting held on April 29, 2025. The key takeaway for investors is the overwhelming approval of all proposals presented, indicating strong shareholder confidence in the company's board of directors, executive compensation practices, and auditor. Specifically, all 11 director nominees were elected, the advisory "say-on-pay" resolution passed, and the appointment of KPMG LLP as independent public accountants for 2025 was ratified. This consistent support across critical governance areas suggests a stable and well-aligned shareholder base. The results demonstrate a robust endorsement of the current management and governance structure. The high "For" votes on director elections and executive compensation, alongside the near-unanimous ratification of the auditor, should provide a sense of reassurance to current and potential investors regarding the company's operational and financial oversight. The filing also includes the standard cover page interactive data file as an exhibit.

May 5, 2025 8-K

Material AgreementsExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Apr 24, 2025)

First Citizens BancShares (FCNCA) reported first quarter 2025 GAAP net income of $483 million, or $34.47 per common share, down from $700 million ($49.21 per share) in the fourth quarter of 2024. The decline was driven largely by a $132 million swing in income tax expense, since the linked quarter benefited from a deferred tax liability revaluation. Pretax income fell $85 million to $651 million. On an adjusted basis (excluding notable items), EPS was $37.79 versus $45.10 in the prior quarter, and adjusted ROTCE was 9.91%. Core earnings pressure came from net interest margin compression to 3.26% (3.12% excluding purchase accounting accretion), with net interest income down $46 million to $1.66 billion as asset yields fell faster than deposit costs. Balance sheet and credit trends were mixed but broadly stable. Loans grew 0.8% quarter over quarter to $141.4 billion, led by the Commercial Bank and SVB Commercial segments. Deposits rose 2.6% to $159.3 billion, mainly from the Direct Bank, though the company moved $2.4 billion of cash sweep deposits off balance sheet. Net charge-offs fell to 0.41% of average loans from 0.46%, while nonaccrual loans edged up to 0.85% of loans. The adjusted CET1 ratio was 12.19%, and the company repurchased $613 million of stock during the quarter, leaving $1.22 billion of capacity under its $3.5 billion program. Management guided to 2025 net interest income of $6.55 to $6.95 billion, adjusted noninterest expense of $5.05 to $5.20 billion, and a net charge-off ratio of 35 to 45 basis points. Investors will likely focus on whether margin compression stabilizes as rate cuts flow through, the durability of deposit growth, and the pace of buybacks relative to capital generation. The filing notes the company terminated its FDIC Shared-Loss Agreement in April 2025 and that S&P revised its outlook to stable from negative.

Apr 24, 2025 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Agreement Terminated (Apr 7, 2025)

First Citizens BancShares, Inc. (FCNCA) has entered into an agreement with the FDIC to terminate its commercial shared-loss agreement related to the Silicon Valley Bridge Bank (SVBB) acquisition. This agreement, which initially covered an estimated $60 billion in loans, had provisions for the FDIC to reimburse FCB for losses up to $5 billion and share in losses above that threshold, while FCB would share in recoveries. The early termination means all rights and obligations under this agreement have ceased, with no outstanding payments due from either party as of the termination date. This decision was driven by FCB's assessment that the likelihood of reaching the $5 billion loss threshold was remote, and it will also eliminate associated reporting burdens.

Apr 7, 2025 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Corporate Update (Mar 12, 2025)

First Citizens BancShares, Inc. (FCNCA) announced the successful completion of a public offering, raising a total of $1.25 billion through the issuance of new debt securities. Specifically, the company issued $500 million in 5.231% Fixed-to-Floating Rate Senior Notes due 2031 and $750 million in 6.254% Fixed-to-Fixed Rate Subordinated Notes due 2040. This capital raise was executed under a previously filed registration statement and utilized a prospectus supplement dated March 6, 2025.

Mar 12, 2025 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Jan 24, 2025)

First Citizens BancShares (FCNCA) reported fourth-quarter 2024 GAAP net income of $700 million, or $49.21 per diluted share, up from $639 million ($43.42 per share) in the third quarter. Excluding notable items, adjusted EPS was $45.10, down from $45.87 in the linked quarter, as net interest income fell $87 million to $1.71 billion and net interest margin compressed to 3.32% from 3.53%. The GAAP increase was driven mainly by a $198 million drop in income tax expense, which reflected a change in estimated state tax rates after the company filed its first returns including the SVB acquisition, rather than by stronger core operations. Adjusted noninterest income rose 9% to $516 million, and adjusted noninterest expense increased 3% to $1.27 billion. Balance sheet growth was broad-based. Loans rose 1.1% sequentially to $140.2 billion and deposits grew 2.4% to $155.2 billion, which exceeded management's guidance. Credit quality was stable overall, though net charge-offs rose to 0.46% of average loans from 0.42%, mainly from the SVB Commercial investor-dependent portfolio. Nonaccrual loans declined to $1.18 billion (0.84% of loans). Capital remained strong, with a CET1 ratio of 12.99% and a Tier 1 leverage ratio of 9.90%. The company repurchased $963 million of Class A stock during the quarter, and the program is about 51% complete against a $3.5 billion authorization. Management guided to 2025 net interest income of $6.6 to $7.0 billion, loan growth to $144 to $147 billion, and net charge-offs of 35 to 45 basis points. Investors will likely focus on whether margin pressure from Fed rate cuts stabilizes, whether the deposit beta assumptions hold, and whether the buyback pace continues at the 4Q24 rate.

Jan 24, 2025 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Executive Changes (Dec 16, 2024)

First Citizens BancShares (FCNCA) filed an 8-K on December 16, 2024 reporting the appointment of Matt Snow to its Board of Directors, effective January 2, 2025. Snow, a partner and current Chairman of the Governing Board of Forvis Mazars, LLP (a top 10 U.S. accounting firm), was appointed by the Board on December 11, 2024. He will join the Audit Committee of the Board and the Trust Committee of First-Citizens Bank & Trust Company, and the company states he will be independent under Nasdaq listing requirements upon appointment. The filing is a governance event rather than a financial one; it contains no earnings, capital, or guidance information. The item of greatest investor interest is the disclosed relationship with Forvis Mazars. Since 2023, Forvis Mazars has provided professional services to BancShares or its subsidiaries, with aggregate fees of approximately $0.6 million. The company states Forvis Mazars will not provide services to BancShares while Snow serves as a director and holds his Forvis Mazars positions. Snow is expected to retire from Forvis Mazars and its related board roles in May 2025, which would limit the duration of any potential conflict. Compensation for Snow's board service will be prorated and consistent with other non-associate directors. From an investor standpoint, the appointment adds an experienced audit and accounting professional to the Board and its Audit Committee, which may strengthen financial oversight. The disclosed auditor-related fee relationship and the company's stated safeguards are the key points to monitor, along with Snow's May 2025 retirement from Forvis Mazars. The Item 7.01 press release is furnished rather than filed and is not subject to Section 18 liability.

Dec 16, 2024 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Oct 24, 2024)

First Citizens BancShares (FCNCA) reported third-quarter 2024 net income of $639 million, or $43.42 per diluted common share, down from $707 million ($47.54) in the second quarter. Excluding notable items, adjusted diluted EPS was $45.87, versus $50.87 in the linked quarter and $55.92 a year earlier. The decline was driven mainly by lower net interest income, which fell $25 million sequentially to $1.80 billion as purchase accounting accretion dropped $39 million, and by higher adjusted noninterest expense of $1.23 billion, up $61 million on salaries, benefits and regulatory-compliance professional fees. Net interest margin compressed to 3.53% from 3.64%, and to 3.33% excluding accretion from 3.36%. Credit quality softened modestly. Net charge-offs rose to 0.42% of average loans from 0.38%, and nonaccrual loans climbed to 0.90% of loans from 0.82%, concentrated in the SVB Commercial segment. The provision for credit losses increased to $117 million, including a $20 million estimate tied to Hurricane Helene. Loans declined 0.5% sequentially to $138.7 billion, reflecting paydowns in Global Fund Banking, while deposits rose 0.3% to $151.6 billion. Capital remained strong, with a CET1 ratio of 13.24% (preliminary), and the company repurchased about 353,000 Class A shares for $700 million in the quarter under a $3.5 billion plan announced in July. For investors, the key takeaways are margin pressure as purchase accounting accretion rolls off, rising expense growth tied to regulatory readiness for large financial institution requirements, and slightly weaker asset quality in SVB Commercial. Management guided 2024 net interest income to $7.08–$7.18 billion and adjusted noninterest expense to $4.76–$4.79 billion, and expects zero to three 25 basis point rate cuts in Q4 2024.

Oct 24, 2024 8-K

Earnings & ResultsRegulation FDOther Events+1

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Corporate Update (Aug 14, 2024)

First Citizens BancShares (FCNCA) filed this 8-K on August 14, 2024 to retrospectively recast segment information in its 2023 Form 10-K. The filing does not report new financial results, change any 2023 reported totals, or update events after the original 10-K was filed on February 23, 2024. Its purpose is to conform the Business, MD&A, and Financial Statements sections (via Exhibit 99.1) to segment changes made effective January 1, 2024 and already reflected in the Q1 and Q2 2024 10-Qs. The segment changes are three: the private banking and wealth management components of the Silicon Valley Banking segment moved into General Bank; the SVB segment was renamed SVB Commercial; and the Direct Bank, a nationwide digital deposit platform, moved from General Bank to Corporate. For investors, the practical effect is that General Bank's reported deposits, loans, and profitability look different in the recast, and Corporate now carries the high-cost Direct Bank funding alongside borrowings and brokered deposits. Investors comparing segment trends across 2023 and 2024 should use the recast figures to avoid apples-to-oranges comparisons. The filing also reports consolidated 2023 context that remains unchanged: total assets of $213.76 billion, net income of $11.47 billion (inflated by a $9.81 billion after-tax gain on the SVBB acquisition), net interest margin of 3.92%, and total deposits of $145.85 billion, of which about 37% were uninsured. The segment recast is a presentation update, not a change in the company's overall financial position.

Aug 14, 2024 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Jul 25, 2024)

First Citizens BancShares (FCNCA) reported second-quarter 2024 results on July 25, 2024, with GAAP net income of $707 million ($47.54 per diluted share) versus $731 million in the prior quarter, and adjusted net income of $755 million ($50.87 per diluted share), excluding notable items such as $44 million of acquisition-related expenses. Net interest income was essentially flat at $1.82 billion, and net interest margin edged down to 3.64% from 3.67%, though margin excluding purchase accounting accretion held steady at 3.36%. Loans grew 2.9% quarter over quarter to $139.3 billion, led by the SVB Commercial segment's global fund banking portfolio, while deposits rose 4.0% annualized to $151.1 billion. Credit showed mixed signals: net charge-offs rose to 0.38% of average loans from 0.31%, nonaccrual loans climbed to 0.82% of loans, and the allowance fell to 1.22% of loans, producing a $37 million reserve release. The most consequential announcement for shareholders is a board-authorized share repurchase program of up to $3.5 billion of Class A common stock through 2025, with repurchases expected to begin in the third quarter of 2024. The program carries no obligation to buy any minimum amount and may be suspended at any time, and execution will depend on factors including price, market conditions, regulatory requirements, and alternative capital uses. Capital ratios remain strong, with a CET1 ratio of 13.33% and a Tier 1 leverage ratio of 10.29%, and the company declared a $1.64 per share dividend. For investors, the quarter reflects solid core profitability and stabilizing credit, but earnings were slightly lower sequentially and headline margin pressure from deposit costs persists. Management's outlook projects FY24 net interest income of $7.2 to $7.3 billion and adjusted noninterest expense of $4.65 to $4.70 billion, while many slides in the supporting presentation were marked as draft, so the reliability of some figures should be weighed accordingly.

Jul 25, 2024 8-K

Shareholder MattersExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Shareholder Vote Results (May 6, 2024)

This 8-K filing from First Citizens BancShares, Inc. reports on the outcomes of its 2024 Annual Stockholder's Meeting held on May 1, 2024. The primary purpose of the filing is to provide definitive voting results on several key proposals. Investors will note that all incumbent directors were re-elected, the company's executive compensation practices received advisory approval (the "say-on-pay" resolution), and the appointment of KPMG LLP as the independent public accountants for 2024 was ratified. However, a significant outcome was the rejection of a stockholder proposal that requested a report on the risks associated with politicized de-banking. This proposal received a low number of "for" votes compared to the overwhelming "against" votes, indicating that the majority of voting shareholders did not support its adoption. The filing provides detailed vote counts for each proposal, offering transparency into shareholder sentiment on these matters.

May 6, 2024 8-K

Acquisitions & DispositionsExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Apr 25, 2024)

First Citizens BancShares (FCNCA) reported first-quarter 2024 GAAP net income of $731 million, or $49.26 per diluted share, and net income available to common stockholders of $716 million. Excluding notable items, adjusted diluted EPS was $52.92, up from $46.58 in the linked quarter. The GAAP improvement was driven largely by an $83 million reduction in the prior-quarter gain on acquisition (a reversal of a tax-estimate adjustment on the SVB acquisition) and a $116 million decline in noninterest expense, mainly from lower acquisition-related costs and FDIC insurance expense. Pre-provision net revenue was $1.07 billion, and the provision for credit losses fell to $64 million from $249 million, reflecting lower net charge-offs and a small reserve release. Core trends were mixed. Net interest income fell 4.9% sequentially to $1.82 billion and net interest margin compressed 19 basis points to 3.67%, as higher deposit costs (cost of deposits rose to 2.53% from 2.35%) and lower loan accretion outweighed balance sheet growth. Loans rose $2.1 billion (6.2% annualized) and deposits rose $3.8 billion (10.4% annualized), with the first net loan growth in the SVB Commercial segment since the acquisition. Credit quality showed some pressure: nonaccrual loans rose to 0.79% of loans from 0.73%, although net charge-offs declined to 0.31% from 0.53%. Capital ratios strengthened, with CET1 at 13.44% and a Tier 1 leverage ratio of 10.11%. Management's full-year 2024 guidance points to net interest income of $7.1 to $7.3 billion, a net charge-off ratio of 35 to 50 basis points, and adjusted noninterest expense of $4.6 to $4.7 billion. These projections depend on the number of Federal Reserve rate cuts assumed. Investors will likely focus on whether NIM stabilizes, whether SVB integration milestones are met in 2024, and whether deposit cost pressure keeps easing as management expects.

Apr 25, 2024 8-K/A

FIRST CITIZENS BANCSHARES INC /DE/ 8-K/A Report, Acquisition Completed (Jan 26, 2024)

On January 26, 2024, First Citizens BancShares (FCNCA) filed an 8-K/A (Amendment No. 2) providing updated financial disclosures on its March 27, 2023 acquisition of substantially all assets and assumed deposits of Silicon Valley Bridge Bank, N.A. from the FDIC. FCB acquired assets with an estimated fair value of $107.54 billion, including $68.47 billion of net loans and $35.31 billion of cash and interest-earning deposits, and assumed $61.42 billion of liabilities, including $56.01 billion of deposits acquired without a premium. The assets were acquired at a discount of roughly $16.45 billion, which is the main reason the deal produced a preliminary after-tax bargain purchase gain of $9.81 billion (with no goodwill recorded). Values remain preliminary, subject to a measurement period of up to one year and to pending tax and settlement adjustments. Financing and risk-sharing terms are central to investor assessment. FCB issued a five-year Purchase Money Note to the FDIC, amended and restated to about $36.07 billion (3.50% interest, maturing March 2028), and obtained an Advance Facility Agreement of up to $70 billion for liquidity through March 2025, both finalized November 20, 2023. A commercial shared-loss agreement covers about $60.5 billion of funded loans, with FDIC loss sharing at 0% on the first $5 billion of losses and 50% above that for five years, and FCB reimbursing 50% of recoveries for eight years. FCB may owe a true-up payment of up to $1.5 billion, but management states preliminary estimates show no material value for the loss indemnification asset or true-up liability. Performance data through year-end 2023 shows the SVB segment contributed $530 million of net income since acquisition, with noninterest expense and deposit outflows as key pressure points. Deposits fell from $56.01 billion at acquisition to $38.48 billion by December 31, 2023, though management says they stabilized in the second quarter. Liquidity was strong at $57.28 billion in liquid assets, and regulatory capital ratios remained well above well-capitalized thresholds (BancShares CET1 of 13.36%, total risk-based capital of 15.74%, both preliminary).

Jan 26, 2024 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Jan 26, 2024)

First Citizens BancShares (FCNCA) reported Q4 2023 GAAP net income available to common stockholders of $499 million, or $34.33 per diluted share, down from $737 million ($50.67) in Q3 2023. Adjusted diluted EPS was $46.58 versus $55.92 in the prior quarter, a decline of roughly 17%. The sequential drop was driven largely by a reduced $83 million gain on acquisition (a tax-estimate refinement tied to the SVB transaction), $116 million of acquisition-related expenses, and a $64 million FDIC special assessment. Adjusted pre-provision net revenue still held up well at $1.23 billion, and the adjusted efficiency ratio improved to 48.00%. Net interest margin compressed 21 basis points to 3.86%, reflecting higher deposit costs and lower loan accretion from the SVB acquisition. Balance sheet trends were mixed. Loans were essentially flat at $133.3 billion, with strong growth in the General Bank (10.8% annualized) and Commercial Bank (9.4% annualized) offsetting a $1.85 billion decline in the SVB segment. Deposits fell slightly to $145.9 billion, with the Direct Bank up $2.0 billion offsetting seasonal branch outflows and SVB cash burn. The cost of total deposits rose to 2.35% from 2.12%, though management noted the pace of increase slowed. Credit costs rose modestly: the provision for credit losses increased to $249 million, the net charge-off ratio was 0.53%, and nonaccrual loans climbed to 0.73% of loans. The allowance for loan and lease losses reached 1.31% of loans after a $74 million reserve build, driven by general office CRE and the SVB investor-dependent portfolio. Capital and liquidity remained strong. The CET1 ratio rose to 13.36% and the Tier 1 leverage ratio to 9.83%, both well above requirements, and liquid assets totaled $57.3 billion. Management flagged a potential long-term debt shortfall of $8 to $11 billion under the proposed large-bank capital rules and expects to begin programmatic issuance in 2024. Management's outlook calls for 2024 net interest income of $6.9 to $7.1 billion, loan growth to $139 to $143 billion, and a net charge-off ratio of 45 to 55 basis points. Note that the press release describes the company as having completed its CIT integration and shows Q4 2023 quarterly comparisons against Q3 2023, and the financial supplement reports full-year 2023 GAAP net income of $11.5 billion, which is inflated by the one-time SVB bargain purchase gain.

Jan 26, 2024 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Executive Changes (Jan 16, 2024)

On January 16, 2024, First Citizens BancShares (FCNCA) announced the appointment of Gregory L. Smith as its newly created Chief Information & Operations Officer (CIOO) for BancShares and its subsidiary, First-Citizens Bank & Trust Company. He reports to Chairman and CEO Frank B. Holding, Jr. and will oversee strategic enablement of technology, operations, cyber, and data functions across the enterprise. Smith joins from TD Bank Financial Group, where he most recently led Transformation and Corporate Operations (2019-2023), and previously held senior roles at TD Bank, N.A., National Australia Bank, and General Electric. The filing states the effective date as January 9, 2023, which predates the filing and appears to be a typographical error. The compensation package is substantial but mostly variable or contingent. It includes a $600,000 base salary, a $100,000 signing bonus, three $100,000 long-term cash payments (2025-2027), performance bonuses of up to $1.8 million each for 2024 and 2025, a 2024-2026 LTIP target of 300% of base salary, and a $50,000 relocation allowance tied to moving to the Raleigh, NC area. The signing bonus and relocation allowance are subject to pro rata repayment if Smith leaves before January 8, 2026, except in cases of layoff, position elimination, death, or disability. For investors, this is a governance and talent-investment event rather than a financial-results event. The filing does not quantify any impact on earnings, capital, or guidance. The hire signals an emphasis on technology, operations, and cybersecurity leadership as the company scales, which is consistent with its described growth as a top-20 U.S. financial institution with more than $200 billion in assets. Future proxy or executive compensation disclosures may show how the role's cost and performance metrics develop.

Jan 16, 2024 8-K/A

Leadership Changes

FIRST CITIZENS BANCSHARES INC /DE/ 8-K/A Report, Executive Changes (Jan 16, 2024)

First Citizens Bancshares Inc. (FCNCA) has filed an 8-K/A amendment on January 16, 2024, to announce a significant executive appointment. Gregory L. Smith, aged 59, has been appointed as the new Chief Information & Operations Officer (CIOO), with his tenure commencing on January 9, 2024. This role is crucial for overseeing the technological infrastructure and operational efficiency of the company, which are vital for a financial institution's performance and security. This appointment signals a strategic move by FCNCA to bolster its leadership in critical areas of information technology and operational management. Investors should monitor how Mr. Smith's leadership influences the company's digital transformation efforts, cybersecurity posture, and overall operational effectiveness in the coming quarters. The experience and strategic direction he brings will be key to the company's ability to innovate and maintain a competitive edge in the evolving financial services landscape.

Jan 16, 2024 8-K

Material AgreementsFinancial EventsExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Executive Changes (Dec 15, 2023)

First Citizens BancShares (FCNCA) disclosed in an 8-K filed December 15, 2023 that its Board of Directors appointed David G. Leitch, age 62, as a director effective January 1, 2024. The appointment was approved by the Board on December 12, 2023, and Leitch will also join the Audit Committee and the Compensation, Nominations and Governance Committee. The Board determined he is independent under Nasdaq listing rules, and he will receive prorated director compensation consistent with other non-employee directors. The filing contains no financial results, guidance, or material transactions. Leitch's background is heavily weighted toward legal, regulatory, and risk oversight. He served as vice chair of Bank of America from 2021 to 2022 and as its global general counsel from 2016 to 2021, where he oversaw legal functions, regulatory relationships, and committees covering risk management (including operational and technology risk), compensation, and disclosure. Earlier, he was general counsel of Ford Motor Company (2005 to 2015) and held federal government posts, including deputy counsel to the President and chief counsel of the FAA. The filing states there are no related-party transactions requiring disclosure under Item 404(a) of Regulation S-K. For investors, this is a routine governance event rather than a market-moving one. The appointment strengthens the board's legal, regulatory, and large-institution risk expertise, which is relevant for a bank of more than $200 billion in assets, and places a director with a strong risk and compliance background on the Audit Committee. The 8-K does not change First Citizens' financial position, capital, or outlook.

Dec 15, 2023 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Material Agreement (Nov 27, 2023)

First Citizens BancShares, Inc. (FCNCA) filed an 8-K detailing new financing agreements related to its acquisition of Silicon Valley Bridge Bank, N.A. (SVBB) from the FDIC. These agreements, effective November 20, 2023, supersede initial arrangements and formalize the terms for a $36.07 billion Amended and Restated Purchase Money Note and a $70 billion Advance Facility Agreement. The primary purpose of these agreements is to manage liquidity and financial obligations arising from the SVBB acquisition. The Advance Facility provides liquidity to offset deposit withdrawals and fund acquired commercial lending commitments. Investors should note that the purchase money note bears interest at 3.5% annually, while the advance facility has a variable rate tied to SOFR plus 25 basis points. The agreements also outline collateral arrangements and operational procedures through custodial and paying agency agreements.

Nov 27, 2023 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Oct 26, 2023)

First Citizens BancShares (FCNCA) reported third-quarter 2023 results that were solid on an adjusted basis, with GAAP net income of $752 million ($50.67 diluted EPS to common) and adjusted net income available to common of $813 million ($55.92 adjusted diluted EPS), up from $52.60 in Q2. Results were driven by net interest income growth to $1.99 billion, a 4.07% net interest margin, and disciplined expense management, with adjusted noninterest expense falling $70 million quarter over quarter to $1.13 billion and the adjusted efficiency ratio improving to 46.04%. The SVB acquisition, completed March 27, 2023, remains the dominant driver of the balance sheet, and total assets reached $213.8 billion. Credit and funding trends warrant monitoring. Net charge-offs rose to 0.53% of average loans from 0.47%, the provision for credit losses reached $192 million, and the allowance grew to 1.26% of loans, with management citing deterioration in commercial real estate, including general office, and in the innovation portfolio within the SVB segment. Deposits grew $5.1 billion to $146.2 billion, led by the Direct Bank, and the cost of deposits rose 44 basis points to 2.12%. Management used the deposit growth to repay $2.4 billion of FHLB borrowings. Capital ratios remained above regulatory requirements, with a CET1 ratio of 13.23%, and the company declared a $0.75 per share common dividend. The quarter's GAAP results were also affected by several notable items, including $121 million of acquisition-related expenses, a $12 million loss on the sale of acquired SVB municipal bonds, and a $12 million gain on acquisition. Investors should note that year-to-date GAAP net income of $10.95 billion is inflated by the one-time bargain purchase gain on the SVB deal, so the adjusted figures and the run-rate trends are more representative of ongoing earnings power. Management's full-year 2023 outlook calls for net interest income of $6.6-6.7 billion and adjusted noninterest expense of $4.12-4.15 billion.

Oct 26, 2023 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Aug 3, 2023)

First Citizens BancShares (FCNCA) reported second quarter 2023 results that were the first full quarter including the acquisition of Silicon Valley Bridge Bank (SVB) from the FDIC, completed March 27, 2023. Reported net income was $682 million ($45.87 diluted EPS), down sharply from $9.52 billion in Q1, which had included a $9.82 billion preliminary bargain purchase gain on the acquisition. Excluding notable items, adjusted diluted EPS was $52.60, up from $20.09 in Q1, with adjusted ROE of 16.46%, adjusted ROA of 1.49%, and an adjusted efficiency ratio of 49.65%. Net interest margin expanded 69 basis points to 4.10%, driven by loan accretion from the acquisition, higher loan yields, and a higher yield on overnight deposits, though funding costs rose with the $35.8 billion FDIC Purchase Money Note and a higher rate paid on deposits. The quarter also showed the balance sheet and credit trends investors should monitor. Loans fell $5.27 billion to $133.0 billion, driven by a $7.4 billion decline in the SVB segment, mainly Global Fund Banking, while General Bank and Commercial Bank loans grew. Total deposits rose modestly to $141.2 billion, supported by a $10.4 billion increase in Direct Bank deposits, but noninterest-bearing deposits fell to 31.6% of total deposits from 39.0%. Credit costs increased: net charge-offs rose to 0.47% of average loans from 0.27%, nonaccrual loans rose to $929 million (0.70% of loans), and the allowance for credit losses reached 1.23% of loans, with management citing a CRE-driven reserve build. Capital ratios remained above target ranges, with CET1 at 13.38% (preliminary), though the Tier 1 leverage ratio of 9.50% reflects the larger balance sheet. Management guided for third-quarter 2023 net interest income of $1.8 to $1.9 billion and full-year 2023 net interest income of $6.4 to $6.6 billion, with a projected net charge-off ratio of 35 to 45 basis points. The 8-K notes that the results are preliminary in some respects and that integration risks, including retention of SVB clients and talent, remain significant. Investors should weigh the strong underlying earnings power of the legacy and acquired franchises against the deposit mix shift, elevated acquisition-related costs, and the cost of the FDIC note.

Aug 3, 2023 8-K/A

Shareholder Matters

FIRST CITIZENS BANCSHARES INC /DE/ 8-K/A Report, Shareholder Vote Results (Jul 31, 2023)

This 8-K filing from First Citizens Bancshares Inc. (FCNCA) addresses the outcome of a "Say-on-Frequency Proposal" vote that occurred at the company's annual meeting on April 25, 2023. Investors voted overwhelmingly in favor of holding an annual "Say-on-Pay" (executive compensation) advisory vote. Consequently, the Board of Directors has committed to submitting an advisory Say-on-Pay proposal for shareholder approval every year, aligning with the preference expressed by the majority of votes cast. This decision impacts the frequency of future executive compensation reviews by shareholders.

Jul 31, 2023 8-K

Shareholder MattersCorporate ChangesExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (May 10, 2023)

First Citizens BancShares (FCNCA) reported first-quarter 2023 results that were dominated by its acquisition of certain assets and liabilities of Silicon Valley Bridge Bank, N.A. from the FDIC on March 27, 2023. GAAP net income was $9.52 billion ($653.64 per diluted share), driven by a $9.82 billion after-tax preliminary bargain purchase gain. Management's adjusted net income available to common stockholders, which excludes notable items, was $292 million, or $20.09 per diluted share, down from $306 million ($20.94) in the fourth quarter of 2022. The headline GAAP figure is not indicative of the underlying earnings power of the franchise, and investors should focus on adjusted metrics and the trajectory of the combined bank. Core operating trends were mixed but reasonably solid. Net interest income rose to $850 million from $802 million, with net interest margin expanding 5 basis points to 3.41%, though deposit costs climbed sharply (cost of deposits 1.24%, up 46 bps). Adjusted noninterest expense rose 15% quarter over quarter to $677 million, reflecting seasonal personnel costs and higher FDIC insurance. Credit costs increased: net charge-offs were 0.27% of average loans versus 0.14% in the prior quarter, and nonaccrual loans rose to $828 million, with $224 million coming from the acquired SVB portfolio. The allowance for credit losses reached $1.6 billion (1.16% of loans), including $662 million established for the acquired book. The balance sheet changed materially. Total loans roughly doubled to $138.3 billion and deposits grew to $140.1 billion, with about $66.2 billion of loans and $49.3 billion of deposits coming from SVB. Borrowings increased by $39.5 billion, largely due to a $35.15 billion five-year Purchase Money Note to the FDIC bearing 3.50%. Capital ratios improved sharply (CET1 12.53% versus 10.08%), and management reported that SVB-related deposit outflows of roughly $12 billion had partly stabilized by late April. Investors should weigh the integration risks, deposit behavior, and the rising-rate and credit environment in assessing the stock going forward.

May 10, 2023 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Bylaw Amendment (May 1, 2023)

First Citizens BancShares, Inc. (FCNCA) filed an 8-K on May 1, 2023, detailing key decisions made at its April 25, 2023, annual stockholders meeting. The most significant development for investors is the approval of amendments to the company's Restated Certificate of Incorporation. These amendments, effective April 27, 2023, double the authorized shares of Class A Common Stock from 16 million to 32 million and Preferred Stock from 10 million to 20 million. Additionally, the stockholders approved an amendment to align the company's charter with new Delaware law provisions, providing exculpation for officers from certain claims related to their duty of care. The filing also reports the results of various other shareholder votes, including the election of directors, advisory votes on executive compensation ("say-on-pay" and "say-on-frequency"), and the ratification of KPMG LLP as the independent auditor.

May 1, 2023 8-K/A

Acquisitions & DispositionsMaterial AgreementsFinancial Events+3

FIRST CITIZENS BANCSHARES INC /DE/ 8-K/A Report, Material Agreement (Mar 31, 2023)

First Citizens Bancshares Inc. /de/ (FCNCA), through its subsidiary First-Citizens Bank & Trust Company (FCB), has officially completed the acquisition of substantially all loans and certain other assets, along with assuming customer deposits and other liabilities, from Silicon Valley Bridge Bank, N.A. This transaction, facilitated by the FDIC as receiver, significantly expands FCB's balance sheet with approximately $110.1 billion in assets and $59.0 billion in liabilities, including $56.5 billion in deposits. The acquisition was structured with assets acquired at a discount and excluded certain specific assets like cryptocurrency and international branches. Crucially, FCB has entered into a Purchase Money Note with the FDIC for $35 billion and secured a $70 billion line of credit from the FDIC to manage liquidity and fund unfunded commitments. A commercial shared-loss agreement with the FDIC covers approximately $60 billion in loans, with the FDIC sharing in potential losses to mitigate risk for FCB. This strategic move represents a substantial growth opportunity for First Citizens, integrating a large deposit base and loan portfolio. However, investors should note the significant financial arrangements with the FDIC, including the large note and credit facility, and the shared-loss agreement, which provide risk mitigation but also create substantial financial commitments. The company has also issued a Value Appreciation Instrument to the FDIC, with a potential payment of up to $500 million, which has been exercised. The successful integration and management of these newly acquired assets and liabilities will be key to realizing the anticipated benefits of this transaction.

Mar 31, 2023 8-K

Acquisitions & DispositionsMaterial AgreementsFinancial Events+3

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Material Agreement (Mar 27, 2023)

On March 27, 2023, First-Citizens Bank & Trust Company, a subsidiary of First Citizens BancShares (FCNCA), completed the acquisition of substantially all loans, customer deposits, and certain liabilities of Silicon Valley Bridge Bank, N.A. from the FDIC as receiver, following the failure of Silicon Valley Bank. The transaction is structured as a whole-bank purchase with a reported $16.45 billion discount on assets, approximately $110.1 billion in assets acquired (including $72.1 billion in loans), approximately $56.5 billion in deposits assumed with no deposit premium, and no investment securities acquired. The former parent, SVB Financial Group, was excluded, and several foreign branches, a China joint venture, crypto-related assets, and certain derivatives were carved out. The deal is financed and risk-protected by several FDIC arrangements. First Citizens issued a five-year, $35 billion Purchase Money Note to the FDIC bearing a fixed 3.50% rate, and gained access to a five-year, $70 billion FDIC credit facility (two-year availability period, SOFR + 25 bps) for liquidity. A shared-loss agreement covers an estimated $60 billion of loans: the FDIC absorbs 100% of losses up to $5 billion and 50% above that, with First Citizens reimbursing 50% of recoveries for eight years and a potential true-up payment of up to $1.5 billion. Separately, the FDIC received a cash-settled Value Appreciation Instrument capped at $500 million, exercisable through April 14, 2023. For investors, the key considerations are the scale of the balance sheet expansion (combined assets of roughly $219 billion), the significant funding and liquidity benefit from the deposit base and note-financed structure, and the loss-sharing protections that limit credit exposure on the acquired commercial loan book. Offsetting risks include integration execution, the cost of the 3.50% note and any deposit attrition, the potential $500 million cash payment, and the true-up exposure. The filing notes that pro forma financial statements and acquired business financial statements will be filed by amendment later.

Mar 27, 2023 8-K

Earnings & ResultsCorporate ChangesRegulation FD+2

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Jan 26, 2023)

First Citizens BancShares (FCNCA) reported fourth-quarter 2022 results on January 26, 2023, the first full quarter after its January 3, 2022 merger with CIT Group. GAAP net income available to common stockholders was $243 million, or $16.67 per diluted share, down from $303 million ($19.25) in Q3 2022. Adjusted diluted EPS (non-GAAP, excluding notable items) was $20.94 versus $20.77 in Q3. The GAAP decline was driven primarily by a $55 million tax charge from the strategic early surrender of $1.2 billion in bank-owned life insurance (BOLI) policies, which management says improves liquidity and capital while redeploying funds into higher-yielding liquid assets. Net interest margin compressed slightly to 3.36% (down 4 bps), while net interest income rose modestly to $802 million. Provision for credit losses rose to $79 million from $60 million, and nonaccrual loans climbed to 0.89% of total loans from 0.65%, concentrated in non-owner-occupied commercial real estate and general office exposure. Balance sheet trends were mixed. Loans grew 5.6% annualized to $70.8 billion and deposits grew 8.4% annualized to $89.4 billion, led by the Direct Bank, while borrowings fell $1.7 billion. Management repurchased 472,586 shares for $398 million in the quarter and 1.5 million shares for $1.2 billion for the year, and said it expects to resume buybacks in the second half of 2023. The CET1 ratio declined to 10.08% from 10.37%, though it remains above target. Management's 2023 outlook calls for mid-single-digit loan and deposit growth, a margin that is stable to moderately increasing, and mid-single-digit growth in adjusted noninterest expense. Net charge-offs are guided to 20 to 30 bps for 2023. The 8-K also disclosed governance changes: amended and restated bylaws adopted January 24, 2023 (including Rule 14a-19 universal proxy compliance and removal of the 100-share director ownership requirement), and a revised director retirement policy that replaces mandatory retirement at age 75 with a rule barring nomination for election after the calendar year in which a director turns 75. These governance items are administrative and not expected to affect near-term financial results.

Jan 26, 2023 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Executive Changes (Oct 28, 2022)

On October 28, 2022, First Citizens BancShares (FCNCA) filed an 8-K reporting a board change. Director Daniel Heavner, 75, will retire effective December 31, 2022, under the Board's mandatory retirement policy for directors reaching 75 in the year of retirement. He has served as a director since 2007 and sits on the Audit Committee and chairs the Trust Committee of First-Citizens Bank & Trust Company (FCB). The Board appointed Dr. Eugene Flood, Jr., 66, to fill the vacancy effective January 1, 2023. Flood will serve on the Risk Committee and the FCB Trust Committee, and the Board has determined he is independent under Nasdaq listing rules. For investors, this is a routine governance transition rather than a material event. The filing discloses no related-party transactions, no undisclosed arrangements tied to Flood's appointment, and compensation consistent with other non-employee directors, with details to be found in the March 9, 2022 proxy statement. The appointment adds a director with substantial asset management, fixed income, and investment oversight experience, which is relevant to a bank of First Citizens' size following its January 2022 merger with CIT Group. The press release accompanying the filing (Exhibit 99.1) is furnished under Item 7.01 rather than filed, so it is not subject to Section 18 liability. The filing does not indicate any change to financial results, guidance, or capital position.

Oct 28, 2022 8-K

Earnings & ResultsRegulation FDOther Events+1

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Oct 27, 2022)

First Citizens BancShares (FCNCA) reported third-quarter 2022 net income of $315 million, or $19.25 per diluted common share on a GAAP basis, and $326 million, or $20.77 per share, on an adjusted basis that excludes notable items. Net income rose 23.5% from the second quarter, driven by a 13.6% sequential jump in net interest income to $795 million and a net interest margin of 3.40%, up 36 basis points. Pre-provision net revenue reached $468 million GAAP and $506 million adjusted, and the adjusted efficiency ratio improved to 53.3% from 57.6%. These figures reflect the first full quarter-era integration of the January 2022 CIT Group merger, which made the company a top-20 U.S. financial institution with more than $100 billion in assets. Credit quality remained stable, with the net charge-off ratio easing to 0.10% and nonaccrual loans declining to 0.65% of total loans. However, the allowance for credit losses rose to $882 million as the provision for credit losses increased to $60 million, reflecting a deterioration in CECL macroeconomic forecasts and strong loan growth. Loans grew 12% annualized to $69.8 billion, while deposits fell 7.9% annualized to $87.6 billion, a shortfall funded by a $3.9 billion increase in borrowings. Common equity Tier 1 declined to 10.37% from 11.35% because of share repurchases, and tangible book value per share fell to $564.97 from $578.92. For investors, the key tensions are margin expansion and asset sensitivity on one side, and deposit outflows, rising funding costs, and a sharply lower capital ratio on the other. Management guided to FY23 adjusted EPS of $95 to $100 and expects full-cycle deposit beta of roughly 25%, with the 1.5 million share buyback nearly complete.

Oct 27, 2022 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Jul 28, 2022)

First Citizens BancShares (FCNCA) reported second-quarter 2022 GAAP net income available to common stockholders of $238 million, or $14.86 per diluted share, down from $264 million ($16.70) in the first quarter. Excluding notable items, adjusted EPS was $16.86, versus $18.95 in 1Q22. The sequential decline in adjusted earnings was driven by a $42 million provision expense in 2Q22 compared with a $49 million benefit in 1Q22, which was largely offset by solid growth in pre-provision net revenue (adjusted PPNR up $60 million, or 16.8%, quarter over quarter). Net interest margin expanded from 2.73% to 3.04%, and the efficiency ratio improved to 57.55% from 61.57%. Loans grew 3.4% sequentially to $67.7 billion, while deposits fell 2.5% to $89.3 billion as higher-cost acquired deposits ran off. The company is nearing completion of its integration of CIT Group, which closed January 3, 2022. Merger integration is described as substantially complete, with cost savings of roughly $170 million at run-rate in 2Q22 (68% of the ~$250 million target). The board also authorized a repurchase of up to 1.5 million Class A shares for August 1, 2022 through July 28, 2023, a notable capital-return signal after the company's prior buyback authority expired in 2020. Capital ratios remained solid, with a CET1 ratio of 11.34% and a Tier 1 leverage ratio of 9.85%, though the company's book value per share rose to $609.95. For investors, the key items to weigh are the provision build tied to CECL macroeconomic forecasts and loan growth, the deposit runoff, and the reliance on the post-merger earnings base. Management's outlook calls for continued NIM expansion in the second half, a 125 bps Federal Funds rate increase expectation, and FY22 adjusted net interest income growth in the high teens.

Jul 28, 2022 8-K

Shareholder Matters

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Shareholder Vote Results (Apr 29, 2022)

This 8-K filing reports on the outcomes of the Annual Meeting of shareholders for First Citizens BancShares, Inc. held on April 26, 2022. The primary focus of the meeting was the shareholder vote on key corporate governance matters, including the election of directors, an advisory vote on executive compensation, and the ratification of the independent auditor. All proposals presented to shareholders received strong support, indicating shareholder confidence in the company's current leadership and governance practices. Investors can take comfort in the overwhelming approval of the 14 director nominees, which suggests a stable and experienced board. Furthermore, the advisory 'say-on-pay' proposal also passed with a substantial majority, reflecting shareholder acceptance of the executive compensation structure. The ratification of KPMG LLP as the independent public accountants for 2022 was also overwhelmingly approved, reinforcing the transparency and oversight of the company's financial reporting.

Apr 29, 2022 8-K

Regulation FDExhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Apr 28, 2022)

First Citizens BancShares (FCNCA) reported first-quarter 2022 results that were dominated by its January 3, 2022 merger with CIT Group, so reported figures are not comparable to prior periods. Reported net income available to common shareholders was $264 million, or $16.70 per share, versus $142 million ($14.53) a year earlier. Excluding $181 million of pre-tax notable items, which include a $431 million bargain purchase gain offset by a $513 million Day 2 CECL provision and reserve for unfunded commitments and $135 million of merger-related expenses, adjusted EPS was $18.95. Reported ROE was 11.18% (adjusted 12.67%) and ROA was 1.00% (adjusted 1.12%). Net interest margin rose to 2.73% from 2.57% in the prior quarter, aided by roughly $3 billion of redeemed legacy CIT debt. Balance sheet scale increased sharply. Total assets reached $108.6 billion, loans $65.5 billion, and deposits $91.6 billion, including $39.4 billion of deposits acquired from CIT. Organic growth was more modest: excluding acquired CIT loans and the decline in SBA-PPP loans, loans grew 2.8% annualized, and deposits grew 3.7% annualized excluding net CIT deposits. Credit quality remained sound, with a net charge-off ratio of 0.09% and nonaccrual loans rising to 0.82% of loans, largely due to the CIT acquisition. The allowance for credit losses was $848 million, or 1.29% of loans. Capital remained strong, with a CET1 ratio of 11.34%, and management indicated it expects to resume share repurchases in the second half of 2022. For investors, the key items to monitor are execution on the $250 million in cost savings targeted by year-end 2023, the pace of CIT integration, and whether core growth and margin expansion persist as the company benefits from its asset-sensitive balance sheet. Management guided to two rate hikes in 2Q22 and seven for full-year 2022, and projected mid-single-digit loan growth and low-to-mid-teens net interest income growth for FY22 on an adjusted basis. The reported quarter contains substantial one-time items, so the adjusted figures and trend data in the investor presentation are important context for evaluating underlying performance.

Apr 28, 2022 8-K

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Regulation FD Disclosure (Mar 24, 2022)

On March 24, 2022, First Citizens BancShares (FCNCA) filed an 8-K under Regulation FD to furnish an investor presentation for a conference call on the completed merger with CIT Group, which closed January 3, 2022. The presentation positions the combined company as a top-20 U.S. bank with about $111 billion in total assets, $91 billion in deposits, and $73 billion in loans and leases, serving 22 states through 600+ branches. Management reports that the deal's tangible book value accretion is now about 48% initially and about 38% after merger costs, versus 42% and 30% at announcement. Pro forma CET1 is 11.2%, up from 9.4% projected at announcement. The 2023 EPS estimate excluding merger costs is $74.80 to $78.74, compared with $70.50 at announcement, though the timeline for cost synergies slipped by a year. The update also flags headwinds that investors should weigh. Net interest margin has been pressured because higher-yielding loans declined while the company held excess cash, and loans fell about $5.0 billion (7.1%) since announcement. Competitive pressure has limited how much of the rate increases the company can pass through in loan pricing. Management guides to a 2022 NIM of 2.80% to 2.90% and assumes five Fed rate hikes beginning in March 2022. Core expense growth is projected at 4% to 5%, and merger costs of about $445 million are expected, with roughly $95 million incurred before closing. Purchase accounting is preliminary. The bargain purchase gain is $402 million, reduced to $15 million after the Day 2 CECL provision. Management also noted a $3 billion senior note redemption on February 24, 2022, which it expects to reduce funding costs and interest expense. Investors should treat the figures as preliminary estimates subject to change as purchase accounting is finalized.

Mar 24, 2022 8-K/A

Exhibits & Filings

FIRST CITIZENS BANCSHARES INC /DE/ 8-K/A Report, Exhibit Filing (Mar 18, 2022)

On March 18, 2022, First Citizens BancShares (FCNCA) filed Amendment No. 1 to its January 3, 2022 Form 8-K to supply financial information for its completed merger with CIT Group Inc. The amendment does not change any other content of the original filing. It adds CIT's audited consolidated financial statements for 2019 to 2021 (Exhibit 99.1), audited by Deloitte & Touche, which carried an unmodified opinion, and unaudited pro forma condensed combined financial statements for First Citizens as of December 31, 2021 and for fiscal 2021 (Exhibit 99.2). The pro forma figures are illustrative only and do not forecast post-merger results. The transaction was an all-stock deal in which each CIT common share converted into 0.062 First Citizens Class A shares, with 6.14 million shares issued. The total purchase price was about $5.95 billion. CIT's standalone 2021 results were net income of $922.3 million, total assets of $53.2 billion, loans of $32.8 billion, and deposits of $39.4 billion. Its allowance for credit losses fell to $712.3 million from $1,063.8 million the prior year, and it reported $342.3 million in net gains on asset sales. Pro forma combined total assets reach roughly $112.0 billion, with pro forma 2021 net income of about $1.57 billion and pro forma basic EPS of $95.29. For investors, the central item is the preliminary purchase accounting. First Citizens recorded a non-taxable bargain purchase gain of about $401.6 million, because the fair value of the net assets acquired ($6.36 billion) exceeded the consideration paid. The gain is preliminary and may change. The filing also estimates a core deposit intangible of about $143 million, amortized over ten years, and a fair value mark of $412.6 million on loans. Both the gain and the mark-to-market adjustments are subject to revision as the purchase price allocation is finalized.

Mar 18, 2022 8-K

Earnings & ResultsLeadership ChangesCorporate Changes+2

FIRST CITIZENS BANCSHARES INC /DE/ 8-K Report, Financial Results (Jan 26, 2022)

First Citizens BancShares (FCNCA) reported fourth-quarter and full-year 2021 results on January 26, 2022, the first earnings release following its January 3, 2022 merger with CIT Group, which the results exclude. Q4 2021 net income was $123.3 million ($12.09 per share), down 10.7% from $138.1 million ($13.59 per share) a year earlier. The decline was driven by lower noninterest income (down 9.9%, mainly from a $15.9 million drop in equity securities fair value gains and lower securities gains), a 44 basis point compression in net interest margin to 2.58%, and a 5.8% rise in noninterest expense that included merger-related costs. Full-year 2021 net income rose 11.3% to $547.5 million ($53.88 per share), helped by a $36.8 million net benefit from credit provisions driven by a $45.8 million reserve release. Credit quality remained strong, with a net charge-off ratio of -0.01% in Q4 and nonperforming assets falling to $159.6 million (0.49% of loans and OREO) from $242.4 million a year earlier. Total loans declined 1.3% year over year to $32.4 billion, but this reflects a $1.9 billion reduction in SBA-PPP loans; excluding those, loans grew 4.9%. Deposits grew 18.4% to $51.4 billion on organic growth, and capital ratios stayed well above requirements, with a CET1 ratio of 11.50% (preliminary). Excess deposit liquidity was largely deployed into U.S. Treasuries and MBS, which pressured margins. Investors will likely focus on how quickly the CIT integration and pending system conversions progress, and on whether the margin and fee-income pressures persist in 2022. The filing also disclosed governance and administrative items: an amended Long-Term Incentive Plan effective January 1, 2022 that expands eligibility to Executive-level employees of the bank and raises the per-participant annual award cap to $10 million, and Certificates of Correction for the Series B and Series C preferred stock, which fix the initial dividend commencement date to December 15, 2022.

Jan 26, 2022 8-K