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Regions Financial 8-K Report, Regulation FD Disclosure (May 5, 2025)

Reports
Regulation FD·Exhibits & Filings
Filing Date
Filed May 5, 2025
Period End
May 5, 2025
In the record · 2016–202610-K1210-Q328-K207

RF filed 12 annual reports (10-K), 32 quarterly reports (10-Q) and 207 current reports (8-K) between 2016 and 2026.

  1. Material agreement8-K · Aug ’18Aug ’18
  2. Leadership change8-K · Jun ’22Jun ’22
  3. Leadership change8-K · Aug ’26Aug ’26

Summary

Summary of the 8-K filed May 5, 2025. Cited figures are marked; the original filing is the authoritative source.

Regions Financial Corporation filed this Form 8-K under Item 7.01 (Regulation FD Disclosure) to furnish investor presentation materials that executives will use at institutional investor meetings and events during May and June 2025.

The materials are furnished as Exhibit 99.1 and are not deemed filed for purposes of Section 18 of the Exchange Act. The presentation covers Regions' strategic priorities, first-quarter 2025 results, net interest income and margin outlook, fee income, expenses, loan and deposit trends, capital and liquidity, and credit quality. Key first-quarter 2025 figures in the presentation include net income available to common shareholders of $465 milliona on a GAAP basis ($487 million adjusted), diluted EPS of $0.51 ($0.54 adjusted), total revenue of $1,784 million, and a GAAP efficiency ratio of 57.9%.

Net charge-offs were 0.52% of average loans. The company reported a Common Equity Tier 1 ratio of 10.8% and an adjusted CET1 ratio inclusive of AOCI of an estimated 9.1%. Net interest income was $1,194 millionb with a net interest margin of 3.52%.

For 2025, the presentation expects net interest income to grow 1% to 4% versus 2024 of $4,818 millionc, adjusted non-interest income to rise 1% to 3%, and adjusted non-interest expense to be flat to up about 2%. Net charge-offs are expected to be 40 to 50 basis points of average loans, toward the upper end of that range. The presentation assumes a 4.35% 10-year Treasury yield and three 25-basis-point Fed Funds cuts in 2025.

Key Highlights

  1. Investor presentation materials for May and June 2025 institutional meetings furnished as Exhibit 99.1 under Item 7.01
  2. 1Q25 GAAP net income available to common shareholders of $465 million, or $0.51 diluted EPS; adjusted figures were $487 million and $0.54
  3. 1Q25 net interest income of $1,194 million and net interest margin of 3.52%, with 2025 NII guided to grow 1% to 4%
  4. 1Q25 CET1 ratio of 10.8%; adjusted CET1 inclusive of AOCI estimated at 9.1%, with management targeting the lower end of a 9.25% to 9.75% operating range
  5. 1Q25 net charge-offs of 0.52% of average loans; 2025 NCOs expected at 40 to 50 basis points, toward the upper end
  6. Securities portfolio of $31.1 billion; HTM grew to about 20% of the portfolio after transfers of AFS securities, and about $480 million of AFS securities were sold at a $25 million pre-tax loss
  7. 2025 expectations include adjusted non-interest expense flat to up about 2% and adjusted non-interest income up 1% to 3%, with a targeted full-year positive operating leverage of 50 to 150 basis points

Frequently Asked Questions

  1. Why did Regions file this 8-K?

    The filing furnishes the presentation materials that Regions executives will use with institutional investors at various meetings and events during May and June 2025. The materials are provided under Item 7.01 (Regulation FD Disclosure) and are furnished rather than filed for purposes of Section 18 of the Exchange Act.

  2. What are management's 2025 earnings and expense expectations?

    Management expects 2025 net interest income to grow 1% to 4% versus 2024's $4,818 million, with NIM rising to 3.60% by 4Q25. Adjusted non-interest income is expected to rise 1% to 3% versus $2,473 million, and adjusted non-interest expense is expected to be flat to up about 2% versus $4,227 million, including investments. The effective tax rate is expected to be 20% to 21%.

  3. How did Regions perform in the first quarter of 2025?

    On a GAAP basis, net income available to common shareholders was $465 million, or $0.51 per diluted share, with total revenue of $1,784 million and a 57.9% efficiency ratio. On an adjusted basis, net income was $487 million, or $0.54 per diluted share. Pre-tax pre-provision income was $745 million GAAP and $774 million adjusted.

  4. What do the presentation's assumptions for 2025 outlook rely on?

    The outlook assumes a 4.35% 10-year Treasury yield and three 25-basis-point Fed Funds cuts in 2025. It also assumes average loan balances relatively stable, average deposits stable to modestly higher, and an interest-bearing deposit beta in the mid-30% range.

  5. What did Regions do with its securities portfolio and AOCI exposure?

    The company sold about $480 million of AFS securities in 1Q25, realizing a $25 million pre-tax loss, and reinvested the proceeds at higher yields. It transferred $1 billion of AFS securities to HTM in 1Q25 and another $1 billion after quarter-end, bringing HTM to about 20% of total securities. The presentation states that these actions aim to reduce capital volatility from AOCI.