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Earnings release · 8-K exhibit

Citizens Financial Group · Earnings release

CFG · Financials

Filed 2026-01-21 · CY2026 Q1 · Company’s FY2025 Q4 · 9,229 words

Read the original on sec.gov ↗

EX-99.12a4q25earningsrelease.htmEX-99.1 Document

Citizens Financial Group, Inc. Reports Fourth Quarter 2025 Net Income of

$528 million, up 32% YoY, and EPS of $1.13, up 36% YoY

Positive Operating Leverage of 1.3% QoQ and 5.2% YoY on an Underlying basis

2025 Net Income of $1.8 billion and EPS of $3.86, up 14% and 19%

on an Underlying basis, respectively

Key Financial Data*

4Q25

3Q25

4Q24

Fourth Quarter 2025 Highlights

Income

Statement

($s in millions)

■EPS of $1.13, up 8% QoQ; ROTCE of 12.2%

–Continued strong Private Bank progress, contributing $0.10 to EPS, up $0.02 QoQ

■PPNR of $814 million, up 4% QoQ, 19% YoY

–NII up 3.3% QoQ as NIM continues to expand, up 7 bps to 3.07%

–Strong fee performance led by Wealth, up 5% QoQ and 31% YoY, and Capital Markets, up 16% YoY

–Positive operating leverage of 1.3% QoQ; 5.2% YoY

–Efficiency ratio improved 79 bps to 62.2%

■Loans up 1% QoQ on a spot and average basis with growth led by Private Bank and Commercial

–Lower Non-Core runoff and balance sheet optimization impacts

■Continuing favorable credit trends; net charge-offs of 43 bps, down 3 bps QoQ

■Strong ACL coverage of 1.53%, down slightly QoQ, reflecting improved loan mix

■Average deposits up 2% QoQ driven by growth in Private Bank and Commercial

–Private Bank spot deposits of $14.5 billion

–Interest-bearing deposit costs down 15 bps QoQ

■Strong liquidity profile; spot LDR of 77.8%

■Strong CET1 ratio of 10.6%; 9.5% adjusted for AOCI opt-out removal

■TBV/share of $38.07, up 4% QoQ

Total revenue

$

2,157

$

2,118

$

1,986

Pre-provision profit

814

783

670

Underlying pre-provision profit

814

783

684

Provision for credit losses

137

154

162

Net income

528

494

401

Underlying net income

528

494

412

Balance Sheet

&

Credit Quality

($s in billions)

Period-end loans and leases

$

142.7

$

140.9

$

139.2

Average loans and leases

141.8

140.0

140.9

Period-end deposits

183.3

180.0

174.8

Average deposits

179.9

176.0

174.3

Period-end loan-to-deposit ratio

77.8

%

78.3

%

79.6

%

NCO ratio

0.43

%

0.46

%

0.53

%

Financial Metrics

Diluted EPS

$

1.13

$

1.05

$

0.83

Underlying Diluted EPS

1.13

1.05

0.85

ROTCE

12.2

%

11.7

%

10.4

%

Underlying ROTCE

12.2

11.7

10.7

Net interest margin, FTE

3.07

3.00

2.87

Efficiency ratio

62.2

63.0

66.3

Underlying efficiency ratio

62.2

63.0

65.4

CET1

10.6

%

10.7

%

10.8

%

TBV/Share

$

38.07

$

36.73

$

32.34

Notable Items

4Q25

3Q25

4Q24

($s in millions except per share data)

Pre-tax $

EPS

Pre-tax $

EPS

Pre-tax $

EPS

Integration-related

$

—

$

—

$

—

$

—

$

(2)

$

—

TOP/Other

—

—

—

—

(12)

(0.02)

Total

$

—

$

—

$

—

$

—

$

(14)

$

(0.02)

*Results presented on an Underlying basis are non-GAAP Financial Measures. See page 15 for additional information on our use of Non-GAAP Financial Measures.

Citizens Financial Group, Inc.

Comments from Chairman and CEO Bruce Van Saun

“We are pleased to report good fourth quarter and full year results that reflect strong execution of our key growth initiatives and continued improvement in our net interest margin,” said Chairman and CEO Bruce Van Saun. “Our strong fee growth was paced by Capital Markets and Wealth, we continue to achieve positive operating leverage, up 5% in Q4 vs. prior year, our credit costs are trending favorably, and we delivered an 80% return of capital to shareholders for the year. The Private Bank hit year end deposits of $14.5 billion, delivering 7% accretion to our bottom line at a 25% ROE. I would like to thank our colleague base for their fine effort and dedication in continuing to serve our customers well and in positioning us for a strong 2026 and bright future.”

Citizens also announced today that its board of directors declared a quarterly common stock dividend of $0.46 per share. The dividend is payable on February 18, 2026 to shareholders of record at the close of business on February 4, 2026.

*ROE represents Return on Regulatory Capital.

2

Citizens Financial Group, Inc.

Earnings highlights(1):

Quarterly Trends

Full Year

4Q25 change from

2025 change from 2024

($s in millions, except per share data)

4Q25

3Q25

4Q24

3Q25

4Q24

2025

2024

Earnings

$/bps/%

%

$/bps/%

%

$/bps

Net interest income

$

1,537

$

1,488

$

1,412

$

49

3

%

$

125

9

%

$

5,853

$

5,633

$

220

Noninterest income

620

630

574

(10)

(2)

46

8

2,394

2,176

218

Total revenue

2,157

2,118

1,986

39

2

171

9

8,247

7,809

438

Noninterest expense

1,343

1,335

1,316

8

1

27

2

5,311

5,234

77

Pre-provision profit

814

783

670

31

4

144

21

2,936

2,575

361

Provision for credit losses

137

154

162

(17)

(11)

(25)

(15)

608

687

(79)

Net income

528

494

401

34

7

127

32

1,831

1,509

322

Preferred dividends/other(2)

39

37

34

2

5

5

15

143

137

6

Net income available to common stockholders

$

489

$

457

$

367

$

32

7

%

$

122

33

%

$

1,688

$

1,372

$

316

After-tax notable Items

—

—

11

—

—

(11)

(100)

—

98

(98)

Underlying net income

$

528

$

494

$

412

$

34

7

%

$

116

28

%

$

1,831

$

1,607

$

224

Underlying net income available to common stockholders

489

457

378

32

7

111

29

1,688

1,470

218

Average common shares outstanding

Basic (in millions)

429.5

431.4

440.8

(1.9)

—

(11.3)

(3)

433.2

450.7

(17.5)

Diluted (in millions)

434.1

435.5

444.8

(1.4)

—

(10.8)

(2)

436.9

453.5

(16.6)

Diluted earnings per share

$

1.13

$

1.05

$

0.83

$

0.08

8

%

$

0.30

36

%

$

3.86

$

3.03

$

0.83

Underlying diluted earnings per share

1.13

1.05

0.85

0.08

8

0.28

33

3.86

3.24

$

0.62

Performance metrics

Net interest margin

3.06

%

2.99

%

2.86

%

7

bps

20

bps

2.97

%

2.84

%

13

bps

Net interest margin, FTE

3.07

3.00

2.87

7

20

2.98

2.85

13

Effective income tax rate

22.0

21.4

21.0

65

99

21.3

20.1

128

Efficiency ratio

62.2

63.0

66.3

(79)

(403)

64.4

67.0

(263)

Underlying efficiency ratio

62.2

63.0

65.4

(79)

(312)

64.4

65.2

(75)

Return on average tangible common equity

12.2

11.7

10.4

43

182

11.2

9.8

139

Underlying return on average tangible common equity

12.2

11.7

10.7

43

152

11.2

10.5

69

Return on average total tangible assets

0.98

0.93

0.76

5

22

0.87

0.71

16

Underlying return on average total tangible assets

0.98

%

0.93

%

0.78

%

5

bps

20

bps

0.87

%

0.76

%

11

bps

Capital adequacy(3,4)

Common equity tier 1 capital ratio

10.6

%

10.7

%

10.8

%

Total capital ratio

13.8

13.9

14.0

Tier 1 leverage ratio

9.4

9.4

9.4

Tangible common equity ratio

7.5

7.4

6.8

Allowance for credit losses to loans and leases

1.53

%

1.56

%

1.62

%

(3)

bps

(9)

bps

Asset quality(4)

Nonaccrual loans and leases to loans and leases

1.05

%

1.08

%

1.20

%

(3)

bp

(15)

bps

Allowance for credit losses to nonaccrual loans and leases

145

145

136

—

%

9

%

Net charge-offs as a % of average loans and leases

0.43

%

0.46

%

0.53

%

(3)

bps

(10)

bps

0.49

%

0.52

%

(3)

bps

(1) Unless otherwise noted, references to balance sheet items are on an average basis, loans exclude loans held for sale, earnings per share

represent fully diluted per common share and references to NIM are on a FTE basis.

(2) 3Q25 includes preferred stock early redemption costs of $5 million.

(3) Current reporting-period regulatory capital ratios are preliminary.

(4) Capital adequacy and asset-quality ratios calculated on a period-end basis, except net charge-offs.

3

Citizens Financial Group, Inc.

The following table provides information on Underlying results which exclude the impact of notable items, recorded in 2024.

Underlying results:

Quarterly Trends

Full Year

4Q25 change from

2025 Change

($s in millions, except per share data)

4Q25

3Q25

4Q24

3Q25

4Q24

2025

2024

from 2024

$/bps

%

$/bps

%

%

Net interest income

$

1,537

$

1,488

$

1,412

$

49

3

%

$

125

9

%

$

5,853

$

5,633

4

%

Noninterest income

620

630

564

(10)

(2)

56

10

2,394

2,161

11

Total revenue

$

2,157

$

2,118

$

1,976

$

39

2

%

$

181

9

%

$

8,247

$

7,794

6

%

Noninterest expense

1,343

1,335

1,292

8

1

51

4

5,311

5,078

5

Provision for credit losses

137

154

162

(17)

(11)

(25)

(15)

608

687

(11)

Net income available to common stockholders

$

489

$

457

$

378

$

32

7

%

$

111

29

%

$

1,688

$

1,470

15

%

Performance metrics

EPS

$

1.13

$

1.05

$

0.85

$

0.08

8

%

$

0.28

33

%

$

3.86

$

3.24

19

%

Efficiency ratio

62.2

%

63.0

%

65.4

%

(79)

bps

(312)

bps

64.4

%

65.2

%

(75)

Return on average tangible common equity

12.2

%

11.7

%

10.7

%

43

bps

152

bps

11.2

%

10.5

%

69

bps

Consolidated balance sheet summary(1):

4Q25 change from

($s in millions)

4Q25

3Q25

4Q24

3Q25

4Q24

$/bps

%

$/bps

%

Total assets

$

226,351

$

222,747

$

217,521

$

3,604

2

%

$

8,830

4

%

Total loans and leases

142,692

140,870

139,203

1,822

1

3,489

3

Total loans held for sale

1,198

1,334

858

(136)

(10)

340

40

Deposits

183,313

180,011

174,776

3,302

2

8,537

5

Stockholders' equity

26,317

25,829

24,254

488

2

2,063

9

Stockholders' common equity

24,206

23,718

22,141

488

2

2,065

9

Tangible common equity

$

16,341

$

15,848

$

14,246

$

493

3

%

$

2,095

15

%

Loan-to-deposit ratio (period-end)(2)

77.8

%

78.3

%

79.6

%

(42)

bps

(181)

bps

Loan-to-deposit ratio (average)(2)

78.8

%

79.6

%

80.9

%

(75)

bps

(206)

bps

(1) Represents period-end unless otherwise noted.

(2) Excludes loans held for sale.

4

Citizens Financial Group, Inc.

Notable items:

There are no notable items in 2025, as our intention going forward is to limit these to those items of greatest significance. Fourth quarter 2024 and full year 2024 results reflect notable items primarily related to integration costs associated with recent acquisitions, as well as TOP revenue and efficiency initiatives. These notable items were excluded from reported results to better reflect Underlying operating results.

Notable items - Integration-related

4Q25

3Q25

4Q24

FY 2025

FY 2024

($s in millions, except per share data)

Pre-tax

After-tax

Pre-tax

After-tax

Pre-tax

After-tax

Pre-tax

After-tax

Pre-tax

After-tax

Salaries & benefits

$

—

$

—

$

—

$

—

$

(2)

$

(1)

$

—

$

—

$

(9)

$

(6)

Equipment and software

—

—

—

—

—

—

—

—

—

—

Outside services

—

—

—

—

—

—

—

—

(1)

(1)

Occupancy

—

—

—

—

—

—

—

—

—

—

Other expense

—

—

—

—

—

—

—

—

—

—

Noninterest expense

$

—

$

—

$

—

$

—

$

(2)

$

(1)

$

—

$

—

$

(10)

$

(7)

EPS Impact - Noninterest expense

$

—

$

—

$

—

$

—

$

(0.02)

Total Integration-related

$

—

$

—

$

—

$

—

$

(2)

$

(1)

$

—

$

—

$

(10)

$

(7)

EPS Impact - Total Integration-related

$

—

$

—

$

—

$

—

$

(0.02)

Other notable items - TOP & Other

4Q25

3Q25

4Q24

FY 2025

FY 2024

($s in millions, except per share data)

Pre-tax

After-tax

Pre-tax

After-tax

Pre-tax

After-tax

Pre-tax

After-tax

Pre-tax

After-tax

Tax notable items

$

—

$

—

$

—

$

—

$

—

$

—

$

—

$

—

$

—

$

7

Noninterest income

—

—

—

—

10

8

—

—

15

11

Salaries & benefits

—

—

—

—

(15)

(12)

—

—

(37)

(27)

Equipment and software

—

—

—

—

(3)

(2)

—

—

(17)

(13)

Outside services

—

—

—

—

(4)

(3)

—

—

(27)

(21)

Occupancy

—

—

—

—

(5)

(4)

—

—

(19)

(14)

FDIC special assessment(1)

—

—

—

—

9

6

—

—

(31)

(24)

Other expense

—

—

—

—

(4)

(3)

—

—

(15)

(10)

Noninterest expense

$

—

$

—

$

—

$

—

$

(22)

$

(18)

$

—

$

—

$

(146)

$

(109)

Total Other Notable Items

$

—

$

—

$

—

$

—

$

(12)

$

(10)

$

—

$

—

$

(131)

$

(91)

EPS Impact - Other Notable Items

$

—

$

—

$

(0.02)

$

—

$

(0.19)

Total Notable Items

$

—

$

—

$

—

$

—

$

(14)

$

(11)

$

—

$

—

$

(141)

$

(98)

Total EPS Impact

$

—

$

—

$

(0.02)

$

—

$

(0.21)

(1) The FDIC special assessment earnings per share impact is $0.01 and $(0.05) for fourth quarter 2024 and full year 2024 respectively.

5

Citizens Financial Group, Inc.

Discussion of results:

Net interest income

4Q25 change from

($s in millions)

4Q25

3Q25

4Q24

3Q25

4Q24

$/bps

%

$/bps

%

Interest income:

Interest and fees on loans and leases and loans held for sale

$

1,923

$

1,928

$

1,931

$

(5)

—

%

$

(8)

—

%

Investment securities

434

433

419

1

—

15

4

Interest-bearing deposits in banks

89

97

112

(8)

(8)

(23)

(21)

Total interest income

$

2,446

$

2,458

$

2,462

$

(12)

—

%

$

(16)

(1)

%

Interest expense:

Deposits

$

781

$

816

$

883

$

(35)

(4)

%

$

(102)

(12)

%

Short-term borrowed funds

—

5

1

(5)

(100)

(1)

(100)

Long-term borrowed funds

128

149

166

(21)

(14)

(38)

(23)

Total interest expense

$

909

$

970

$

1,050

$

(61)

(6)

%

$

(141)

(13)

%

Net interest income

$

1,537

$

1,488

$

1,412

$

49

3

%

$

125

9

%

Net interest margin, FTE

3.07

%

3.00

%

2.87

%

7

bps

20

bps

Fourth quarter 2025

vs.

third quarter 2025

Net interest income of $1.5 billion increased 3.3%, reflecting a higher net interest margin along with a 1% increase in average interest-earning assets.

•Net interest margin of 3.07% increased 7 basis points, reflecting the benefit of Non-Core runoff and lower terminated swap impacts, fixed-rate asset repricing and improved funding costs, partially offset by lower asset yields.

•Interest-bearing deposit costs decreased 15 basis points to 2.20%; total deposit costs decreased 12 basis points to 1.72%; total cost of funds decreased 15 basis points to 1.90%.

Fourth quarter 2025

vs.

fourth quarter 2024

Net interest income of $1.5 billion increased 9%, primarily reflecting a higher net interest margin.

•Net interest margin of 3.07% increased 20 basis points, largely driven by the benefit of Non-Core runoff and terminated swap impacts, as well as fixed-rate asset repricing benefits, partially offset by lower asset yields.

6

Citizens Financial Group, Inc.

Noninterest Income

4Q25 change from

($s in millions)

4Q25

3Q25

4Q24

3Q25

4Q24

$

%

$

%

Service charges and fees

$

112

$

112

$

109

$

—

—

%

$

3

3

%

Capital markets fees

140

166

121

(26)

(16)

19

16

Wealth fees

98

93

75

5

5

23

31

Card fees

86

87

97

(1)

(1)

(11)

(11)

Mortgage banking fees

52

49

60

3

6

(8)

(13)

Foreign exchange and derivative products

34

42

35

(8)

(19)

(1)

(3)

Letter of credit and loan fees

49

48

45

1

2

4

9

Securities gains, net

7

2

4

5

250

3

75

Other income(1)

42

31

28

11

35

14

50

Noninterest income

$

620

$

630

$

574

$

(10)

(2)

%

$

46

8

%

Underlying, as applicable

Card fees

$

86

$

87

$

86

$

(1)

(1)

$

—

—

Other income(1)

$

42

$

31

$

29

$

11

35

$

13

45

Underlying noninterest income

$

620

$

630

$

564

$

(10)

(2)

%

$

56

10

%

(1) Includes bank-owned life insurance income and other miscellaneous income for all periods presented.

Fourth quarter 2025

vs.

third quarter 2025

Noninterest income of $620 million decreased $10 million, or 2%.

•Capital markets fees were strong, though decreased by $26 million relative to an exceptional third quarter. Several M&A and equity deals pushed into 2026 given impacts associated with the government shutdown in the quarter, with roughly $20 million in fees pushing into 1Q26. Loan syndication fees were higher in the quarter.

•Wealth fees increased $5 million to an all-time high, given an increase in advisory fees, primarily driven by net inflows and market appreciation.

•Mortgage banking fees increased $3 million, as higher MSR valuation results, net of hedge impact, were largely offset by lower servicing.

•FX and derivative products decreased $8 million primarily reflecting lower client interest rate hedging activity in anticipation of lower rates.

•Other income increased $11 million, reflecting favorable performance across several small revenue items.

Fourth quarter 2025

vs.

fourth quarter 2024

Underlying noninterest income of $620 million increased $56 million, or 10%.

•Capital markets fees increased $19 million, driven by higher debt and equity underwriting and loan syndication fees, partially offset by lower M&A fees.

•Wealth fees increased $23 million, primarily reflecting growth in AUM, mainly driven by net inflows.

•Other income increased $13 million, reflecting favorable performance across several small revenue items.

7

Citizens Financial Group, Inc.

Noninterest Expense

4Q25 change from

($s in millions)

4Q25

3Q25

4Q24

3Q25

4Q24

$

%

$

%

Salaries and employee benefits

$

716

$

705

$

674

$

11

2

%

$

42

6

%

Equipment and software

199

197

193

2

1

6

3

Outside services

148

161

170

(13)

(8)

(22)

(13)

Occupancy

109

106

112

3

3

(3)

(3)

Other operating expense

171

166

167

5

3

4

2

Noninterest expense

$

1,343

$

1,335

$

1,316

$

8

1

%

$

27

2

%

Notable items

$

—

$

—

$

24

$

—

—

%

$

(24)

(100)%

Underlying, as applicable

Salaries and employee benefits

$

716

$

705

$

657

$

11

2

%

$

59

9

%

Equipment and software

199

197

190

2

1

9

5

Outside services

148

161

166

(13)

(8)

(18)

(11)

Occupancy

109

106

107

3

3

2

2

Other operating expense

171

166

172

5

3

(1)

(1)

Underlying noninterest expense

$

1,343

$

1,335

$

1,292

$

8

1

%

$

51

4

%

Fourth quarter 2025

vs.

third quarter 2025

Noninterest expense of $1.3 billion increased 0.6%.

•Salaries and employee benefits increased $11 million, reflecting hiring related to the Private Bank and Private Wealth buildout, higher incentive compensation and medical benefit costs.

•Outside services decreased $13 million, primarily driven by lower technology costs.

•Other operating expense increased $5 million, reflecting seasonal factors.

The effective tax rate was 22.0% in fourth quarter 2025 compared with 21.4% in third quarter 2025.

Fourth quarter 2025

vs.

fourth quarter 2024

Underlying noninterest expense of $1.3 billion increased 4%.

•Salaries and employee benefits increased $59 million, reflecting hiring related to the Private Bank and Private Wealth buildout, strong Capital Markets fee performance, and increased medical benefit costs.

•Equipment and software increased $9 million, reflecting technology investments.

•Outside services decreased $18 million, largely driven by lower vendor-related costs.

The effective tax rate was 22.0% in fourth quarter 2025 compared with 21.2% on an Underlying basis in fourth quarter 2024, primarily reflecting less benefit from tax-advantaged investments given higher income and higher state taxes.

8

Citizens Financial Group, Inc.

Interest-earning assets

4Q25 change from

($s in millions)

4Q25

3Q25

4Q24

3Q25

4Q24

Period-end interest-earning assets

$

%

$

%

Investments

$

44,650

$

44,456

$

42,217

$

194

—

%

$

2,433

6

%

Interest-bearing deposits in banks

12,224

11,090

9,827

1,134

10

2,397

24

Commercial loans and leases

73,812

72,493

69,776

1,319

2

4,036

6

Retail loans

68,880

68,377

69,427

503

1

(547)

(1)

Total loans and leases

142,692

140,870

139,203

1,822

1

3,489

3

Loans held for sale

1,198

1,334

858

(136)

(10)

340

40

Total loans and leases and loans held for sale

143,890

142,204

140,061

1,686

1

3,829

3

Total period-end interest-earning assets

$

200,764

$

197,750

$

192,105

$

3,014

2

%

$

8,659

5

%

Average interest-earning assets(1)

Investments

$

46,731

$

46,453

$

44,823

$

278

1

%

$

1,908

4

%

Interest-bearing deposits in banks

9,156

9,015

9,459

141

2

(303)

(3)

Commercial loans and leases

73,151

72,150

71,355

1,001

1

1,796

3

Retail loans

68,606

67,861

69,592

745

1

(986)

(1)

Total loans and leases

141,757

140,011

140,947

1,746

1

810

1

Loans held for sale

1,523

2,119

1,384

(596)

(28)

139

10

Total loans and leases and loans held for sale

143,280

142,130

142,331

1,150

1

949

1

Total average interest-earning assets

$

199,167

$

197,598

$

196,613

$

1,569

1

%

$

2,554

1

%

(1) Total average interest-earning assets excludes the mark-to-market on investment securities and unsettled purchases or sales of loans and investments.

Fourth quarter 2025

vs.

third quarter 2025

Period-end interest-earning assets of $200.8 billion increased $3.0 billion, or 2%, reflecting a $1.1 billion increase in cash held in interest-bearing deposits and a $194 million increase in investments in securities. Total loans and leases increased $1.8 billion, as growth in the Private Bank, net new money originations in corporate banking and higher commercial line utilization, as well as growth in home equity and mortgage, were partially offset by commercial real estate paydowns and the runoff of Non-Core loans.

Average interest-earning assets of $199.2 billion increased $1.6 billion, or 1%, reflecting a $1.7 billion increase in total loans and leases and a $141 million increase in cash held in interest-bearing deposits, partially offset by a $596 million decrease in loans held for sale related to the final settlement of the Non-Core education loans sold.

The average effective duration of the securities portfolio was 3.8 years, compared with 3.6 years at September 30, 2025 and 3.7 years at December 31, 2024.

Fourth quarter 2025

vs.

fourth quarter 2024

Period-end interest-earning assets of $200.8 billion increased $8.7 billion, or 5%, reflecting a $2.4 billion increase in investments in securities, a $2.4 billion increase in cash held in interest-bearing deposits and a $3.8 billion increase in total loans and leases and loans held for sale. The increase in total loans and leases and loans held for sale was driven by $4.0 billion growth in commercial given net new money originations in corporate banking and higher commercial line utilization, as well as growth in the Private Bank, partially offset by commercial real estate paydowns. This was partially offset by a decline in retail of $547 million, as $4.9 billion of growth in home equity and mortgage was more than offset by Non-Core portfolio runoff.

Average interest-earning assets of $199.2 billion increased $2.6 billion, primarily reflecting a $1.9 billion increase in investments in securities and a $949 million increase in total loans and leases and loans held for sale.

9

Citizens Financial Group, Inc.

Deposits

4Q25 change from

($s in millions)

4Q25

3Q25

4Q24

3Q25

4Q24

Period-end deposits

$

%

$

%

Non-interest bearing demand

$

40,417

$

39,472

$

36,920

$

945

2

%

$

3,497

9

%

Checking with interest

37,428

35,219

33,246

2,209

6

4,182

13

Savings

24,353

24,759

25,976

(406)

(2)

(1,623)

(6)

Money market

60,062

59,709

55,321

353

1

4,741

9

Time

21,053

20,852

23,313

201

1

(2,260)

(10)

Total period-end deposits

$

183,313

$

180,011

$

174,776

$

3,302

2

%

$

8,537

5

%

Average deposits

Non-interest bearing demand

$

38,993

$

38,070

$

36,704

$

923

2

%

$

2,289

6

%

Checking with interest

36,257

34,748

32,720

1,509

4

3,537

11

Savings

24,477

25,001

26,237

(524)

(2)

(1,760)

(7)

Money market

58,904

57,783

54,548

1,121

2

4,356

8

Time

21,226

20,355

24,053

871

4

(2,827)

(12)

Total average deposits

$

179,857

$

175,957

$

174,262

$

3,900

2

%

$

5,595

3

%

Fourth quarter 2025

vs.

third quarter 2025

Total period-end deposits of $183.3 billion are up 2%, driven by growth in Private Bank, commercial, and retail, primarily across checking with interest, demand deposits and money market, partially offset by lower savings. Private Bank deposits reached $14.5 billion at year end.

Average deposits of $179.9 billion increased 2%, reflecting the same factors.

Fourth quarter 2025

vs.

fourth quarter 2024

Total period-end deposits of $183.3 billion increased 5%, primarily reflecting growth in Private Bank of $7.5 billion, and $3.5 billion in Commercial, partially offset by a $2.3 billion reduction in higher-cost Treasury brokered deposits.

Average deposits of $179.9 billion were up 3%.

10

Citizens Financial Group, Inc.

Borrowed Funds

4Q25 change from

($s in millions)

4Q25

3Q25

4Q24

3Q25

4Q24

Period-end borrowed funds

$

%

$

%

Short-term borrowed funds

$

58

$

214

$

—

$

(156)

(73) %

$

58

100

%

Long-term borrowed funds

FHLB advances

2,014

14

53

2,000

NM

1,961

NM

Senior debt

6,328

6,825

7,168

(497)

(7)

(840)

(12)

Subordinated debt and other debt

1,284

1,620

1,805

(336)

(21)

(521)

(29)

Auto collateralized borrowings

1,598

1,982

3,375

(384)

(19)

(1,777)

(53)

Total borrowed funds

$

11,282

$

10,655

$

12,401

$

627

6

%

$

(1,119)

(9)

%

Average borrowed funds

Short-term borrowed funds

$

221

$

589

$

41

$

(368)

(62) %

$

180

NM

Long-term borrowed funds

FHLB advances

35

1,009

172

(974)

(97) %

(137)

(80)

Senior debt

6,642

6,823

7,316

(181)

(3)

(674)

(9)

Subordinated debt and other debt

1,405

1,622

1,808

(217)

(13)

(403)

(22)

Auto collateralized borrowings

1,774

2,189

3,593

(415)

(19)

(1,819)

(51)

Total average borrowed funds

$

10,077

$

12,232

$

12,930

$

(2,155)

(18)

%

$

(2,853)

(22)

%

Fourth quarter 2025

vs.

third quarter 2025

Period-end borrowed funds increased $627 million, reflecting a $2.0 billion increase in FHLB advances largely offset by decreases in senior debt and subordinated debt of $497 million and $336 million, respectively, given redemptions, as well as a $384 million decrease in collateralized borrowings on auto loans as the associated portfolio runs down.

Average borrowed funds decreased $2.2 billion, driven by decreases in FHLB advances and short-term borrowed funds of $974 million and $368 million, respectively, a $415 million decrease in auto collateralized borrowings, as well as decreases in senior and subordinated debt of $181 million and $217 million, respectively, given the impact of redemptions.

Fourth quarter 2025

vs.

fourth quarter 2024

Period-end borrowed funds decreased by $1.1 billion, reflecting decreases of $1.8 billion in auto collateralized borrowings, given runoff of the associated portfolio, $840 million in senior and $521 million in subordinated debt given the impact of redemptions, partially offset by $2.0 billion in FHLB advances.

Average borrowed funds decreased by $2.9 billion, given a $1.8 billion decrease in auto collateralized borrowings, and decreases in senior and subordinated debt of $674 million and $403 million respectively, given the impact of redemptions.

11

Citizens Financial Group, Inc.

Capital

4Q25 change from

($s and shares in millions, except per share data)

4Q25

3Q25

4Q24

3Q25

4Q24

Period-end capital

$

%

$

%

Stockholders' equity

$

26,317

$

25,829

$

24,254

$

488

2

%

$

2,063

9

%

Stockholders' common equity

24,206

23,718

22,141

488

2

2,065

9

Tangible common equity

16,341

15,848

14,246

493

3

2,095

15

Tangible book value per common share

$

38.07

$

36.73

$

32.34

$

1.34

4

%

$

5.73

18

%

Common shares - at end of period

429.2

431.5

440.5

(2.2)

(1)

(11.3)

(3)

Common shares - average (diluted)

434.1

435.5

444.8

(1.4)

—

%

(10.8)

(2)

%

Common equity tier 1 capital ratio(1)

10.6

%

10.7

%

10.8

%

Total capital ratio(1)

13.8

13.9

14.0

Tangible common equity ratio

7.5

7.4

6.8

Tier 1 leverage ratio(1)

9.4

9.4

9.4

(1) Current reporting-period regulatory capital ratios are preliminary.

Fourth quarter 2025

•The CET1 capital ratio of 10.6% as of December 31, 2025 compares with 10.7% at September 30, 2025 and 10.8% at December 31, 2024.

•Total capital ratio of 13.8% compares with 13.9% at September 30, 2025 and 14.0% as of December 31, 2024.

•Tangible common equity ratio of 7.5% compares with 7.4% at September 30, 2025 and 6.8% as of December 31, 2024.

•Tangible book value per common share of $38.07 increased 4% compared with third quarter 2025, reflecting higher net income and AOCI benefit from lower long-term rates.

•Paid $201 million in common dividends to shareholders during fourth quarter 2025. This compares with $184 million in common dividends during third quarter 2025 and $188 million during fourth quarter 2024, given the fourth quarter 2025 increase in the quarterly dividend per share of $0.04 to $0.46.

•Repurchased $125 million of common shares during fourth quarter 2025, compared with $75 million in third quarter 2025 and $225 million in fourth quarter 2024.

12

Citizens Financial Group, Inc.

Credit quality review

4Q25 change from

($s in millions)

4Q25

3Q25

4Q24

3Q25

4Q24

$/bps/%

%

$/bps/%

%

Nonaccrual loans and leases(1)

$

1,504

$

1,518

$

1,664

$

(14)

(1)

%

$

(160)

(10)

%

90+ days past due and accruing(2)

169

162

196

7

4

(27)

(14)

Net charge-offs

155

162

189

(7)

(4)

(34)

(18)

Provision for credit losses

137

154

162

(17)

(11)

(25)

(15)

Allowance for credit losses

$

2,183

$

2,201

$

2,259

$

(18)

(1)

%

$

(76)

(3)

%

Nonaccrual loans and leases to loans and leases

1.05

%

1.08

%

1.20

%

(3)

bps

(15)

bps

Net charge-offs as a % of total loans and leases

0.43

0.46

0.53

(3)

(10)

Allowance for credit losses to loans and leases

1.53

1.56

1.62

(3)

(9)

Allowance for credit losses to nonaccrual loans and leases

145

%

145

%

136

%

—

%

9

%

(1) Loans fully or partially guaranteed by the FHA, VA and USDA are classified as accruing.

(2) 90+ days past due and accruing includes $141 million, $114 million, and $172 million of loans fully or partially guaranteed by the FHA, VA, and USDA for December 31, 2025, September 30, 2025, and December 31, 2024, respectively.

Fourth quarter 2025

vs.

third quarter 2025

•Nonaccrual loans of $1.5 billion decreased 1% reflecting a decrease in commercial real estate, partially offset by an increase in C&I and residential real estate secured. The nonaccrual loans to total loans ratio of 1.05% compares with 1.08% at September 30, 2025.

•Net charge-offs of $155 million, or 43 basis points of average loans and leases, compares with 46 basis points in the prior quarter, with the decrease driven primarily by commercial real estate.

•The fourth quarter 2025 provision for credit losses of $137 million compares with $154 million for third quarter 2025.

•The ratio of allowance for credit losses to total loans of 1.53% was down slightly compared with 1.56% as of September 30, 2025 reflecting improved loan mix given the continued reduction in the Non-Core portfolio and a decrease in commercial real estate balances, with originations primarily in C&I and retail real estate secured that have a lower loss content profile.

•The allowance for credit losses to nonaccrual loans and leases ratio of 145% is stable with September 30, 2025.

Fourth quarter 2025

vs.

fourth quarter 2024

•Nonaccrual loans decreased 10% given a 20% decrease in commercial real estate and a 6% decrease in retail, reflecting decreases in education, other retail and auto, partially offset by increases in residential real estate secured categories. The nonaccrual loans to total loans ratio of 1.05% compares with 1.20% at December 31, 2024.

•Net charge-offs of $155 million, or 43 basis points of average loans and leases compares with 53 basis points for fourth quarter 2024. This reflects a decrease in commercial real estate and a decrease in retail, driven by reductions in education, auto and other retail, partially offset by an increase in C&I.

•Provision for credit losses of $137 million decreased compared with a $162 million provision in fourth quarter 2024 reflecting the runoff of the Non-Core portfolio and improving loan mix.

•Allowance for credit losses of $2.2 billion decreased $76 million compared with December 31, 2024 given the benefit of the sale of Non-Core education loans, continued Non-Core runoff and other improvements in loan mix. Allowance for credit losses ratio of 1.53% as of December 31, 2025 compares with 1.62% as of December 31, 2024.

•The allowance for credit losses to nonaccrual loans and leases ratio of 145% compares with 136% as of December 31, 2024.

13

Citizens Financial Group, Inc.

Corresponding Financial Tables and Information

Investors are encouraged to review the foregoing summary and discussion of Citizens’ earnings and financial condition in conjunction with the detailed financial tables and other information available on the Investor Relations portion of the company’s website at www.citizensbank.com/about-us.

Media: Peter Lucht - (781) 655-2289

Investors: Kristin Silberberg - (203) 900-6854

Conference Call

CFG management will host a live conference call today with details as follows:

Time: 9:00 am ET

Dial-in: (800) 369-1703, conference ID 3503262

Webcast/Presentation: The live webcast will be available at http://investor.citizensbank.com under Events & Presentations.

Replay Information: A replay of the conference call will be available beginning at 12:00 pm ET on January 21, 2026 through February 21, 2026. The webcast replay will be available at http://investor.citizensbank.com under Events & Presentations.

About Citizens Financial Group, Inc.

Citizens Financial Group, Inc. is one of the nation’s oldest and largest financial institutions, with $226.4 billion in assets as of December 31, 2025. Headquartered in Providence, Rhode Island, Citizens offers a broad range of retail, private banking, wealth management and commercial banking products and services to individuals, small businesses, middle-market companies, large corporations and institutions. Citizens helps its customers reach their potential by listening to them and by understanding their needs in order to offer tailored advice, ideas and solutions. In Consumer Banking, Citizens provides an integrated experience that includes mobile and online banking, a full-service customer contact center and the convenience of approximately 3,100 ATMs and approximately 1,000 branches in 14 states and the District of Columbia.

Consumer Banking products and services include a full range of banking, lending, savings, wealth management and small business offerings. Consumer Banking includes Citizens Private Bank and Private Wealth, which integrate banking services and wealth management solutions to serve high- and ultra-high-net-worth individuals and families, as well as investors, entrepreneurs and businesses. In Commercial Banking, Citizens offers a broad complement of financial products and solutions, including lending and leasing, deposit and treasury management services, foreign exchange, interest rate and commodity risk management solutions, as well as loan syndication, corporate finance, merger and acquisition, and debt and equity capital markets capabilities. More information is available at www.citizensbank.com or visit us on X, LinkedIn or Facebook.

14

Citizens Financial Group, Inc.

Non-GAAP Financial Measures and Reconciliations

Non-GAAP Financial Measures:

This document contains non-GAAP financial measures, with those denoted as Underlying for any given reporting period excluding certain items that may occur in that period which management does not consider indicative of the Company’s on-going financial performance. We believe these non-GAAP financial measures provide useful information to investors because they are used by our management to evaluate our operating performance and make day-to-day operating decisions. In addition, we believe those measures denoted as Underlying in any given reporting period reflect our on-going financial performance in that period and, accordingly, are useful to consider in addition to our GAAP financial results. See the following pages for reconciliations of our non-GAAP measures to the most directly comparable GAAP financial measures.

We caution investors not to place undue reliance on such non-GAAP financial measures, but to consider them with the most directly comparable GAAP measures. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as a substitute for our results reported under GAAP.

15

Citizens Financial Group, Inc.

Non-GAAP financial measures and reconciliations

(in millions, except share, per-share and ratio data)

QUARTERLY TRENDS

FULL YEAR

4Q25 Change

2025 Change

4Q25

3Q25

4Q24

3Q25

4Q24

2025

2024

2024

$

%

$

%

$

%

Noninterest income, Underlying:

Noninterest income (GAAP)

$620

$630

$574

($10)

(2

%)

$46

8

%

$2,394

$2,176

$218

10

%

Less: Notable items

—

—

10

—

—

(10)

(100)

—

15

(15)

(100)

Noninterest income, Underlying (non-GAAP)

$620

$630

$564

($10)

(2

%)

$56

10

%

$2,394

$2,161

$233

11

%

Total revenue, Underlying:

Total revenue (GAAP)

A

$2,157

$2,118

$1,986

$39

2

%

$171

9

%

$8,247

$7,809

$438

6

%

Less: Notable items

—

—

10

—

—

(10)

(100)

—

15

(15)

(100)

Total revenue, Underlying (non-GAAP)

B

$2,157

$2,118

$1,976

$39

2

%

$181

9

%

$8,247

$7,794

$453

6

%

Noninterest expense, Underlying:

Noninterest expense (GAAP)

C

$1,343

$1,335

$1,316

$8

1

%

$27

2

%

$5,311

$5,234

$77

1

%

Less: Notable items

—

—

24

—

—

(24)

(100)

—

156

(156)

(100)

Noninterest expense, Underlying (non-GAAP)

D

$1,343

$1,335

$1,292

$8

1

%

$51

4

%

$5,311

$5,078

$233

5

%

Pre-provision profit:

Total revenue (GAAP)

A

$2,157

$2,118

$1,986

$39

2

%

$171

9

%

$8,247

$7,809

$438

6

%

Less: Noninterest expense (GAAP)

C

1,343

1,335

1,316

8

1

27

2

5,311

5,234

77

1

Pre-provision profit (non-GAAP)

$814

$783

$670

$31

4

%

$144

21

%

$2,936

$2,575

$361

14

%

Pre-provision profit, Underlying:

Total revenue, Underlying (non-GAAP)

B

$2,157

$2,118

$1,976

$39

2

%

$181

9

%

$8,247

$7,794

$453

6

%

Less: Noninterest expense, Underlying (non-GAAP)

D

1,343

1,335

1,292

8

1

51

4

5,311

5,078

233

5

Pre-provision profit, Underlying (non-GAAP)

$814

$783

$684

$31

4

%

$130

19

%

$2,936

$2,716

$220

8

%

Income before income tax expense, Underlying:

Income before income tax expense (GAAP)

E

$677

$629

$508

$48

8

%

$169

33

%

$2,328

$1,888

$440

23

%

Less: Income (expense) before income tax expense (benefit) related to notable items

—

—

(14)

—

—

14

100

—

(141)

141

100

Income before income tax expense, Underlying (non-GAAP)

F

$677

$629

$522

$48

8

%

$155

30

%

$2,328

$2,029

$299

15

%

Income tax expense, Underlying:

Income tax expense (GAAP)

G

$149

$135

$107

$14

10

%

$42

39

%

$497

$379

$118

31

%

Less: Income tax expense (benefit) related to notable items

—

—

(3)

—

—

3

100

—

(43)

43

100

Income tax expense, Underlying (non-GAAP)

H

$149

$135

$110

$14

10

%

$39

35

%

$497

$422

$75

18

%

Net income, Underlying:

Net income (GAAP)

I

$528

$494

$401

$34

7

%

$127

32

%

$1,831

$1,509

$322

21

%

Add: Notable items, net of income tax benefit

—

—

11

—

—

(11)

(100)

—

98

(98)

(100)

Net income, Underlying (non-GAAP)

J

$528

$494

$412

$34

7

%

$116

28

%

$1,831

$1,607

$224

14

%

Net income available to common stockholders, Underlying:

Net income available to common stockholders (GAAP)

K

$489

$457

$367

$32

7

%

$122

33

%

$1,688

$1,372

$316

23

%

Add: Notable items, net of income tax benefit

—

—

11

—

—

(11)

(100)

—

98

(98)

(100)

Net income available to common stockholders, Underlying (non-GAAP)

L

$489

$457

$378

$32

7

%

$111

29

%

$1,688

$1,470

$218

15

%

16

Citizens Financial Group, Inc.

Non-GAAP financial measures and reconciliations (continued)

(in millions, except share, per-share and ratio data)

QUARTERLY TRENDS

FULL YEAR

4Q25 Change

2025 Change

4Q25

3Q25

4Q24

3Q25

4Q24

2025

2024

2024

$/bps

%

$/bps

%

$/bps

%

Operating leverage:

Total revenue (GAAP)

A

$2,157

$2,118

$1,986

$39

1.86

%

$171

8.57

%

$8,247

$7,809

$438

5.60

%

Less: Noninterest expense (GAAP)

C

1,343

1,335

1,316

8

0.58

27

1.97

5,311

5,234

77

1.46

Operating leverage

1.28

%

6.60

%

4.14

%

Operating leverage, Underlying:

Total revenue, Underlying (non-GAAP)

B

$2,157

$2,118

$1,976

$39

1.86

%

$181

9.11

%

$8,247

$7,794

$453

5.80

%

Less: Noninterest expense, Underlying (non-GAAP)

D

1,343

1,335

1,292

8

0.58

51

3.90

5,311

5,078

233

4.57

Operating leverage, Underlying (non-GAAP)

1.28

%

5.21

%

1.23

%

Efficiency ratio and efficiency ratio, Underlying:

Efficiency ratio

C/A

62.24

%

63.03

%

66.27

%

(79)

bps

(403)

bps

64.40

%

67.03

%

(263)

bps

Efficiency ratio, Underlying (non-GAAP)

D/B

62.24

63.03

65.36

(79)

bps

(312)

bps

64.40

65.15

(75)

bps

Effective income tax rate and effective income tax rate, Underlying:

Effective income tax rate

G/E

22.03

%

21.38

%

21.04

%

65

bps

99

bps

21.34

%

20.06

%

128

bps

Effective income tax rate, Underlying (non-GAAP)

H/F

22.03

21.38

21.17

65

bps

86

bps

21.34

20.80

54

bps

Return on average common equity and return on average common equity, Underlying:

Average common equity (GAAP)

M

$23,823

$23,288

$22,009

$535

2

%

$1,814

8

%

$22,954

$21,881

$1,073

5

%

Return on average common equity

K/M

8.16

%

7.77

%

6.64

%

39

bps

152

bps

7.36

%

6.27

%

109

bps

Return on average common equity, Underlying (non-GAAP)

L/M

8.16

7.77

6.84

39

bps

132

bps

7.36

6.72

64

bps

Return on average tangible common equity and return on average tangible common equity, Underlying:

Average common equity (GAAP)

M

$23,823

$23,288

$22,009

$535

2

%

$1,814

8

%

$22,954

$21,881

$1,073

5

%

Less: Average goodwill (GAAP)

8,187

8,187

8,187

—

—

—

—

8,187

8,187

—

—

Less: Average other intangibles (GAAP)

120

126

136

(6)

(5)

(16)

(12)

131

143

(12)

(8)

Add: Average deferred tax liabilities related to goodwill and other intangible assets (GAAP)

440

440

436

—

—

4

1

439

433

6

1

Average tangible common equity (non-GAAP)

N

$15,956

$15,415

$14,122

$541

4

%

$1,834

13

%

$15,075

$13,984

$1,091

8

%

Return on average tangible common equity (non-GAAP)

K/N

12.18

%

11.75

%

10.36

%

43

bps

182

bps

11.20

%

9.81

%

139

bps

Return on average tangible common equity, Underlying (non-GAAP)

L/N

12.18

11.75

10.66

43

bps

152

bps

11.20

10.51

69

bps

Return on average total assets and return on average total assets, Underlying:

Average total assets (GAAP)

O

$221,242

$219,117

$217,548

$2,125

1

%

$3,694

2

%

$218,597

$219,024

($427)

—

%

Return on average total assets

I/O

0.95

%

0.90

%

0.73

%

5

bps

22

bps

0.84

%

0.69

%

15

bps

Return on average total assets, Underlying (non-GAAP)

J/O

0.95

0.90

0.75

5

bps

20

bps

0.84

0.73

11

bps

Return on average total tangible assets and return on average total tangible assets, Underlying:

Average total assets (GAAP)

O

$221,242

$219,117

$217,548

$2,125

1

%

$3,694

2

%

$218,597

$219,024

($427)

—

%

Less: Average goodwill (GAAP)

8,187

8,187

8,187

—

—

—

—

8,187

8,187

—

—

Less: Average other intangibles (GAAP)

120

126

136

(6)

(5)

(16)

(12)

131

143

(12)

(8)

Add: Average deferred tax liabilities related to goodwill and other intangible assets (GAAP)

440

440

436

—

—

4

1

439

433

6

1

Average tangible assets (non-GAAP)

P

$213,375

$211,244

$209,661

$2,131

1

%

$3,714

2

%

$210,718

$211,127

($409)

—

%

Return on average total tangible assets (non-GAAP)

I/P

0.98

%

0.93

%

0.76

%

5

bps

22

bps

0.87

%

0.71

%

16

bps

Return on average total tangible assets, Underlying (non-GAAP)

J/P

0.98

0.93

0.78

5

bps

20

bps

0.87

0.76

11

bps

17

Citizens Financial Group, Inc.

Non-GAAP financial measures and reconciliations (continued)

(in millions, except share, per-share and ratio data)

QUARTERLY TRENDS

FULL YEAR

4Q25 Change

2025 Change

4Q25

3Q25

4Q24

3Q25

4Q24

2025

2024

2024

$/bps

%

$/bps

%

$/bps

%

Book value per common share and tangible book value per common share:

Common shares - at period-end (GAAP)

Q

429,242,174

431,453,142

440,543,381

(2,210,968)

(1

%)

(11,301,207)

(3

%)

429,242,174

440,543,381

(11,301,207)

(3

%)

Common stockholders' equity (GAAP)

R

$24,206

$23,718

$22,141

$488

2

$2,065

9

$24,206

$22,141

$2,065

9

Less: Goodwill (GAAP)

8,187

8,187

8,187

—

—

—

—

8,187

8,187

—

—

Less: Other intangible assets (GAAP)

115

123

146

(8)

(7)

(31)

(21)

115

146

(31)

(21)

Add: Deferred tax liabilities related to goodwill and other intangible assets (GAAP)

437

440

438

(3)

(1)

(1)

—

437

438

(1)

—

Tangible common equity (non-GAAP)

S

$16,341

$15,848

$14,246

$493

3

%

$2,095

15

%

$16,341

$14,246

$2,095

15

%

Book value per common share

R/Q

$56.39

$54.97

$50.26

$1.42

3

%

$6.13

12

%

$56.39

$50.26

$6.13

12

%

Tangible book value per common share (non-GAAP)

S/Q

$38.07

$36.73

$32.34

$1.34

4

%

$5.73

18

%

$38.07

$32.34

$5.73

18

%

Net income per average common share - basic and diluted and net income per average common share - basic and diluted, Underlying:

Average common shares outstanding - basic (GAAP)

T

429,483,110

431,365,552

440,802,738

(1,882,442)

—

%

(11,319,628)

(3

%)

433,173,162

450,678,038

(17,504,876)

(4

%)

Average common shares outstanding - diluted (GAAP)

U

434,077,960

435,472,350

444,836,786

(1,394,390)

—

(10,758,826)

(2)

436,890,731

453,510,245

(16,619,514)

(4)

Net income per average common share - basic (GAAP)

K/T

$1.14

$1.06

$0.83

$0.08

8

$0.31

37

$3.90

$3.05

$0.85

28

Net income per average common share - diluted (GAAP)

K/U

1.13

1.05

0.83

0.08

8

0.30

36

3.86

3.03

0.83

27

Net income per average common share - basic, Underlying (non-GAAP)

L/T

1.14

1.06

0.86

0.08

8

0.28

33

3.90

3.26

0.64

20

Net income per average common share - diluted, Underlying (non-GAAP)

L/U

1.13

1.05

0.85

0.08

8

0.28

33

3.86

3.24

0.62

19

Common equity ratio and tangible common equity ratio:

Total assets (GAAP)

V

$226,351

$222,747

$217,521

3,604

2

$8,830

4

%

$226,351

$217,521

$8,830

4

%

Less: Goodwill (GAAP)

8,187

8,187

8,187

—

—

—

—

8,187

8,187

—

—

Less: Other intangible assets (GAAP)

115

123

146

(8)

(7)

(31)

(21)

115

146

(31)

(21)

Add: Deferred tax liabilities related to goodwill and other intangible assets (GAAP)

437

440

438

(3)

(1)

(1)

—

437

438

(1)

—

Tangible assets (non-GAAP)

W

$218,486

$214,877

$209,626

$3,609

2

%

$8,860

4

%

$218,486

$209,626

$8,860

4

%

Common equity ratio (GAAP)

R/V

10.7

%

10.6

%

10.2

%

4 bps

51 bps

10.7

%

10.2

%

51 bps

Tangible common equity ratio (non-GAAP)

S/W

7.5

7.4

6.8

10 bps

70 bps

7.5

6.8

70 bps

18

Citizens Financial Group, Inc.

Non-GAAP financial measures and reconciliations (continued)

(in millions, except share, per-share and ratio data)

QUARTERLY TRENDS

FULL YEAR

4Q25 Change

2025 Change

4Q25

3Q25

4Q24

3Q25

4Q24

2025

2024

2024

$/bps

%

$/bps

%

$/bps

%

Net interest income and net interest margin on an FTE basis:

Net interest income (annualized) (GAAP)

X

$6,098

$5,902

$5,620

$196

3

%

$478

9

%

$5,853

$5,633

$220

4

%

Average interest-earning assets (GAAP)

Y

199,167

197,598

196,613

1,569

1

2,554

1

197,048

198,072

(1,024)

(1)

Net interest margin (GAAP)

X/Y

3.06

%

2.99

%

2.86

%

7

bps

20

bps

2.97

%

2.84

%

13

bps

Net interest income (GAAP)

$1,537

$1,488

$1,412

$49

3

%

$125

9

%

$5,853

$5,633

$220

4

%

FTE adjustment

4

4

4

—

—

—

—

16

17

(1)

(6)

Net interest income on an FTE basis (non-GAAP)

1,541

1,492

1,416

49

3

125

9

5,869

5,650

219

4

Net interest income on an FTE basis (annualized) (non-GAAP)

Z

6,112

5,919

5,637

194

3

475

8

5,869

5,650

219

4

Net interest margin on an FTE basis (non-GAAP)

Z/Y

3.07

%

3.00

%

2.87

%

7

bps

20

bps

2.98

%

2.85

%

13

bps

Card fees, Underlying:

Card fees (GAAP)

$86

$87

$97

($1)

(1)

($11)

(11%)

$346

$368

($22)

(6%)

Less: Notable items

—

—

11

—

—

(11)

(100)

—

24

(24)

(100)

Card fees, Underlying (non-GAAP)

$86

$87

$86

($1)

(1)

$—

—

%

$346

$344

$2

1

%

Other income, Underlying:

Other income (GAAP)

$42

$31

$28

$11

35

$14

50%

$136

$79

$57

72%

Less: Notable items

—

—

(1)

—

—

1

100

—

(9)

9

100

Other income, Underlying (non-GAAP)

$42

$31

$29

$11

35

$13

45

%

$136

$88

$48

55

%

Salaries and employee benefits, Underlying:

Salaries and employee benefits (GAAP)

$716

$705

$674

$11

2

%

$42

6

%

$2,798

$2,657

$141

—

5

%

Less: Notable items

—

—

17

—

—

(17)

(100)

—

46

(46)

(100)

Salaries and employee benefits, Underlying (non-GAAP)

$716

$705

$657

$11

2

%

$59

9

%

$2,798

$2,611

$187

7

%

Equipment and software, Underlying:

Equipment and software (GAAP)

$199

$197

$193

$2

1

%

$6

3

%

$783

$769

$14

2

%

Less: Notable items

—

—

3

—

—

(3)

(100)

—

17

(17)

(100)

Equipment and software, Underlying (non-GAAP)

$199

$197

$190

$2

1

%

$9

5

%

$783

$752

$31

4

%

Outside services, Underlying:

Outside services (GAAP)

$148

$161

$170

($13)

(8

%)

($22)

(13

%)

$633

$639

($6)

—

(1

%)

Less: Notable items

—

—

4

—

—

(4)

(100)

—

28

(28)

(100)

Outside services, Underlying (non-GAAP)

$148

$161

$166

($13)

(8

%)

($18)

(11

%)

$633

$611

$22

4

%

Occupancy, Underlying:

Occupancy (GAAP)

$109

$106

$112

$3

3

%

($3)

(3

%)

$435

$447

($12)

(3

%)

Less: Notable items

—

—

5

—

—

(5)

(100)

—

19

(19)

(100)

Occupancy, Underlying (non-GAAP)

$109

$106

$107

$3

3

%

$2

2

%

$435

$428

$7

2

%

Other operating expense, Underlying:

Other operating expense (GAAP)

$171

$166

$167

$5

3

%

$4

2

%

$662

$722

($60)

—

(8

%)

Less: Notable items

—

—

(5)

—

—

5

100

—

46

(46)

(100)

Other operating expense, Underlying (non-GAAP)

$171

$166

$172

$5

3

%

($1)

(1

%)

$662

$676

($14)

(2

%)

19

Citizens Financial Group, Inc.

Non-GAAP financial measures and reconciliations (continued)

(in millions, except share, per-share and ratio data)

4Q25

CET1 Ratio adjusted for AOCI opt-out removal

CET1 capital

$

18,240

Less: AFS securities - AOCI

922

HTM securities - AOCI(1)

681

DTA for AFS/HTM securities

33

Pension

249

DTA for Pension

4

CET 1 capital adjusted for AOCI opt-out removal

A

$16,351

Risk-weighted assets

171,493

Less: HTM securities - AOCI

117

AFS securities - AOCI

149

DTA for AFS/HTM securities

(1,276)

Pension

249

DTA for Pension

(215)

Risk-weighted assets adjusted for AOCI opt-out removal

B

$172,469

CET1 Ratio adjusted for AOCI opt-out removal

A/B

9.5

%

(1) HTM securities - AOCI refers to unrealized losses recognized on securities before transfer to HTM

20

Citizens Financial Group, Inc.

Non-GAAP financial measures and reconciliations (continued)

(in millions, except share, per-share and ratio data)

2025

Net income available to common stockholders:

Private Bank Net income available to common stockholders, (GAAP)

A

$122

Regulatory Capital:

Private Bank Average Risk Weighted Assets (1)

B

$4,889

CFG Capital Allocation Rate (2)

C

10.0

%

Private Bank Regulatory Capital

D=B*C

$489

Private Bank Return on Regulatory Capital

A/D

25

%

(1) RWA is based on the Basel III standardized approach.

(2) Capital allocation rate is management-defined for internal performance evaluation. It is not based on GAAP.

21

Citizens Financial Group, Inc.

Forward-Looking Statements

This document contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statement that does not describe historical or current facts is a forward-looking statement. These statements often include the words "believes," "expects," "anticipates," "estimates," "intends," "plans," "goals," "targets," "initiatives," "potentially," "probably," "projects," "outlook," "guidance" or similar expressions or future conditional verbs such as "may," "will," "likely," "should," "would," and "could."

Forward-looking statements are based upon the current beliefs and expectations of management, and on information currently available to management. Our statements speak as of the date hereof, and we do not assume any obligation to update these statements or to update the reasons why actual results could differ from those contained in such statements in light of new information or future events. We caution you, therefore, against relying on any of these forward-looking statements. They are neither statements of historical fact nor guarantees or assurances of future performance. While there is no assurance that any list of risks and uncertainties or risk factors is complete, important factors that could cause actual results to differ materially from those in the forward-looking statements include the following, without limitation:

•Negative economic, business and political conditions, including as a result of the interest rate environment, supply chain disruptions, tariffs, inflationary pressures, and labor shortages that adversely affect the general economy, housing prices, the job market, consumer confidence, and spending habits;

•The general state of the economy and employment, as well as general business and economic conditions, and changes in the competitive environment;

•Our capital and liquidity requirements under regulatory standards and our ability to generate capital and liquidity on favorable terms;

•The effect of changes in our credit ratings on our cost of funding, access to capital markets, ability to market our securities, and overall liquidity position;

•The effect of changes in the level of commercial and consumer deposits on our funding costs and net interest margin;

•Our ability to execute on our strategic business initiatives and achieve our financial performance goals across our Consumer and Commercial businesses, including our Private Bank;

•The effects of geopolitical instability, including the wars in Ukraine and the Middle East, on economic and market conditions, inflationary pressures and the interest rate environment, commodity price and foreign exchange rate volatility, and heightened cybersecurity risks;

•Our ability to comply with heightened supervisory requirements and expectations as well as new or amended regulations;

•Liabilities and business restrictions resulting from litigation and regulatory investigations;

•The effect of changes in interest rates on our net interest income, net interest margin, mortgage originations, mortgage servicing rights, and mortgages held for sale;

•Changes in interest rates and market liquidity, as well as the magnitude of such changes, which may reduce interest margins, impact funding sources, and affect the ability to originate and distribute financial products in the primary and secondary markets;

•Financial services reform and other current, pending, or future legislation or regulation that could have a negative effect on our revenue and businesses;

•Environmental risks, such as physical or transition risks associated with climate change, and social and governance risks that could adversely affect our reputation, operations, business, and customers;

•A failure in, or breach of, our compliance with laws, as well as operational or security systems or infrastructure, or those of our third-party vendors or other service providers, including as a result of cyberattacks; and

•Management’s ability to identify and manage these and other risks.

In addition to the above factors, we also caution that the actual amounts and timing of any future common stock dividends or share repurchases will be subject to various factors, including our capital position, financial performance, balance sheet growth, market conditions, and regulatory considerations, as well as any other factors that our Board of Directors deems relevant in making such a determination. Therefore, there can be no assurance that we will repurchase shares from, or pay any dividends to, holders of our common stock, or as to the amount of any such repurchases or dividends.

More information about factors that could cause actual results to differ materially from those described in the forward-looking statements can be found in the “Risk Factors” section in Part I, Item 1A of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024 as filed with the Securities and Exchange Commission.

Note: Per share amounts and ratios presented in this document are calculated using whole dollars.

22

Citizens Financial Group, Inc.

CFG-IR

23

Mentions · how they’re counted

CategoryUnderlinedWord counterModel’s count
AI

AI, artificial intelligence, generative AI, machine learning, large language model, LLM

0——
Layoffs

layoffs, RIF, headcount reduction, workforce optimization, restructuring

0——
Recession

recession, downturn, contraction, slowdown

0——
Tariffs

tariff, trade war, trade barriers, trade restrictions, trade policy

1——
Buybacks

share repurchase, buyback program

1——

Underlines use the same word lists the scores use. AI, recession and tariffs follow Palanor’s word counter, so those counts match it exactly on the same text. Layoffs and buybacks use the terms the model was given. The model’s count is an estimate by meaning, not by string, so it can differ from the underlines.

Source: SEC EDGAR · public domain · Highlights by Palanor