Every material Form 8-K Citizens Financial has filed with the SEC since July 17, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Citizens Financial Group's Audit Committee approved replacing Deloitte & Touche LLP with PricewaterhouseCoopers LLP as the company's independent auditor. The dismissal takes effect after Deloitte completes its audits for fiscal 2026, and PwC will audit fiscal 2027; the filing reports no disagreements or reportable events and no adverse or qualified Deloitte opinions for 2024 and 2025.
Audit Committee approved the change on October 28, 2026.
Deloitte's audit reports for fiscal 2025 and 2024 contained no adverse opinion, disclaimer, or qualification.
Filing reports no disagreements or reportable events with Deloitte in 2024, 2025, or through October 28, 2026.
Deloitte's letter dated October 30, 2026 is filed as Exhibit 16.1.
Citizens Financial Group reported third quarter 2026 net income of $636 million, up 29% from a year earlier, with diluted EPS of $1.41 compared with $1.05 in third quarter 2025. The board raised the quarterly common dividend to $0.52 per share and increased share repurchase capacity to $1.95 billion, which matters to shareholders because it returns more capital to them, though tangible book value per share fell 6.6% in the quarter.
Net income of $636 million, up 29% year over year and 8% from second quarter 2026; diluted EPS of $1.41 versus $1.30 in second quarter 2026 and $1.05 in third quarter 2025.
Quarterly common dividend raised to $0.52 per share, an increase of $0.06, or 13%, payable November 13, 2026 to holders of record on October 30, 2026.
Share repurchase capacity increased to $1.95 billion, $1.3 billion above the $650 million remaining under the June 2025 authorization.
Tangible book value per common share was $35.78, down 6.6% from second quarter 2026, which the company attributed to higher long-term rates on its investment securities and swap portfolios.
Citizens Financial Group reported second quarter 2026 net income of $587 million, up 35% from a year earlier, and diluted EPS of $1.30, up 41% year over year and 15% from the first quarter. The company also declared a quarterly common dividend of $0.46 per share and reported a CET1 ratio of 10.4%, down from 10.6% a year earlier.
Total revenue of $2,283 million, up 5% from the first quarter of 2026 and up 12% from the second quarter of 2025
Net interest income of $1,631 million, up 14% year over year; net interest margin of 3.16%, up 22 basis points
Quarterly common dividend of $0.46 per share, payable August 13, 2026, to holders of record on July 30, 2026
Company repurchased $225 million of common shares in the second quarter, compared with $300 million in the first quarter
Citizens Financial Group reported first quarter 2026 net income of $517 million, up 39% from a year earlier, and diluted EPS of $1.13, up 47% year over year and flat from the fourth quarter of 2025. Total revenue was $2,168 million, up 12% year over year, while pre-provision profit fell 3% from the prior quarter to $790 million. The company also declared a quarterly common dividend of $0.46 per share, payable May 14, 2026.
Net income $517 million, up 39% year over year and down 2% from fourth quarter 2025
Diluted EPS $1.13, up from $0.77 a year earlier; return on average tangible common equity 12.2%
Total revenue $2,168 million; net interest margin rose to 3.14%, up 24 basis points year over year
Quarterly common dividend of $0.46 per share, payable May 14, 2026 to holders of record April 30, 2026
Citizens Financial Group reported fourth quarter 2025 net income of $528 million, up 32% from a year earlier, and diluted EPS of $1.13, up 36%. Full year 2025 net income was $1.8 billion and diluted EPS was $3.86. The company also declared a quarterly common dividend of $0.46 per share, payable February 18, 2026, to holders of record on February 4, 2026.
Q4 2025 total revenue was $2,157 million, up 9% from Q4 2024, and net interest margin was 3.07%.
Q4 2025 net charge-offs were 43 basis points of average loans, down from 53 basis points in Q4 2024.
Common shares repurchased in Q4 2025 totaled $125 million, and the quarterly dividend rose $0.04 to $0.46 per share.
Citizens Financial Group reported third quarter 2025 net income of $494 million and diluted EPS of $1.05, up from $436 million and $0.92 in the second quarter and $382 million and $0.77 a year earlier. Total revenue reached $2,118 million, and the board declared a quarterly common dividend of $0.46 per share, a 9.5% increase from the prior quarter.
Net income of $494 million, versus $436 million in Q2 2025 and $382 million in Q3 2024
Diluted EPS of $1.05, versus $0.92 in Q2 2025 and $0.77 in Q3 2024
Total revenue of $2,118 million, up 4% from Q2 2025; no notable items in Q3 2025
Quarterly dividend of $0.46 per share, up $0.04 or 9.5%, payable November 12, 2025 to holders of record on October 29, 2025
Citizens Financial Group named Ted Swimmer, head of capital markets and advisory for Citizens Commercial Banking, as Head of Commercial Banking, effective immediately. He succeeds Don McCree, who stays on as Chair of Commercial Banking until he retires at the end of March 2026, so the change is planned and includes a transition period.
Ted Swimmer named Head of Commercial Banking effective October 7, 2025
Swimmer succeeds Don McCree, who retires at the end of March 2026
Swimmer joined Citizens in 2010 and was named to the Executive Committee in 2018
Citizens reported $218.3 billion in assets as of June 30, 2025
Citizens Financial Group named Aunoy Banerjee, currently CFO of Barclays Bank PLC, as its Executive Vice President and Chief Financial Officer, effective when he joins on October 24, 2025. Current CFO John Woods leaves on August 15, 2025, and Chris Emerson will serve as interim CFO until Banerjee starts, so the bank's finance leadership changes in the coming months.
Banerjee joins Citizens on October 24, 2025; Chris Emerson serves as interim CFO after John Woods departs on August 15, 2025.
Employment agreement sets a $700,000 annual base salary and guaranteed 2025 incentive compensation of $3,700,000, reduced by role-based allowance from his former employer.
A buy-out award with a grant value of approximately $5,000,000 compensates him for forfeited Barclays awards, paid in cash and restricted stock units vesting over four years.
Citizens Financial Group reported second quarter 2025 net income of $436 million and diluted EPS of $0.92, up from $0.77 in the first quarter and $0.78 a year earlier. Total revenue rose 5% from the first quarter to $2,037 million, and the board declared a quarterly dividend of $0.42 per share. Management said some sizable M&A advisory fees moved into July, and the filing describes a broad 'Reimagining the Bank' initiative.
Diluted EPS of $0.92 versus $0.77 in Q1 2025 and $0.78 in Q2 2024; no notable items in Q2 2025 or Q1 2025
Total revenue of $2,037 million, up 5% from Q1 2025; noninterest income of $600 million, up 10%
Quarterly common dividend of $0.42 per share, payable August 14, 2025 to holders of record on July 31, 2025
Common equity tier 1 ratio of 10.6% at June 30, 2025; board raised the repurchase program capacity to $1.5 billion on June 12, 2025
Citizens Financial Group named Brendan Coughlin, previously Vice Chair and head of Consumer, Private Banking and Wealth, to the new role of President, reporting to Chairman and CEO Bruce Van Saun. The bank also said Vice Chair and CFO John Woods will leave in August 2025 to take another opportunity, and it will begin a formal search for his replacement.
Brendan Coughlin promoted to President; his scope now also includes Enterprise Data & Analytics and Marketing
John Woods, Vice Chair and CFO, notified the company on April 24, 2025 of his decision to depart
Woods is expected to leave in August 2025; the company will start an internal and external search for a successor
Filing states the departure is for personal reasons and not due to any disagreement on finances, accounting, operations, policies or practices
Citizens Financial Group reported first quarter 2025 net income of $373 million, or $0.77 diluted EPS, compared with $0.65 a year earlier and $0.83 in fourth quarter 2024. Total revenue fell 1% from a year earlier and 3% from the prior quarter, while reported EPS rose year over year, so the headline results point in different directions for shareholders.
Net income of $373 million, down 7% from $401 million in fourth quarter 2024 and up 12% from $334 million in first quarter 2024.
Total revenue of $1.935 billion, down 3% from fourth quarter 2024 and down 1% from first quarter 2024.
Agreement to sell about $1.9 billion of Non-Core education loans, with $200 million settled in first quarter 2025.
Board declared a quarterly common dividend of $0.42 per share, payable May 14, 2025, to holders of record on April 30, 2025.
Citizens Financial Group reported fourth quarter 2024 net income of $401 million, or $0.83 per diluted share, up from $0.77 in the third quarter and $0.34 a year earlier. Underlying EPS was $0.85, up from $0.79 in the third quarter and flat versus $0.85 a year earlier. For full year 2024, net income was $1.5 billion and EPS was $3.03, compared with $3.13 in 2023, while underlying EPS fell to $3.24 from $3.88.
Q4 2024 total revenue was $1,986 million, up from $1,901 million in Q3 2024 and $1,988 million in Q4 2023.
Q4 2024 underlying EPS was $0.85 and underlying ROTCE was 10.7%; CET1 ratio was 10.8%.
Board declared a quarterly common dividend of $0.42 per share, payable February 14, 2025, to holders of record on January 31, 2025.
Period-end loans and leases fell 1.7% from the prior quarter to $139.2 billion.
Citizens Financial Group reported third quarter 2024 net income of $382 million, or $0.77 per diluted share, down from $392 million and $0.78 in the second quarter and from $430 million and $0.85 a year earlier. Total revenue fell 3% from the prior quarter to $1.9 billion, and management said some fees pushed out to the fourth quarter. The board also declared a quarterly common dividend of $0.42 per share.
Net income $382 million vs. $392 million in Q2 2024 and $430 million in Q3 2023
Diluted EPS $0.77 vs. $0.78 in Q2 2024 and $0.85 in Q3 2023; underlying EPS $0.79
Total revenue $1,901 million, down 3% from Q2 2024 and 6% from Q3 2023
Quarterly dividend of $0.42 per share, payable November 13, 2024, to holders of record on October 30, 2024
Citizens Financial Group named Claude E. Wade, an AIG executive vice president and Chief Digital Officer, as a director effective March 1, 2025, temporarily expanding the board to 14 members. Director Wendy Watson, who has served since 2010 and chairs the Audit Committee, will retire after her term expires at the April 2025 annual shareholder meeting because she reached the mandatory retirement age.
Claude E. Wade joins the board effective March 1, 2025 and will serve on the Risk Committee
Wade is executive vice president, Chief Digital Officer and Global Head of Business Operations and Global Head of Claims at AIG; he joined AIG in 2021 after BlackRock
Wendy Watson, a director since 2010 and Audit Committee chair, will retire after her term expires at the April 2025 annual meeting
Citizens Financial Group appointed Christopher Schnirel as Controller and Chief Accounting Officer, effective October 21, 2024, succeeding Jack Read, who left in August. The role oversees financial reporting and controls, a core function for shareholders relying on the company's financial statements.
Christopher Schnirel, age 53, previously served as Senior Vice President and Assistant Controller at Huntington Bancshares Inc. for a 12-year period.
Effective date of appointment is October 21, 2024; the appointment was announced September 16, 2024.
Total annual compensation is $1.1 million, plus a restricted stock unit buy-out award and relocation benefits.
Jack Read left Citizens in August 2024 for a career outside the banking sector.
Citizens Financial Group reported second quarter 2024 net income of $392 million, or $0.78 diluted EPS, up from $334 million and $0.65 in the first quarter but down from $478 million and $0.92 a year earlier. Underlying EPS, a non-GAAP measure that excludes notable items, was $0.82, and management said it remains comfortable with its full-year guidance and medium-term targets.
Net income $392 million and diluted EPS $0.78, versus $334 million and $0.65 in Q1 2024 and $478 million and $0.92 in Q2 2023.
Underlying EPS $0.82, versus $0.79 in Q1 2024 and $1.04 in Q2 2023; notable items reduced EPS by $0.04.
Total revenue $1.96 billion, flat from Q1 2024 and down 6% from Q2 2023; noninterest income rose 7% from Q1 to $553 million.
Quarterly common dividend of $0.42 per share, payable August 14, 2024, to holders of record on July 31, 2024; $200 million of shares repurchased in the quarter.
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