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Stockholders' Equity and Accumulated Other Comprehensive Income (Loss)
 9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
Stockholders' Equity and Accumulated Other Comprehensive Income (Loss)
NOTE 6. SHAREHOLDERS' EQUITY AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
PREFERRED STOCK
The following table presents a summary of the non-cumulative perpetual preferred stock:
September 30, 2024December 31, 2023
Issuance DateEarliest Redemption Date
Dividend Rate (1)
Liquidation AmountLiquidation preference per ShareLiquidation preference per Depositary ShareOwnership Interest per Depositary ShareShares Issued and OutstandingCarrying AmountCarrying Amount
(Dollars in millions, except for share and per share amounts)
Series B(2)
4/29/20149/15/20246.375 %$— $1,000 $25 1/40th— $— $433 
Series C4/30/20195/15/20295.700 %
(3)
500 1,000 25 1/40th500,000490 490 
Series D6/5/20209/15/20255.750 %
(4)
350 100,000 1,000 1/100th3,500346 346 
Series E5/4/20216/15/20264.450 %400 1,000 25 1/40th400,000390 390 
Series F7/29/20249/15/20296.950 %
(5)
500 1,000 25 1/40th500,000 489 — 
$1,750 1,403,500 $1,715 $1,659 
_________
(1)Dividends on all series of preferred stock, if declared, accrue and are payable quarterly in arrears.
(2)The shares were fully redeemed on September 16, 2024.
(3)Dividends, if declared, will be paid quarterly at an annual rate equal to (i) for each period beginning prior to August 15, 2029, 5.700%, and (ii) for each period beginning on or after August 15, 2029, three-month CME Term SOFR plus 3.410% which includes a 0.262% spread adjustment for the transition to SOFR in accordance with ISDA protocols.
(4)Dividends, if declared, will be paid quarterly at an annual rate equal to (i) for each period beginning prior to September 15, 2025, 5.750%, and (ii) for each period beginning on or after September 15, 2025, the five-year Treasury rate as of the most recent reset dividend determination date plus 5.426%.
(5)Dividends, if declared, will be paid quarterly at an annual rate equal to (i) for each period beginning prior to September 15, 2024, 6.950% and (ii) for each period beginning on or after September 15, 2029, the five-year Treasury rate as of the most recent reset dividend determination date plus 2.771%
All series of preferred stock have no stated maturity and redemption is solely at Regions' option, subject to regulatory approval, in whole, or in part, after the earliest redemption date or in whole, but not in part, at any time following a regulatory capital treatment event for the Series C, Series D, Series E, and Series F preferred stock.
The Board of Directors declared cash dividends of $74 million on Series B, Series C, Series D, and Series E of preferred stock during both the first nine months of 2024 and 2023. The initial quarterly cash dividend for Series F preferred stock was declared in the third quarter of 2024 (representing a partial dividend period) for $4 million. Therefore, a total of $78 million in cash dividends on total preferred stock was declared in the first nine months of 2024.
During the third quarter of 2024, Regions issued $500 million in depositary shares each representing a 1/40th ownership interest in a share of the Company's Non-Cumulative Perpetual Preferred Stock, Series F, par value $1.00 per share ("Series F preferred stock"), with a liquidation preference of $1,000 per share of Series F preferred stock (equivalent to $25.00 per depositary share). The Company incurred $11 million of issuance costs associated with the transaction.
During the third quarter of 2024, the Company redeemed all 500,000 outstanding shares of Series B non-cumulative perpetual preferred stock and the corresponding depositary fractional shares at par for $500 million. Upon redemption, additional paid-in-capital was reduced by $52 million related to Series B preferred dividends that were recorded as a reduction of preferred stock, including related surplus, and net income available to common shareholders was reduced by $15 million related to issuance costs.
In the event Series C, Series D, Series E, or Series F preferred shares are redeemed in full at their respective liquidation amounts, $10 million, $4 million, $10 million, or $11 million in excess of the redemption amount over the carrying amount will be recognized, respectively. These excess amounts represent issuance costs that were recorded as reductions to preferred stock, including related surplus, and will be recorded as reductions to net income available to common shareholders.
COMMON STOCK
The Company's SCB from the fourth quarter of 2023 through the third quarter of 2024 was 2.5 percent. On June 28, 2024, Regions announced that the Company received its results of the 2024 stress test from the FRB, reflecting that the Company exceeded all minimum capital levels. The Company's preliminary SCB will remain floored at 2.5 percent from the fourth quarter of 2024 through the third quarter of 2025.
On April 20, 2022, the Board authorized the repurchase of up to $2.5 billion of the Company's common stock, permitting purchases from the second quarter of 2022 through the fourth quarter of 2024. As of September 30, 2024, Regions had repurchased approximately 31 million shares of common stock at a total cost of $557 million under this plan. All of these shares were immediately retired upon repurchase and therefore were not included in treasury stock.
In the third quarter of 2024, the Board declared a cash dividend of $0.25 per share, a $0.01 increase to the quarterly
common stock dividend. The cash dividends declared for the first and second quarters of 2024 were $0.24 per common share. Therefore, Regions declared total dividends of $0.73 per common share for the first nine months of 2024 as compared to $0.64 per common share first nine months of 2023.
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
The following tables present the balances and activity in AOCI on a pre-tax and net of tax basis for the three and nine months ended September 30, 2024 and 2023 : 
 Three Months Ended September 30, 2024
 Pre-tax AOCI Activity
Tax Effect (1)
Net AOCI Activity
 (In millions)
Total accumulated other comprehensive income (loss), beginning of period$(4,379)$1,114 $(3,265)
Unrealized losses on securities transferred to held to maturity:
Beginning balance$(8)$1 $(7)
Unrealized gains (losses) on securities transferred from available for sale during the period(436)111 (325)
Reclassification adjustments for amortization on unrealized losses on securities transferred to held for maturity (2)
1 — 1 
Change in AOCI from securities held to maturity activity in the period(435)111 (324)
Ending balance$(443)$112 $(331)
Unrealized gains (losses) on securities available for sale:
Beginning balance$(3,074)$783 $(2,291)
Unrealized (gains) losses on securities transferred to held to maturity during the period436 (111)325 
Unrealized gains (losses) arising during the period1,168 (298)870 
Reclassification adjustments for securities (gains) losses realized in net income (3)
78 (20)58 
Change in AOCI from securities available for sale activity in the period1,682 (429)1,253 
Ending balance$(1,392)$354 $(1,038)
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Beginning balance$(703)$179 $(524)
Unrealized gains (losses) on derivatives arising during the period475 (121)354 
Reclassification adjustments for (gains) losses realized in net income (2)
110 (28)82 
Change in AOCI from derivative activity in the period585 (149)436 
Ending balance$(118)$30 $(88)
Defined benefit pension plans and other post employment benefit plans:
Beginning balance$(594)$151 $(443)
Reclassification adjustments for amortization of actuarial (gains) losses and settlements realized in net income (4)
7 (1)6 
Ending balance$(587)$150 $(437)
Total other comprehensive income (loss)1,839 (468)1,371 
Total accumulated other comprehensive income (loss), end of period$(2,540)$646 $(1,894)
 Three Months Ended September 30, 2023
 Pre-tax AOCI Activity
Tax Effect (1)
Net AOCI Activity
 (In millions)
Total accumulated other comprehensive income (loss), beginning of period$(4,613)$1,173 $(3,440)
Unrealized losses on securities transferred to held to maturity:
Beginning balance$(10)$2 $(8)
Reclassification adjustments for amortization on unrealized losses (2)
— — — 
Ending balance$(10)$2 $(8)
Unrealized gains (losses) on securities available for sale:
Beginning balance$(3,328)$846 $(2,482)
Unrealized gains (losses) arising during the period(798)203 (595)
Reclassification adjustments for securities (gains) losses realized in net income (3)
1 — 1 
Change in AOCI from securities available for sale activity in the period(797)203 (594)
Ending balance$(4,125)$1,049 $(3,076)
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Beginning balance$(719)$183 $(536)
Unrealized gains (losses) on derivatives arising during the period(367)93 (274)
Reclassification adjustments for (gains) losses realized in net income (2)
82 (21)61 
Change in AOCI from derivative activity in the period(285)72 (213)
Ending balance$(1,004)$255 $(749)
Defined benefit pension plans and other post employment benefit plans:
Beginning balance$(556)$142 $(414)
Reclassification adjustments for amortization of actuarial (gains) losses and settlements realized in net income (4)
14 (3)11 
Ending balance$(542)$139 $(403)
Total other comprehensive income (loss)(1,068)272 (796)
Total accumulated other comprehensive income (loss), end of period$(5,681)$1,445 $(4,236)
 Nine Months Ended September 30, 2024
 Pre-tax AOCI Activity
Tax Effect (1)
Net AOCI Activity
 (In millions)
Total accumulated other comprehensive income (loss), beginning of period$(3,773)$961 $(2,812)
Unrealized losses on securities transferred to held to maturity:
Beginning balance$(9)$1 $(8)
Unrealized gains (losses) on securities transferred from available for sale during the period(436)111 (325)
Reclassification adjustments for amortization on unrealized losses on securities transferred to held for maturity (2)
2 — 2 
Change in AOCI from securities held to maturity activity in the period(434)111 (323)
Ending balance$(443)$112 $(331)
Unrealized gains (losses) on securities available for sale:
Beginning balance$(2,759)$703 $(2,056)
Unrealized (gains) losses on securities transferred to held to maturity during the period436 (111)325 
Unrealized gains (losses) arising during the period753 (193)560 
Reclassification adjustments for securities (gains) losses realized in net income (3)
178 (45)133 
Change in AOCI from securities available for sale activity in the period1,367 (349)1,018 
Ending balance$(1,392)$354 $(1,038)
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Beginning balance$(399)$102 $(297)
Unrealized gains (losses) on derivatives arising during the period(62)16 (46)
Reclassification adjustments for (gains) losses realized in net income (2)
343 (88)255 
Change in AOCI from derivative activity in the period281 (72)209 
Ending balance$(118)$30 $(88)
Defined benefit pension plans and other post employment benefit plans:
Beginning balance$(606)$155 $(451)
Reclassification adjustments for amortization of actuarial (gains) losses and settlements realized in net income (4)
19 (5)14 
Ending balance$(587)$150 $(437)
Total other comprehensive income (loss)1,233 (315)918 
Total accumulated other comprehensive income (loss), end of period$(2,540)$646 $(1,894)
Nine Months Ended September 30, 2023
Pre-tax AOCI Activity
Tax Effect (1)
Net AOCI Activity
(In millions)
Total accumulated other comprehensive income (loss), beginning of period$(4,481)$1,138 $(3,343)
Unrealized losses on securities transferred to held to maturity:
Beginning balance$(11)$2 $(9)
Reclassification adjustments for amortization on unrealized losses (2)
1 — 1 
Ending balance$(10)$2 $(8)
Unrealized gains (losses) on securities available for sale:
Beginning balance$(3,433)$872 $(2,561)
Unrealized gains (losses) arising during the period(695)177 (518)
Reclassification adjustments for securities (gains) losses realized in net income (3)
3 — 3 
Change in AOCI from securities available for sale activity in the period(692)177 (515)
Ending balance$(4,125)$1,049 $(3,076)
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Beginning balance$(468)$119 $(349)
Unrealized gains (losses) on derivatives arising during the period(665)169 (496)
Reclassification adjustments for (gains) losses realized in net income (2)
129 (33)96 
Change in AOCI from derivative activity in the period(536)136 (400)
Ending balance$(1,004)$255 $(749)
Defined benefit pension plans and other post employment benefit plans:
Beginning balance$(569)$145 $(424)
Reclassification adjustments for amortization of actuarial (gains) losses and settlements realized in net income (4)
27 (6)21 
Ending balance$(542)$139 $(403)
Total other comprehensive income (loss)(1,200)307 (893)
Total accumulated other comprehensive income (loss), end of period$(5,681)$1,445 $(4,236)
____
(1)The impact of all AOCI activity is shown net of the related tax impact, calculated using an effective tax rate of approximately 25 percent.
(2)Reclassification amount is recognized in net interest income in the consolidated statements of income.
(3)Reclassification amount is recognized in securities gains (losses), net in the consolidated statements of income.
(4)Reclassification amount is recognized in other non-interest expense in the consolidated statements of income. Additionally, these accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost (see Note 8 for additional details).