UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): December 10, 2019
CITIZENS FINANCIAL GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-36636 | 05-0412693 | ||
(State or other jurisdiction of incorporation ) | (Commission File No.) | (IRS Employer Identification No.) |
One Citizens Plaza Providence, RI | 02903 | |||
(Address of principal executive offices) | (Zip code) | |||
Registrant’s telephone number, including area code: (401) 456-7000
Not Applicable
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading symbol(s) | Name of each exchange on which registered | ||
Common stock, $0.01 par value per share | CFG | New York Stock Exchange | ||
Depositary Shares, each representing a 1/40th interest in a share of 6.350% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series D | CFG PrD | New York Stock Exchange | ||
Depositary Shares, each representing a 1/40th interest in a share of 5.000% Fixed-Rate Non-Cumulative Perpetual Preferred Stock, Series E | CFG PrE | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
| Item 5.02 (b) | Departure of Directors or Certain Officers; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On December 10, 2019, Citizens Financial Group, Inc. (the “Company”) announced that Brad Conner, Head of Consumer Banking, will be retiring effective March 3, 2020.
The Company also announced that Brendan Coughlin has been appointed Head of Consumer Banking effective January 27, 2020. Mr. Coughlin, who was appointed to the Company’s Executive Committee in 2017, currently leads Consumer Deposits and Lending.
In addition, the Company announced that Beth Johnson has been elevated to a newly established enterprise role as Chief Experience Officer effective January 27, 2020. Ms. Johnson is currently the Company’s Chief Marketing Officer and Head of Virtual Channels.
A copy of the Company’s press release is attached to this report as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
Exhibit Number | Description | |||||
(d) | Exhibit 99.1 | Citizens Financial Group, Inc. press release dated December 10, 2019 | ||||
Exhibit 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CITIZENS FINANCIAL GROUP, Inc. | ||
By: | /s/ Stephen T. Gannon | |
Stephen T. Gannon | ||
Executive Vice President, General Counsel | ||
and Chief Legal Officer | ||
Date: December 10, 2019