Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-34034 REGIONS FINANCIAL CORPORATION (Exact name of registrant as specified in its charter) Delaware 63-0589368 (State or other j ...

Regions Financial Corporation (NYSE:RF) Q4 2021 Earnings Conference Call January 20, 2021 10:00 AM ET Company Participants Dana Nolan - Executive Vice President & Head of Investor Relations John Turner - President & CEO David Turner - CFO Conference Call Participants Erika Najarian - UBS Betsy Graseck - Morgan Stanley John Pancari - Evercore ISI Bill Carcache - Wolfe Research Ebrahim Poonawala - Bank of America Ken Usdin - Jefferies Gerard Cassidy - RBC Matt O'Connor - Deutsche Bank Steven Scouten - Piper S ...

[Part I. Financial Information](index=10&type=section&id=Part%20I.%20Financial%20Information) [Financial Statements (Unaudited)](index=10&type=section&id=Item%201.%20Financial%20Statements%20(Unaudited)) This section presents the company's unaudited consolidated financial statements as of September 30, 2021 [Consolidated Balance Sheets](index=10&type=section&id=Consolidated%20Balance%20Sheets) Total assets grew to $156.2 billion, driven by a significant increase in deposits and debt securities Consolidated Balance Sheet Highlights (in millions) | Account | Sep 30, 2021 | Dec 31, 2020 | | :--- | :--- | :--- | | **Total Assets** | **$156,153** | **$147,389** | | Net Loans | $81,842 | $83,099 | | Debt Securities (AFS & HTM) | $29,931 | $28,276 | | Goodwill | $5,181 | $5,190 | | **Total Liabilities** | **$137,530** | **$129,278** | | Total Deposits | $132,039 | $122,479 | | Long-term Borrowings | $2,451 | $3,569 | | **Total Equity** | **$18,623** | **$18,111** | [Consolidated Statements of Income](index=11&type=section&id=Consolidated%20Statements%20of%20Income) Q3 2021 net income rose to $624 million, driven by a significant benefit from credit loss provisions Income Statement Highlights (in millions, except per share data) | Metric | Q3 2021 | Q3 2020 | Nine Months 2021 | Nine Months 2020 | | :--- | :--- | :--- | :--- | :--- | | Net Interest Income | $965 | $988 | $2,895 | $2,888 | | Provision for (benefit from) credit losses | ($155) | $113 | ($634) | $1,368 | | Non-interest Income | $649 | $655 | $1,909 | $1,713 | | Non-interest Expense | $938 | $896 | $2,764 | $2,656 | | **Net Income** | **$651** | **$530** | **$2,083** | **$478** | | **Net Income Available to Common Shareholders** | **$624** | **$501** | **$1,986** | **$403** | | **Diluted EPS** | **$0.65** | **$0.52** | **$2.06** | **$0.42** | [Notes to Consolidated Financial Statements](index=16&type=section&id=Notes%20to%20Consolidated%20Financial%20Statements) These notes detail accounting policies for key areas like debt securities, loans, equity, and derivatives - The company's debt securities portfolio increased to **$29.9 billion** as of September 30, 2021, from $28.3 billion at year-end 2020[41](index=41&type=chunk)[42](index=42&type=chunk)[184](index=184&type=chunk) - The Allowance for Credit Losses (ACL) **decreased significantly to $1.5 billion** at September 30, 2021, reflecting an improved economic outlook[51](index=51&type=chunk)[54](index=54&type=chunk)[207](index=207&type=chunk) - During Q2 2021, the company issued **$400 million of Series E preferred stock** and authorized a **$2.5 billion common stock repurchase program**[95](index=95&type=chunk)[98](index=98&type=chunk)[233](index=233&type=chunk) - The company utilizes derivative instruments with a total notional amount of **$128.8 billion** for risk management[114](index=114&type=chunk)[115](index=115&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=56&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management analyzes Q3 2021 financial condition and operating results, including economic impacts - Q3 2021 net income available to common shareholders was **$624 million ($0.65 per diluted share)**, up from $501 million in Q3 2020[176](index=176&type=chunk)[178](index=178&type=chunk) - The economic outlook has improved, with a baseline forecast for **real GDP growth of 5.5% in 2021**[172](index=172&type=chunk) - The company **acquired EnerBank USA** on October 1, 2021, adding approximately **$3.1 billion in consumer loans**[170](index=170&type=chunk) 2021 Expectations (excluding acquisitions) | Category | Expectation | | :--- | :--- | | Total Adjusted Revenue | Up modestly | | Adjusted Non-Interest Expense | Up modestly | | Adjusted Average Loans | Down low single digits | | Adjusted Ending Loans | Up low single digits | | Net charge-offs / average loans | Approximately 25 basis points | | Effective tax rate | 22-23% | [Balance Sheet Analysis](index=59&type=section&id=Balance%20Sheet%20Analysis) The balance sheet reflects a slight loan portfolio decrease, a reduced ACL, and strong deposit growth - Total loans decreased by $2.0 billion to $83.3 billion, primarily due to a **$2.1 billion reduction in PPP loans**[188](index=188&type=chunk) - The allowance for credit losses (ACL) **decreased to $1.5 billion (1.80% of total loans)** from $2.3 billion at year-end 2020[178](index=178&type=chunk)[207](index=207&type=chunk) - Total deposits **increased by $9.6 billion to $132.0 billion**, driven by pandemic-related inflows[229](index=229&type=chunk) - The company maintains a strong **Common Equity Tier 1 (CET1) ratio of 10.76%**, up from 9.84% at year-end 2020[176](index=176&type=chunk)[237](index=237&type=chunk) [Operating Results](index=82&type=section&id=Operating%20Results) Operating results show a compressed net interest margin, stable non-interest income, and higher expenses - **Net interest margin was 2.76%** in Q3 2021, down from 3.13% in Q3 2020, impacted by excess liquidity[178](index=178&type=chunk)[257](index=257&type=chunk) - Non-interest income decreased slightly by $6 million to $649 million, as **lower mortgage income was offset by higher capital markets income**[178](index=178&type=chunk)[279](index=279&type=chunk) - Non-interest expense **increased by $42 million to $938 million** in Q3 2021, due to higher compensation and a loss on debt extinguishment[178](index=178&type=chunk)[283](index=283&type=chunk) - The company is asset sensitive, with a gradual **100 bps rate increase estimated to boost net interest income by $128 million to $258 million**[258](index=258&type=chunk)[262](index=262&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=94&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section details the company's primary market risk from interest rates and its management strategies - The company's **primary market risk is interest rate risk**, with details incorporated by reference from the MD&A section[288](index=288&type=chunk) [Controls and Procedures](index=94&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and internal controls over financial reporting were effective - The CEO and CFO concluded that the company's **disclosure controls and procedures are effective** as of the end of the period[288](index=288&type=chunk) - **No material changes** were made to the company's internal control over financial reporting during the quarter[288](index=288&type=chunk) [Part II. Other Information](index=95&type=section&id=Part%20II.%20Other%20Information) [Legal Proceedings](index=95&type=section&id=Item%201.%20Legal%20Proceedings) The company faces potential legal losses and is cooperating with a CFPB investigation into overdraft practices - Regions estimates a **reasonably possible loss of up to approximately $20 million** in excess of accrued amounts for legal contingencies[160](index=160&type=chunk) - The company is cooperating with a **Consumer Financial Protection Bureau (CFPB) investigation** regarding its overdraft practices[161](index=161&type=chunk) [Risk Factors](index=95&type=section&id=Item%201A.%20Risk%20Factors) No material changes have been made to the risk factors previously disclosed in the 2020 Annual Report - There are **no material changes** to the risk factors disclosed in the company's 2020 Annual Report on Form 10-K[290](index=290&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=95&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Share repurchases were temporarily paused in Q3 2021 pending the closing of the EnerBank acquisition - Regions **did not repurchase any common stock** during the three-month period ended September 30, 2021[291](index=291&type=chunk) - A **temporary pause on share repurchases** was in effect until the closing of the EnerBank acquisition on October 1, 2021[291](index=291&type=chunk) [Exhibits](index=96&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including required CEO and CFO certifications - The exhibits include **certifications from the CEO and CFO** pursuant to the Sarbanes-Oxley Act of 2002[293](index=293&type=chunk)[294](index=294&type=chunk)

Financial Data and Key Metrics Changes - The company achieved earnings of $624 million, resulting in earnings per share of $0.65, with adjusted pre-tax, pre-provision income increasing by 4% sequentially [6][22] - Adjusted average and ending loans increased approximately 1% during the quarter, with expectations for full-year 2021 adjusted average loan balances to be down by low single digits compared to 2020 [12][22] - Net interest income from PPP loans decreased by $12 million from the prior quarter, but is expected to pick up in the fourth quarter [14][22] - Adjusted non-interest income increased by 8% from the prior quarter, primarily due to strong capital markets activity [16][22] Business Line Data and Key Metrics Changes - Consumer loans reflected strong mortgage production, but were negatively impacted by exit portfolios and further pay-downs in home equity [12][22] - Adjusted non-interest expenses increased by 3% in the quarter, driven by higher salary and benefits [18][22] - Card and ATM fees remained stable, with debit and credit card spending above pre-pandemic levels [18][22] Market Data and Key Metrics Changes - The company operates in a 15-state footprint where unemployment levels are improving and are well below the national level [7][22] - The company reported strong new account growth, with year-to-date net account growth exceeding account growth for the preceding three years combined [7][22] Company Strategy and Development Direction - The company continues to make strategic investments in core and growth markets to deepen existing relationships and grow new customers [7][22] - Recent acquisitions, including EnerBank and Sabal Capital Partners, are aimed at expanding capabilities in consumer and corporate banking [9][22] - The company is focused on digital and data investments to enhance customer experience, with over two-thirds of customer transactions being digital [10][22] Management's Comments on Operating Environment and Future Outlook - Management expressed optimism about the economic recovery and the health of business and consumer customers, noting that credit quality has exceeded expectations [7][22] - The company anticipates net interest income growth between 5% and 6% in the fourth quarter, driven by a strengthening economy and higher rates [16][22] - Management is committed to generating positive operating leverage over time while managing expenses prudently [19][22] Other Important Information - The allowance for credit losses declined to 1.8% of total loans, reflecting better-than-expected credit trends [20][22] - The common equity Tier 1 ratio increased to an estimated 10.8%, with plans to manage capital levels through share repurchases [22][22] Q&A Session Summary Question: Loan growth sources on the commercial side - Management noted improvements in line utilization and production levels consistent with pre-pandemic levels, with commitments up by over $2 billion [24][26] Question: Deposit betas and assumptions - Management indicated that deposit betas for surge deposits are expected to be higher than core deposits, with a beta closer to 75% for the 70% of surge deposits likely to run off [27][28] Question: Long-term repositioning and asset sensitivity - Management aims to reduce interest rate risk while preparing for potential rate increases, with a focus on maintaining a balanced approach to hedging [30][32] Question: Capital markets revenue opportunities - Management expressed confidence in the growth of capital markets contributions to non-interest revenue, with ongoing investments in capabilities [41][43] Question: Capital allocation and buyback plans - Management confirmed plans to prioritize investments in non-bank acquisitions before share repurchases, aiming for a common equity Tier 1 ratio of 9.5% by year-end [46][22] Question: Loan sales and credit risk management - Management clarified that recent loan sales were minor and aimed at offloading loans that did not meet their risk profile [53][54] Question: Consumer lending opportunities - Management highlighted the strategic importance of focusing on homeowners, anticipating growth in mortgage and consumer lending [58][22]

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the quarterly period ended June 30, 2021 or ☐ Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 For the transition period from to Commission File Number: 001-34034 Regions Financial Corporation (Exact name of registrant as specified in its charter) Delaware 63-0589368 (State or o ...

Regions Financial Corporation (NYSE:RF) Q2 2021 Earnings Conference Call July 23, 2021 10:00 AM ET Company Participants Dana Nolan - Executive Vice President & Head of Investor Relations John Turner - President & Chief Executive Officer David Turner - Chief Financial Officer Conference Call Participants Matt O'Connor - Deutsche Bank Jennifer Demba - Truist Securities Gerard Cassidy - RBC John Pancari - Evercore ISI Betsy Graseck - Morgan Stanley Ken Usdin - Jefferies Bill Carcache - Wolfe Research Christoph ...