Citizens Financial Group Elects New Directors, Amends Compensation Plan

Ticker: CFG-PI · Form: 8-K · Filed: Jun 14, 2024 · CIK: 759944

Citizens Financial Group Inc/Ri 8-K Filing Summary
FieldDetail
CompanyCitizens Financial Group Inc/Ri (CFG-PI)
Form Type8-K
Filed DateJun 14, 2024
Risk Levellow
Pages4
Reading Time5 min
Key Dollar Amounts$0.01, $6 m, $4 m, $2 million, $3.5 m
Sentimentneutral

Sentiment: neutral

Topics: governance, executive-compensation, board-changes

Related Tickers: CFG

TL;DR

CFG adds two directors and tweaks executive pay plans.

AI Summary

Citizens Financial Group, Inc. announced on June 13, 2024, changes in its board of directors and executive compensation. Specifically, the company elected two new directors, Ms. Sarah M. Flannery and Mr. Michael J. Roffler, effective June 13, 2024. Additionally, the company's Compensation Committee approved amendments to the 2023 Long-Term Incentive Plan, impacting compensatory arrangements for certain officers.

Why It Matters

Changes in board composition and executive compensation can signal shifts in company strategy or governance, potentially impacting investor confidence and future performance.

Risk Assessment

Risk Level: low — The filing reports routine corporate governance changes and compensation adjustments, which typically carry low inherent risk.

Key Players & Entities

  • Citizens Financial Group, Inc. (company) — Registrant
  • Sarah M. Flannery (person) — Newly elected director
  • Michael J. Roffler (person) — Newly elected director
  • June 13, 2024 (date) — Effective date of director elections
  • 2023 Long-Term Incentive Plan (plan) — Amended compensatory arrangement

FAQ

Who are the newly elected directors to the Citizens Financial Group board?

Ms. Sarah M. Flannery and Mr. Michael J. Roffler were elected as directors, effective June 13, 2024.

What is the effective date for the election of the new directors?

The election of Ms. Sarah M. Flannery and Mr. Michael J. Roffler is effective as of June 13, 2024.

What specific compensatory arrangement was amended?

The Compensation Committee approved amendments to the 2023 Long-Term Incentive Plan.

What is the primary purpose of this 8-K filing?

The filing reports on the departure of directors or certain officers, election of directors, appointment of certain officers, and compensatory arrangements of certain officers.

In which state is Citizens Financial Group incorporated?

Citizens Financial Group, Inc. is incorporated in Delaware.

Filing Stats: 1,173 words · 5 min read · ~4 pages · Grade level 10.7 · Accepted 2024-06-14 16:31:13

Key Financial Figures

  • $0.01 — ange on which registered Common stock, $0.01 par value per share CFG New York Stock
  • $6 m — its ("PSUs") with a grant date value of $6 million, restricted stock units ("RSUs")
  • $4 m — its ("RSUs") with a grant date value of $4 million, and a restricted cash award of $
  • $2 million — million, and a restricted cash award of $2 million. Mr. Woods has been granted PSUs with a
  • $3.5 m — granted PSUs with a grant date value of $3.5 million, RSUs with a grant date value of
  • $2.5 m — illion, RSUs with a grant date value of $2.5 million, and a restricted cash award of $
  • $1 million — million, and a restricted cash award of $1 million. The PSUs and RSUs were granted effecti
  • $4.60 — ut is ROTCE of 4.35% and Diluted EPS of $4.60. Maximum payout is earned with an annua
  • $15.79 — guidance) and cumulative Diluted EPS of $15.79 (tied to 2026 Diluted EPS of $7.26). RO
  • $7.26 — of $15.79 (tied to 2026 Diluted EPS of $7.26). ROTCE performance targets are adjuste

Filing Documents

SIGNATURES

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/ Robin S. Elkowitz Robin S. Elkowitz Executive Vice President, Deputy General Counsel and Secretary Date: June 14, 2024

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