Citizens Financial eliminates Series F Preferred Stock after redemption, restates charter

CITIZENS FINANCIAL GROUP INC/RI

All outstanding shares of 5.650% Series F Preferred Stock were redeemed on October 6, 2025.
Filed Certificate of Elimination to remove Series F Preferred Stock from Restated Certificate of Incorporation.
Also filed Restated Certificate of Incorporation integrating previously filed Series I Preferred Stock designations.
No financial impact; this is a procedural update following the redemption.

Key facts

Extracted from this filing and checked against the source text.

Governance Changes SEC 8-K Item 5.03/5.05/5.06 confidence 0.9

CITIZENS FINANCIAL GROUP INC/RI: Filed a Certificate of Elimination to eliminate Series F Preferred Stock and a Restated Certificate of Incorporation integrating Series I Preferred Stock (effective 2025-10-06).

Change: charter amendment
Effective: 2025-10-06

Exact text from the filing

On October 6, 2025, Citizens Financial Group, Inc. (the “Company”) filed a Certificate of Elimination to its Restated Certificate of Incorporation with the Secretary of State of the State of Delaware, which, effective upon filing, eliminated from the Restated Certificate of Incorporation all matters set forth in the Certificate of Designations with respect to its 5.650% Fixed-Rate Reset Non-Cumulative Perpetual Preferred Stock, Series F (the “Series F Preferred Stock”). All outstanding shares of the Series F Preferred Stock were redeemed on October 6, 2025. A copy of the Certificate of Elimination relating to the Series F Preferred Stock is filed as Exhibit 3.1 to this Current Report on Form 8-K and is incorporated herein by reference. A Restated Certificate of Incorporation reflecting (i) the elimination of the Series F Preferred Stock; and (ii) the integration of the Company’s previously filed Certificate of Designations for the 6.500% Fixed-Rate Reset Non-Cumulative Perpetual Prefer

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Source: SEC EDGAR

accession 0000759944-25-000133

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