Preferred Shares

9 Months Ended

Sep. 30, 2021

The Board of Directors is authorized to permit us to issue up to 20 million preferred shares at a par value of $1.662/3 without further shareholder approval. The following table summarizes our preferred shares issued and outstanding as of September 30, 2021:

Series B

Series D

Issuance Date

November 10, 2014

August 3, 2021

Securities issued

750 Preferred shares; represented by 750,000 depositary shares

1,600 Preferred shares; represented by 1,600,000 depositary shares

Dividend rate per annum

5.20% through November 14, 2019; 3-month LIBOR plus 3.428% thereafter

3.55% through September 14, 2026; resets September 15, 2026 and every subsequent 5-year anniversary at 5-year Treasury rate plus 2.854%

Dividend payment date

Semi-annual beginning May 15, 2015 and, quarterly beginning February 15, 2020

Quarterly beginning September 15, 2021

Earliest redemption date

November 15, 2019

September 15, 2026

Aggregate liquidation preference

$750 million

$1,600 million

Carrying value (a)

$742 million

$1,584 million

(a)Carrying value, presented in the Statements of Shareholders' Equity, represents the issuance proceeds, net of underwriting fees and offering costs.

In the event of the voluntary or involuntary liquidation, dissolution or winding up of the Company, the preferred shares then outstanding take precedence over our common shares for the payment of dividends and the distribution of assets out of funds legally available for distribution to shareholders. We may redeem each outstanding series of preferred shares at $1 million per preferred share (equivalent to $1,000 per depositary share) plus any declared but unpaid dividends in whole or in part, from time to time, on any dividend payment date on or after the respective earliest redemption date, or in whole, but not in part, within 90 days of certain bank regulatory changes.

We paid $850 million to redeem in full the outstanding 4.900% Fixed Rate/Floating Rate Noncumulative Preferred Shares, Series C, on September 15, 2021. The difference between the redemption value and carrying value of the redeemed Series C preferred shares resulted in a $9 million reduction to net income available to common shareholders. On October 15, 2021, we issued a redemption notice for all outstanding Series B preferred shares; the redemption date will be November 15, 2021.