v3.26.1
Stockholders' Equity
3 Months Ended
Mar. 31, 2026
Stockholders' Equity Note [Abstract]  
Stockholders' Equity Stockholders’ Equity
Common and Nonvoting Common Stock

During the three months ended March 31, 2026, CSC repurchased 24.3 million shares of its common stock under its $20.0 billion authorization for $2.4 billion. As of March 31, 2026 approximately $12.1 billion remained on the $20.0 billion authorization.

On February 12, 2025, TD Group US Holdings LLC, an affiliate of TD Bank, completed a secondary public offering of the Company’s common shares through which TD Group US Holdings LLC sold 133.8 million shares of the Company’s common stock and 31.7 million shares of the Company’s nonvoting common stock, which automatically converted into common stock. The offering was completed at a price of $79.25 per share, for an aggregate amount of $13.1 billion. The Company did not receive any of the proceeds from this sale.

Concurrent with the completion of the secondary offering, and pursuant to a repurchase agreement dated February 9, 2025, the Company repurchased directly from TD Group US Holdings LLC its remaining 19.2 million shares of nonvoting common stock at a price of $77.982 per share for an aggregate repurchase amount of $1.5 billion, which settled on February 12, 2025. The shares of nonvoting common stock automatically converted into common stock upon repurchase and transferred to treasury stock, reducing the number of shares outstanding. These shares were purchased under CSC’s previous $15.0 billion share repurchase authorization.

Through the completion of the secondary offering and the Company’s repurchase of nonvoting common stock, TD Bank disposed of all of its common shares of CSC and as of February 12, 2025, the Company had no remaining nonvoting common stock outstanding.
Common stock repurchases, net of issuances, are subject to a nondeductible excise tax which is recognized as a direct and incremental cost associated with these transactions. The tax is recorded as part of the cost basis of the treasury stock repurchased, resulting in no impact to the condensed consolidated statements of income.

Preferred Stock

The Company’s preferred stock issued and outstanding is as follows:
Liquidation Preference Per ShareDividend Rate in Effect at March 31, 2026Earliest Redemption DateDate at Which Dividend Rate Resets or Becomes Floating
Reset / Floating Rate
Margin Over Reset / Floating Rate
Shares Issued and Outstanding (in ones) atCarrying Value at
March 31, 2026 (1)
December 31, 2025 (1)
March 31, 2026December 31, 2025Issue Date
Fixed-rate:
Series D750,000 750,000 $1,000 $728 $728 03/07/165.95%06/01/21N/AN/AN/A
Series J600,000 600,000 1,000 584 584 03/30/214.450%06/01/26N/AN/AN/A
Fixed-to-floating rate/Fixed-rate reset:
Series F4,884 4,884 100,000 481 481 10/31/175.000%12/01/2712/01/27
3M LIBOR (4)
2.575%
Series H (2)
22,267 22,267 100,000 2,200 2,200 12/11/204.000%12/01/3012/01/30
10-Year Treasury
3.079%
Series I (3)
20,554 20,554 100,000 2,030 2,030 03/18/214.000%06/01/2606/01/26
5-Year Treasury
3.168%
Series K (3)
7,500 7,500 100,000 740 740 03/04/225.000%06/01/2706/01/27
5-Year Treasury
3.256%
Total preferred
   stock
1,405,205 1,405,205 $6,763 $6,763  
(1) Represented by depositary shares.
(2) The dividend rate for Series H resets on each ten-year anniversary from the first reset date.
(3) The dividend rate for Series I and Series K resets on each five-year anniversary from the first reset date.
(4) The reset/floating rate for Series F will be determined by the calculation agent prior to the commencement of the floating rate period using what the calculation agent determines to be the industry-accepted substitute or successor base rate to LIBOR.
N/A Not applicable.

Dividends declared on the Company’s preferred stock are as follows:
Three Months Ended March 31,
20262025
Total
Declared
Per Share
Amount
Total
Declared
Per Share
Amount
Series D (1)
$11.2 $14.88 $11.2 $14.88 
Series F (2)
— — — — 
Series G (3)
— — 33.0 1,343.75 
Series H (1)
22.3 1,000.00 22.3 1,000.00 
Series I (1)
20.6 1,000.00 20.6 1,000.00 
Series J (1)
6.7 11.13 6.7 11.13 
Series K (1)
9.3 1,250.00 9.3 1,250.00 
Total$70.1 $103.1 
(1) Dividends paid quarterly.
(2) Dividends paid semi-annually until December 1, 2027 and quarterly thereafter.
(3) Series G was redeemed on June 2, 2025. Prior to redemption, dividends were paid quarterly. The final dividend was paid on June 2, 2025.

Subsequent to March 31, 2026, on April 22, 2026, the Company issued and sold 1,500,000 depositary shares, each representing a 1/100th ownership interest in a share of 6.100% fixed-rate reset non-cumulative perpetual preferred stock, Series L, $.01 par value per share, with a liquidation preference of $100,000 per share (equivalent of $1,000 per depositary share). The net proceeds of the offering were approximately $1.5 billion, after deducting the underwriting discount and estimated offering expenses.

Subsequent to March 31, 2026, on May 4, 2026, the Company announced that it will redeem on June 1, 2026 all of the 20,554 outstanding shares of its fixed-rate reset non-cumulative perpetual preferred stock, Series I, and the corresponding 2,055,433 depositary shares, each representing a 1/100th interest in a share of the Series I preferred stock. The depositary shares will be redeemed at a redemption price of $1,000 per depositary share for a total of $2.1 billion. The redemption price does not include the regular quarterly dividend that was declared on April 23, 2026 and will be paid separately on June 1, 2026.