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Stockholders' Equity and Accumulated Other Comprehensive Income (Loss)
 12 Months Ended
Dec. 31, 2024
Equity [Abstract]  
Stockholders' Equity and Accumulated Other Comprehensive Income (Loss)
NOTE 14. SHAREHOLDERS' EQUITY AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
PREFERRED STOCK
The following table presents a summary of the non-cumulative perpetual preferred stock:
20242023
Issuance DateEarliest Redemption Date
Dividend Rate (1)
Liquidation AmountLiquidation preference per ShareLiquidation preference per Depositary ShareOwnership Interest per Depositary ShareShares Issued and OutstandingCarrying AmountCarrying Amount
(Dollars in millions, except for share and per share amounts)
Series B(2)
4/29/20149/15/20246.375 %$— $1,000 $25 1/40th— $— $433 
Series C4/30/20195/15/20295.700 %
(3)
500 1,000 25 1/40th500,000490 490 
Series D6/5/20209/15/20255.750 %
(4)
350 100,000 1,000 1/100th3,500346 346 
Series E5/4/20216/15/20264.450 %400 1,000 25 1/40th400,000390 390 
Series F7/29/20249/15/20296.950 %
(5)
500 1,000 25 1/40th500,000 489 — 
$1,750 1,403,500 $1,715 $1,659 
_________
(1)Dividends on all series of preferred stock, if declared, accrue and are payable quarterly in arrears.
(2)The shares were fully redeemed on September 16, 2024.
(3)Dividends, if declared, will be paid quarterly at an annual rate equal to (i) for each period beginning prior to August 15, 2029, 5.700%, and (ii) for each period beginning on or after August 15, 2029, three-month CME Term SOFR plus 3.410% which includes a 0.262% spread adjustment for the transition to SOFR in accordance with ISDA protocols.
(4)Dividends, if declared, will be paid quarterly at an annual rate equal to (i) for each period beginning prior to September 15, 2025, 5.750%, and (ii) for each period beginning on or after September 15, 2025, the five-year Treasury rate as of the most recent reset dividend determination date plus 5.426%.
(5)Dividends, if declared, will be paid quarterly at an annual rate equal to (i) for each period beginning prior to September 15, 2024, 6.950% and (ii) for each period beginning on or after September 15, 2029, the five-year Treasury rate as of the most recent reset dividend determination date plus 2.771%.
All series of preferred stock have no stated maturity and redemption is solely at Regions' option, subject to regulatory approval, in whole, or in part, after the earliest redemption date or in whole, but not in part, at any time following a regulatory capital treatment event for the Series C, Series D, Series E, and Series F preferred stock.
Regions completed the issuance of Series F preferred stock during the third quarter of 2024 as shown in the table above. The Company incurred $11 million of issuance costs associated with the transaction with an initial partial dividend occurring in the third quarter. The Series B preferred stock was redeemed in the third quarter of 2024. Upon redemption, additional paid-in-capital was reduced by $52 million related to Series B preferred dividends that were recorded as a reduction of preferred stock, including related surplus, and net income available to common shareholders was reduced by $15 million related to issuance costs.
The Board of Directors declared cash dividends of $91 million and $98 million on Series B, Series C, Series D, and Series E of preferred stock during 2024 and 2023, respectively. The board declared $13 million in cash dividends on Series F preferred stock during 2024; the initial quarterly cash dividend for Series F preferred stock was declared in the third quarter of 2024. In total, the Board of Directors declared $104 million and $98 million in cash dividends on preferred stock in 2024 and 2023, respectively.
In the event Series C, Series D, Series E, or Series F preferred shares are redeemed in full at their respective liquidation amounts, $10 million, $4 million, $10 million, or $11 million in excess of the redemption amount over the carrying amount will be recognized, respectively. These excess amounts represent issuance costs that were recorded as reductions to preferred stock, including related surplus, and will be recorded as reductions to net income available to common shareholders.
COMMON STOCK
The Company's results of the 2024 stress test from the Federal Reserve reflect that the Company exceeded all minimum capital levels. The Company's SCB will remain floored at 2.5 percent from the fourth quarter of 2024 through the third quarter of 2025.
On April 20, 2022, the Board authorized the repurchase of up to $2.5 billion of the Company's common stock, permitting purchases from the second quarter of 2022 through the fourth quarter of 2024. As of December 31, 2024, Regions had repurchased approximately 34 million shares of common stock at a total cost of $614 million under this plan. All of these shares were immediately retired upon repurchase and therefore were not included in treasury stock. On December 10, 2024, the Board authorized an extension of the common stock repurchase program through the fourth quarter of 2025.
Regions declared $0.98 per share in cash dividends for 2024, $0.88 per common share for 2023, and $0.74 for 2022.
 2024
 Pre-tax AOCI Activity
Tax Effect and Other (1)
Net AOCI Activity
 (In millions)
Total accumulated other comprehensive income (loss), beginning of period$(3,773)$961 $(2,812)
Unrealized losses on securities transferred to held to maturity:
Beginning balance$(9)$1 $(8)
Unrealized gains (losses) on securities transferred from available for sale during the period(754)192 (562)
Reclassification adjustments for amortization on unrealized losses on securities transferred to held for maturity (2)
19 (5)14 
Change in AOCI from securities held to maturity activity in the period(735)187 (548)
Ending balance$(744)$188 $(556)
Unrealized gains (losses) on securities available for sale:
Beginning balance$(2,759)$703 $(2,056)
Unrealized (gains) losses on securities transferred to held to maturity during the period754 (192)562 
Unrealized gains (losses) arising during the period(161)31 (130)
Reclassification adjustments for securities (gains) losses realized in net income (3)
208 (52)156 
Change in AOCI from securities available for sale activity in the period801 (213)588 
Ending balance$(1,958)$490 $(1,468)
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Beginning balance$(399)$102 $(297)
Unrealized gains (losses) on derivatives arising during the period(683)172 (511)
Reclassification adjustments for (gains) losses realized in net income (2)
420 (106)314 
Change in AOCI from derivative activity in the period(263)66 (197)
Ending balance$(662)$168 $(494)
Defined benefit pension plans and other post employment benefit plans:
Beginning balance$(606)$155 $(451)
Net actuarial gains (losses) arising during the period27 (9)18 
Reclassification adjustments for amortization of actuarial (gains) losses and settlements realized in net income (4)
31 (8)23 
Change in AOCI from defined benefit pension plans and other post employment benefits activity in the period58 (17)41 
Ending balance$(548)$138 $(410)
Total other comprehensive income (loss)(139)23 (116)
Total accumulated other comprehensive income (loss), end of period$(3,912)$984 $(2,928)
2023
Pre-tax AOCI Activity
Tax Effect (1)
Net AOCI Activity
(In millions)
Total accumulated other comprehensive income (loss), beginning of period$(4,481)$1,138 $(3,343)
Unrealized losses on securities transferred to held to maturity:
Beginning balance$(11)$2 $(9)
Reclassification adjustments for amortization on unrealized losses (2)
2 (1)1 
Ending balance$(9)$1 $(8)
Unrealized gains (losses) on securities available for sale:
Beginning balance$(3,433)$872 $(2,561)
Unrealized gains (losses) arising during the period669 (168)501 
Reclassification adjustments for securities (gains) losses realized in net income (3)
5 (1)4 
Change in AOCI from securities available for sale activity in the period674 (169)505 
Ending balance$(2,759)$703 $(2,056)
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Beginning balance$(468)$119 $(349)
Unrealized gains (losses) on derivatives arising during the period(167)43 (124)
Reclassification adjustments for (gains) losses realized in net income (2)
236 (60)176 
Change in AOCI from derivative activity in the period69 (17)52 
Ending balance$(399)$102 $(297)
Defined benefit pension plans and other post employment benefit plans:
Beginning balance$(569)$145 $(424)
Net actuarial gains (losses) arising during the period(82)21 (61)
Reclassification adjustments for amortization of actuarial (gains) losses and settlements realized in net income (4)
45 (11)34 
Change in AOCI from defined benefit pension plans and other post employment benefits activity in the period(37)10 (27)
Ending balance$(606)$155 $(451)
Total other comprehensive income (loss)708 (177)531 
Total accumulated other comprehensive income (loss), end of period$(3,773)$961 $(2,812)
2022
Pre-tax AOCI Activity
Tax Effect (1)
Net AOCI Activity
(In millions)
Total accumulated other comprehensive income (loss), beginning of period$387 $(98)$289 
Unrealized losses on securities transferred to held to maturity:
Beginning balance$(14)$3 $(11)
Reclassification adjustments for amortization on unrealized (gains) losses (2)
3 (1)2 
Ending balance$(11)$2 $(9)
Unrealized gains (losses) on securities available for sale:
Beginning balance$218 $(55)$163 
Unrealized gains (losses) arising during the period(3,652)927 (2,725)
Reclassification adjustments for securities losses realized in net income (3)
1 — 1 
Change in AOCI from securities available for sale activity in the period(3,651)927 (2,724)
Ending balance$(3,433)$872 $(2,561)
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Beginning balance$830 $(209)$621 
Unrealized gains (losses) on derivatives arising during the period(1,158)292 (866)
Reclassification adjustments for (gains) losses realized in net income (2)
(140)36 (104)
Change in AOCI from derivative activity in the period(1,298)328 (970)
Ending balance$(468)$119 $(349)
Defined benefit pension plans and other post employment benefit plans:
Beginning balance$(647)$163 $(484)
Net actuarial gains (losses) arising during the period40 (7)33 
Reclassification adjustments for amortization of actuarial (gains) losses and settlements realized in net income (4)
38 (11)27 
Change in AOCI from defined benefit pension plans and other post employment benefits activity in the period78 (18)60 
Ending balance$(569)$145 $(424)
Total other comprehensive income (loss)(4,868)1,236 (3,632)
Total accumulated other comprehensive income (loss), end of period$(4,481)$1,138 $(3,343)
____
(1)The impact of all AOCI activity is shown net of tax, the tax effect is calculated using a nominal rate of approximately 25 percent.
(2)Reclassification amount is recognized in net interest income in the consolidated statements of income.
(3)Reclassification amount is recognized in securities gains (losses), net in the consolidated statements of income.
(4)Reclassification amount is recognized in other non-interest expense in the consolidated statements of income. Additionally, these accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost (see Note 17 for additional details).