Georgia
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58-1575035
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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Title of Each Class
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Name of Exchange on Which Registered
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Common Stock
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New York Stock Exchange
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Depositary Shares, Each Representing 1/4000
th
Interest in a Share of Perpetual Preferred Stock, Series A
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New York Stock Exchange
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5.853% Fixed-to-Floating Rate Normal Preferred Purchase Securities of SunTrust Preferred Capital I (representing interests in shares of Perpetual Preferred Stock, Series B)
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New York Stock Exchange
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Depositary Shares, Each Representing 1/4000
th
Interest in a Share of Perpetual Preferred Stock, Series E
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New York Stock Exchange
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Warrants to Purchase Common Stock at $44.15 per share, expiring November 14, 2018, Series B
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New York Stock Exchange
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Warrants to Purchase Common Stock at $33.70 per share, expiring December 31, 2018, Series A
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New York Stock Exchange
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Large accelerated filer
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þ
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Accelerated filer
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¨
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Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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Smaller reporting company
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¨
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Emerging growth company
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¨
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Item 1.
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BUSINESS
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Item 1A.
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RISK FACTORS
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•
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The yield on earning assets and rates paid on interest-bearing liabilities may change in disproportionate ways; or
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•
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The value of certain on-balance sheet and off-balance sheet financial instruments that we hold could change adversely.
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•
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variations in our quarterly results
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•
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changes in market valuations of companies in the financial services industry
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•
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governmental and regulatory legislation or actions
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•
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issuances of shares of common stock or other securities in the future
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•
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changes in dividends and capital returns
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•
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the addition or departure of key personnel
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•
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cyclical fluctuations
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•
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changes in financial estimates or recommendations by securities analysts regarding us or shares of our common stock
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•
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announcements by us or our competitors of new services or technology, acquisitions, or joint ventures
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•
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activity by short sellers and changing government restrictions on such activity
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Item 1B.
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UNRESOLVED STAFF COMMENTS
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Item 2.
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PROPERTIES
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Item 3.
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LEGAL PROCEEDINGS
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Item 4.
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MINE SAFETY DISCLOSURES
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Item 5.
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MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
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Cumulative Total Return for the Years Ended December 31
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||||||||||||||||||||||
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2012
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2013
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2014
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2015
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2016
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2017
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||||||||||||
SunTrust
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$100.00
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$131.08
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$151.69
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$158.43
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$206.54
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$248.19
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S&P 500 Index
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100.00
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132.04
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149.89
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151.94
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169.82
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206.49
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||||||
S&P 500 Banks Industry Index
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100.00
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135.28
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155.99
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157.27
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194.35
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237.57
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Common Stock
1
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||||||||
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Total Number of Shares Purchased
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Average Price Paid per Share
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Number of Shares
Purchased as Part of
Publicly Announced
Plans or Programs
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Approximate Dollar Value
of Equity that May Yet Be
Purchased Under the Plans
or Programs at Period End
(in millions)
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||
January 1 - 31
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—
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$—
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—
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$480
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February 1 - 28
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1,904,300
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59.54
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1,904,300
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367
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March 1 - 31
2
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5,108,154
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58.85
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2,110,532
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240
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Total during first quarter of 2017
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7,012,454
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59.04
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4,014,832
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240
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April 1 - 30
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2,281,000
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57.17
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2,281,000
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110
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May 1 - 31
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1,898,455
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57.73
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1,898,455
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—
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June 1 - 30
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—
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—
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—
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—
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Total during second quarter of 2017
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4,179,455
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57.42
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4,179,455
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—
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July 1 - 31
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1,721,800
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57.14
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1,721,800
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1,222
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August 1 - 31
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4,045,893
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57.25
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4,045,893
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990
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September 1 - 30
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—
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—
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—
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990
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Total during third quarter of 2017
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5,767,693
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57.22
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5,767,693
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990
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October 1 - 31
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—
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—
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—
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990
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November 1 - 30
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2,309,008
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59.14
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2,309,008
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853
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December 1 - 31
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3,004,832
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64.37
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3,004,832
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660
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Total during fourth quarter of 2017
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5,313,840
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62.10
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5,313,840
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660
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Total year-to-date 2017
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22,273,442
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$58.99
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19,275,820
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$660
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Item 6. SELECTED FINANCIAL DATA
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Year Ended December 31
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||||||||||||||||||
(Dollars in millions and shares in thousands, except per share data)
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2017
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2016
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2015
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2014
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2013
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||||||||||
Summary of Operations:
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Interest income
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$6,387
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$5,778
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$5,265
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$5,384
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$5,388
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Interest expense
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754
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557
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501
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544
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535
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Net interest income
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5,633
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5,221
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4,764
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4,840
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4,853
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Provision for credit losses
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409
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444
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165
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342
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553
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Net interest income after provision for credit losses
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5,224
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4,777
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4,599
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4,498
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4,300
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|||||
Noninterest income
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3,354
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3,383
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3,268
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3,323
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3,214
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|||||
Noninterest expense
1
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5,764
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5,468
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5,160
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5,543
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5,831
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|||||
Income before provision for income taxes
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2,814
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2,692
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2,707
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2,278
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1,683
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|||||
Provision for income taxes
1
|
532
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805
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764
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493
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322
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|||||
Net income attributable to noncontrolling interest
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9
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9
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10
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11
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17
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|||||
Net income
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$2,273
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$1,878
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$1,933
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$1,774
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$1,344
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Net income available to common shareholders
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$2,179
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$1,811
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$1,863
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$1,722
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$1,297
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Adjusted net income available to common shareholders
2
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$2,179
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$1,811
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$1,863
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$1,729
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$1,476
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Net interest income-FTE
2
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$5,778
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$5,359
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$4,906
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$4,982
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$4,980
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Total revenue
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8,987
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8,604
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8,032
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8,163
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8,067
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|||||
Total revenue-FTE
2
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9,132
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8,742
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8,174
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8,305
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8,194
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|||||
Total adjusted revenue-FTE
2
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9,132
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8,742
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8,174
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8,200
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8,257
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|||||
Net income per average common share:
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Diluted
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$4.47
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$3.60
|
|
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$3.58
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$3.23
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$2.41
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Adjusted diluted
2
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4.47
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|
|
3.60
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|
|
3.58
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3.24
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2.74
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|||||
Basic
|
4.53
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|
|
3.63
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3.62
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3.26
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2.43
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|||||
Dividends declared per common share
|
1.32
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1.00
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0.92
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0.70
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0.35
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|||||
Book value per common share
|
47.94
|
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|
45.38
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43.45
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41.32
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38.39
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|||||
Tangible book value per common share
2
|
34.82
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|
32.95
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|
31.45
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|
29.62
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|
26.79
|
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|||||
Market capitalization
|
30,417
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|
26,942
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|
|
21,793
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21,978
|
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|
19,734
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|||||
Period End Balances:
|
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|
||||||||||
Total assets
|
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$205,962
|
|
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|
$204,875
|
|
|
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$190,817
|
|
|
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$190,328
|
|
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$175,335
|
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Earning assets
|
182,710
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|
184,610
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|
172,114
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|
168,678
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|
156,856
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|||||
LHFI
|
143,181
|
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|
143,298
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|
136,442
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|
133,112
|
|
|
127,877
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ALLL
|
1,735
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|
1,709
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|
1,752
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|
1,937
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|
2,044
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|||||
Consumer and commercial deposits
|
159,795
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|
|
158,864
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|
148,921
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|
139,234
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|
127,735
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|
|||||
Long-term debt
|
9,785
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|
|
11,748
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|
8,462
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|
13,022
|
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|
10,700
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|||||
Total shareholders’ equity
|
25,154
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|
|
23,618
|
|
|
23,437
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|
23,005
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|
21,422
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|
|||||
Selected Average Balances:
|
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Total assets
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$204,931
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$199,004
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|
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$188,892
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|
|
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$182,176
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|
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$172,497
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Earning assets
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184,212
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|
178,825
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168,813
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|
162,189
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|
|
153,728
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|||||
LHFI
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144,216
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141,118
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133,558
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130,874
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|
122,657
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Intangible assets including residential MSRs
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8,034
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7,545
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7,604
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7,630
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|
7,535
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Residential MSRs
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1,615
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1,190
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1,250
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1,255
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|
1,121
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Consumer and commercial deposits
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159,549
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154,189
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|
144,202
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|
132,012
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|
127,076
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|
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Long-term debt
|
11,065
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|
10,767
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|
10,873
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|
12,359
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|
9,872
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|
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Preferred stock
|
1,792
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|
1,225
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1,225
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|
|
800
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|
|
725
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|
|||||
Total shareholders’ equity
|
24,301
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|
|
24,068
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|
|
23,346
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|
22,170
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|
|
21,167
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|||||
Average common shares - diluted
|
486,954
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|
503,466
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|
520,586
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|
533,391
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|
539,093
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|
|||||
Average common shares - basic
|
481,339
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|
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498,638
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|
514,844
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|
527,500
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534,283
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|||||
Financial Ratios:
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Effective tax rate
1
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19
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%
|
|
30
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%
|
|
28
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%
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|
22
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%
|
|
19
|
%
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|||||
ROA
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1.11
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0.94
|
|
|
1.02
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|
|
0.97
|
|
|
0.78
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|
|||||
ROE
|
9.72
|
|
|
7.97
|
|
|
8.46
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|
|
8.10
|
|
|
6.38
|
|
|||||
ROTCE
2
|
13.39
|
|
|
10.91
|
|
|
11.75
|
|
|
11.49
|
|
|
9.37
|
|
|||||
Net interest margin
|
3.06
|
|
|
2.92
|
|
|
2.82
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|
|
2.98
|
|
|
3.16
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|
|||||
Net interest margin-FTE
2
|
3.14
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|
3.00
|
|
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2.91
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|
|
3.07
|
|
|
3.24
|
|
|||||
Efficiency ratio
1
|
64.14
|
|
|
63.55
|
|
|
64.24
|
|
|
67.90
|
|
|
72.28
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|
|||||
Efficiency ratio-FTE
1, 2
|
63.12
|
|
|
62.55
|
|
|
63.13
|
|
|
66.74
|
|
|
71.16
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|
|||||
Tangible efficiency ratio-FTE
1, 2
|
62.30
|
|
|
61.99
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|
|
62.64
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|
|
66.44
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|
|
70.89
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|
|||||
Adjusted tangible efficiency ratio-FTE
1,
2
|
61.04
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|
|
61.99
|
|
|
62.64
|
|
|
63.34
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|
|
65.27
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|
|||||
Total average shareholders’ equity to total average assets
|
11.86
|
|
|
12.09
|
|
|
12.36
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|
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12.17
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|
|
12.27
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|
|||||
Tangible common equity to tangible assets
2
|
8.21
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|
|
8.15
|
|
|
8.67
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|
|
8.44
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|
|
8.50
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|
|||||
Common dividend payout ratio
|
29.1
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|
|
27.5
|
|
|
25.5
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|
|
21.5
|
|
|
14.5
|
|
Item 6. SELECTED FINANCIAL DATA (continued)
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Year Ended December 31
|
||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
Capital Ratios at period end
3
:
|
|
|
|
|
|
|
|
|
|
||||||||||
CET1 (Basel III)
|
9.74
|
%
|
|
9.59
|
%
|
|
9.96
|
%
|
|
N/A
|
|
|
N/A
|
|
|||||
CET1 - fully phased-in (Basel III)
2
|
9.59
|
|
|
9.43
|
|
|
9.80
|
|
|
N/A
|
|
|
N/A
|
|
|||||
Tier 1 common equity (Basel I)
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
9.60
|
%
|
|
9.82
|
%
|
|||||
Tier 1 capital
|
11.15
|
|
|
10.28
|
|
|
10.80
|
|
|
10.80
|
|
|
10.81
|
|
|||||
Total capital
|
13.09
|
|
|
12.26
|
|
|
12.54
|
|
|
12.51
|
|
|
12.81
|
|
|||||
Leverage
|
9.80
|
|
|
9.22
|
|
|
9.69
|
|
|
9.64
|
|
|
9.58
|
|
Item 7.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION
|
•
|
EPS
, efficiency, and capital returns for our shareholders improved for the sixth consecutive year
|
◦
|
Total revenue and net interest income both improved for the third consecutive year
|
◦
|
We generated record investment banking income for the 10th consecutive year—up 21% compared to 2016
|
◦
|
We achieved our 2017 tangible efficiency goal of between 61% and 62%, as reflected in our adjusted tangible efficiency ratio
*
of
61.0%
for 2017
|
◦
|
Our strong capital position enabled us to increase our capital returns (which includes dividends and repurchases of common stock)—up 47% compared to 2016; we repurchased more than
$1.3 billion
of our outstanding common stock, resulting in a 4% decline in common shares outstanding compared to the prior year, and we increased our quarterly common stock dividend by 54%
|
•
|
We maintained strong capital ratios that continue to be well above regulatory requirements, with our CET1 and estimated, fully phased-in CET1
*
ratios at
9.74%
and
9.59%
, respectively, as of December 31, 2017
|
•
|
Book value per share was
$47.94
, and tangible book value per share
*
was
$34.82
, both up 6% from the prior year
|
•
|
Our
LCR
was above the regulatory requirement of 100%
|
•
|
Average LHFI increased
2%
and average consumer and commercial deposits increased
3%
, compared to the prior year
|
•
|
Our asset quality remained very strong, evidenced by our
0.25%
net charge-off ratio,
0.47%
NPL ratio, and
1.21%
ALLL to period-end LHFI ratio
|
Consolidated Daily Average Balances, Income/Expense, and Average Yields Earned/Rates Paid
|
|
Table 2
|
|
|||||||||||||||||||||||||||||
|
|
|
|
|
|
|||||||||||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|||||||||||||||||||||||||||
(Dollars in millions)
|
Average
Balances
|
|
Income/
Expense
|
|
Yields/
Rates
|
|
Average
Balances
|
|
Income/
Expense
|
|
Yields/
Rates
|
|
Average
Balances
|
|
Income/
Expense
|
|
Yields/
Rates
|
|||||||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
LHFI:
1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
C&I
|
|
$68,423
|
|
|
|
$2,286
|
|
|
3.34
|
%
|
|
|
$68,406
|
|
|
|
$2,148
|
|
|
3.14
|
%
|
|
|
$65,786
|
|
|
|
$1,974
|
|
|
3.00
|
%
|
CRE
|
5,158
|
|
|
177
|
|
|
3.43
|
|
|
5,808
|
|
|
169
|
|
|
2.92
|
|
|
6,178
|
|
|
173
|
|
|
2.80
|
|
||||||
Commercial construction
|
4,011
|
|
|
148
|
|
|
3.70
|
|
|
2,898
|
|
|
94
|
|
|
3.25
|
|
|
1,603
|
|
|
50
|
|
|
3.12
|
|
||||||
Residential mortgages - guaranteed
|
539
|
|
|
16
|
|
|
2.92
|
|
|
575
|
|
|
20
|
|
|
3.45
|
|
|
636
|
|
|
24
|
|
|
3.77
|
|
||||||
Residential mortgages - nonguaranteed
|
26,392
|
|
|
1,003
|
|
|
3.80
|
|
|
25,554
|
|
|
964
|
|
|
3.77
|
|
|
23,759
|
|
|
913
|
|
|
3.84
|
|
||||||
Residential home equity products
|
10,969
|
|
|
470
|
|
|
4.28
|
|
|
12,297
|
|
|
484
|
|
|
3.94
|
|
|
13,535
|
|
|
501
|
|
|
3.70
|
|
||||||
Residential construction
|
346
|
|
|
15
|
|
|
4.26
|
|
|
377
|
|
|
17
|
|
|
4.39
|
|
|
384
|
|
|
19
|
|
|
4.85
|
|
||||||
Consumer student - guaranteed
|
6,464
|
|
|
286
|
|
|
4.42
|
|
|
5,551
|
|
|
224
|
|
|
4.03
|
|
|
4,584
|
|
|
173
|
|
|
3.78
|
|
||||||
Consumer other direct
|
8,239
|
|
|
406
|
|
|
4.93
|
|
|
6,871
|
|
|
313
|
|
|
4.56
|
|
|
5,344
|
|
|
230
|
|
|
4.30
|
|
||||||
Consumer indirect
|
11,492
|
|
|
401
|
|
|
3.49
|
|
|
10,712
|
|
|
365
|
|
|
3.40
|
|
|
10,262
|
|
|
333
|
|
|
3.24
|
|
||||||
Consumer credit cards
|
1,429
|
|
|
145
|
|
|
10.12
|
|
|
1,188
|
|
|
120
|
|
|
10.10
|
|
|
944
|
|
|
94
|
|
|
10.00
|
|
||||||
Nonaccrual
2
|
754
|
|
|
32
|
|
|
4.28
|
|
|
881
|
|
|
21
|
|
|
2.43
|
|
|
543
|
|
|
22
|
|
|
4.13
|
|
||||||
Total LHFI
|
144,216
|
|
|
5,385
|
|
|
3.73
|
|
|
141,118
|
|
|
4,939
|
|
|
3.50
|
|
|
133,558
|
|
|
4,506
|
|
|
3.37
|
|
||||||
Securities AFS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Taxable
|
30,688
|
|
|
761
|
|
|
2.48
|
|
|
28,216
|
|
|
645
|
|
|
2.29
|
|
|
26,327
|
|
|
587
|
|
|
2.23
|
|
||||||
Tax-exempt
|
433
|
|
|
13
|
|
|
2.99
|
|
|
189
|
|
|
6
|
|
|
3.37
|
|
|
176
|
|
|
6
|
|
|
3.70
|
|
||||||
Total securities AFS
|
31,121
|
|
|
774
|
|
|
2.49
|
|
|
28,405
|
|
|
651
|
|
|
2.29
|
|
|
26,503
|
|
|
593
|
|
|
2.24
|
|
||||||
Fed funds sold and securities borrowed or purchased
under agreements to resell
|
1,215
|
|
|
9
|
|
|
0.69
|
|
|
1,241
|
|
|
1
|
|
|
0.10
|
|
|
1,147
|
|
|
—
|
|
|
—
|
|
||||||
LHFS
|
2,483
|
|
|
99
|
|
|
4.00
|
|
|
2,570
|
|
|
92
|
|
|
3.60
|
|
|
2,348
|
|
|
82
|
|
|
3.47
|
|
||||||
Interest-bearing deposits in other banks
|
25
|
|
|
—
|
|
|
1.20
|
|
|
24
|
|
|
—
|
|
|
0.40
|
|
|
22
|
|
|
—
|
|
|
0.12
|
|
||||||
Interest earning trading assets
|
5,152
|
|
|
120
|
|
|
2.33
|
|
|
5,467
|
|
|
95
|
|
|
1.73
|
|
|
5,235
|
|
|
84
|
|
|
1.62
|
|
||||||
Total earning assets
|
184,212
|
|
|
6,387
|
|
|
3.47
|
|
|
178,825
|
|
|
5,778
|
|
|
3.23
|
|
|
168,813
|
|
|
5,265
|
|
|
3.12
|
|
||||||
ALLL
|
(1,735
|
)
|
|
|
|
|
|
(1,746
|
)
|
|
|
|
|
|
(1,835
|
)
|
|
|
|
|
||||||||||||
Cash and due from banks
|
5,123
|
|
|
|
|
|
|
4,999
|
|
|
|
|
|
|
5,614
|
|
|
|
|
|
||||||||||||
Other assets
|
16,376
|
|
|
|
|
|
|
14,880
|
|
|
|
|
|
|
14,527
|
|
|
|
|
|
||||||||||||
Noninterest earning trading assets and derivative instruments
|
903
|
|
|
|
|
|
|
1,388
|
|
|
|
|
|
|
1,265
|
|
|
|
|
|
||||||||||||
Unrealized gains on securities available for sale, net
|
52
|
|
|
|
|
|
|
658
|
|
|
|
|
|
|
508
|
|
|
|
|
|
||||||||||||
Total assets
|
|
$204,931
|
|
|
|
|
|
|
|
$199,004
|
|
|
|
|
|
|
|
$188,892
|
|
|
|
|
|
|||||||||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Interest-bearing deposits:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
NOW accounts
|
|
$45,009
|
|
|
|
$131
|
|
|
0.29
|
%
|
|
|
$40,949
|
|
|
|
$55
|
|
|
0.13
|
%
|
|
|
$35,161
|
|
|
|
$31
|
|
|
0.09
|
%
|
Money market accounts
|
53,592
|
|
|
157
|
|
|
0.29
|
|
|
53,795
|
|
|
107
|
|
|
0.20
|
|
|
50,518
|
|
|
85
|
|
|
0.17
|
|
||||||
Savings
|
6,519
|
|
|
1
|
|
|
0.02
|
|
|
6,285
|
|
|
2
|
|
|
0.03
|
|
|
6,165
|
|
|
2
|
|
|
0.03
|
|
||||||
Consumer time
|
5,626
|
|
|
42
|
|
|
0.75
|
|
|
5,852
|
|
|
43
|
|
|
0.73
|
|
|
6,443
|
|
|
49
|
|
|
0.77
|
|
||||||
Other time
|
5,148
|
|
|
57
|
|
|
1.10
|
|
|
3,908
|
|
|
39
|
|
|
1.00
|
|
|
3,813
|
|
|
39
|
|
|
1.02
|
|
||||||
Total interest-bearing consumer and commercial deposits
|
115,894
|
|
|
388
|
|
|
0.34
|
|
|
110,789
|
|
|
246
|
|
|
0.22
|
|
|
102,100
|
|
|
206
|
|
|
0.20
|
|
||||||
Brokered time deposits
|
941
|
|
|
12
|
|
|
1.29
|
|
|
926
|
|
|
12
|
|
|
1.33
|
|
|
888
|
|
|
13
|
|
|
1.41
|
|
||||||
Foreign deposits
|
421
|
|
|
4
|
|
|
0.86
|
|
|
123
|
|
|
1
|
|
|
0.42
|
|
|
218
|
|
|
—
|
|
|
0.13
|
|
||||||
Total interest-bearing deposits
|
117,256
|
|
|
404
|
|
|
0.34
|
|
|
111,838
|
|
|
259
|
|
|
0.23
|
|
|
103,206
|
|
|
219
|
|
|
0.21
|
|
||||||
Funds purchased
|
1,217
|
|
|
13
|
|
|
1.02
|
|
|
1,055
|
|
|
4
|
|
|
0.37
|
|
|
822
|
|
|
1
|
|
|
0.11
|
|
||||||
Securities sold under agreements to repurchase
|
1,558
|
|
|
15
|
|
|
0.92
|
|
|
1,734
|
|
|
7
|
|
|
0.42
|
|
|
1,821
|
|
|
4
|
|
|
0.21
|
|
||||||
Interest-bearing trading liabilities
|
968
|
|
|
26
|
|
|
2.70
|
|
|
1,025
|
|
|
24
|
|
|
2.29
|
|
|
881
|
|
|
22
|
|
|
2.44
|
|
||||||
Other short-term borrowings
|
1,591
|
|
|
8
|
|
|
0.50
|
|
|
1,452
|
|
|
3
|
|
|
0.23
|
|
|
2,135
|
|
|
3
|
|
|
0.16
|
|
||||||
Long-term debt
|
11,065
|
|
|
288
|
|
|
2.60
|
|
|
10,767
|
|
|
260
|
|
|
2.42
|
|
|
10,873
|
|
|
252
|
|
|
2.32
|
|
||||||
Total interest-bearing liabilities
|
133,655
|
|
|
754
|
|
|
0.56
|
|
|
127,871
|
|
|
557
|
|
|
0.44
|
|
|
119,738
|
|
|
501
|
|
|
0.42
|
|
||||||
Noninterest-bearing deposits
|
43,655
|
|
|
|
|
|
|
43,400
|
|
|
|
|
|
|
42,102
|
|
|
|
|
|
||||||||||||
Other liabilities
|
2,936
|
|
|
|
|
|
|
3,252
|
|
|
|
|
|
|
3,276
|
|
|
|
|
|
||||||||||||
Noninterest-bearing trading liabilities and derivative instruments
|
384
|
|
|
|
|
|
|
413
|
|
|
|
|
|
|
430
|
|
|
|
|
|
||||||||||||
Shareholders’ equity
|
24,301
|
|
|
|
|
|
|
24,068
|
|
|
|
|
|
|
23,346
|
|
|
|
|
|
||||||||||||
Total liabilities and shareholders’ equity
|
|
$204,931
|
|
|
|
|
|
|
|
$199,004
|
|
|
|
|
|
|
|
$188,892
|
|
|
|
|
|
|||||||||
Interest rate spread
|
|
|
|
|
2.91
|
%
|
|
|
|
|
|
2.79
|
%
|
|
|
|
|
|
2.70
|
%
|
||||||||||||
Net interest income
3
|
|
|
|
$5,633
|
|
|
|
|
|
|
|
$5,221
|
|
|
|
|
|
|
|
$4,764
|
|
|
|
|||||||||
Net interest income-FTE
3, 4
|
|
|
|
$5,778
|
|
|
|
|
|
|
|
$5,359
|
|
|
|
|
|
|
|
$4,906
|
|
|
|
|||||||||
Net interest margin
5
|
|
|
|
|
3.06
|
%
|
|
|
|
|
|
2.92
|
%
|
|
|
|
|
|
2.82
|
%
|
||||||||||||
Net interest margin-FTE
4, 5
|
|
|
|
|
3.14
|
|
|
|
|
|
|
3.00
|
|
|
|
|
|
|
2.91
|
|
NONINTEREST INCOME
|
|
|
|
|
|
||||||
|
|
|
|
|
Table 4
|
|
|||||
|
Year Ended December 31
|
||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Service charges on deposit accounts
|
|
$603
|
|
|
|
$630
|
|
|
|
$622
|
|
Other charges and fees
|
385
|
|
|
380
|
|
|
377
|
|
|||
Card fees
|
344
|
|
|
327
|
|
|
329
|
|
|||
Investment banking income
|
599
|
|
|
494
|
|
|
461
|
|
|||
Trading income
|
189
|
|
|
211
|
|
|
181
|
|
|||
Trust and investment management income
|
309
|
|
|
304
|
|
|
334
|
|
|||
Retail investment services
|
278
|
|
|
281
|
|
|
300
|
|
|||
Mortgage production related income
|
231
|
|
|
366
|
|
|
270
|
|
|||
Mortgage servicing related income
|
191
|
|
|
189
|
|
|
169
|
|
|||
Gain on sale of subsidiary
|
107
|
|
|
—
|
|
|
—
|
|
|||
Commercial real estate related income
1
|
123
|
|
|
69
|
|
|
56
|
|
|||
Net securities (losses)/gains
|
(108
|
)
|
|
4
|
|
|
21
|
|
|||
Other noninterest income
1
|
103
|
|
|
128
|
|
|
148
|
|
|||
Total noninterest income
|
|
$3,354
|
|
|
|
$3,383
|
|
|
|
$3,268
|
|
NONINTEREST EXPENSE
|
|
|
|
|
|
||||||
|
|
|
|
|
Table 5
|
|
|||||
|
Year Ended December 31
|
||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Employee compensation
|
|
$2,854
|
|
|
|
$2,698
|
|
|
|
$2,576
|
|
Employee benefits
|
403
|
|
|
373
|
|
|
366
|
|
|||
Total personnel expenses
|
3,257
|
|
|
3,071
|
|
|
2,942
|
|
|||
Outside processing and software
|
826
|
|
|
834
|
|
|
815
|
|
|||
Net occupancy expense
|
377
|
|
|
349
|
|
|
341
|
|
|||
Marketing and customer development
|
232
|
|
|
172
|
|
|
151
|
|
|||
Regulatory assessments
|
187
|
|
|
173
|
|
|
139
|
|
|||
Equipment expense
|
164
|
|
|
170
|
|
|
164
|
|
|||
Other staff expense
|
121
|
|
|
67
|
|
|
65
|
|
|||
Amortization
|
75
|
|
|
49
|
|
|
40
|
|
|||
Consulting and legal fees
|
71
|
|
|
93
|
|
|
73
|
|
|||
Operating losses
|
40
|
|
|
108
|
|
|
56
|
|
|||
Other noninterest expense
|
414
|
|
|
382
|
|
|
374
|
|
|||
Total noninterest expense
|
|
$5,764
|
|
|
|
$5,468
|
|
|
|
$5,160
|
|
Loan Portfolio by Types of Loans
|
|
|
|
|
|
|
Table 6
|
|
|||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
Commercial loans:
|
|
|
|
|
|
|
|
|
|
||||||||||
C&I
1
|
|
$66,356
|
|
|
|
$69,213
|
|
|
|
$67,062
|
|
|
|
$65,440
|
|
|
|
$57,974
|
|
CRE
|
5,317
|
|
|
4,996
|
|
|
6,236
|
|
|
6,741
|
|
|
5,481
|
|
|||||
Commercial construction
|
3,804
|
|
|
4,015
|
|
|
1,954
|
|
|
1,211
|
|
|
855
|
|
|||||
Total commercial loans
|
75,477
|
|
|
78,224
|
|
|
75,252
|
|
|
73,392
|
|
|
64,310
|
|
|||||
Consumer loans:
|
|
|
|
|
|
|
|
|
|
||||||||||
Residential mortgages - guaranteed
|
560
|
|
|
537
|
|
|
629
|
|
|
632
|
|
|
3,416
|
|
|||||
Residential mortgages - nonguaranteed
2
|
27,136
|
|
|
26,137
|
|
|
24,744
|
|
|
23,443
|
|
|
24,412
|
|
|||||
Residential home equity products
|
10,626
|
|
|
11,912
|
|
|
13,171
|
|
|
14,264
|
|
|
14,809
|
|
|||||
Residential construction
|
298
|
|
|
404
|
|
|
384
|
|
|
436
|
|
|
553
|
|
|||||
Guaranteed student
|
6,633
|
|
|
6,167
|
|
|
4,922
|
|
|
4,827
|
|
|
5,545
|
|
|||||
Other direct
|
8,729
|
|
|
7,771
|
|
|
6,127
|
|
|
4,573
|
|
|
2,829
|
|
|||||
Indirect
|
12,140
|
|
|
10,736
|
|
|
10,127
|
|
|
10,644
|
|
|
11,272
|
|
|||||
Credit cards
|
1,582
|
|
|
1,410
|
|
|
1,086
|
|
|
901
|
|
|
731
|
|
|||||
Total consumer loans
|
67,704
|
|
|
65,074
|
|
|
61,190
|
|
|
59,720
|
|
|
63,567
|
|
|||||
LHFI
|
|
$143,181
|
|
|
|
$143,298
|
|
|
|
$136,442
|
|
|
|
$133,112
|
|
|
|
$127,877
|
|
LHFS
3
|
|
$2,290
|
|
|
|
$4,169
|
|
|
|
$1,838
|
|
|
|
$3,232
|
|
|
|
$1,699
|
|
|
|
|
|
|
|
|
Table 7
|
|
|||||||
|
At December 31, 2017
|
||||||||||||||
(Dollars in millions)
|
Total
|
|
Due in 1 Year or Less
|
|
Due After 1 Year through 5 Years
|
|
Due After 5 Years
|
||||||||
Loan Maturity
|
|
|
|
|
|
|
|
||||||||
C&I and CRE
1
|
|
$67,155
|
|
|
|
$15,713
|
|
|
|
$42,182
|
|
|
|
$9,260
|
|
Commercial construction
|
3,804
|
|
|
155
|
|
|
3,169
|
|
|
480
|
|
||||
Total
|
|
$70,959
|
|
|
|
$15,868
|
|
|
|
$45,351
|
|
|
|
$9,740
|
|
|
|
|
|
|
|
|
|
||||||||
Interest Rate Sensitivity
|
|
|
|
|
|
|
|
||||||||
Selected loans with:
|
|
|
|
|
|
|
|
||||||||
Predetermined interest rates
|
|
|
|
|
|
$3,743
|
|
|
|
$3,443
|
|
||||
Floating or adjustable interest rates
|
|
|
|
|
41,608
|
|
|
6,297
|
|
||||||
Total
|
|
|
|
|
|
$45,351
|
|
|
|
$9,740
|
|
|
|
|
|
|
|
|
Table 8
|
|
|||||
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||
(Dollars in millions)
|
Commercial LHFI
|
|
% of Total Commercial
|
|
Commercial LHFI
|
|
% of Total Commercial
|
||||||
Real estate
|
|
$12,905
|
|
|
17
|
%
|
|
|
$13,028
|
|
|
17
|
%
|
Consumer products and services
|
9,303
|
|
|
12
|
|
|
9,450
|
|
|
12
|
|
||
Health care & pharmaceuticals
|
8,058
|
|
|
11
|
|
|
7,437
|
|
|
10
|
|
||
Automotive
|
7,444
|
|
|
10
|
|
|
7,012
|
|
|
9
|
|
||
Diversified financials and insurance
|
7,227
|
|
|
10
|
|
|
8,627
|
|
|
11
|
|
||
Diversified commercial services and supplies
|
3,837
|
|
|
5
|
|
|
4,149
|
|
|
5
|
|
||
Government
|
3,438
|
|
|
5
|
|
|
3,775
|
|
|
5
|
|
||
Retail
|
3,383
|
|
|
4
|
|
|
3,588
|
|
|
5
|
|
||
Capital goods
|
3,075
|
|
|
4
|
|
|
3,226
|
|
|
4
|
|
||
Media & telecommunication services
|
2,979
|
|
|
4
|
|
|
2,593
|
|
|
3
|
|
||
Technology (hardware & software)
|
2,371
|
|
|
3
|
|
|
3,259
|
|
|
4
|
|
||
Energy
|
2,176
|
|
|
3
|
|
|
2,584
|
|
|
3
|
|
||
Materials
|
2,044
|
|
|
3
|
|
|
2,083
|
|
|
3
|
|
||
Utilities
|
2,030
|
|
|
3
|
|
|
2,119
|
|
|
3
|
|
||
Not-for-profits/religious organizations
|
1,914
|
|
|
3
|
|
|
1,768
|
|
|
2
|
|
||
Transportation
|
1,795
|
|
|
2
|
|
|
2,103
|
|
|
3
|
|
||
Other
|
1,498
|
|
|
2
|
|
|
1,423
|
|
|
2
|
|
||
Total commercial LHFI
|
|
$75,477
|
|
|
100
|
%
|
|
|
$78,224
|
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
|
Table 9
|
|
|||||||||
|
December 31, 2017
|
|||||||||||||||||||
|
Commercial LHFI
|
|
Consumer LHFI
|
|
Total LHFI
|
|||||||||||||||
(Dollars in millions)
|
Balance
|
|
% of Total Commercial
|
|
Balance
|
|
% of Total Consumer
|
|
Balance
|
|
% of Total LHFI
|
|||||||||
South region:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Florida
|
|
$12,792
|
|
|
17
|
%
|
|
|
$13,474
|
|
|
20
|
%
|
|
|
$26,266
|
|
|
18
|
%
|
Georgia
|
10,250
|
|
|
14
|
|
|
8,462
|
|
|
12
|
|
|
18,712
|
|
|
13
|
|
|||
Virginia
|
6,580
|
|
|
9
|
|
|
7,545
|
|
|
11
|
|
|
14,125
|
|
|
10
|
|
|||
Maryland
|
4,104
|
|
|
5
|
|
|
6,095
|
|
|
9
|
|
|
10,199
|
|
|
7
|
|
|||
North Carolina
|
4,482
|
|
|
6
|
|
|
5,354
|
|
|
8
|
|
|
9,836
|
|
|
7
|
|
|||
Texas
|
3,954
|
|
|
5
|
|
|
4,122
|
|
|
6
|
|
|
8,076
|
|
|
6
|
|
|||
Tennessee
|
4,101
|
|
|
5
|
|
|
2,985
|
|
|
4
|
|
|
7,086
|
|
|
5
|
|
|||
South Carolina
|
1,155
|
|
|
2
|
|
|
2,385
|
|
|
4
|
|
|
3,540
|
|
|
2
|
|
|||
District of Columbia
|
1,501
|
|
|
2
|
|
|
1,022
|
|
|
2
|
|
|
2,523
|
|
|
2
|
|
|||
Other Southern states
|
2,791
|
|
|
4
|
|
|
2,452
|
|
|
4
|
|
|
5,243
|
|
|
4
|
|
|||
Total South region
|
51,710
|
|
|
69
|
|
|
53,896
|
|
|
80
|
|
|
105,606
|
|
|
74
|
|
|||
Northeast region:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
New York
|
4,731
|
|
|
6
|
|
|
1,139
|
|
|
2
|
|
|
5,870
|
|
|
4
|
|
|||
Pennsylvania
|
1,458
|
|
|
2
|
|
|
1,189
|
|
|
2
|
|
|
2,647
|
|
|
2
|
|
|||
New Jersey
|
1,327
|
|
|
2
|
|
|
689
|
|
|
1
|
|
|
2,016
|
|
|
1
|
|
|||
Other Northeastern states
|
2,387
|
|
|
3
|
|
|
895
|
|
|
1
|
|
|
3,282
|
|
|
2
|
|
|||
Total Northeast region
|
9,903
|
|
|
13
|
|
|
3,912
|
|
|
6
|
|
|
13,815
|
|
|
10
|
|
|||
West region:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
California
|
4,893
|
|
|
6
|
|
|
3,246
|
|
|
5
|
|
|
8,139
|
|
|
6
|
|
|||
Other Western states
|
2,172
|
|
|
3
|
|
|
2,235
|
|
|
3
|
|
|
4,407
|
|
|
3
|
|
|||
Total West region
|
7,065
|
|
|
9
|
|
|
5,481
|
|
|
8
|
|
|
12,546
|
|
|
9
|
|
|||
Midwest region:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Illinois
|
1,637
|
|
|
2
|
|
|
922
|
|
|
1
|
|
|
2,559
|
|
|
2
|
|
|||
Ohio
|
718
|
|
|
1
|
|
|
688
|
|
|
1
|
|
|
1,406
|
|
|
1
|
|
|||
Missouri
|
922
|
|
|
1
|
|
|
395
|
|
|
1
|
|
|
1,317
|
|
|
1
|
|
|||
Other Midwestern states
|
2,211
|
|
|
3
|
|
|
2,336
|
|
|
3
|
|
|
4,547
|
|
|
3
|
|
|||
Total Midwest region
|
5,488
|
|
|
7
|
|
|
4,341
|
|
|
6
|
|
|
9,829
|
|
|
7
|
|
|||
Foreign loans
|
1,311
|
|
|
2
|
|
|
74
|
|
|
—
|
|
|
1,385
|
|
|
1
|
|
|||
Total
|
|
$75,477
|
|
|
100
|
%
|
|
|
$67,704
|
|
|
100
|
%
|
|
|
$143,181
|
|
|
100
|
%
|
|
December 31, 2016
|
|||||||||||||||||||
|
Commercial LHFI
|
|
Consumer LHFI
|
|
Total LHFI
|
|||||||||||||||
(Dollars in millions)
|
Balance
|
|
% of Total Commercial
|
|
Balance
|
|
% of Total Consumer
|
|
Balance
|
|
% of Total LHFI
|
|||||||||
South region:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Florida
|
|
$13,143
|
|
|
17
|
%
|
|
|
$13,487
|
|
|
21
|
%
|
|
|
$26,630
|
|
|
19
|
%
|
Georgia
|
9,991
|
|
|
13
|
|
|
8,124
|
|
|
12
|
|
|
18,115
|
|
|
13
|
|
|||
Virginia
|
6,727
|
|
|
9
|
|
|
7,538
|
|
|
12
|
|
|
14,265
|
|
|
10
|
|
|||
Maryland
|
4,100
|
|
|
5
|
|
|
5,913
|
|
|
9
|
|
|
10,013
|
|
|
7
|
|
|||
North Carolina
|
4,211
|
|
|
5
|
|
|
5,154
|
|
|
8
|
|
|
9,365
|
|
|
7
|
|
|||
Tennessee
|
4,631
|
|
|
6
|
|
|
2,992
|
|
|
5
|
|
|
7,623
|
|
|
5
|
|
|||
Texas
|
3,794
|
|
|
5
|
|
|
3,480
|
|
|
5
|
|
|
7,274
|
|
|
5
|
|
|||
South Carolina
|
1,707
|
|
|
2
|
|
|
2,322
|
|
|
4
|
|
|
4,029
|
|
|
3
|
|
|||
District of Columbia
|
1,330
|
|
|
2
|
|
|
976
|
|
|
1
|
|
|
2,306
|
|
|
2
|
|
|||
Other Southern states
|
3,884
|
|
|
5
|
|
|
2,130
|
|
|
3
|
|
|
6,014
|
|
|
4
|
|
|||
Total South region
|
53,518
|
|
|
68
|
|
|
52,116
|
|
|
80
|
|
|
105,634
|
|
|
74
|
|
|||
Northeast region:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
New York
|
4,906
|
|
|
6
|
|
|
1,044
|
|
|
2
|
|
|
5,950
|
|
|
4
|
|
|||
Pennsylvania
|
1,534
|
|
|
2
|
|
|
1,089
|
|
|
2
|
|
|
2,623
|
|
|
2
|
|
|||
New Jersey
|
1,353
|
|
|
2
|
|
|
637
|
|
|
1
|
|
|
1,990
|
|
|
1
|
|
|||
Other Northeastern states
|
2,856
|
|
|
4
|
|
|
841
|
|
|
1
|
|
|
3,697
|
|
|
3
|
|
|||
Total Northeast region
|
10,649
|
|
|
14
|
|
|
3,611
|
|
|
6
|
|
|
14,260
|
|
|
10
|
|
|||
West region:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
California
|
4,137
|
|
|
5
|
|
|
3,338
|
|
|
5
|
|
|
7,475
|
|
|
5
|
|
|||
Other Western states
|
2,384
|
|
|
3
|
|
|
2,077
|
|
|
3
|
|
|
4,461
|
|
|
3
|
|
|||
Total West region
|
6,521
|
|
|
8
|
|
|
5,415
|
|
|
8
|
|
|
11,936
|
|
|
8
|
|
|||
Midwest region:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Illinois
|
1,614
|
|
|
2
|
|
|
772
|
|
|
1
|
|
|
2,386
|
|
|
2
|
|
|||
Ohio
|
638
|
|
|
1
|
|
|
622
|
|
|
1
|
|
|
1,260
|
|
|
1
|
|
|||
Missouri
|
816
|
|
|
1
|
|
|
359
|
|
|
1
|
|
|
1,175
|
|
|
1
|
|
|||
Other Midwestern states
|
2,341
|
|
|
3
|
|
|
2,110
|
|
|
3
|
|
|
4,451
|
|
|
3
|
|
|||
Total Midwest region
|
5,409
|
|
|
7
|
|
|
3,863
|
|
|
6
|
|
|
9,272
|
|
|
6
|
|
|||
Foreign loans
|
2,127
|
|
|
3
|
|
|
69
|
|
|
—
|
|
|
2,196
|
|
|
2
|
|
|||
Total
|
|
$78,224
|
|
|
100
|
%
|
|
|
$65,074
|
|
|
100
|
%
|
|
|
$143,298
|
|
|
100
|
%
|
Summary of Credit Losses Experience
|
|
|
|
|
|
|
|
|
Table 10
|
|
|||||||||
|
Year Ended December 31
|
||||||||||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
Allowance for Credit Losses
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance - beginning of period
|
|
$1,776
|
|
|
|
$1,815
|
|
|
|
$1,991
|
|
|
|
$2,094
|
|
|
|
$2,219
|
|
Provision for unfunded commitments
|
12
|
|
|
4
|
|
|
9
|
|
|
4
|
|
|
5
|
|
|||||
Provision for loan losses:
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial loans
|
108
|
|
|
329
|
|
|
133
|
|
|
111
|
|
|
197
|
|
|||||
Consumer loans
|
289
|
|
|
111
|
|
|
23
|
|
|
227
|
|
|
351
|
|
|||||
Total provision for loan losses
|
397
|
|
|
440
|
|
|
156
|
|
|
338
|
|
|
548
|
|
|||||
Charge-offs:
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial loans
|
(167
|
)
|
|
(287
|
)
|
|
(117
|
)
|
|
(128
|
)
|
|
(219
|
)
|
|||||
Consumer loans
|
(324
|
)
|
|
(304
|
)
|
|
(353
|
)
|
|
(479
|
)
|
|
(650
|
)
|
|||||
Total charge-offs
|
(491
|
)
|
|
(591
|
)
|
|
(470
|
)
|
|
(607
|
)
|
|
(869
|
)
|
|||||
Recoveries:
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial loans
|
40
|
|
|
35
|
|
|
45
|
|
|
57
|
|
|
66
|
|
|||||
Consumer loans
|
84
|
|
|
73
|
|
|
84
|
|
|
105
|
|
|
125
|
|
|||||
Total recoveries
|
124
|
|
|
108
|
|
|
129
|
|
|
162
|
|
|
191
|
|
|||||
Net charge-offs
|
(367
|
)
|
|
(483
|
)
|
|
(341
|
)
|
|
(445
|
)
|
|
(678
|
)
|
|||||
Other
1
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Balance - end of period
|
|
$1,814
|
|
|
|
$1,776
|
|
|
|
$1,815
|
|
|
|
$1,991
|
|
|
|
$2,094
|
|
Components:
|
|
|
|
|
|
|
|
|
|
||||||||||
ALLL
|
|
$1,735
|
|
|
|
$1,709
|
|
|
|
$1,752
|
|
|
|
$1,937
|
|
|
|
$2,044
|
|
Unfunded commitments reserve
2
|
79
|
|
|
67
|
|
|
63
|
|
|
54
|
|
|
50
|
|
|||||
Allowance for credit losses
|
|
$1,814
|
|
|
|
$1,776
|
|
|
|
$1,815
|
|
|
|
$1,991
|
|
|
|
$2,094
|
|
Average LHFI
|
|
$144,216
|
|
|
|
$141,118
|
|
|
|
$133,558
|
|
|
|
$130,874
|
|
|
|
$122,657
|
|
Period-end LHFI outstanding
|
143,181
|
|
|
143,298
|
|
|
136,442
|
|
|
133,112
|
|
|
127,877
|
|
|||||
Ratios:
|
|
|
|
|
|
|
|
|
|
||||||||||
ALLL to period-end LHFI
3
|
1.21
|
%
|
|
1.19
|
%
|
|
1.29
|
%
|
|
1.46
|
%
|
|
1.60
|
%
|
|||||
ALLL to NPLs
4
|
2.59x
|
|
|
2.03x
|
|
|
2.62x
|
|
|
3.07x
|
|
|
2.12x
|
|
|||||
Net charge-offs to total average LHFI
|
0.25
|
%
|
|
0.34
|
%
|
|
0.26
|
%
|
|
0.34
|
%
|
|
0.55
|
%
|
ALLL by Loan Segment
|
|
|
|
|
|
|
|
Table 11
|
|
||||||||||
|
At December 31
|
||||||||||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
ALLL:
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial loans
|
|
$1,101
|
|
|
|
$1,124
|
|
|
|
$1,047
|
|
|
|
$986
|
|
|
|
$946
|
|
Consumer loans
|
634
|
|
|
585
|
|
|
705
|
|
|
951
|
|
|
1,098
|
|
|||||
Total
|
|
$1,735
|
|
|
|
$1,709
|
|
|
|
$1,752
|
|
|
|
$1,937
|
|
|
|
$2,044
|
|
Segment ALLL as a % of total ALLL:
|
|
|
|
|
|
|
|||||||||||||
Commercial loans
|
63
|
%
|
|
66
|
%
|
|
60
|
%
|
|
51
|
%
|
|
46
|
%
|
|||||
Consumer loans
|
37
|
|
|
34
|
|
|
40
|
|
|
49
|
|
|
54
|
|
|||||
Total
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|||||
Segment LHFI as a % of total LHFI:
|
|
|
|
|
|
|
|||||||||||||
Commercial loans
|
53
|
%
|
|
55
|
%
|
|
55
|
%
|
|
55
|
%
|
|
50
|
%
|
|||||
Consumer loans
|
47
|
|
|
45
|
|
|
45
|
|
|
45
|
|
|
50
|
|
|||||
Total
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
|
|
|
|
|
|
|
|
Table 12
|
|
|||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
Nonaccrual loans/NPLs:
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial loans:
|
|
|
|
|
|
|
|
|
|
||||||||||
C&I
|
|
$215
|
|
|
|
$390
|
|
|
|
$308
|
|
|
|
$151
|
|
|
|
$196
|
|
CRE
|
24
|
|
|
7
|
|
|
11
|
|
|
21
|
|
|
39
|
|
|||||
Commercial construction
|
1
|
|
|
17
|
|
|
—
|
|
|
1
|
|
|
12
|
|
|||||
Total commercial NPLs
|
240
|
|
|
414
|
|
|
319
|
|
|
173
|
|
|
247
|
|
|||||
Consumer loans:
|
|
|
|
|
|
|
|
|
|
||||||||||
Residential mortgages - nonguaranteed
|
206
|
|
|
177
|
|
|
183
|
|
|
254
|
|
|
441
|
|
|||||
Residential home equity products
|
203
|
|
|
235
|
|
|
145
|
|
|
174
|
|
|
210
|
|
|||||
Residential construction
|
11
|
|
|
12
|
|
|
16
|
|
|
27
|
|
|
61
|
|
|||||
Other direct
|
7
|
|
|
6
|
|
|
6
|
|
|
6
|
|
|
5
|
|
|||||
Indirect
|
7
|
|
|
1
|
|
|
3
|
|
|
—
|
|
|
7
|
|
|||||
Total consumer NPLs
|
434
|
|
|
431
|
|
|
353
|
|
|
461
|
|
|
724
|
|
|||||
Total nonaccrual loans/NPLs
1
|
|
$674
|
|
|
|
$845
|
|
|
|
$672
|
|
|
|
$634
|
|
|
|
$971
|
|
OREO
2
|
|
$57
|
|
|
|
$60
|
|
|
|
$56
|
|
|
|
$99
|
|
|
|
$170
|
|
Other repossessed assets
|
10
|
|
|
14
|
|
|
7
|
|
|
9
|
|
|
7
|
|
|||||
Nonperforming LHFS
|
—
|
|
|
—
|
|
|
—
|
|
|
38
|
|
|
17
|
|
|||||
Total NPAs
|
|
$741
|
|
|
|
$919
|
|
|
|
$735
|
|
|
|
$780
|
|
|
|
$1,165
|
|
Accruing LHFI past due 90 days or more
|
|
$1,405
|
|
|
|
$1,288
|
|
|
|
$981
|
|
|
|
$1,057
|
|
|
|
$1,228
|
|
Accruing LHFS past due 90 days or more
|
2
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|||||
TDRs:
|
|
|
|
|
|
|
|
|
|
||||||||||
Accruing restructured loans
|
|
$2,468
|
|
|
|
$2,535
|
|
|
|
$2,603
|
|
|
|
$2,592
|
|
|
|
$2,749
|
|
Nonaccruing restructured loans
1
|
286
|
|
|
306
|
|
|
176
|
|
|
273
|
|
|
391
|
|
|||||
Ratios:
|
|
|
|
|
|
|
|
|
|
||||||||||
NPLs to period-end LHFI
|
0.47
|
%
|
|
0.59
|
%
|
|
0.49
|
%
|
|
0.48
|
%
|
|
0.76
|
%
|
|||||
NPAs to period-end LHFI, nonperforming LHFS, OREO, and other repossessed assets
|
0.52
|
|
|
0.64
|
|
|
0.54
|
|
|
0.59
|
|
|
0.91
|
|
Securities Available for Sale
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
Table 13
|
|
|||||||
|
December 31, 2017
|
||||||||||||||
(Dollars in millions)
|
Amortized
Cost
|
|
Unrealized
Gains
|
|
Unrealized
Losses
|
|
Fair
Value
|
||||||||
U.S. Treasury securities
|
|
$4,361
|
|
|
|
$2
|
|
|
|
$32
|
|
|
|
$4,331
|
|
Federal agency securities
|
257
|
|
|
3
|
|
|
1
|
|
|
259
|
|
||||
U.S. states and political subdivisions
|
618
|
|
|
7
|
|
|
8
|
|
|
617
|
|
||||
MBS - agency residential
|
22,616
|
|
|
222
|
|
|
134
|
|
|
22,704
|
|
||||
MBS - agency commercial
|
2,121
|
|
|
3
|
|
|
38
|
|
|
2,086
|
|
||||
MBS - non-agency residential
|
55
|
|
|
4
|
|
|
—
|
|
|
59
|
|
||||
MBS - non-agency commercial
|
862
|
|
|
7
|
|
|
3
|
|
|
866
|
|
||||
ABS
|
6
|
|
|
2
|
|
|
—
|
|
|
8
|
|
||||
Corporate and other debt securities
|
17
|
|
|
—
|
|
|
—
|
|
|
17
|
|
||||
Other equity securities
1
|
472
|
|
|
—
|
|
|
3
|
|
|
469
|
|
||||
Total securities AFS
|
|
$31,385
|
|
|
|
$250
|
|
|
|
$219
|
|
|
|
$31,416
|
|
|
December 31, 2016
|
||||||||||||||
(Dollars in millions)
|
Amortized
Cost
|
|
Unrealized
Gains
|
|
Unrealized
Losses
|
|
Fair
Value
|
||||||||
U.S. Treasury securities
|
|
$5,486
|
|
|
|
$5
|
|
|
|
$86
|
|
|
|
$5,405
|
|
Federal agency securities
|
310
|
|
|
5
|
|
|
2
|
|
|
313
|
|
||||
U.S. states and political subdivisions
|
279
|
|
|
5
|
|
|
5
|
|
|
279
|
|
||||
MBS - agency residential
|
22,379
|
|
|
311
|
|
|
254
|
|
|
22,436
|
|
||||
MBS - agency commercial
|
1,263
|
|
|
2
|
|
|
39
|
|
|
1,226
|
|
||||
MBS - non-agency residential
|
71
|
|
|
3
|
|
|
—
|
|
|
74
|
|
||||
MBS - non-agency commercial
|
257
|
|
|
—
|
|
|
5
|
|
|
252
|
|
||||
ABS
|
8
|
|
|
2
|
|
|
—
|
|
|
10
|
|
||||
Corporate and other debt securities
|
34
|
|
|
1
|
|
|
—
|
|
|
35
|
|
||||
Other equity securities
1
|
642
|
|
|
1
|
|
|
1
|
|
|
642
|
|
||||
Total securities AFS
|
|
$30,729
|
|
|
|
$335
|
|
|
|
$392
|
|
|
|
$30,672
|
|
|
December 31, 2015
|
||||||||||||||
(Dollars in millions)
|
Amortized
Cost
|
|
Unrealized
Gains
|
|
Unrealized
Losses
|
|
Fair
Value
|
||||||||
U.S. Treasury securities
|
|
$3,460
|
|
|
|
$3
|
|
|
|
$14
|
|
|
|
$3,449
|
|
Federal agency securities
|
402
|
|
|
10
|
|
|
1
|
|
|
411
|
|
||||
U.S. states and political subdivisions
|
156
|
|
|
8
|
|
|
—
|
|
|
164
|
|
||||
MBS - agency residential
|
22,508
|
|
|
393
|
|
|
146
|
|
|
22,755
|
|
||||
MBS - agency commercial
|
369
|
|
|
4
|
|
|
4
|
|
|
369
|
|
||||
MBS - non-agency residential
|
92
|
|
|
2
|
|
|
—
|
|
|
94
|
|
||||
ABS
|
11
|
|
|
2
|
|
|
1
|
|
|
12
|
|
||||
Corporate and other debt securities
|
37
|
|
|
1
|
|
|
—
|
|
|
38
|
|
||||
Other equity securities
1
|
533
|
|
|
1
|
|
|
1
|
|
|
533
|
|
||||
Total securities AFS
|
|
$27,568
|
|
|
|
$424
|
|
|
|
$167
|
|
|
|
$27,825
|
|
Maturity Distribution of Debt Securities Available for Sale
|
|
|
|
|
|
Table 14
|
|
||||||||||||
|
December 31, 2017
|
||||||||||||||||||
(Dollars in millions)
|
Due in 1 Year or Less
|
|
Due After 1 Year through 5 Years
|
|
Due After 5 Years through 10 Years
|
|
Due After 10 Years
|
|
Total
|
||||||||||
Amortized Cost
1
:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. Treasury securities
|
|
$—
|
|
|
|
$2,322
|
|
|
|
$2,039
|
|
|
|
$—
|
|
|
|
$4,361
|
|
Federal agency securities
|
121
|
|
|
46
|
|
|
4
|
|
|
86
|
|
|
257
|
|
|||||
U.S. states and political subdivisions
|
6
|
|
|
49
|
|
|
149
|
|
|
414
|
|
|
618
|
|
|||||
MBS - agency residential
|
2,686
|
|
|
7,937
|
|
|
11,781
|
|
|
212
|
|
|
22,616
|
|
|||||
MBS - agency commercial
|
—
|
|
|
315
|
|
|
1,547
|
|
|
259
|
|
|
2,121
|
|
|||||
MBS - non-agency residential
|
—
|
|
|
55
|
|
|
—
|
|
|
—
|
|
|
55
|
|
|||||
MBS - non-agency commercial
|
—
|
|
|
12
|
|
|
813
|
|
|
37
|
|
|
862
|
|
|||||
ABS
|
—
|
|
|
6
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|||||
Corporate and other debt securities
|
7
|
|
|
10
|
|
|
—
|
|
|
—
|
|
|
17
|
|
|||||
Total debt securities
|
|
$2,820
|
|
|
|
$10,752
|
|
|
|
$16,333
|
|
|
|
$1,008
|
|
|
|
$30,913
|
|
Fair Value
1
:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. Treasury securities
|
|
$—
|
|
|
|
$2,305
|
|
|
|
$2,026
|
|
|
|
$—
|
|
|
|
$4,331
|
|
Federal agency securities
|
123
|
|
|
47
|
|
|
4
|
|
|
85
|
|
|
259
|
|
|||||
U.S. states and political subdivisions
|
6
|
|
|
52
|
|
|
153
|
|
|
406
|
|
|
617
|
|
|||||
MBS - agency residential
|
2,748
|
|
|
7,980
|
|
|
11,763
|
|
|
213
|
|
|
22,704
|
|
|||||
MBS - agency commercial
|
—
|
|
|
308
|
|
|
1,525
|
|
|
253
|
|
|
2,086
|
|
|||||
MBS - non-agency residential
|
—
|
|
|
59
|
|
|
—
|
|
|
—
|
|
|
59
|
|
|||||
MBS - non-agency commercial
|
—
|
|
|
12
|
|
|
816
|
|
|
38
|
|
|
866
|
|
|||||
ABS
|
—
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|||||
Corporate and other debt securities
|
7
|
|
|
10
|
|
|
—
|
|
|
—
|
|
|
17
|
|
|||||
Total debt securities
|
|
$2,884
|
|
|
|
$10,781
|
|
|
|
$16,287
|
|
|
|
$995
|
|
|
|
$30,947
|
|
Weighted average yield
2
:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. Treasury securities
|
—
|
%
|
|
1.82
|
%
|
|
2.19
|
%
|
|
—
|
%
|
|
1.99
|
%
|
|||||
Federal agency securities
|
5.10
|
|
|
3.19
|
|
|
2.91
|
|
|
2.81
|
|
|
3.96
|
|
|||||
U.S. states and political subdivisions
|
6.31
|
|
|
4.78
|
|
|
3.77
|
|
|
3.57
|
|
|
3.75
|
|
|||||
MBS - agency residential
|
3.27
|
|
|
2.46
|
|
|
2.92
|
|
|
3.28
|
|
|
2.80
|
|
|||||
MBS - agency commercial
|
—
|
|
|
1.97
|
|
|
2.49
|
|
|
2.76
|
|
|
2.44
|
|
|||||
MBS - non-agency residential
|
6.00
|
|
|
5.50
|
|
|
—
|
|
|
—
|
|
|
5.50
|
|
|||||
MBS - non-agency commercial
|
—
|
|
|
2.26
|
|
|
3.18
|
|
|
3.42
|
|
|
3.18
|
|
|||||
ABS
|
—
|
|
|
1.95
|
|
|
7.20
|
|
|
—
|
|
|
2.16
|
|
|||||
Corporate and other debt securities
|
3.19
|
|
|
2.50
|
|
|
—
|
|
|
—
|
|
|
2.79
|
|
|||||
Total debt securities
|
3.36
|
%
|
|
2.34
|
%
|
|
2.81
|
%
|
|
3.23
|
%
|
|
2.71
|
%
|
Composition of Average Deposits
|
|
|
|
|
|
|
|
|
Table 15
|
|
||||||||||
|
Year Ended December 31
|
|
% of Total Deposits
|
|||||||||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
|
2017
|
|
2016
|
|
2015
|
|||||||||
Noninterest-bearing deposits
|
|
$43,655
|
|
|
|
$43,400
|
|
|
|
$42,102
|
|
|
27
|
%
|
|
28
|
%
|
|
29
|
%
|
Interest-bearing deposits:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
NOW accounts
|
45,009
|
|
|
40,949
|
|
|
35,161
|
|
|
28
|
|
|
26
|
|
|
24
|
|
|||
Money market accounts
|
53,592
|
|
|
53,795
|
|
|
50,518
|
|
|
33
|
|
|
35
|
|
|
35
|
|
|||
Savings
|
6,519
|
|
|
6,285
|
|
|
6,165
|
|
|
4
|
|
|
4
|
|
|
4
|
|
|||
Consumer time
|
5,626
|
|
|
5,852
|
|
|
6,443
|
|
|
4
|
|
|
4
|
|
|
4
|
|
|||
Other time
|
5,148
|
|
|
3,908
|
|
|
3,813
|
|
|
3
|
|
|
2
|
|
|
3
|
|
|||
Total consumer and commercial deposits
|
159,549
|
|
|
154,189
|
|
|
144,202
|
|
|
99
|
|
|
99
|
|
|
99
|
|
|||
Brokered time deposits
|
941
|
|
|
926
|
|
|
888
|
|
|
1
|
|
|
1
|
|
|
1
|
|
|||
Foreign deposits
|
421
|
|
|
123
|
|
|
218
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Total deposits
|
|
$160,911
|
|
|
|
$155,238
|
|
|
|
$145,308
|
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
Table 16
|
|
|||||||||
(Dollars in millions)
|
Consumer and Other Time
|
|
Brokered Time
|
|
Total
|
||||||
Remaining Contractual Maturity:
|
|
|
|
|
|
||||||
3 months or less
|
|
$609
|
|
|
|
$37
|
|
|
|
$646
|
|
Over 3 through 6 months
|
521
|
|
|
27
|
|
|
548
|
|
|||
Over 6 through 12 months
|
1,103
|
|
|
41
|
|
|
1,144
|
|
|||
Over 12 months
|
4,004
|
|
|
880
|
|
|
4,884
|
|
|||
Total
|
|
$6,237
|
|
|
|
$985
|
|
|
|
$7,222
|
|
|
|
|
Table 17
|
|
|||
(Dollars in millions)
|
2017
|
|
2016
|
||||
Funds purchased
|
|
$2,561
|
|
|
|
$2,116
|
|
Securities sold under agreements to repurchase
|
1,503
|
|
|
1,633
|
|
||
Other short-term borrowings
|
717
|
|
|
1,015
|
|
||
Total short-term borrowings
|
|
$4,781
|
|
|
|
$4,764
|
|
|
|
|
Table 18
|
|
|||
(Dollars in millions)
|
2017
|
|
2016
|
||||
Parent Company Only:
|
|
|
|
||||
Senior, fixed rate
|
|
$3,379
|
|
|
|
$3,818
|
|
Senior, variable rate
|
267
|
|
|
314
|
|
||
Subordinated, fixed rate
|
200
|
|
|
200
|
|
||
Junior subordinated, variable rate
|
628
|
|
|
627
|
|
||
Total
|
4,474
|
|
|
4,959
|
|
||
Less: Debt issuance costs
|
8
|
|
|
9
|
|
||
Total Parent Company debt
|
4,466
|
|
|
4,950
|
|
||
|
|
|
|
||||
Subsidiaries
1
:
|
|
|
|
||||
Senior, fixed rate
2
|
3,609
|
|
|
2,539
|
|
||
Senior, variable rate
|
512
|
|
|
2,613
|
|
||
Subordinated, fixed rate
|
1,206
|
|
|
1,651
|
|
||
Total
|
5,327
|
|
|
6,803
|
|
||
Less: Debt issuance costs
|
8
|
|
|
5
|
|
||
Total subsidiaries debt
|
5,319
|
|
|
6,798
|
|
||
Total long-term debt
3
|
|
$9,785
|
|
|
|
$11,748
|
|
Regulatory Capital Metrics
1
|
|
|
|
Table 19
|
|
||||||
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||
Regulatory capital:
|
|
|
|
|
|
||||||
CET1
|
|
$17,141
|
|
|
|
$16,953
|
|
|
|
$16,421
|
|
Tier 1 capital
|
19,622
|
|
|
18,186
|
|
|
17,804
|
|
|||
Total capital
|
23,028
|
|
|
21,685
|
|
|
20,668
|
|
|||
Assets:
|
|
|
|
|
|
||||||
RWA
|
|
$175,950
|
|
|
|
$176,825
|
|
|
|
$164,851
|
|
Average total assets for leverage ratio
|
200,141
|
|
|
197,272
|
|
|
183,763
|
|
|||
Risk-based ratios:
|
|
|
|
|
|
||||||
CET1
|
9.74
|
%
|
|
9.59
|
%
|
|
9.96
|
%
|
|||
CET1 - fully phased-in
2
|
9.59
|
|
|
9.43
|
|
|
9.80
|
|
|||
Tier 1 capital
|
11.15
|
|
|
10.28
|
|
|
10.80
|
|
|||
Total capital
|
13.09
|
|
|
12.26
|
|
|
12.54
|
|
|||
Leverage
|
9.80
|
|
|
9.22
|
|
|
9.69
|
|
|||
Total shareholders’ equity to assets
|
12.21
|
|
|
11.53
|
|
|
12.28
|
|
Level 3 Assets and Liabilities
|
|
Table 20
|
|
||||
|
December 31
|
||||||
(Dollars in millions)
|
2017
|
|
2016
|
||||
Assets:
|
|
|
|
||||
Trading assets and derivative instruments
1
|
|
$16
|
|
|
|
$28
|
|
Securities AFS
|
490
|
|
|
633
|
|
||
Residential LHFS
|
—
|
|
|
12
|
|
||
LHFI
|
196
|
|
|
222
|
|
||
Residential MSRs
|
1,710
|
|
|
1,572
|
|
||
Total level 3 assets
|
|
$2,412
|
|
|
|
$2,467
|
|
Total assets
|
|
$205,962
|
|
|
|
$204,875
|
|
Total assets measured at fair value on a recurring basis
|
39,992
|
|
|
42,073
|
|
||
Level 3 assets as a % of total assets
|
1.2
|
%
|
|
1.2
|
%
|
||
Level 3 assets as a % of total assets measured at fair value on a recurring basis
|
6.0
|
%
|
|
5.9
|
%
|
||
Liabilities:
|
|
|
|
||||
Trading liabilities and derivative instruments
|
|
$16
|
|
|
|
$22
|
|
Total level 3 liabilities
|
|
$16
|
|
|
|
$22
|
|
Total liabilities
|
|
$180,808
|
|
|
|
$181,257
|
|
Total liabilities measured at fair value on a recurring basis
|
2,049
|
|
|
2,392
|
|
||
Level 3 liabilities as a % of total liabilities
|
—
|
%
|
|
—
|
%
|
||
Level 3 liabilities as a % of total liabilities measured at fair value on a recurring basis
|
0.8
|
%
|
|
0.9
|
%
|
||
1
Includes IRLCs.
|
•
|
Align risk taking with the risk appetite established by the Board,
|
•
|
Identify, measure, analyze, manage, escalate, and report risk at the transaction, portfolio, and enterprise levels,
|
•
|
Support client facing businesses as they seek to balance risk taking with business and safety/soundness objectives.
|
•
|
Optimize decision making,
|
•
|
Promote sound processes and regulatory compliance,
|
•
|
Maximize shareholder value, and
|
•
|
Support our purpose of
Lighting the Way to Financial Well-Being
, support our performance promise of
Leading the Movement for Financial Well-Being
, and conform to our guiding principles of
Client First
,
One Team
,
Executional Excellence
, and
Profitable Growth.
|
•
|
Put the client first,
|
•
|
Exhibit strong personal and professional risk leadership, integrity, and ethics in all business dealings,
|
•
|
Understand risks encountered and demonstrate a commitment to managing risks through individual actions,
|
•
|
Demonstrate honesty, fairness, and respect in all internal and external interactions, and
|
•
|
Emphasize the importance of executional excellence in all activities.
|
•
|
Risk Takers/Owners develop strategies to drive opportunities; operate within the policies, standards, and limits set by Risk Oversight; and escalate changes in the business or the risk environment that could affect risk appetite.
|
•
|
Business Managers and Risk Administrators provide input to and accept articulation of risk appetite in policies and limits; identify, assess, and manage the risks the business takes or is exposed to while conducting its activities; apply and operate controls; and provide business analyses and support.
|
•
|
Risk Oversight provides credible, independent challenge to risk takers; establishes the risk appetite framework and facilitates risk appetite expression by the Board; sets limits to the business; evaluates/approves limit exceptions; sets risk management policies, standards, tools, methodologies, and programs; and independently monitors and reports on our aggregate portfolio view of risks.
|
•
|
Risk Assurance provides independent assessments of risk management and the internal control framework and systems to the Board. These assessments include compliance with policies and standards, effectiveness of the independent risk management function, and completeness and accuracy of information.
|
•
|
Provide a holistic view of risks,
|
•
|
Present quantitative and qualitative assessments of current risks, which may be predictive of future risk trends and levels, and
|
•
|
Promote transparency by fostering direct communication between Executive Management/Board and key executives/Risk Managers.
|
•
|
ERC
is chaired by the
CRO
and supports the
CRO
in identifying, measuring, and managing the Bank’s aggregate risk profile.
ERC
maintains a comprehensive perspective of existing and prospective risks; the effectiveness of risk management frameworks, policies and activities; and the execution of risk management processes.
|
•
|
ALCO
is chaired by the CFO and ensures that proper measurement, monitoring, management, and control processes are in place to achieve our
ALM
and Liquidity Risk Management goals.
|
•
|
CC
is also chaired by the CFO and ensures that the proper measurement, monitoring, management, and control processes are in place to achieve our strategic capital goals, while also continuing to manage our risk-capital balance to meet regulatory capital adequacy and stakeholder return expectations.
|
•
|
PMC
is chaired by the Wholesale Segment Executive and facilitates the development of portfolio strategy that addresses capital utilization, balance sheet optimization, and risk concentrations.
|
•
|
EBPC
is chaired by the Chief Human Resources Officer and is in place to assess and make determinations regarding our business practices to ensure alignment with core purpose, principles, and values, and to share best practices.
EBPC
also serves as the forum for enterprise reputational risk exposures.
|
Market Value of Equity Sensitivity
|
Table 22
|
||
|
|
|
|
|
Estimated % Change in MVE
|
||
|
December 31, 2017
|
|
December 31, 2016
|
Rate Change
|
|
|
|
+200 bps
|
(7.6)%
|
|
(9.1)%
|
+100 bps
|
(3.3)%
|
|
(4.2)%
|
-50 bps
|
0.8%
|
|
1.5%
|
Value at Risk Profile
|
Table 23
|
|
|||||
|
|
|
|
||||
|
Year Ended December 31
|
||||||
(Dollars in millions)
|
2017
|
|
2016
|
||||
VAR (1-day holding period):
|
|
|
|
||||
Period end
|
|
$2
|
|
|
|
$3
|
|
High
|
3
|
|
|
4
|
|
||
Low
|
1
|
|
|
1
|
|
||
Average
|
2
|
|
|
3
|
|
||
|
|
|
|
||||
Stressed VAR (10-day holding period):
|
|||||||
Period end
|
|
$52
|
|
|
|
$37
|
|
High
|
110
|
|
|
118
|
|
||
Low
|
22
|
|
|
8
|
|
||
Average
|
54
|
|
|
37
|
|
||
|
|
|
|
||||
VAR by Risk Factor at period end (1-day holding period):
|
|||||||
Equity risk
|
|
$1
|
|
|
|
$1
|
|
Interest rate risk
|
2
|
|
|
2
|
|
||
Credit spread risk
|
3
|
|
|
5
|
|
||
VAR total at period end (1-day diversified)
|
2
|
|
|
3
|
|
|
|
|
Credit Ratings and Outlook
|
Table 24
|
||||
|
December 31, 2017
|
||||
|
Moody’s
|
|
S&P
|
|
Fitch
|
SunTrust Banks, Inc.:
|
|
|
|
|
|
Senior debt
|
Baa1
|
|
BBB+
|
|
A-
|
Preferred stock
|
Baa3
|
|
BB+
|
|
BB
|
|
|
|
|
|
|
SunTrust Bank:
|
|
|
|
|
|
Long-term deposits
|
A1
|
|
A-
|
|
A
|
Short-term deposits
|
P-1
|
|
A-2
|
|
F1
|
Senior debt
|
Baal
|
|
A-
|
|
A-
|
Outlook
|
Stable
|
|
Positive
|
|
Stable
|
Unfunded Lending Commitments
|
|
|
|
|
|
Table 26
|
|
||||||||
|
As of
|
|
Average for the Three Months Ended
|
||||||||||||
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||
Unused lines of credit:
|
|
|
|
|
|
|
|
||||||||
Commercial
|
|
$59,625
|
|
|
|
$59,803
|
|
|
|
$59,120
|
|
|
|
$58,865
|
|
Residential mortgage commitments
1
|
3,036
|
|
|
4,240
|
|
|
3,556
|
|
|
5,864
|
|
||||
Home equity lines
|
10,086
|
|
|
10,336
|
|
|
10,101
|
|
|
10,353
|
|
||||
CRE
2
|
4,139
|
|
|
4,468
|
|
|
3,963
|
|
|
4,386
|
|
||||
Credit card
|
10,533
|
|
|
9,798
|
|
|
10,488
|
|
|
9,726
|
|
||||
Total unused lines of credit
|
|
$87,419
|
|
|
|
$88,645
|
|
|
|
$87,228
|
|
|
|
$89,194
|
|
|
|
|
|
|
|
|
|
||||||||
Letters of credit:
|
|
|
|
|
|
|
|
||||||||
Financial standby
|
|
$2,453
|
|
|
|
$2,777
|
|
|
|
$2,633
|
|
|
|
$2,716
|
|
Performance standby
|
125
|
|
|
130
|
|
|
121
|
|
|
131
|
|
||||
Commercial
|
14
|
|
|
19
|
|
|
16
|
|
|
19
|
|
||||
Total letters of credit
|
|
$2,592
|
|
|
|
$2,926
|
|
|
|
$2,770
|
|
|
|
$2,866
|
|
Net Income by Business Segment
|
|
|
|
|
Table 28
|
|
|||||
|
|
|
|
|
|
||||||
|
Year Ended December 31
|
||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Consumer
|
|
$871
|
|
|
|
$965
|
|
|
|
$1,081
|
|
Wholesale
|
1,373
|
|
|
979
|
|
|
1,053
|
|
|||
|
|
|
|
|
|
||||||
Corporate Other
|
199
|
|
|
160
|
|
|
184
|
|
|||
Reconciling Items
1
|
(170
|
)
|
|
(226
|
)
|
|
(385
|
)
|
|||
Total Corporate Other
|
29
|
|
|
(66
|
)
|
|
(201
|
)
|
|||
Consolidated Net Income
|
|
$2,273
|
|
|
|
$1,878
|
|
|
|
$1,933
|
|
Average LHFI and Deposits by Business Segment
|
|
|
|
|
|
|
|
Table 29
|
|
||||||||||||||
|
Average LHFI
|
|
Average Consumer
and Commercial Deposits |
||||||||||||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||
Consumer
|
|
$72,622
|
|
|
|
$69,455
|
|
|
|
$65,637
|
|
|
|
$102,820
|
|
|
|
$99,424
|
|
|
|
$93,789
|
|
Wholesale
|
71,521
|
|
|
71,600
|
|
|
67,872
|
|
|
56,618
|
|
|
54,713
|
|
|
50,373
|
|
||||||
Corporate Other
|
73
|
|
|
63
|
|
|
49
|
|
|
111
|
|
|
52
|
|
|
41
|
|
Selected Financial Data and Reconcilement of Non-U.S. GAAP Measures
|
Table 30
|
|
|||||||||||||||||||||||||||||
|
Three Months Ended
|
||||||||||||||||||||||||||||||
(Dollars in millions and shares in thousands, except per share data)
|
2017
|
|
2016
|
||||||||||||||||||||||||||||
December 31
|
|
September 30
|
|
June 30
|
|
March 31
|
|
December 31
|
|
September 30
|
|
June 30
|
|
March 31
|
|||||||||||||||||
Selected Quarterly Financial Data
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Summary of Operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Interest income
|
|
$1,640
|
|
|
|
$1,635
|
|
|
|
$1,583
|
|
|
|
$1,528
|
|
|
|
$1,492
|
|
|
|
$1,451
|
|
|
|
$1,424
|
|
|
|
$1,411
|
|
Interest expense
|
206
|
|
|
205
|
|
|
180
|
|
|
162
|
|
|
149
|
|
|
143
|
|
|
136
|
|
|
129
|
|
||||||||
Net interest income
|
1,434
|
|
|
1,430
|
|
|
1,403
|
|
|
1,366
|
|
|
1,343
|
|
|
1,308
|
|
|
1,288
|
|
|
1,282
|
|
||||||||
Provision for credit losses
|
79
|
|
|
120
|
|
|
90
|
|
|
119
|
|
|
101
|
|
|
97
|
|
|
146
|
|
|
101
|
|
||||||||
Net interest income after provision for credit losses
|
1,355
|
|
|
1,310
|
|
|
1,313
|
|
|
1,247
|
|
|
1,242
|
|
|
1,211
|
|
|
1,142
|
|
|
1,181
|
|
||||||||
Noninterest income
|
833
|
|
|
846
|
|
|
827
|
|
|
847
|
|
|
815
|
|
|
889
|
|
|
898
|
|
|
781
|
|
||||||||
Noninterest expense
|
1,520
|
|
|
1,391
|
|
|
1,388
|
|
|
1,465
|
|
|
1,397
|
|
|
1,409
|
|
|
1,345
|
|
|
1,318
|
|
||||||||
Income before (benefit)/provision for income taxes
|
668
|
|
|
765
|
|
|
752
|
|
|
629
|
|
|
660
|
|
|
691
|
|
|
695
|
|
|
644
|
|
||||||||
(Benefit)/provision for income taxes
|
(74
|
)
|
|
225
|
|
|
222
|
|
|
159
|
|
|
193
|
|
|
215
|
|
|
201
|
|
|
195
|
|
||||||||
Net income attributable to noncontrolling interest
|
2
|
|
|
2
|
|
|
2
|
|
|
2
|
|
|
2
|
|
|
2
|
|
|
2
|
|
|
2
|
|
||||||||
Net income
|
|
$740
|
|
|
|
$538
|
|
|
|
$528
|
|
|
|
$468
|
|
|
|
$465
|
|
|
|
$474
|
|
|
|
$492
|
|
|
|
$447
|
|
Net income available to common shareholders
|
|
$710
|
|
|
|
$512
|
|
|
|
$505
|
|
|
|
$451
|
|
|
|
$448
|
|
|
|
$457
|
|
|
|
$475
|
|
|
|
$430
|
|
Net interest income-FTE
1
|
|
$1,472
|
|
|
|
$1,467
|
|
|
|
$1,439
|
|
|
|
$1,400
|
|
|
|
$1,377
|
|
|
|
$1,342
|
|
|
|
$1,323
|
|
|
|
$1,318
|
|
Total revenue
|
2,267
|
|
|
2,276
|
|
|
2,230
|
|
|
2,213
|
|
|
2,158
|
|
|
2,197
|
|
|
2,186
|
|
|
2,063
|
|
||||||||
Total revenue-FTE
1
|
2,305
|
|
|
2,313
|
|
|
2,266
|
|
|
2,247
|
|
|
2,192
|
|
|
2,231
|
|
|
2,221
|
|
|
2,099
|
|
||||||||
Net income per average common share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Diluted
|
|
$1.48
|
|
|
|
$1.06
|
|
|
|
$1.03
|
|
|
|
$0.91
|
|
|
|
$0.90
|
|
|
|
$0.91
|
|
|
|
$0.94
|
|
|
|
$0.84
|
|
Basic
|
1.50
|
|
|
1.07
|
|
|
1.05
|
|
|
0.92
|
|
|
0.91
|
|
|
0.92
|
|
|
0.95
|
|
|
0.85
|
|
||||||||
Dividends declared per common share
|
0.40
|
|
|
0.40
|
|
|
0.26
|
|
|
0.26
|
|
|
0.26
|
|
|
0.26
|
|
|
0.24
|
|
|
0.24
|
|
||||||||
Book value per common share
|
47.94
|
|
|
47.16
|
|
|
46.51
|
|
|
45.62
|
|
|
45.38
|
|
|
46.63
|
|
|
46.14
|
|
|
44.97
|
|
||||||||
Tangible book value per common share
2
|
34.82
|
|
|
34.34
|
|
|
33.83
|
|
|
33.05
|
|
|
32.95
|
|
|
34.33
|
|
|
33.98
|
|
|
32.89
|
|
||||||||
Market capitalization
|
30,417
|
|
|
28,451
|
|
|
27,319
|
|
|
26,860
|
|
|
26,942
|
|
|
21,722
|
|
|
20,598
|
|
|
18,236
|
|
||||||||
Market price per common share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
High
|
|
$66.62
|
|
|
|
$60.04
|
|
|
|
$58.75
|
|
|
|
$61.69
|
|
|
|
$56.48
|
|
|
|
$44.61
|
|
|
|
$44.32
|
|
|
|
$42.04
|
|
Low
|
56.30
|
|
|
51.96
|
|
|
52.69
|
|
|
52.71
|
|
|
43.41
|
|
|
38.75
|
|
|
35.10
|
|
|
31.07
|
|
||||||||
Close
|
64.59
|
|
|
59.77
|
|
|
56.72
|
|
|
55.30
|
|
|
54.85
|
|
|
43.80
|
|
|
41.08
|
|
|
36.08
|
|
||||||||
Selected Average Balances:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Total assets
|
|
$205,219
|
|
|
|
$205,738
|
|
|
|
$204,494
|
|
|
|
$204,252
|
|
|
|
$203,146
|
|
|
|
$201,476
|
|
|
|
$198,305
|
|
|
|
$193,014
|
|
Earning assets
|
184,306
|
|
|
184,861
|
|
|
184,057
|
|
|
183,606
|
|
|
182,475
|
|
|
180,523
|
|
|
178,055
|
|
|
174,189
|
|
||||||||
LHFI
|
144,039
|
|
|
144,706
|
|
|
144,440
|
|
|
143,670
|
|
|
142,578
|
|
|
142,257
|
|
|
141,238
|
|
|
138,372
|
|
||||||||
Intangible assets including residential MSRs
|
8,077
|
|
|
8,009
|
|
|
8,024
|
|
|
8,026
|
|
|
7,654
|
|
|
7,415
|
|
|
7,543
|
|
|
7,569
|
|
||||||||
Residential MSRs
|
1,662
|
|
|
1,589
|
|
|
1,603
|
|
|
1,604
|
|
|
1,291
|
|
|
1,065
|
|
|
1,192
|
|
|
1,215
|
|
||||||||
Consumer and commercial deposits
|
160,745
|
|
|
159,419
|
|
|
159,136
|
|
|
158,874
|
|
|
157,996
|
|
|
155,313
|
|
|
154,166
|
|
|
149,229
|
|
||||||||
Preferred stock
|
2,236
|
|
|
1,975
|
|
|
1,720
|
|
|
1,225
|
|
|
1,225
|
|
|
1,225
|
|
|
1,225
|
|
|
1,225
|
|
||||||||
Total shareholders’ equity
|
24,806
|
|
|
24,573
|
|
|
24,139
|
|
|
23,671
|
|
|
24,044
|
|
|
24,410
|
|
|
24,018
|
|
|
23,797
|
|
||||||||
Average common shares - diluted
|
480,359
|
|
|
483,640
|
|
|
488,020
|
|
|
496,002
|
|
|
497,055
|
|
|
500,885
|
|
|
505,633
|
|
|
509,931
|
|
||||||||
Average common shares - basic
|
474,300
|
|
|
478,258
|
|
|
482,913
|
|
|
490,091
|
|
|
491,497
|
|
|
496,304
|
|
|
501,374
|
|
|
505,482
|
|
||||||||
Financial Ratios (Annualized):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
ROA
|
1.43
|
%
|
|
1.04
|
%
|
|
1.03
|
%
|
|
0.93
|
%
|
|
0.91
|
%
|
|
0.94
|
%
|
|
1.00
|
%
|
|
0.93
|
%
|
||||||||
ROE
|
12.54
|
|
|
9.03
|
|
|
9.08
|
|
|
8.19
|
|
|
7.85
|
|
|
7.89
|
|
|
8.43
|
|
|
7.71
|
|
||||||||
ROTCE
3
|
17.24
|
|
|
12.45
|
|
|
12.51
|
|
|
11.28
|
|
|
10.76
|
|
|
10.73
|
|
|
11.54
|
|
|
10.60
|
|
||||||||
Net interest margin
|
3.09
|
|
|
3.07
|
|
|
3.06
|
|
|
3.02
|
|
|
2.93
|
|
|
2.88
|
|
|
2.91
|
|
|
2.96
|
|
||||||||
Net interest margin-FTE
1
|
3.17
|
|
|
3.15
|
|
|
3.14
|
|
|
3.09
|
|
|
3.00
|
|
|
2.96
|
|
|
2.99
|
|
|
3.04
|
|
||||||||
Efficiency ratio
4
|
67.03
|
|
|
61.12
|
|
|
62.24
|
|
|
66.20
|
|
|
64.74
|
|
|
64.13
|
|
|
61.53
|
|
|
63.89
|
|
||||||||
Efficiency ratio-FTE
1, 4
|
65.94
|
|
|
60.14
|
|
|
61.24
|
|
|
65.19
|
|
|
63.73
|
|
|
63.14
|
|
|
60.56
|
|
|
62.81
|
|
||||||||
Tangible efficiency ratio-FTE
1, 4, 5
|
64.84
|
|
|
59.21
|
|
|
60.59
|
|
|
64.60
|
|
|
63.08
|
|
|
62.54
|
|
|
60.05
|
|
|
62.33
|
|
||||||||
Adjusted tangible efficiency
ratio-FTE
1, 4, 5, 6
|
59.85
|
|
|
59.21
|
|
|
60.59
|
|
|
64.60
|
|
|
63.08
|
|
|
62.54
|
|
|
60.05
|
|
|
62.33
|
|
||||||||
Total average shareholders’ equity to total average assets
|
12.09
|
|
|
11.94
|
|
|
11.80
|
|
|
11.59
|
|
|
11.84
|
|
|
12.12
|
|
|
12.11
|
|
|
12.33
|
|
||||||||
Tangible common equity to tangible
assets
7
|
8.21
|
|
|
8.10
|
|
|
8.11
|
|
|
8.06
|
|
|
8.15
|
|
|
8.57
|
|
|
8.85
|
|
|
8.85
|
|
||||||||
Common dividend payout ratio
|
26.8
|
|
|
37.2
|
|
|
24.8
|
|
|
28.3
|
|
|
28.5
|
|
|
28.2
|
|
|
25.3
|
|
|
28.2
|
|
|
Three Months Ended
|
||||||||||||||||||||||||||||||
(Dollars in millions, except per share data)
|
2017
|
|
2016
|
||||||||||||||||||||||||||||
December 31
|
|
Septemb
er 30
|
|
June 30
|
|
March 31
|
|
December 31
|
|
Septemb
er 30
|
|
June 30
|
|
March 31
|
|||||||||||||||||
Reconcilement of Non-U.S. GAAP Measures - Quarterly
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
Net interest margin
|
3.09
|
%
|
|
3.07
|
%
|
|
3.06
|
%
|
|
3.02
|
%
|
|
2.93
|
%
|
|
2.88
|
%
|
|
2.91
|
%
|
|
2.96
|
%
|
||||||||
Impact of FTE adjustment
|
0.08
|
|
|
0.08
|
|
|
0.08
|
|
|
0.07
|
|
|
0.07
|
|
|
0.08
|
|
|
0.08
|
|
|
0.08
|
|
||||||||
Net interest margin-FTE
1
|
3.17
|
%
|
|
3.15
|
%
|
|
3.14
|
%
|
|
3.09
|
%
|
|
3.00
|
%
|
|
2.96
|
%
|
|
2.99
|
%
|
|
3.04
|
%
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Efficiency ratio
4
|
67.03
|
%
|
|
61.12
|
%
|
|
62.24
|
%
|
|
66.20
|
%
|
|
64.74
|
%
|
|
64.13
|
%
|
|
61.53
|
%
|
|
63.89
|
%
|
||||||||
Impact of FTE adjustment
|
(1.09
|
)
|
|
(0.98
|
)
|
|
(1.00
|
)
|
|
(1.01
|
)
|
|
(1.01
|
)
|
|
(0.99
|
)
|
|
(0.97
|
)
|
|
(1.08
|
)
|
||||||||
Efficiency ratio-FTE
1, 4
|
65.94
|
|
|
60.14
|
|
|
61.24
|
|
|
65.19
|
|
|
63.73
|
|
|
63.14
|
|
|
60.56
|
|
|
62.81
|
|
||||||||
Impact of excluding amortization related to intangible assets and certain tax credits
|
(1.10
|
)
|
|
(0.93
|
)
|
|
(0.65
|
)
|
|
(0.59
|
)
|
|
(0.65
|
)
|
|
(0.60
|
)
|
|
(0.51
|
)
|
|
(0.48
|
)
|
||||||||
Tangible efficiency ratio-FTE
1, 4, 5
|
64.84
|
|
|
59.21
|
|
|
60.59
|
|
|
64.60
|
|
|
63.08
|
|
|
62.54
|
|
|
60.05
|
|
|
62.33
|
|
||||||||
Impact of excluding Form 8-K and other items
|
(4.99
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Adjusted tangible efficiency ratio-FTE
1, 4, 5, 6
|
59.85
|
%
|
|
59.21
|
%
|
|
60.59
|
%
|
|
64.60
|
%
|
|
63.08
|
%
|
|
62.54
|
%
|
|
60.05
|
%
|
|
62.33
|
%
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
ROE
|
12.54
|
%
|
|
9.03
|
%
|
|
9.08
|
%
|
|
8.19
|
%
|
|
7.85
|
%
|
|
7.89
|
%
|
|
8.43
|
%
|
|
7.71
|
%
|
||||||||
Impact of removing average intangible assets other than residential MSRs and other servicing rights from average common shareholders' equity, and removing related pre-tax amortization expense from net income available to common shareholders
|
4.70
|
|
|
3.42
|
|
|
3.43
|
|
|
3.09
|
|
|
2.91
|
|
|
2.84
|
|
|
3.11
|
|
|
2.89
|
|
||||||||
ROTCE
3
|
17.24
|
%
|
|
12.45
|
%
|
|
12.51
|
%
|
|
11.28
|
%
|
|
10.76
|
%
|
|
10.73
|
%
|
|
11.54
|
%
|
|
10.60
|
%
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Net interest income
|
|
$1,434
|
|
|
|
$1,430
|
|
|
|
$1,403
|
|
|
|
$1,366
|
|
|
|
$1,343
|
|
|
|
$1,308
|
|
|
|
$1,288
|
|
|
|
$1,282
|
|
FTE adjustment
|
38
|
|
|
37
|
|
|
36
|
|
|
34
|
|
|
34
|
|
|
34
|
|
|
35
|
|
|
36
|
|
||||||||
Net interest income-FTE
1
|
1,472
|
|
|
1,467
|
|
|
1,439
|
|
|
1,400
|
|
|
1,377
|
|
|
1,342
|
|
|
1,323
|
|
|
1,318
|
|
||||||||
Noninterest income
|
833
|
|
|
846
|
|
|
827
|
|
|
847
|
|
|
815
|
|
|
889
|
|
|
898
|
|
|
781
|
|
||||||||
Total revenue-FTE
1
|
|
$2,305
|
|
|
|
$2,313
|
|
|
|
$2,266
|
|
|
|
$2,247
|
|
|
|
$2,192
|
|
|
|
$2,231
|
|
|
|
$2,221
|
|
|
|
$2,099
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Total shareholders’ equity
|
|
$25,154
|
|
|
|
$24,522
|
|
|
|
$24,477
|
|
|
|
$23,484
|
|
|
|
$23,618
|
|
|
|
$24,449
|
|
|
|
$24,464
|
|
|
|
$24,053
|
|
Goodwill, net of deferred taxes
9
|
(6,168
|
)
|
|
(6,084
|
)
|
|
(6,085
|
)
|
|
(6,086
|
)
|
|
(6,086
|
)
|
|
(6,089
|
)
|
|
(6,091
|
)
|
|
(6,094
|
)
|
||||||||
Other intangible assets (including residential MSRs and other servicing rights)
|
(1,791
|
)
|
|
(1,706
|
)
|
|
(1,689
|
)
|
|
(1,729
|
)
|
|
(1,657
|
)
|
|
(1,131
|
)
|
|
(1,075
|
)
|
|
(1,198
|
)
|
||||||||
Residential MSRs and other servicing rights
|
1,776
|
|
|
1,690
|
|
|
1,671
|
|
|
1,711
|
|
|
1,638
|
|
|
1,124
|
|
|
1,067
|
|
|
1,189
|
|
||||||||
Tangible equity
7
|
18,971
|
|
|
18,422
|
|
|
18,374
|
|
|
17,380
|
|
|
17,513
|
|
|
18,353
|
|
|
18,365
|
|
|
17,950
|
|
||||||||
Noncontrolling interest
|
(103
|
)
|
|
(101
|
)
|
|
(103
|
)
|
|
(101
|
)
|
|
(103
|
)
|
|
(101
|
)
|
|
(103
|
)
|
|
(101
|
)
|
||||||||
Preferred stock
|
(2,475
|
)
|
|
(1,975
|
)
|
|
(1,975
|
)
|
|
(1,225
|
)
|
|
(1,225
|
)
|
|
(1,225
|
)
|
|
(1,225
|
)
|
|
(1,225
|
)
|
||||||||
Tangible common equity
7
|
|
$16,393
|
|
|
|
$16,346
|
|
|
|
$16,296
|
|
|
|
$16,054
|
|
|
|
$16,185
|
|
|
|
$17,027
|
|
|
|
$17,037
|
|
|
|
$16,624
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Total assets
|
|
$205,962
|
|
|
|
$208,252
|
|
|
|
$207,223
|
|
|
|
$205,642
|
|
|
|
$204,875
|
|
|
|
$205,091
|
|
|
|
$198,892
|
|
|
|
$194,158
|
|
Goodwill
|
(6,331
|
)
|
|
(6,338
|
)
|
|
(6,338
|
)
|
|
(6,338
|
)
|
|
(6,337
|
)
|
|
(6,337
|
)
|
|
(6,337
|
)
|
|
(6,337
|
)
|
||||||||
Other intangible assets (including residential MSRs and other servicing rights)
|
(1,791
|
)
|
|
(1,706
|
)
|
|
(1,689
|
)
|
|
(1,729
|
)
|
|
(1,657
|
)
|
|
(1,131
|
)
|
|
(1,075
|
)
|
|
(1,198
|
)
|
||||||||
Residential MSRs and other servicing rights
|
1,776
|
|
|
1,690
|
|
|
1,671
|
|
|
1,711
|
|
|
1,638
|
|
|
1,124
|
|
|
1,067
|
|
|
1,189
|
|
||||||||
Tangible assets
|
|
$199,616
|
|
|
|
$201,898
|
|
|
|
$200,867
|
|
|
|
$199,286
|
|
|
|
$198,519
|
|
|
|
$198,747
|
|
|
|
$192,547
|
|
|
|
$187,812
|
|
Tangible common equity to tangible assets
7
|
8.21
|
%
|
|
8.10
|
%
|
|
8.11
|
%
|
|
8.06
|
%
|
|
8.15
|
%
|
|
8.57
|
%
|
|
8.85
|
%
|
|
8.85
|
%
|
||||||||
Tangible book value per common share
2
|
|
$34.82
|
|
|
|
$34.34
|
|
|
|
$33.83
|
|
|
|
$33.05
|
|
|
|
$32.95
|
|
|
|
$34.33
|
|
|
|
$33.98
|
|
|
|
$32.89
|
|
Selected Financial Data and Reconcilement of Non-U.S. GAAP Measures (continued)
|
|
|
||||
|
|
|
|
|||
Reconciliation of fully phased-in CET1 Ratio
8
|
December 31, 2017
|
|
December 31, 2016
|
|||
CET1
|
9.74
|
%
|
|
9.59
|
%
|
|
Less:
|
|
|
|
|||
Servicing rights
|
(0.14
|
)
|
|
(0.13
|
)
|
|
Other
11
|
(0.01
|
)
|
|
(0.03
|
)
|
|
CET1 - fully phased-in
|
9.59
|
%
|
|
9.43
|
%
|
|
|
|
|
|
|||
|
|
|
|
|||
(Dollars in millions)
|
|
|
|
|||
Reconciliation of PPNR
12
|
Year Ended December 31, 2017
|
|
|
|||
Income before provision for income taxes
|
|
$2,814
|
|
|
|
|
Provision for credit losses
|
409
|
|
|
|
||
Less:
|
|
|
|
|||
Net securities losses
|
(108
|
)
|
|
|
||
PPNR
|
|
$3,331
|
|
|
|
Item 7A.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
Item 8.
|
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
|
|
Year Ended December 31
|
||||||||||
(Dollars in millions and shares in thousands, except per share data)
|
2017
|
|
2016
|
|
2015
|
||||||
Interest Income
|
|
|
|
|
|
||||||
Interest and fees on loans held for investment
|
|
$5,385
|
|
|
|
$4,939
|
|
|
|
$4,506
|
|
Interest and fees on loans held for sale
|
99
|
|
|
92
|
|
|
82
|
|
|||
Interest and dividends on securities available for sale
|
774
|
|
|
651
|
|
|
593
|
|
|||
Trading account interest and other
|
129
|
|
|
96
|
|
|
84
|
|
|||
Total interest income
|
6,387
|
|
|
5,778
|
|
|
5,265
|
|
|||
Interest Expense
|
|
|
|
|
|
||||||
Interest on deposits
|
404
|
|
|
259
|
|
|
219
|
|
|||
Interest on long-term debt
|
288
|
|
|
260
|
|
|
252
|
|
|||
Interest on other borrowings
|
62
|
|
|
38
|
|
|
30
|
|
|||
Total interest expense
|
754
|
|
|
557
|
|
|
501
|
|
|||
Net interest income
|
5,633
|
|
|
5,221
|
|
|
4,764
|
|
|||
Provision for credit losses
|
409
|
|
|
444
|
|
|
165
|
|
|||
Net interest income after provision for credit losses
|
5,224
|
|
|
4,777
|
|
|
4,599
|
|
|||
Noninterest Income
|
|
|
|
|
|
||||||
Service charges on deposit accounts
|
603
|
|
|
630
|
|
|
622
|
|
|||
Other charges and fees
|
385
|
|
|
380
|
|
|
377
|
|
|||
Card fees
|
344
|
|
|
327
|
|
|
329
|
|
|||
Investment banking income
|
599
|
|
|
494
|
|
|
461
|
|
|||
Trading income
|
189
|
|
|
211
|
|
|
181
|
|
|||
Trust and investment management income
|
309
|
|
|
304
|
|
|
334
|
|
|||
Retail investment services
|
278
|
|
|
281
|
|
|
300
|
|
|||
Mortgage production related income
|
231
|
|
|
366
|
|
|
270
|
|
|||
Mortgage servicing related income
|
191
|
|
|
189
|
|
|
169
|
|
|||
Gain on sale of subsidiary
|
107
|
|
|
—
|
|
|
—
|
|
|||
Commercial real estate related income
1
|
123
|
|
|
69
|
|
|
56
|
|
|||
Net securities (losses)/gains
|
(108
|
)
|
|
4
|
|
|
21
|
|
|||
Other noninterest income
1
|
103
|
|
|
128
|
|
|
148
|
|
|||
Total noninterest income
|
3,354
|
|
|
3,383
|
|
|
3,268
|
|
|||
Noninterest Expense
|
|
|
|
|
|
||||||
Employee compensation
|
2,854
|
|
|
2,698
|
|
|
2,576
|
|
|||
Employee benefits
|
403
|
|
|
373
|
|
|
366
|
|
|||
Outside processing and software
|
826
|
|
|
834
|
|
|
815
|
|
|||
Net occupancy expense
|
377
|
|
|
349
|
|
|
341
|
|
|||
Marketing and customer development
|
232
|
|
|
172
|
|
|
151
|
|
|||
Regulatory assessments
|
187
|
|
|
173
|
|
|
139
|
|
|||
Equipment expense
|
164
|
|
|
170
|
|
|
164
|
|
|||
Other staff expense
|
121
|
|
|
67
|
|
|
65
|
|
|||
Amortization
|
75
|
|
|
49
|
|
|
40
|
|
|||
Consulting and legal fees
|
71
|
|
|
93
|
|
|
73
|
|
|||
Operating losses
|
40
|
|
|
108
|
|
|
56
|
|
|||
Other noninterest expense
|
414
|
|
|
382
|
|
|
374
|
|
|||
Total noninterest expense
|
5,764
|
|
|
5,468
|
|
|
5,160
|
|
|||
Income before provision for income taxes
|
2,814
|
|
|
2,692
|
|
|
2,707
|
|
|||
Provision for income taxes
|
532
|
|
|
805
|
|
|
764
|
|
|||
Net income including income attributable to noncontrolling interest
|
2,282
|
|
|
1,887
|
|
|
1,943
|
|
|||
Less: Net income attributable to noncontrolling interest
|
9
|
|
|
9
|
|
|
10
|
|
|||
Net income
|
|
$2,273
|
|
|
|
$1,878
|
|
|
|
$1,933
|
|
Net income available to common shareholders
|
|
$2,179
|
|
|
|
$1,811
|
|
|
|
$1,863
|
|
|
|
|
|
|
|
||||||
Net income per average common share:
|
|
|
|
|
|
||||||
Diluted
|
|
$4.47
|
|
|
|
$3.60
|
|
|
|
$3.58
|
|
Basic
|
4.53
|
|
|
3.63
|
|
|
3.62
|
|
|||
Dividends declared per common share
|
1.32
|
|
|
1.00
|
|
|
0.92
|
|
|||
Average common shares outstanding - diluted
|
486,954
|
|
|
503,466
|
|
|
520,586
|
|
|||
Average common shares outstanding - basic
|
481,339
|
|
|
498,638
|
|
|
514,844
|
|
|
Year Ended December 31
|
||||||||||
(Dollars in millions)
|
2017
1
|
|
2016
|
|
2015
|
||||||
Net income
|
|
$2,273
|
|
|
|
$1,878
|
|
|
|
$1,933
|
|
Components of other comprehensive income/(loss):
|
|
|
|
|
|
||||||
Change in net unrealized gains/(losses) on securities available for sale,
net of tax of $29, ($117), and ($93), respectively
|
61
|
|
|
(197
|
)
|
|
(163
|
)
|
|||
Change in net unrealized losses on derivative instruments,
net of tax of $0, ($145), and ($5), respectively
|
(87
|
)
|
|
(244
|
)
|
|
(10
|
)
|
|||
Change in net unrealized losses on brokered time deposits,
net of tax of $0, $0, and $0, respectively
|
—
|
|
|
(1
|
)
|
|
—
|
|
|||
Change in credit risk adjustment on long-term debt,
net of tax of $3, ($1), and $0, respectively
|
3
|
|
|
(2
|
)
|
|
—
|
|
|||
Change related to employee benefit plans,
net of tax of $138, $52, and ($103), respectively
|
24
|
|
|
88
|
|
|
(165
|
)
|
|||
Total other comprehensive income/(loss), net of tax
|
1
|
|
|
(356
|
)
|
|
(338
|
)
|
|||
Total comprehensive income
|
|
$2,274
|
|
|
|
$1,522
|
|
|
|
$1,595
|
|
|
December 31,
|
||||||
(Dollars in millions and shares in thousands, except per share data)
|
2017
|
|
2016
|
||||
Assets
|
|
|
|
||||
Cash and due from banks
|
|
$5,349
|
|
|
|
$5,091
|
|
Federal funds sold and securities borrowed or purchased under agreements to resell
|
1,538
|
|
|
1,307
|
|
||
Interest-bearing deposits in other banks
|
25
|
|
|
25
|
|
||
Cash and cash equivalents
|
6,912
|
|
|
6,423
|
|
||
Trading assets and derivative instruments
1
|
5,093
|
|
|
6,067
|
|
||
Securities available for sale
2
|
31,416
|
|
|
30,672
|
|
||
Loans held for sale ($1,577 and $3,540 at fair value at December 31, 2017 and 2016, respectively)
|
2,290
|
|
|
4,169
|
|
||
Loans held for investment
3
($196 and $222 at fair value at December 31, 2017 and 2016, respectively)
|
143,181
|
|
|
143,298
|
|
||
Allowance for loan and lease losses
|
(1,735
|
)
|
|
(1,709
|
)
|
||
Net loans held for investment
|
141,446
|
|
|
141,589
|
|
||
Premises and equipment, net
|
1,734
|
|
|
1,556
|
|
||
Goodwill
|
6,331
|
|
|
6,337
|
|
||
Other intangible assets (Residential MSRs at fair value: $1,710 and $1,572 at December 31, 2017 and 2016, respectively)
|
1,791
|
|
|
1,657
|
|
||
Other assets
|
8,949
|
|
|
6,405
|
|
||
Total assets
|
|
$205,962
|
|
|
|
$204,875
|
|
|
|
|
|
||||
Liabilities
|
|
|
|
||||
Noninterest-bearing deposits
|
|
$42,784
|
|
|
|
$43,431
|
|
Interest-bearing deposits (CDs at fair value: $236 and $78 at December 31, 2017 and 2016, respectively)
|
117,996
|
|
|
116,967
|
|
||
Total deposits
|
160,780
|
|
|
160,398
|
|
||
Funds purchased
|
2,561
|
|
|
2,116
|
|
||
Securities sold under agreements to repurchase
|
1,503
|
|
|
1,633
|
|
||
Other short-term borrowings
|
717
|
|
|
1,015
|
|
||
Long-term debt
4
($530 and $963 at fair value at December 31, 2017 and 2016, respectively)
|
9,785
|
|
|
11,748
|
|
||
Trading liabilities and derivative instruments
|
1,283
|
|
|
1,351
|
|
||
Other liabilities
|
4,179
|
|
|
2,996
|
|
||
Total liabilities
|
180,808
|
|
|
181,257
|
|
||
Shareholders’ Equity
|
|
|
|
||||
Preferred stock, no par value
|
2,475
|
|
|
1,225
|
|
||
Common stock, $1.00 par value
|
550
|
|
|
550
|
|
||
Additional paid-in capital
|
9,000
|
|
|
9,010
|
|
||
Retained earnings
|
17,540
|
|
|
16,000
|
|
||
Treasury stock, at cost, and other
5
|
(3,591
|
)
|
|
(2,346
|
)
|
||
Accumulated other comprehensive loss, net of tax
|
(820
|
)
|
|
(821
|
)
|
||
Total shareholders’ equity
|
25,154
|
|
|
23,618
|
|
||
Total liabilities and shareholders’ equity
|
|
$205,962
|
|
|
|
$204,875
|
|
|
|
|
|
||||
Common shares outstanding
6
|
470,931
|
|
|
491,188
|
|
||
Common shares authorized
|
750,000
|
|
|
750,000
|
|
||
Preferred shares outstanding
|
25
|
|
|
12
|
|
||
Preferred shares authorized
|
50,000
|
|
|
50,000
|
|
||
Treasury shares of common stock
|
79,133
|
|
|
58,738
|
|
||
|
|
|
|
||||
1
Includes trading securities pledged as collateral where counterparties have the right to sell or repledge the collateral
|
|
$1,086
|
|
|
|
$1,437
|
|
2
Includes securities AFS pledged as collateral where counterparties have the right to sell or repledge the collateral
|
223
|
|
|
—
|
|
||
3
Includes loans held for investment of consolidated VIEs
|
179
|
|
|
211
|
|
||
4
Includes debt of consolidated VIEs
|
189
|
|
|
222
|
|
||
5
Includes noncontrolling interest
|
103
|
|
|
103
|
|
||
6
Includes restricted shares
|
9
|
|
|
11
|
|
(Dollars and shares in millions, except per share data)
|
Preferred Stock
|
|
Common Shares Outstanding
|
|
Common Stock
|
|
Additional Paid-in Capital
|
|
Retained Earnings
|
|
Treasury Stock
and Other
1
|
|
Accumulated Other Comprehensive Loss
|
|
Total
|
|||||||||||||||
Balance, January 1, 2015
|
|
$1,225
|
|
|
525
|
|
|
|
$550
|
|
|
|
$9,089
|
|
|
|
$13,295
|
|
|
|
($1,032
|
)
|
|
|
($122
|
)
|
|
|
$23,005
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,933
|
|
|
—
|
|
|
—
|
|
|
1,933
|
|
|||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(338
|
)
|
|
(338
|
)
|
|||||||
Common stock dividends, $0.92 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(475
|
)
|
|
—
|
|
|
—
|
|
|
(475
|
)
|
|||||||
Preferred stock dividends
2
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(64
|
)
|
|
—
|
|
|
—
|
|
|
(64
|
)
|
|||||||
Repurchase of common stock
|
—
|
|
|
(17
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(679
|
)
|
|
—
|
|
|
(679
|
)
|
|||||||
Exercise of stock options and stock compensation expense
|
—
|
|
|
1
|
|
|
—
|
|
|
(18
|
)
|
|
—
|
|
|
30
|
|
|
—
|
|
|
12
|
|
|||||||
Restricted stock activity
|
—
|
|
|
—
|
|
|
—
|
|
|
23
|
|
|
(3
|
)
|
|
4
|
|
|
—
|
|
|
24
|
|
|||||||
Amortization of restricted stock compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16
|
|
|
—
|
|
|
16
|
|
|||||||
Issuance of stock for employee benefit plans and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
—
|
|
|
3
|
|
|||||||
Balance, December 31, 2015
|
|
$1,225
|
|
|
509
|
|
|
|
$550
|
|
|
|
$9,094
|
|
|
|
$14,686
|
|
|
|
($1,658
|
)
|
|
|
($460
|
)
|
|
|
$23,437
|
|
Cumulative effect of credit risk adjustment
3
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|||||||
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,878
|
|
|
—
|
|
|
—
|
|
|
1,878
|
|
|||||||
Other comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(356
|
)
|
|
(356
|
)
|
|||||||
Change in noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
(5
|
)
|
|||||||
Common stock dividends, $1.00 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(498
|
)
|
|
—
|
|
|
—
|
|
|
(498
|
)
|
|||||||
Preferred stock dividends
2
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(66
|
)
|
|
—
|
|
|
—
|
|
|
(66
|
)
|
|||||||
Repurchase of common stock
|
—
|
|
|
(20
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(806
|
)
|
|
—
|
|
|
(806
|
)
|
|||||||
Repurchase of common stock warrants
|
—
|
|
|
—
|
|
|
—
|
|
|
(24
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(24
|
)
|
|||||||
Exercise of stock options and stock compensation expense
4
|
—
|
|
|
1
|
|
|
—
|
|
|
(40
|
)
|
|
—
|
|
|
65
|
|
|
—
|
|
|
25
|
|
|||||||
Restricted stock activity
4
|
—
|
|
|
1
|
|
|
—
|
|
|
(20
|
)
|
|
(5
|
)
|
|
56
|
|
|
—
|
|
|
31
|
|
|||||||
Amortization of restricted stock compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|||||||
Balance, December 31, 2016
|
|
$1,225
|
|
|
491
|
|
|
|
$550
|
|
|
|
$9,010
|
|
|
|
$16,000
|
|
|
|
($2,346
|
)
|
|
|
($821
|
)
|
|
|
$23,618
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,273
|
|
|
—
|
|
|
—
|
|
|
2,273
|
|
|||||||
Other comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|||||||
Common stock dividends, $1.32 per share
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(634
|
)
|
|
—
|
|
|
—
|
|
|
(634
|
)
|
|||||||
Preferred stock dividends
2
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(94
|
)
|
|
—
|
|
|
—
|
|
|
(94
|
)
|
|||||||
Issuance of preferred stock, Series G and H
|
1,250
|
|
|
—
|
|
|
—
|
|
|
(11
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,239
|
|
|||||||
Repurchase of common stock
|
—
|
|
|
(22
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,314
|
)
|
|
—
|
|
|
(1,314
|
)
|
|||||||
Exercise of stock options and stock compensation expense
|
—
|
|
|
1
|
|
|
—
|
|
|
(15
|
)
|
|
—
|
|
|
36
|
|
|
—
|
|
|
21
|
|
|||||||
Restricted stock activity
|
—
|
|
|
1
|
|
|
—
|
|
|
16
|
|
|
(5
|
)
|
|
33
|
|
|
—
|
|
|
44
|
|
|||||||
Balance, December 31, 2017
|
|
$2,475
|
|
|
471
|
|
|
|
$550
|
|
|
|
$9,000
|
|
|
|
$17,540
|
|
|
|
($3,591
|
)
|
|
|
($820
|
)
|
|
|
$25,154
|
|
SunTrust Banks, Inc.
Consolidated Statements of Cash Flows
|
|||||||||||
|
Year Ended December 31
|
||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Cash Flows from Operating Activities:
|
|
|
|
|
|
||||||
Net income including income attributable to noncontrolling interest
|
|
$2,282
|
|
|
|
$1,887
|
|
|
|
$1,943
|
|
Adjustments to reconcile net income to net cash provided by/(used in) operating activities:
|
|
|
|
|
|
||||||
Gain on sale of subsidiary
|
(107
|
)
|
|
—
|
|
|
—
|
|
|||
Depreciation, amortization, and accretion
|
727
|
|
|
725
|
|
|
786
|
|
|||
Origination of servicing rights
|
(411
|
)
|
|
(312
|
)
|
|
(238
|
)
|
|||
Provisions for credit losses and foreclosed property
|
418
|
|
|
449
|
|
|
176
|
|
|||
Deferred income tax expense
|
344
|
|
|
111
|
|
|
21
|
|
|||
Stock-based compensation
|
160
|
|
|
126
|
|
|
89
|
|
|||
Net securities losses/(gains)
|
108
|
|
|
(4
|
)
|
|
(21
|
)
|
|||
Net gain on sale of loans held for sale, loans, and other assets
|
(269
|
)
|
|
(428
|
)
|
|
(323
|
)
|
|||
Net decrease/(increase) in loans held for sale
|
2,099
|
|
|
(1,819
|
)
|
|
1,625
|
|
|||
Net decrease/(increase) in trading assets and derivative instruments
|
834
|
|
|
(342
|
)
|
|
67
|
|
|||
Net decrease/(increase) in other assets
|
235
|
|
|
(800
|
)
|
|
(407
|
)
|
|||
Net decrease in other liabilities
|
(911
|
)
|
|
(274
|
)
|
|
(166
|
)
|
|||
Net cash provided by/(used in) operating activities
|
5,509
|
|
|
(681
|
)
|
|
3,552
|
|
|||
Cash Flows from Investing Activities:
|
|
|
|
|
|
||||||
Proceeds from maturities, calls, and paydowns of securities available for sale
|
4,186
|
|
|
5,108
|
|
|
5,680
|
|
|||
Proceeds from sales of securities available for sale
|
2,854
|
|
|
197
|
|
|
2,708
|
|
|||
Purchases of securities available for sale
|
(8,299
|
)
|
|
(8,610
|
)
|
|
(9,882
|
)
|
|||
Net increase in loans, including purchases of loans
|
(2,425
|
)
|
|
(9,032
|
)
|
|
(5,897
|
)
|
|||
Proceeds from sales of loans
|
720
|
|
|
1,612
|
|
|
2,127
|
|
|||
Net cash paid for servicing rights
|
(7
|
)
|
|
(171
|
)
|
|
(117
|
)
|
|||
Capital expenditures
|
(410
|
)
|
|
(283
|
)
|
|
(186
|
)
|
|||
Payments related to acquisitions, including contingent consideration, net of cash acquired
|
—
|
|
|
(211
|
)
|
|
(30
|
)
|
|||
Consideration received from sale of subsidiary
|
261
|
|
|
—
|
|
|
—
|
|
|||
Proceeds from the sale of other real estate owned and other assets
|
235
|
|
|
233
|
|
|
281
|
|
|||
Net cash used in investing activities
|
(2,885
|
)
|
|
(11,157
|
)
|
|
(5,316
|
)
|
|||
Cash Flows from Financing Activities:
|
|
|
|
|
|
||||||
Net increase in total deposits
|
382
|
|
|
10,568
|
|
|
9,263
|
|
|||
Net increase/(decrease) in funds purchased, securities sold under agreements to repurchase, and other short-term borrowings
|
17
|
|
|
37
|
|
|
(4,559
|
)
|
|||
Proceeds from issuance of long-term debt
|
2,844
|
|
|
6,705
|
|
|
1,351
|
|
|||
Repayments of long-term debt
|
(4,562
|
)
|
|
(3,231
|
)
|
|
(5,684
|
)
|
|||
Proceeds from the issuance of preferred stock
|
1,239
|
|
|
—
|
|
|
—
|
|
|||
Repurchase of common stock
|
(1,314
|
)
|
|
(806
|
)
|
|
(679
|
)
|
|||
Repurchase of common stock warrants
|
—
|
|
|
(24
|
)
|
|
—
|
|
|||
Common and preferred stock dividends paid
|
(723
|
)
|
|
(564
|
)
|
|
(539
|
)
|
|||
Taxes paid related to net share settlement of equity awards
|
(39
|
)
|
|
(48
|
)
|
|
(36
|
)
|
|||
Proceeds from exercise of stock options
|
21
|
|
|
25
|
|
|
17
|
|
|||
Net cash (used in)/provided by financing activities
|
(2,135
|
)
|
|
12,662
|
|
|
(866
|
)
|
|||
Net increase/(decrease) in cash and cash equivalents
|
489
|
|
|
824
|
|
|
(2,630
|
)
|
|||
Cash and cash equivalents at beginning of period
|
6,423
|
|
|
5,599
|
|
|
8,229
|
|
|||
Cash and cash equivalents at end of period
|
|
$6,912
|
|
|
|
$6,423
|
|
|
|
$5,599
|
|
|
|
|
|
|
|
||||||
Supplemental Disclosures:
|
|
|
|
|
|
||||||
Interest paid
|
|
$730
|
|
|
|
$559
|
|
|
|
$523
|
|
Income taxes paid
|
415
|
|
|
813
|
|
|
497
|
|
|||
Income taxes refunded
|
(3
|
)
|
|
(2
|
)
|
|
(1
|
)
|
|||
Loans transferred from loans held for sale to loans held for investment
|
19
|
|
|
30
|
|
|
741
|
|
|||
Loans transferred from loans held for investment to loans held for sale
|
288
|
|
|
360
|
|
|
1,790
|
|
|||
Loans transferred from loans held for investment and loans held for sale to other real estate owned
|
57
|
|
|
59
|
|
|
67
|
|
|||
Amortization of deferred gain on sale leaseback of premises
|
17
|
|
|
43
|
|
|
54
|
|
|||
Non-cash impact of debt assumed by purchaser in lease sale
|
184
|
|
|
74
|
|
|
190
|
|
Standard
|
Description
|
Required Date of Adoption
|
Effect on the Financial Statements or Other Significant Matters
|
Standard(s) Not Yet Adopted (or partially adopted previously) (continued)
|
|||
ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments
|
The ASU amends ASC Topic 230,
Statement of Cash Flows
, to clarify the classification of certain cash receipts and payments within the Company's Consolidated Statements of Cash Flow. These items include: cash payments for debt prepayment or debt extinguishment costs; cash outflows for the settlement of zero-coupon debt instruments or other debt instruments with coupon interest rates that are insignificant; contingent consideration payments made after a business combination; proceeds from the settlement of insurance claims; proceeds from the settlement of corporate-owned life insurance policies, including bank-owned life insurance policies; distributions received from equity method investees; and beneficial interests acquired in securitization transactions. The ASU also clarifies that when no specific U.S. GAAP guidance exists and the source of the cash flows are not separately identifiable, the predominant source of cash flow should be used to determine the classification for the item. The ASU must be adopted on a retrospective basis.
|
January 1, 2018
|
Effective as of January 1, 2018, the adoption date, the Company will change the presentation of certain cash payments and receipts within its Consolidated Statements of Cash Flows. Specifically, the Company will reclassify approximately $3 million and $17 million of proceeds from the settlement of corporate-owned life insurance policies, including bank-owned life insurance policies, from operating activities to investing activities for the years ended December 31, 2017 and 2016, respectively. The Company will also reclassify approximately $127 million and $202 million of cash payments related to premiums paid for corporate-owned life insurance policies, including bank-owned life insurance policies, from operating activities to investing activities for the years ended December 31, 2017 and 2016, respectively. Lastly, for contingent consideration payments made more than three months after a business combination, the Company will reclassify the portion of the cash payment up to the acquisition date fair value of the contingent consideration as a financing activity and any amount paid in excess of the acquisition date fair value as an operating activity. For the year ended December 31, 2016, the Company will reclassify approximately $13 million from investing activities to financing activities and will reclassify approximately $10 million from investing activities to operating activities. For the year ended December 31, 2017, there were no contingent consideration payments made.
These changes will be reflected for all periods presented in the Company's Consolidated Statements of Cash Flows beginning with its first quarter of 2018 Quarterly Report on Form 10-Q.
|
ASU 2014-09, Revenue from Contracts with Customers
ASU 2015-14, Deferral of the Effective Date
ASU 2016-08, Principal versus Agent Considerations
ASU 2016-10, Identifying Performance Obligations and Licensing
ASU 2016-12, Narrow-Scope Improvements and Practical Expedients
ASU 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers
|
These ASUs comprise ASC Topic 606,
Revenue from Contracts with Customers,
which supersedes the revenue recognition requirements in ASC Topic 605,
Revenue Recognition
, and most industry-specific guidance throughout the Industry Topics of the ASC. The core principle of these ASUs is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. These ASUs may be adopted either retrospectively or on a modified retrospective basis to new contracts and existing contracts, with remaining performance obligations as of the effective date.
|
January 1, 2018
|
The Company completed its evaluation of the anticipated effects that these ASUs will have on its Consolidated Financial Statements and related disclosures. The Company conducted a comprehensive scoping exercise to determine the revenue streams that are in the scope of these updates. Results indicate that certain noninterest income financial statement line items, including service charges on deposit accounts, card fees, other charges and fees, investment banking income, trust and investment management income, retail investment services, and other noninterest income, contain revenue streams that are within the scope of these updates.
The Company adopted these ASUs on January 1, 2018 using the modified retrospective method of adoption. The adoption resulted in an immaterial cumulative effect adjustment to the opening balance of retained earnings. Additionally, there will be prospective changes to the presentation of certain types of revenue and expenses, such as underwriting revenue and expenses within investment banking income, which will be shown on a gross basis, and to certain types of cash promotions and card network expenses, which will be reclassified from noninterest expense to service charges on deposit accounts and card fees, respectively. The net quantitative impact of these presentation changes to noninterest income and noninterest expense is immaterial and will not affect net income. The Company is in the process of completing the required quantitative and qualitative disclosures, which will be included in its first quarter of 2018 Quarterly Report on Form 10-Q.
|
Standard
|
Description
|
Required Date of Adoption
|
Effect on the Financial Statements or Other Significant Matters
|
Standard(s) Not Yet Adopted (or partially adopted previously) (continued)
|
|||
ASU 2017-09, Stock Compensation (Topic 718): Scope of Modification Accounting
|
This ASU amends ASC Topic 718,
Stock Compensation
, to provide guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting per ASC Topic 718,
Stock Compensation
. The amendments clarify that modification accounting only applies to an entity if the fair value, vesting conditions, or classification of the award changes as a result of changes in the terms or conditions of a share-based payment award. The ASU should be applied prospectively to awards modified on or after the adoption date.
|
January 1, 2018
|
The Company adopted this ASU on January 1, 2018 and upon adoption, the ASU did not impact the Company's Consolidated Financial Statements and related disclosures.
|
ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities
|
The ASU amends ASC Topic 815,
Derivatives and Hedging,
to simplify the requirements for hedge accounting. Key amendments include: eliminating the requirement to separately measure and report hedge ineffectiveness, requiring changes in the value of the hedging instrument to be presented in the same income statement line as the earnings effect of the hedged item, and the ability to measure the hedged item based on the benchmark interest rate component of the total contractual coupon for fair value hedges. These changes expand the types of risk management strategies eligible for hedge accounting. The ASU also permits entities to qualitatively assert that a hedging relationship was and continues to be highly effective. New incremental disclosures are also required for reporting periods subsequent to the date of adoption. All transition requirements and elections should be applied to hedging relationships existing on the date of adoption using a modified retrospective approach.
|
January 1, 2019
Early adoption is permitted.
|
The Company early adopted this ASU beginning January 1, 2018 and modified its measurement methodology for certain hedged items designated under fair value hedge relationships. The Company elected to perform its subsequent assessments of hedge effectiveness using a qualitative, rather than a quantitative, approach. The adoption resulted in an immaterial cumulative effect adjustment to the opening balance of Retained earnings and a basis adjustment to the related hedged items. The Company is in the process of developing the required disclosures, which will be included in its first quarter 2018 Quarterly Report on Form 10-Q.
|
ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from AOCI
|
This ASU amends ASC Topic 220,
Income Statement - Reporting Comprehensive Income
to allow for a reclassification from AOCI to Retained earnings for the stranded tax effects resulting from the 2017 Tax Act. The amount of the reclassification would be the difference between the historical federal corporate income tax rate and the newly enacted 21 percent federal corporate income tax rate. Consequently, the amendments in this ASU would eliminate the stranded tax effects resulting from the change in the federal corporate income tax rate in the 2017 Tax Act. The Company may apply this ASU at the beginning of the period of adoption or retrospectively to all periods in which the 2017 Tax Act is enacted.
|
January 1, 2019
Early adoption is permitted. |
The Company plans on early adopting this ASU as of January 1, 2018. Upon adoption of this ASU, the Company will elect to reclassify approximately $154 million of stranded tax effects relating to securities AFS, derivative instruments, credit risk on long-term debt, and employee benefit plans from AOCI to Retained earnings.
|
ASU 2016-02, Leases
|
The ASU creates ASC Topic 842,
Leases
, which supersedes ASC Topic 840,
Leases
. ASC Topic 842 requires lessees to recognize right-of-use assets and associated liabilities that arise from leases, with the exception of short-term leases. The ASU does not make significant changes to lessor accounting; however, there were certain improvements made to align lessor accounting with the lessee accounting model and ASC Topic 606,
Revenue from Contracts with Customers
. There are several new qualitative and quantitative disclosures required. Upon transition, lessees and lessors are required to recognize and measure leases at the beginning of the earliest period presented using a modified retrospective approach.
|
January 1, 2019
Early adoption is permitted.
|
The Company has formed a cross-functional team to oversee the implementation of this ASU. The Company's implementation efforts are ongoing, including the review of its lease portfolios and related lease accounting policies, the review of its service contracts for embedded leases, and the deployment of a new lease software solution. The Company's adoption of this ASU will result in an increase in right-of-use assets and associated lease liabilities, arising from operating leases in which the Company is the lessee, on its Consolidated Balance Sheets.
The amount of the right-of-use assets and associated lease liabilities recorded upon adoption will be based primarily on the present value of unpaid future minimum lease payments, the amount of which will depend on the population of leases in effect at the date of adoption. At December 31, 2017, the Company’s estimate of right-of-use assets and lease liabilities that would be recorded on its Consolidated Balance Sheets upon adoption is in excess of $1 billion. The Company does not expect this ASU to have a material impact on its Consolidated Statements of Income subsequent to adoption.
|
Standard
|
Description
|
Required Date of Adoption
|
Effect on the Financial Statements or Other Significant Matters
|
Standard(s) Not Yet Adopted (or partially adopted previously) (continued)
|
|||
ASU 2016-13, Measurement of Credit Losses on Financial Instruments
|
The ASU adds ASC Topic 326,
Financial Instruments-Credit Losses
, to replace the incurred loss impairment methodology with a current expected credit loss methodology for financial instruments measured at amortized cost and other commitments to extend credit. For this purpose, expected credit losses reflect losses over the remaining contractual life of an asset, considering the effect of voluntary prepayments and considering available information about the collectability of cash flows, including information about past events, current conditions, and reasonable and supportable forecasts. The resulting allowance for credit losses is deducted from the amortized cost basis of the financial assets to reflect the net amount expected to be collected on the financial assets. Additional quantitative and qualitative disclosures are required upon adoption. The change to the allowance for credit losses at the time of the adoption will be made with a cumulative effect adjustment to Retained earnings.
The current expected credit loss model does not apply to AFS debt securities; however, the ASU requires entities to record an allowance when recognizing credit losses for AFS securities, rather than recording a direct write-down of the carrying amount.
|
January 1, 2020
Early adoption is permitted beginning January 1, 2019.
|
The Company has formed a cross-functional team to oversee the implementation of this ASU and has identified the changes necessary to its credit loss estimation methodologies in order to comply with the new accounting standard requirements. Substantial progress has been made to date on implementing these changes, including the development of models, updates to technology systems, and the documentation of accounting policy decisions. Additionally, the Company is evaluating the impact that this ASU will have on its Consolidated Financial Statements and related disclosures, and the Company currently anticipates that an increase to the allowance for credit losses will be recognized upon adoption to provide for the expected credit losses over the estimated life of the financial assets. However, since the magnitude of the anticipated increase in the allowance for credit losses will be impacted by economic conditions and trends in the Company’s portfolio at the time of adoption, the quantitative impact cannot yet be reasonably estimated.
|
ASU 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment
|
The ASU amends ASC Topic 350,
Intangibles - Goodwill and Other
, to simplify the subsequent measurement of goodwill, by eliminating Step 2 from the goodwill impairment test. The amendments require an entity to perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. Entities should recognize an impairment charge for the amount by which a reporting unit's carrying amount exceeds its fair value, but the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. The ASU must be applied on a prospective basis.
|
January 1, 2020
Early adoption is permitted.
|
Based on the Company's most recent annual goodwill impairment test performed as of October 1, 2017, there were no reporting units for which the carrying amount of the reporting unit exceeded its fair value; therefore, this ASU would not currently have an impact on the Company's Consolidated Financial Statements and related disclosures. However, if upon adoption the carrying amount of a reporting unit exceeds its fair value, the Company would be required to recognize an impairment charge for the amount that the carrying value exceeds the fair value.
|
(Dollars in millions)
|
Date
|
|
Consideration Received/(Paid)
|
|
Goodwill
|
|
Other Intangible Assets
|
|
Pre-tax Gain
|
||||||||
2017
|
|
|
|
|
|
|
|
|
|
||||||||
Sale of PAC
|
12/1/2017
|
|
|
$261
|
|
|
|
($7
|
)
|
|
|
$—
|
|
|
|
$107
|
|
2016
|
|
|
|
|
|
|
|
|
|
||||||||
Acquisition of Pillar
|
12/15/2016
|
|
|
($197
|
)
|
|
|
$1
|
|
|
|
$13
|
|
1
|
|
$—
|
|
(Dollars in millions)
|
|
|
|
|
|
||||||
PAC Financial Information:
|
2017
|
|
2016
|
|
2015
|
||||||
Revenue
|
|
$56
|
|
|
|
$60
|
|
|
|
$59
|
|
Less: Expenses
|
31
|
|
|
27
|
|
|
22
|
|
|||
Income before provision for income taxes
|
|
$25
|
|
|
|
$33
|
|
|
|
$37
|
|
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
||||
Fed funds sold
|
|
$65
|
|
|
|
$58
|
|
Securities borrowed
|
298
|
|
|
270
|
|
||
Securities purchased under agreements to resell
|
1,175
|
|
|
979
|
|
||
Total Fed funds sold and securities borrowed or purchased under agreements to resell
|
|
$1,538
|
|
|
|
$1,307
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||||||||||
(Dollars in millions)
|
Overnight and Continuous
|
|
Up to 30 days
|
|
30-90 days
|
|
Total
|
|
Overnight and Continuous
|
|
Up to 30 days
|
|
30-90 days
|
|
Total
|
||||||||||||||||
U.S. Treasury securities
|
|
$95
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$95
|
|
|
|
$27
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$27
|
|
Federal agency securities
|
101
|
|
|
15
|
|
|
—
|
|
|
116
|
|
|
288
|
|
|
24
|
|
|
—
|
|
|
312
|
|
||||||||
MBS - agency
|
694
|
|
|
135
|
|
|
—
|
|
|
829
|
|
|
793
|
|
|
51
|
|
|
—
|
|
|
844
|
|
||||||||
CP
|
19
|
|
|
—
|
|
|
—
|
|
|
19
|
|
|
49
|
|
|
—
|
|
|
—
|
|
|
49
|
|
||||||||
Corporate and other debt securities
|
316
|
|
|
88
|
|
|
40
|
|
|
444
|
|
|
311
|
|
|
50
|
|
|
40
|
|
|
401
|
|
||||||||
Total securities sold under agreements to repurchase
|
|
$1,225
|
|
|
|
$238
|
|
|
|
$40
|
|
|
|
$1,503
|
|
|
|
$1,468
|
|
|
|
$125
|
|
|
|
$40
|
|
|
|
$1,633
|
|
(Dollars in millions)
|
Gross
Amount
|
|
Amount
Offset
|
|
Net Amount
Presented in
Consolidated
Balance Sheets
|
|
Held/Pledged Financial
Instruments
|
|
Net
Amount
|
||||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Securities borrowed or purchased under agreements to resell
|
|
$1,473
|
|
|
|
$—
|
|
|
|
$1,473
|
|
1
|
|
$1,462
|
|
|
|
$11
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Securities sold under agreements to repurchase
|
1,503
|
|
|
—
|
|
|
1,503
|
|
|
1,503
|
|
|
—
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
December 31, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Securities borrowed or purchased under agreements to resell
|
|
$1,249
|
|
|
|
$—
|
|
|
|
$1,249
|
|
1
|
|
$1,241
|
|
|
|
$8
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Securities sold under agreements to repurchase
|
1,633
|
|
|
—
|
|
|
1,633
|
|
|
1,633
|
|
|
—
|
|
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
||||
Trading Assets and Derivative Instruments:
|
|
|
|
||||
U.S. Treasury securities
|
|
$157
|
|
|
|
$539
|
|
Federal agency securities
|
395
|
|
|
480
|
|
||
U.S. states and political subdivisions
|
61
|
|
|
134
|
|
||
MBS - agency
|
700
|
|
|
567
|
|
||
CLO securities
|
—
|
|
|
1
|
|
||
Corporate and other debt securities
|
655
|
|
|
656
|
|
||
CP
|
118
|
|
|
140
|
|
||
Equity securities
|
56
|
|
|
49
|
|
||
Derivative instruments
1
|
802
|
|
|
984
|
|
||
Trading loans
2
|
2,149
|
|
|
2,517
|
|
||
Total trading assets and derivative instruments
|
|
$5,093
|
|
|
|
$6,067
|
|
|
|
|
|
||||
Trading Liabilities and Derivative Instruments:
|
|
|
|
||||
U.S. Treasury securities
|
|
$577
|
|
|
|
$697
|
|
MBS - agency
|
—
|
|
|
1
|
|
||
Corporate and other debt securities
|
289
|
|
|
255
|
|
||
Equity securities
|
9
|
|
|
—
|
|
||
Derivative instruments
1
|
408
|
|
|
398
|
|
||
Total trading liabilities and derivative instruments
|
|
$1,283
|
|
|
|
$1,351
|
|
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
||||
Pledged trading assets to secure repurchase agreements
1
|
|
$1,016
|
|
|
|
$968
|
|
Pledged trading assets to secure certain derivative agreements
|
72
|
|
|
471
|
|
||
Pledged trading assets to secure other arrangements
|
41
|
|
|
40
|
|
|
December 31, 2017
|
||||||||||||||
(Dollars in millions)
|
Amortized
Cost |
|
Unrealized
Gains |
|
Unrealized
Losses |
|
Fair
Value |
||||||||
U.S. Treasury securities
|
|
$4,361
|
|
|
|
$2
|
|
|
|
$32
|
|
|
|
$4,331
|
|
Federal agency securities
|
257
|
|
|
3
|
|
|
1
|
|
|
259
|
|
||||
U.S. states and political subdivisions
|
618
|
|
|
7
|
|
|
8
|
|
|
617
|
|
||||
MBS - agency residential
|
22,616
|
|
|
222
|
|
|
134
|
|
|
22,704
|
|
||||
MBS - agency commercial
|
2,121
|
|
|
3
|
|
|
38
|
|
|
2,086
|
|
||||
MBS - non-agency residential
|
55
|
|
|
4
|
|
|
—
|
|
|
59
|
|
||||
MBS - non-agency commercial
|
862
|
|
|
7
|
|
|
3
|
|
|
866
|
|
||||
ABS
|
6
|
|
|
2
|
|
|
—
|
|
|
8
|
|
||||
Corporate and other debt securities
|
17
|
|
|
—
|
|
|
—
|
|
|
17
|
|
||||
Other equity securities
1
|
472
|
|
|
—
|
|
|
3
|
|
|
469
|
|
||||
Total securities AFS
|
|
$31,385
|
|
|
|
$250
|
|
|
|
$219
|
|
|
|
$31,416
|
|
|
|
|
|
|
|
|
|
||||||||
|
December 31, 2016
|
||||||||||||||
(Dollars in millions)
|
Amortized
Cost |
|
Unrealized
Gains |
|
Unrealized
Losses |
|
Fair
Value |
||||||||
U.S. Treasury securities
|
|
$5,486
|
|
|
|
$5
|
|
|
|
$86
|
|
|
|
$5,405
|
|
Federal agency securities
|
310
|
|
|
5
|
|
|
2
|
|
|
313
|
|
||||
U.S. states and political subdivisions
|
279
|
|
|
5
|
|
|
5
|
|
|
279
|
|
||||
MBS - agency residential
|
22,379
|
|
|
311
|
|
|
254
|
|
|
22,436
|
|
||||
MBS - agency commercial
|
1,263
|
|
|
2
|
|
|
39
|
|
|
1,226
|
|
||||
MBS - non-agency residential
|
71
|
|
|
3
|
|
|
—
|
|
|
74
|
|
||||
MBS - non-agency commercial
|
257
|
|
|
—
|
|
|
5
|
|
|
252
|
|
||||
ABS
|
8
|
|
|
2
|
|
|
—
|
|
|
10
|
|
||||
Corporate and other debt securities
|
34
|
|
|
1
|
|
|
—
|
|
|
35
|
|
||||
Other equity securities
1
|
642
|
|
|
1
|
|
|
1
|
|
|
642
|
|
||||
Total securities AFS
|
|
$30,729
|
|
|
|
$335
|
|
|
|
$392
|
|
|
|
$30,672
|
|
|
Year Ended December 31
|
||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Taxable interest
|
|
$743
|
|
|
|
$630
|
|
|
|
$552
|
|
Tax-exempt interest
|
13
|
|
|
6
|
|
|
6
|
|
|||
Dividends
|
18
|
|
|
15
|
|
|
35
|
|
|||
Total interest and dividends on securities AFS
|
|
$774
|
|
|
|
$651
|
|
|
|
$593
|
|
|
Distribution of Remaining Maturities
|
||||||||||||||||||
(Dollars in millions)
|
Due in 1 Year or Less
|
|
Due After 1 Year through 5 Years
|
|
Due After 5 Years through 10 Years
|
|
Due After 10 Years
|
|
Total
|
||||||||||
Amortized Cost:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. Treasury securities
|
|
$—
|
|
|
|
$2,322
|
|
|
|
$2,039
|
|
|
|
$—
|
|
|
|
$4,361
|
|
Federal agency securities
|
121
|
|
|
46
|
|
|
4
|
|
|
86
|
|
|
257
|
|
|||||
U.S. states and political subdivisions
|
6
|
|
|
49
|
|
|
149
|
|
|
414
|
|
|
618
|
|
|||||
MBS - agency residential
|
2,686
|
|
|
7,937
|
|
|
11,781
|
|
|
212
|
|
|
22,616
|
|
|||||
MBS - agency commercial
|
—
|
|
|
315
|
|
|
1,547
|
|
|
259
|
|
|
2,121
|
|
|||||
MBS - non-agency residential
|
—
|
|
|
55
|
|
|
—
|
|
|
—
|
|
|
55
|
|
|||||
MBS - non-agency commercial
|
—
|
|
|
12
|
|
|
813
|
|
|
37
|
|
|
862
|
|
|||||
ABS
|
—
|
|
|
6
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|||||
Corporate and other debt securities
|
7
|
|
|
10
|
|
|
—
|
|
|
—
|
|
|
17
|
|
|||||
Total debt securities AFS
|
|
$2,820
|
|
|
|
$10,752
|
|
|
|
$16,333
|
|
|
|
$1,008
|
|
|
|
$30,913
|
|
Fair Value:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. Treasury securities
|
|
$—
|
|
|
|
$2,305
|
|
|
|
$2,026
|
|
|
|
$—
|
|
|
|
$4,331
|
|
Federal agency securities
|
123
|
|
|
47
|
|
|
4
|
|
|
85
|
|
|
259
|
|
|||||
U.S. states and political subdivisions
|
6
|
|
|
52
|
|
|
153
|
|
|
406
|
|
|
617
|
|
|||||
MBS - agency residential
|
2,748
|
|
|
7,980
|
|
|
11,763
|
|
|
213
|
|
|
22,704
|
|
|||||
MBS - agency commercial
|
—
|
|
|
308
|
|
|
1,525
|
|
|
253
|
|
|
2,086
|
|
|||||
MBS - non-agency residential
|
—
|
|
|
59
|
|
|
—
|
|
|
—
|
|
|
59
|
|
|||||
MBS - non-agency commercial
|
—
|
|
|
12
|
|
|
816
|
|
|
38
|
|
|
866
|
|
|||||
ABS
|
—
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|||||
Corporate and other debt securities
|
7
|
|
|
10
|
|
|
—
|
|
|
—
|
|
|
17
|
|
|||||
Total debt securities AFS
|
|
$2,884
|
|
|
|
$10,781
|
|
|
|
$16,287
|
|
|
|
$995
|
|
|
|
$30,947
|
|
Weighted average yield
1
|
3.36
|
%
|
|
2.34
|
%
|
|
2.81
|
%
|
|
3.23
|
%
|
|
2.71
|
%
|
|
December 31, 2017
|
||||||||||||||||||||||
|
Less than twelve months
|
|
Twelve months or longer
|
|
Total
|
||||||||||||||||||
(Dollars in millions)
|
Fair
Value |
|
Unrealized
Losses 2 |
|
Fair
Value |
|
Unrealized
Losses 2 |
|
Fair
Value |
|
Unrealized
Losses 2 |
||||||||||||
Temporarily impaired securities AFS:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. Treasury securities
|
|
$1,993
|
|
|
|
$12
|
|
|
|
$841
|
|
|
|
$20
|
|
|
|
$2,834
|
|
|
|
$32
|
|
Federal agency securities
|
23
|
|
|
—
|
|
|
60
|
|
|
1
|
|
|
83
|
|
|
1
|
|
||||||
U.S. states and political subdivisions
|
267
|
|
|
3
|
|
|
114
|
|
|
5
|
|
|
381
|
|
|
8
|
|
||||||
MBS - agency residential
|
8,095
|
|
|
38
|
|
|
4,708
|
|
|
96
|
|
|
12,803
|
|
|
134
|
|
||||||
MBS - agency commercial
|
887
|
|
|
9
|
|
|
915
|
|
|
29
|
|
|
1,802
|
|
|
38
|
|
||||||
MBS - non-agency commercial
|
134
|
|
|
1
|
|
|
93
|
|
|
2
|
|
|
227
|
|
|
3
|
|
||||||
ABS
|
—
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
4
|
|
|
—
|
|
||||||
Corporate and other debt securities
|
10
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
—
|
|
||||||
Other equity securities
|
—
|
|
|
—
|
|
|
2
|
|
|
3
|
|
|
2
|
|
|
3
|
|
||||||
Total temporarily impaired securities AFS
|
11,409
|
|
|
63
|
|
|
6,737
|
|
|
156
|
|
|
18,146
|
|
|
219
|
|
||||||
OTTI securities AFS
1
:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
ABS
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
||||||
Total OTTI securities AFS
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
||||||
Total impaired securities AFS
|
|
$11,409
|
|
|
|
$63
|
|
|
|
$6,738
|
|
|
|
$156
|
|
|
|
$18,147
|
|
|
|
$219
|
|
|
December 31, 2016
|
||||||||||||||||||||||
|
Less than twelve months
|
|
Twelve months or longer
|
|
Total
|
||||||||||||||||||
(Dollars in millions)
|
Fair
Value
|
|
Unrealized
Losses
2
|
|
Fair
Value
|
|
Unrealized
Losses 2 |
|
Fair
Value
|
|
Unrealized
Losses
2
|
||||||||||||
Temporarily impaired securities AFS:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. Treasury securities
|
|
$4,380
|
|
|
|
$86
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$4,380
|
|
|
|
$86
|
|
Federal agency securities
|
96
|
|
|
2
|
|
|
3
|
|
|
—
|
|
|
99
|
|
|
2
|
|
||||||
U.S. states and political subdivisions
|
149
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
149
|
|
|
5
|
|
||||||
MBS - agency residential
|
13,505
|
|
|
247
|
|
|
436
|
|
|
7
|
|
|
13,941
|
|
|
254
|
|
||||||
MBS - agency commercial
|
1,117
|
|
|
38
|
|
|
15
|
|
|
1
|
|
|
1,132
|
|
|
39
|
|
||||||
MBS - non-agency commercial
|
184
|
|
|
5
|
|
|
—
|
|
|
—
|
|
|
184
|
|
|
5
|
|
||||||
ABS
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
5
|
|
|
—
|
|
||||||
Corporate and other debt securities
|
12
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12
|
|
|
—
|
|
||||||
Other equity securities
|
—
|
|
|
—
|
|
|
4
|
|
|
1
|
|
|
4
|
|
|
1
|
|
||||||
Total temporarily impaired securities AFS
|
19,443
|
|
|
383
|
|
|
463
|
|
|
9
|
|
|
19,906
|
|
|
392
|
|
||||||
OTTI securities AFS
1
:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
MBS - non-agency residential
|
16
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16
|
|
|
—
|
|
||||||
ABS
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
||||||
Total OTTI securities AFS
|
16
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
17
|
|
|
—
|
|
||||||
Total impaired securities AFS
|
|
$19,459
|
|
|
|
$383
|
|
|
|
$464
|
|
|
|
$9
|
|
|
|
$19,923
|
|
|
|
$392
|
|
|
Year Ended December 31
|
||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Gross realized gains
|
|
$3
|
|
|
|
$4
|
|
|
|
$25
|
|
Gross realized losses
|
(110
|
)
|
|
—
|
|
|
(3
|
)
|
|||
OTTI credit losses recognized in earnings
|
(1
|
)
|
|
—
|
|
|
(1
|
)
|
|||
Net securities (losses)/gains
|
|
($108
|
)
|
|
|
$4
|
|
|
|
$21
|
|
|
2017
1
|
|
2016
2
|
|
2015
1
|
Default rate
|
3%
|
|
N/A
|
|
9%
|
Prepayment rate
|
19%
|
|
N/A
|
|
13%
|
Loss severity
|
41%
|
|
N/A
|
|
56%
|
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
||||
Commercial loans:
|
|
|
|
||||
C&I
1
|
|
$66,356
|
|
|
|
$69,213
|
|
CRE
|
5,317
|
|
|
4,996
|
|
||
Commercial construction
|
3,804
|
|
|
4,015
|
|
||
Total commercial loans
|
75,477
|
|
|
78,224
|
|
||
Consumer loans:
|
|
|
|
||||
Residential mortgages - guaranteed
|
560
|
|
|
537
|
|
||
Residential mortgages - nonguaranteed
2
|
27,136
|
|
|
26,137
|
|
||
Residential home equity products
|
10,626
|
|
|
11,912
|
|
||
Residential construction
|
298
|
|
|
404
|
|
||
Guaranteed student
|
6,633
|
|
|
6,167
|
|
||
Other direct
|
8,729
|
|
|
7,771
|
|
||
Indirect
|
12,140
|
|
|
10,736
|
|
||
Credit cards
|
1,582
|
|
|
1,410
|
|
||
Total consumer loans
|
67,704
|
|
|
65,074
|
|
||
LHFI
|
|
$143,181
|
|
|
|
$143,298
|
|
LHFS
3
|
|
$2,290
|
|
|
|
$4,169
|
|
|
Commercial Loans
|
||||||||||||||||||||||
|
C&I
|
|
CRE
|
|
Commercial Construction
|
||||||||||||||||||
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
|
December 31, 2017
|
|
December 31, 2016
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||
Risk rating:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Pass
|
|
$64,546
|
|
|
|
$66,961
|
|
|
|
$5,126
|
|
|
|
$4,574
|
|
|
|
$3,770
|
|
|
|
$3,914
|
|
Criticized accruing
|
1,595
|
|
|
1,862
|
|
|
167
|
|
|
415
|
|
|
33
|
|
|
84
|
|
||||||
Criticized nonaccruing
|
215
|
|
|
390
|
|
|
24
|
|
|
7
|
|
|
1
|
|
|
17
|
|
||||||
Total
|
|
$66,356
|
|
|
|
$69,213
|
|
|
|
$5,317
|
|
|
|
$4,996
|
|
|
|
$3,804
|
|
|
|
$4,015
|
|
|
Consumer Loans
1
|
||||||||||||||||||||||
|
Residential Mortgages -
Nonguaranteed
|
|
Residential Home Equity Products
|
|
Residential Construction
|
||||||||||||||||||
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
|
December 31, 2017
|
|
December 31, 2016
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||
Current FICO score range:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
700 and above
|
|
$23,602
|
|
|
|
$22,194
|
|
|
|
$8,946
|
|
|
|
$9,826
|
|
|
|
$240
|
|
|
|
$292
|
|
620 - 699
|
2,721
|
|
|
3,042
|
|
|
1,242
|
|
|
1,540
|
|
|
50
|
|
|
96
|
|
||||||
Below 620
2
|
813
|
|
|
901
|
|
|
438
|
|
|
546
|
|
|
8
|
|
|
16
|
|
||||||
Total
|
|
$27,136
|
|
|
|
$26,137
|
|
|
|
$10,626
|
|
|
|
$11,912
|
|
|
|
$298
|
|
|
|
$404
|
|
|
Other Direct
|
|
Indirect
|
|
Credit Cards
|
||||||||||||||||||
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
|
December 31, 2017
|
|
December 31, 2016
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||
Current FICO score range:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
700 and above
|
|
$7,929
|
|
|
|
$7,008
|
|
|
|
$9,094
|
|
|
|
$7,642
|
|
|
|
$1,088
|
|
|
|
$974
|
|
620 - 699
|
757
|
|
|
703
|
|
|
2,344
|
|
|
2,381
|
|
|
395
|
|
|
351
|
|
||||||
Below 620
2
|
43
|
|
|
60
|
|
|
702
|
|
|
713
|
|
|
99
|
|
|
85
|
|
||||||
Total
|
|
$8,729
|
|
|
|
$7,771
|
|
|
|
$12,140
|
|
|
|
$10,736
|
|
|
|
$1,582
|
|
|
|
$1,410
|
|
|
December 31, 2017
|
||||||||||||||||||
(Dollars in millions)
|
Accruing
Current
|
|
Accruing
30-89 Days
Past Due
|
|
Accruing
90+ Days
Past Due
|
|
Nonaccruing
2
|
|
Total
|
||||||||||
Commercial loans:
|
|
|
|
|
|
|
|
|
|
||||||||||
C&I
|
|
$66,092
|
|
|
|
$42
|
|
|
|
$7
|
|
|
|
$215
|
|
|
|
$66,356
|
|
CRE
|
5,293
|
|
|
—
|
|
|
—
|
|
|
24
|
|
|
5,317
|
|
|||||
Commercial construction
|
3,803
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
3,804
|
|
|||||
Total commercial loans
|
75,188
|
|
|
42
|
|
|
7
|
|
|
240
|
|
|
75,477
|
|
|||||
Consumer loans:
|
|
|
|
|
|
|
|
|
|
||||||||||
Residential mortgages - guaranteed
|
159
|
|
|
55
|
|
|
346
|
|
|
—
|
|
|
560
|
|
|||||
Residential mortgages - nonguaranteed
1
|
26,778
|
|
|
148
|
|
|
4
|
|
|
206
|
|
|
27,136
|
|
|||||
Residential home equity products
|
10,348
|
|
|
75
|
|
|
—
|
|
|
203
|
|
|
10,626
|
|
|||||
Residential construction
|
280
|
|
|
7
|
|
|
—
|
|
|
11
|
|
|
298
|
|
|||||
Guaranteed student
|
4,946
|
|
|
659
|
|
|
1,028
|
|
|
—
|
|
|
6,633
|
|
|||||
Other direct
|
8,679
|
|
|
36
|
|
|
7
|
|
|
7
|
|
|
8,729
|
|
|||||
Indirect
|
12,022
|
|
|
111
|
|
|
—
|
|
|
7
|
|
|
12,140
|
|
|||||
Credit cards
|
1,556
|
|
|
13
|
|
|
13
|
|
|
—
|
|
|
1,582
|
|
|||||
Total consumer loans
|
64,768
|
|
|
1,104
|
|
|
1,398
|
|
|
434
|
|
|
67,704
|
|
|||||
Total LHFI
|
|
$139,956
|
|
|
|
$1,146
|
|
|
|
$1,405
|
|
|
|
$674
|
|
|
|
$143,181
|
|
|
December 31, 2016
|
||||||||||||||||||
(Dollars in millions)
|
Accruing
Current
|
|
Accruing
30-89 Days
Past Due
|
|
Accruing
90+ Days
Past Due
|
|
Nonaccruing
2
|
|
Total
|
||||||||||
Commercial loans:
|
|
|
|
|
|
|
|
|
|
||||||||||
C&I
|
|
$68,776
|
|
|
|
$35
|
|
|
|
$12
|
|
|
|
$390
|
|
|
|
$69,213
|
|
CRE
|
4,988
|
|
|
1
|
|
|
—
|
|
|
7
|
|
|
4,996
|
|
|||||
Commercial construction
|
3,998
|
|
|
—
|
|
|
—
|
|
|
17
|
|
|
4,015
|
|
|||||
Total commercial loans
|
77,762
|
|
|
36
|
|
|
12
|
|
|
414
|
|
|
78,224
|
|
|||||
Consumer loans:
|
|
|
|
|
|
|
|
|
|
||||||||||
Residential mortgages - guaranteed
|
155
|
|
|
55
|
|
|
327
|
|
|
—
|
|
|
537
|
|
|||||
Residential mortgages - nonguaranteed
1
|
25,869
|
|
|
84
|
|
|
7
|
|
|
177
|
|
|
26,137
|
|
|||||
Residential home equity products
|
11,596
|
|
|
81
|
|
|
—
|
|
|
235
|
|
|
11,912
|
|
|||||
Residential construction
|
389
|
|
|
3
|
|
|
—
|
|
|
12
|
|
|
404
|
|
|||||
Guaranteed student
|
4,637
|
|
|
603
|
|
|
927
|
|
|
—
|
|
|
6,167
|
|
|||||
Other direct
|
7,726
|
|
|
35
|
|
|
4
|
|
|
6
|
|
|
7,771
|
|
|||||
Indirect
|
10,608
|
|
|
126
|
|
|
1
|
|
|
1
|
|
|
10,736
|
|
|||||
Credit cards
|
1,388
|
|
|
12
|
|
|
10
|
|
|
—
|
|
|
1,410
|
|
|||||
Total consumer loans
|
62,368
|
|
|
999
|
|
|
1,276
|
|
|
431
|
|
|
65,074
|
|
|||||
Total LHFI
|
|
$140,130
|
|
|
|
$1,035
|
|
|
|
$1,288
|
|
|
|
$845
|
|
|
|
$143,298
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||
(Dollars in millions)
|
Unpaid
Principal
Balance
|
|
Carrying
Value
1
|
|
Related
ALLL
|
|
Unpaid
Principal
Balance
|
|
Carrying
Value
1
|
|
Related
ALLL
|
||||||||||||
Impaired LHFI with no ALLL recorded:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Commercial loans:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
C&I
|
|
$38
|
|
|
|
$35
|
|
|
|
$—
|
|
|
|
$266
|
|
|
|
$214
|
|
|
|
$—
|
|
Total commercial loans with no ALLL recorded
|
38
|
|
|
35
|
|
|
—
|
|
|
266
|
|
|
214
|
|
|
—
|
|
||||||
Consumer loans:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Residential mortgages - nonguaranteed
|
458
|
|
|
363
|
|
|
—
|
|
|
466
|
|
|
360
|
|
|
—
|
|
||||||
Residential construction
|
15
|
|
|
9
|
|
|
—
|
|
|
16
|
|
|
8
|
|
|
—
|
|
||||||
Total consumer loans with no ALLL recorded
|
473
|
|
|
372
|
|
|
—
|
|
|
482
|
|
|
368
|
|
|
—
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Impaired LHFI with an ALLL recorded:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial loans:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
C&I
|
127
|
|
|
117
|
|
|
19
|
|
|
225
|
|
|
151
|
|
|
31
|
|
||||||
CRE
|
21
|
|
|
21
|
|
|
2
|
|
|
26
|
|
|
17
|
|
|
2
|
|
||||||
Total commercial loans with an ALLL recorded
|
148
|
|
|
138
|
|
|
21
|
|
|
251
|
|
|
168
|
|
|
33
|
|
||||||
Consumer loans:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Residential mortgages - nonguaranteed
|
1,133
|
|
|
1,103
|
|
|
113
|
|
|
1,277
|
|
|
1,248
|
|
|
150
|
|
||||||
Residential home equity products
|
953
|
|
|
895
|
|
|
54
|
|
|
863
|
|
|
795
|
|
|
54
|
|
||||||
Residential construction
|
93
|
|
|
90
|
|
|
7
|
|
|
109
|
|
|
107
|
|
|
11
|
|
||||||
Other direct
|
59
|
|
|
59
|
|
|
1
|
|
|
59
|
|
2
|
59
|
|
2
|
1
|
|
||||||
Indirect
|
123
|
|
|
122
|
|
|
7
|
|
|
103
|
|
|
103
|
|
|
5
|
|
||||||
Credit cards
|
26
|
|
|
7
|
|
|
1
|
|
|
24
|
|
|
6
|
|
|
1
|
|
||||||
Total consumer loans with an ALLL recorded
|
2,387
|
|
|
2,276
|
|
|
183
|
|
|
2,435
|
|
|
2,318
|
|
|
222
|
|
||||||
Total impaired LHFI
|
|
$3,046
|
|
|
|
$2,821
|
|
|
|
$204
|
|
|
|
$3,434
|
|
|
|
$3,068
|
|
|
|
$255
|
|
|
Year Ended December 31
|
||||||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||||||||||||||
(Dollars in millions)
|
Average
Carrying
Value
|
|
Interest
Income
Recognized
1
|
|
Average
Carrying
Value
|
|
Interest
Income
Recognized
1
|
|
Average
Carrying
Value
|
|
Interest
Income
Recognized
1
|
||||||||||||
Impaired LHFI with no ALLL recorded:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Commercial loans:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
C&I
|
|
$34
|
|
|
|
$1
|
|
|
|
$169
|
|
|
|
$3
|
|
|
|
$58
|
|
|
|
$2
|
|
CRE
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
—
|
|
||||||
Total commercial loans with no ALLL recorded
|
34
|
|
|
1
|
|
|
169
|
|
|
3
|
|
|
68
|
|
|
2
|
|
||||||
Consumer loans:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Residential mortgages - nonguaranteed
|
357
|
|
|
15
|
|
|
370
|
|
|
16
|
|
|
390
|
|
|
17
|
|
||||||
Residential construction
|
8
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
11
|
|
|
—
|
|
||||||
Total consumer loans with no ALLL recorded
|
365
|
|
|
15
|
|
|
378
|
|
|
16
|
|
|
401
|
|
|
17
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Impaired LHFI with an ALLL recorded:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial loans:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
C&I
|
112
|
|
|
2
|
|
|
170
|
|
|
1
|
|
|
147
|
|
|
5
|
|
||||||
CRE
|
22
|
|
|
1
|
|
|
25
|
|
|
1
|
|
|
—
|
|
|
—
|
|
||||||
Total commercial loans with an ALLL recorded
|
134
|
|
|
3
|
|
|
195
|
|
|
2
|
|
|
147
|
|
|
5
|
|
||||||
Consumer loans:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Residential mortgages - nonguaranteed
|
1,123
|
|
|
58
|
|
|
1,251
|
|
|
64
|
|
|
1,349
|
|
|
65
|
|
||||||
Residential home equity products
|
914
|
|
|
32
|
|
|
812
|
|
|
29
|
|
|
682
|
|
|
28
|
|
||||||
Residential construction
|
94
|
|
|
5
|
|
|
110
|
|
|
6
|
|
|
125
|
|
|
8
|
|
||||||
Other direct
|
60
|
|
|
4
|
|
|
10
|
|
|
1
|
|
|
12
|
|
|
—
|
|
||||||
Indirect
|
136
|
|
|
6
|
|
|
114
|
|
|
6
|
|
|
125
|
|
|
6
|
|
||||||
Credit cards
|
6
|
|
|
1
|
|
|
6
|
|
|
1
|
|
|
7
|
|
|
1
|
|
||||||
Total consumer loans with an ALLL recorded
|
2,333
|
|
|
106
|
|
|
2,303
|
|
|
107
|
|
|
2,300
|
|
|
108
|
|
||||||
Total impaired LHFI
|
|
$2,866
|
|
|
|
$125
|
|
|
|
$3,045
|
|
|
|
$128
|
|
|
|
$2,916
|
|
|
|
$132
|
|
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
||||
Nonaccrual loans/NPLs:
|
|
|
|
||||
Commercial loans:
|
|
|
|
||||
C&I
|
|
$215
|
|
|
|
$390
|
|
CRE
|
24
|
|
|
7
|
|
||
Commercial construction
|
1
|
|
|
17
|
|
||
Consumer loans:
|
|
|
|
||||
Residential mortgages - nonguaranteed
|
206
|
|
|
177
|
|
||
Residential home equity products
|
203
|
|
|
235
|
|
||
Residential construction
|
11
|
|
|
12
|
|
||
Other direct
|
7
|
|
|
6
|
|
||
Indirect
|
7
|
|
|
1
|
|
||
Total nonaccrual loans/NPLs
1
|
674
|
|
|
845
|
|
||
OREO
2
|
57
|
|
|
60
|
|
||
Other repossessed assets
|
10
|
|
|
14
|
|
||
Total NPAs
|
|
$741
|
|
|
|
$919
|
|
|
Year Ended December 31, 2015
1
|
|||||||||||||
(Dollars in millions)
|
Number of Loans Modified
|
|
Rate
Modification
|
|
Term Extension and/or Other Concessions
|
|
Total
|
|||||||
Commercial loans:
|
|
|
|
|
|
|
|
|||||||
C&I
|
57
|
|
|
|
$1
|
|
|
|
$3
|
|
|
|
$4
|
|
CRE
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Commercial construction
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Consumer loans:
|
|
|
|
|
|
|
|
|||||||
Residential mortgages - nonguaranteed
|
737
|
|
|
125
|
|
|
34
|
|
|
159
|
|
|||
Residential home equity products
|
1,888
|
|
|
24
|
|
|
108
|
|
|
132
|
|
|||
Residential construction
|
4
|
|
|
5
|
|
|
—
|
|
|
5
|
|
|||
Other direct
|
54
|
|
|
—
|
|
|
1
|
|
|
1
|
|
|||
Indirect
|
2,299
|
|
|
—
|
|
|
47
|
|
|
47
|
|
|||
Credit cards
|
557
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|||
Total TDR additions
|
5,599
|
|
|
|
$157
|
|
|
|
$193
|
|
|
|
$350
|
|
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
||||
Interest only mortgages with MI or with combined original LTV ≤ 80%
1
|
|
$569
|
|
|
|
$845
|
|
Interest only mortgages with no MI and with combined original LTV > 80%
1
|
77
|
|
|
279
|
|
||
Total interest only mortgages
1
|
646
|
|
|
1,124
|
|
||
Amortizing mortgages with combined original LTV > 80% and/or second liens
2
|
10,197
|
|
|
9,198
|
|
||
Total mortgages with potential concentration of credit risk
|
|
$10,843
|
|
|
|
$10,322
|
|
|
Year Ended December 31
|
||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Balance, beginning of period
|
|
$1,776
|
|
|
|
$1,815
|
|
|
|
$1,991
|
|
Provision for loan losses
|
397
|
|
|
440
|
|
|
156
|
|
|||
Provision for unfunded commitments
|
12
|
|
|
4
|
|
|
9
|
|
|||
Loan charge-offs
|
(491
|
)
|
|
(591
|
)
|
|
(470
|
)
|
|||
Loan recoveries
|
124
|
|
|
108
|
|
|
129
|
|
|||
Other
1
|
(4
|
)
|
|
—
|
|
|
—
|
|
|||
Balance, end of period
|
|
$1,814
|
|
|
|
$1,776
|
|
|
|
$1,815
|
|
|
|
|
|
|
|
||||||
Components:
|
|
|
|
|
|
||||||
ALLL
|
|
$1,735
|
|
|
|
$1,709
|
|
|
|
$1,752
|
|
Unfunded commitments reserve
2
|
79
|
|
|
67
|
|
|
63
|
|
|||
Allowance for credit losses
|
|
$1,814
|
|
|
|
$1,776
|
|
|
|
$1,815
|
|
|
Year Ended December 31, 2017
|
||||||||||
(Dollars in millions)
|
Commercial
Loans
|
|
Consumer
Loans
|
|
Total
|
||||||
Balance, beginning of period
|
|
$1,124
|
|
|
|
$585
|
|
|
|
$1,709
|
|
Provision for loan losses
|
108
|
|
|
289
|
|
|
397
|
|
|||
Loan charge-offs
|
(167
|
)
|
|
(324
|
)
|
|
(491
|
)
|
|||
Loan recoveries
|
40
|
|
|
84
|
|
|
124
|
|
|||
Other
1
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
|||
Balance, end of period
|
|
$1,101
|
|
|
|
$634
|
|
|
|
$1,735
|
|
|
|
|
|
|
|
||||||
|
Year Ended December 31, 2016
|
||||||||||
(Dollars in millions)
|
Commercial
Loans
|
|
Consumer
Loans
|
|
Total
|
||||||
Balance, beginning of period
|
|
$1,047
|
|
|
|
$705
|
|
|
|
$1,752
|
|
Provision for loan losses
|
329
|
|
|
111
|
|
|
440
|
|
|||
Loan charge-offs
|
(287
|
)
|
|
(304
|
)
|
|
(591
|
)
|
|||
Loan recoveries
|
35
|
|
|
73
|
|
|
108
|
|
|||
Balance, end of period
|
|
$1,124
|
|
|
|
$585
|
|
|
|
$1,709
|
|
|
December 31, 2017
|
||||||||||||||||||||||
|
Commercial Loans
|
|
Consumer Loans
|
|
Total
|
||||||||||||||||||
(Dollars in millions)
|
Carrying
Value
|
|
Related
ALLL
|
|
Carrying
Value
|
|
Related
ALLL |
|
Carrying
Value
|
|
Related
ALLL |
||||||||||||
LHFI evaluated for impairment:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Individually evaluated
|
|
$173
|
|
|
|
$21
|
|
|
|
$2,648
|
|
|
|
$183
|
|
|
|
$2,821
|
|
|
|
$204
|
|
Collectively evaluated
|
75,304
|
|
|
1,080
|
|
|
64,860
|
|
|
451
|
|
|
140,164
|
|
|
1,531
|
|
||||||
Total evaluated
|
75,477
|
|
|
1,101
|
|
|
67,508
|
|
|
634
|
|
|
142,985
|
|
|
1,735
|
|
||||||
LHFI measured at fair value
|
—
|
|
|
—
|
|
|
196
|
|
|
—
|
|
|
196
|
|
|
—
|
|
||||||
Total LHFI
|
|
$75,477
|
|
|
|
$1,101
|
|
|
|
$67,704
|
|
|
|
$634
|
|
|
|
$143,181
|
|
|
|
$1,735
|
|
|
December 31, 2016
|
||||||||||||||||||||||
|
Commercial Loans
|
|
Consumer Loans
|
|
Total
|
||||||||||||||||||
(Dollars in millions)
|
Carrying
Value |
|
Related
ALLL
|
|
Carrying
Value |
|
Related
ALLL |
|
Carrying
Value |
|
Related
ALLL |
||||||||||||
LHFI evaluated for impairment:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Individually evaluated
|
|
$382
|
|
|
|
$33
|
|
|
|
$2,686
|
|
|
|
$222
|
|
|
|
$3,068
|
|
|
|
$255
|
|
Collectively evaluated
|
77,842
|
|
|
1,091
|
|
|
62,166
|
|
|
363
|
|
|
140,008
|
|
|
1,454
|
|
||||||
Total evaluated
|
78,224
|
|
|
1,124
|
|
|
64,852
|
|
|
585
|
|
|
143,076
|
|
|
1,709
|
|
||||||
LHFI measured at fair value
|
—
|
|
|
—
|
|
|
222
|
|
|
—
|
|
|
222
|
|
|
—
|
|
||||||
Total LHFI
|
|
$78,224
|
|
|
|
$1,124
|
|
|
|
$65,074
|
|
|
|
$585
|
|
|
|
$143,298
|
|
|
|
$1,709
|
|
(Dollars in millions)
|
Useful Life
(in years)
|
|
2017
|
|
2016
|
||||
Land
|
Indefinite
|
|
|
$321
|
|
|
|
$320
|
|
Buildings and improvements
|
1 - 40
|
|
1,047
|
|
|
1,028
|
|
||
Leasehold improvements
|
1 - 30
|
|
691
|
|
|
645
|
|
||
Furniture and equipment
|
1 - 20
|
|
1,430
|
|
|
1,492
|
|
||
Construction in progress
|
|
|
488
|
|
|
357
|
|
||
Total premises and equipment
|
|
|
3,977
|
|
|
3,842
|
|
||
Less: Accumulated depreciation and amortization
|
2,243
|
|
|
2,286
|
|
||||
Premises and equipment, net
|
|
|
$1,734
|
|
|
|
$1,556
|
|
(Dollars in millions)
|
Operating Leases
|
||
2018
|
|
$205
|
|
2019
|
199
|
|
|
2020
|
179
|
|
|
2021
|
167
|
|
|
2022
|
151
|
|
|
Thereafter
|
657
|
|
|
Total minimum lease payments
|
|
$1,558
|
|
(Dollars in millions)
|
Consumer
|
|
Wholesale
|
|
Total
|
||||||
Balance, January 1, 2017
|
|
$4,262
|
|
|
|
$2,075
|
|
|
|
$6,337
|
|
Measurement period adjustment related to the acquisition of Pillar
|
—
|
|
|
1
|
|
|
1
|
|
|||
Sale of PAC
|
—
|
|
|
(7
|
)
|
|
(7
|
)
|
|||
Balance, December 31, 2017
|
|
$4,262
|
|
|
|
$2,069
|
|
|
|
$6,331
|
|
(Dollars in millions)
|
Residential MSRs - Fair Value
|
|
Commercial Mortgage Servicing Rights and Other
|
|
Total
|
||||||
Balance, January 1, 2017
|
|
$1,572
|
|
|
|
$85
|
|
|
|
$1,657
|
|
Amortization
1
|
—
|
|
|
(20
|
)
|
|
(20
|
)
|
|||
Servicing rights originated
|
394
|
|
|
17
|
|
|
411
|
|
|||
Changes in fair value:
|
|
|
|
|
|
||||||
Due to changes in inputs and assumptions
2
|
(22
|
)
|
|
—
|
|
|
(22
|
)
|
|||
Other changes in fair value
3
|
(226
|
)
|
|
—
|
|
|
(226
|
)
|
|||
Servicing rights sold
|
(8
|
)
|
|
—
|
|
|
(8
|
)
|
|||
Other
4
|
—
|
|
|
(1
|
)
|
|
(1
|
)
|
|||
Balance, December 31, 2017
|
|
$1,710
|
|
|
|
$81
|
|
|
|
$1,791
|
|
|
|
|
|
|
|
||||||
Balance, January 1, 2016
|
|
$1,307
|
|
|
|
$18
|
|
|
|
$1,325
|
|
Amortization
1
|
—
|
|
|
(9
|
)
|
|
(9
|
)
|
|||
Servicing rights originated
|
312
|
|
|
—
|
|
|
312
|
|
|||
Servicing rights purchased
|
200
|
|
|
—
|
|
|
200
|
|
|||
Servicing rights acquired in Pillar acquisition
|
—
|
|
|
62
|
|
|
62
|
|
|||
Other intangible assets acquired in Pillar acquisition
5
|
—
|
|
|
14
|
|
|
14
|
|
|||
Changes in fair value:
|
|
|
|
|
|
|
|||||
Due to changes in inputs and assumptions
2
|
(13
|
)
|
|
—
|
|
|
(13
|
)
|
|||
Other changes in fair value
3
|
(232
|
)
|
|
—
|
|
|
(232
|
)
|
|||
Servicing rights sold
|
(2
|
)
|
|
—
|
|
|
(2
|
)
|
|||
Balance, December 31, 2016
|
|
$1,572
|
|
|
|
$85
|
|
|
|
$1,657
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||||||||||
(Dollars in millions)
|
Gross Carrying Value
|
|
Accumulated Amortization
|
|
Net Carrying Value
|
|
Gross Carrying Value
|
|
Accumulated Amortization
|
|
Net Carrying Value
|
||||||||||||
Amortized other intangible assets
1
:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial mortgage servicing rights
|
|
$79
|
|
|
|
($14
|
)
|
|
|
$65
|
|
|
|
$62
|
|
|
|
$—
|
|
|
|
$62
|
|
Other (definite-lived)
|
32
|
|
|
(28
|
)
|
|
4
|
|
|
35
|
|
|
(22
|
)
|
|
13
|
|
||||||
Unamortized other intangible assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Residential MSRs (carried at fair value)
|
1,710
|
|
|
—
|
|
|
1,710
|
|
|
1,572
|
|
|
—
|
|
|
1,572
|
|
||||||
Other (indefinite-lived)
|
12
|
|
|
—
|
|
|
12
|
|
|
10
|
|
|
—
|
|
|
10
|
|
||||||
Total other intangible assets
|
|
$1,833
|
|
|
|
($42
|
)
|
|
|
$1,791
|
|
|
|
$1,679
|
|
|
|
($22
|
)
|
|
|
$1,657
|
|
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
||||
Fair value of residential MSRs
|
|
$1,710
|
|
|
|
$1,572
|
|
Prepayment rate assumption (annual)
|
13
|
%
|
|
9
|
%
|
||
Decline in fair value from 10% adverse change
|
|
$85
|
|
|
|
$50
|
|
Decline in fair value from 20% adverse change
|
160
|
|
|
97
|
|
||
Option adjusted spread (annual)
|
4
|
%
|
|
8
|
%
|
||
Decline in fair value from 10% adverse change
|
|
$47
|
|
|
|
$63
|
|
Decline in fair value from 20% adverse change
|
90
|
|
|
122
|
|
||
Weighted-average life (in years)
|
5.4
|
|
|
7.0
|
|
||
Weighted-average coupon
|
3.9
|
%
|
|
4.0
|
%
|
(Dollars in millions)
|
December 31, 2017
|
|
December 31, 2016
|
||||
Fair value of commercial mortgage servicing rights
|
|
$75
|
|
|
|
$62
|
|
Discount rate (annual)
|
12
|
%
|
|
12
|
%
|
||
Prepayment rate assumption (annual)
|
7
|
|
|
6
|
|
||
Float earnings rate (annual)
|
1.1
|
|
|
0.5
|
|
||
Weighted-average life (in years)
|
7.0
|
|
|
7.0
|
|
|
Portfolio Balance
|
|
Past Due and Nonaccrual
|
|
Net Charge-offs
|
|
||||||||||||||||||
|
December 31, 2017
|
|
December 31, 2016
|
|
December 31, 2017
|
|
December 31, 2016
|
|
Year Ended December 31
|
|
||||||||||||||
(Dollars in millions)
|
|
2017
|
|
2016
|
|
|||||||||||||||||||
LHFI portfolio:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial
|
|
$75,477
|
|
|
|
$78,224
|
|
|
|
$247
|
|
|
|
$426
|
|
|
|
$127
|
|
|
|
$252
|
|
|
Consumer
|
67,704
|
|
|
65,074
|
|
|
1,832
|
|
|
1,707
|
|
|
240
|
|
|
231
|
|
|
||||||
Total LHFI portfolio
|
143,181
|
|
|
143,298
|
|
|
2,079
|
|
|
2,133
|
|
|
367
|
|
|
483
|
|
|
||||||
Managed securitized loans
1
:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Commercial
2
|
5,760
|
|
|
4,761
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
||||||
Consumer
|
134,160
|
|
|
127,153
|
|
|
171
|
|
|
115
|
|
|
8
|
|
3
|
11
|
|
3
|
||||||
Total managed securitized loans
|
139,920
|
|
|
131,914
|
|
|
171
|
|
|
115
|
|
|
8
|
|
|
11
|
|
|
||||||
Managed unsecuritized loans
4
|
2,200
|
|
|
2,985
|
|
|
340
|
|
|
438
|
|
|
—
|
|
|
—
|
|
|
||||||
Total managed loans
|
|
$285,301
|
|
|
|
$278,197
|
|
|
|
$2,590
|
|
|
|
$2,686
|
|
|
|
$375
|
|
|
|
$494
|
|
|
|
2017
|
|
2016
|
||||||||||
(Dollars in millions)
|
Balance
|
|
Interest Rate
|
|
Balance
|
|
Interest Rate
|
||||||
Funds purchased
|
|
$2,561
|
|
|
1.33
|
%
|
|
|
$2,116
|
|
|
0.55
|
%
|
Securities sold under agreements to repurchase
|
1,503
|
|
|
1.39
|
|
|
1,633
|
|
|
0.55
|
|
||
Other short-term borrowings
|
717
|
|
|
1.00
|
|
|
1,015
|
|
|
0.56
|
|
||
Total short-term borrowings
|
|
$4,781
|
|
|
|
|
|
$4,764
|
|
|
|
|
2017
|
|
2016
|
||||||||
(Dollars in millions)
|
Maturity Date(s)
|
|
Interest Rate(s)
|
|
Balance
|
|
Balance
|
||||
Parent Company Only:
|
|
|
|
|
|
|
|
||||
Senior, fixed rate
|
2018 - 2028
|
|
2.35% - 6.00%
|
|
|
$3,379
|
|
|
|
$3,818
|
|
Senior, variable rate
|
2018 - 2019
|
|
0.25 - 1.53
|
|
267
|
|
|
314
|
|
||
Subordinated, fixed rate
|
2026
|
|
6.00
|
|
200
|
|
|
200
|
|
||
Junior subordinated, variable rate
|
2027 - 2028
|
|
2.09 - 2.32
|
|
628
|
|
|
627
|
|
||
Total
|
|
|
|
|
4,474
|
|
|
4,959
|
|
||
Less: Debt issuance costs
|
|
|
|
|
8
|
|
|
9
|
|
||
Total Parent Company debt
|
|
|
|
|
4,466
|
|
|
4,950
|
|
||
Subsidiaries
1
:
|
|
|
|
|
|
|
|
||||
Senior, fixed rate
2
|
2018 - 2057
|
|
0.80 - 9.10
|
|
3,609
|
|
|
2,539
|
|
||
Senior, variable rate
|
2020 - 2043
|
|
1.04 - 1.84
|
|
512
|
|
|
2,613
|
|
||
Subordinated, fixed rate
|
2018 - 2026
|
|
3.30 - 7.25
|
|
1,206
|
|
|
1,651
|
|
||
Total
|
|
|
|
|
5,327
|
|
|
6,803
|
|
||
Less: Debt issuance costs
|
|
|
|
|
8
|
|
|
5
|
|
||
Total subsidiaries debt
|
|
|
|
|
5,319
|
|
|
6,798
|
|
||
|
|
|
|
|
|
|
|
||||
Total long-term debt
3
|
|
|
|
|
|
$9,785
|
|
|
|
$11,748
|
|
(Dollars in millions)
|
Parent Company
|
|
Subsidiaries
|
||||
2018
|
|
$874
|
|
|
|
$361
|
|
2019
|
792
|
|
|
27
|
|
||
2020
|
—
|
|
|
1,508
|
|
||
2021
|
965
|
|
|
4
|
|
||
2022
|
990
|
|
|
1,022
|
|
||
Thereafter
|
853
|
|
|
2,405
|
|
||
Total maturities
|
4,474
|
|
|
5,327
|
|
||
Less: Debt issuance costs
|
8
|
|
|
8
|
|
||
Total long-term debt
|
|
$4,466
|
|
|
|
$5,319
|
|
|
Payments Due by Period
|
||||||||||||||||||||||||||
(Dollars in millions)
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
Thereafter
|
|
Total
|
||||||||||||||
Unfunded lending commitments
|
|
$25,265
|
|
|
|
$9,648
|
|
|
|
$13,773
|
|
|
|
$13,380
|
|
|
|
$15,879
|
|
|
|
$12,066
|
|
|
|
$90,011
|
|
Purchase obligations
1
|
278
|
|
|
260
|
|
|
76
|
|
|
50
|
|
|
48
|
|
|
247
|
|
|
959
|
|
|||||||
Consumer and other time deposits
2, 3
|
4,720
|
|
|
2,559
|
|
|
1,331
|
|
|
617
|
|
|
834
|
|
|
2,015
|
|
|
12,076
|
|
|||||||
Brokered time deposits
3
|
105
|
|
|
181
|
|
|
251
|
|
|
194
|
|
|
178
|
|
|
76
|
|
|
985
|
|
|||||||
Commitments to fund partnership investments
4
|
690
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
690
|
|
|
Year Ended December 31
|
||||||||||
(Dollars and shares in millions, except per share data)
|
2017
|
|
2016
|
|
2015
|
||||||
Net income
|
|
$2,273
|
|
|
|
$1,878
|
|
|
|
$1,933
|
|
Less:
|
|
|
|
|
|
||||||
Preferred stock dividends
|
(94
|
)
|
|
(66
|
)
|
|
(64
|
)
|
|||
Dividends and undistributed earnings allocated to unvested common share awards
|
—
|
|
|
(1
|
)
|
|
(6
|
)
|
|||
Net income available to common shareholders
|
|
$2,179
|
|
|
|
$1,811
|
|
|
|
$1,863
|
|
|
|
|
|
|
|
||||||
Average common shares outstanding - basic
|
481.3
|
|
|
498.6
|
|
|
514.8
|
|
|||
Add dilutive securities:
|
|
|
|
|
|
||||||
RSUs
|
3.0
|
|
|
2.9
|
|
|
2.6
|
|
|||
Common stock warrants and restricted stock
|
1.8
|
|
|
0.6
|
|
|
1.7
|
|
|||
Stock options
|
0.9
|
|
|
1.4
|
|
|
1.5
|
|
|||
Average common shares outstanding - diluted
|
487.0
|
|
|
503.5
|
|
|
520.6
|
|
|||
|
|
|
|
|
|
||||||
Net income per average common share - diluted
|
|
$4.47
|
|
|
|
$3.60
|
|
|
|
$3.58
|
|
Net income per average common share - basic
|
4.53
|
|
|
3.63
|
|
|
3.62
|
|
|
2017
|
|
2016
|
||||||||||
(Dollars in millions)
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
||||||
SunTrust Banks, Inc.
|
|
|
|
|
|
|
|
||||||
CET1
|
|
$17,141
|
|
|
9.74
|
%
|
|
|
$16,953
|
|
|
9.59
|
%
|
Tier 1 capital
|
19,622
|
|
|
11.15
|
|
|
18,186
|
|
|
10.28
|
|
||
Total capital
|
23,028
|
|
|
13.09
|
|
|
21,685
|
|
|
12.26
|
|
||
Leverage
|
|
|
9.80
|
|
|
|
|
9.22
|
|
||||
SunTrust Bank
|
|
|
|
|
|
|
|
||||||
CET1
|
|
$19,474
|
|
|
11.29
|
%
|
|
|
$18,535
|
|
|
10.71
|
%
|
Tier 1 capital
|
19,496
|
|
|
11.31
|
|
|
18,573
|
|
|
10.73
|
|
||
Total capital
|
22,132
|
|
|
12.83
|
|
|
21,276
|
|
|
12.29
|
|
||
Leverage
|
|
|
9.97
|
|
|
|
|
9.63
|
|
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Series A (1,725 shares outstanding)
|
|
$172
|
|
|
|
$172
|
|
|
|
$172
|
|
Series B
(1,025 shares outstanding)
|
103
|
|
|
103
|
|
|
103
|
|
|||
Series E (4,500 shares outstanding)
|
450
|
|
|
450
|
|
|
450
|
|
|||
Series F (5,000 shares outstanding)
|
500
|
|
|
500
|
|
|
500
|
|
|||
Series G (7,500 shares outstanding)
|
750
|
|
|
—
|
|
|
—
|
|
|||
Series H (5,000 shares outstanding)
|
500
|
|
|
—
|
|
|
—
|
|
|||
Total preferred stock
|
|
$2,475
|
|
|
|
$1,225
|
|
|
|
$1,225
|
|
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Current income tax provision:
|
|
|
|
|
|
||||||
Federal
|
|
$129
|
|
|
|
$667
|
|
|
|
$707
|
|
State
|
59
|
|
|
27
|
|
|
36
|
|
|||
Total
|
188
|
|
|
694
|
|
|
743
|
|
|||
Deferred income tax provision/(benefit):
|
|
|
|
|
|
||||||
Federal
|
275
|
|
|
59
|
|
|
27
|
|
|||
State
|
69
|
|
|
52
|
|
|
(6
|
)
|
|||
Total
|
344
|
|
|
111
|
|
|
21
|
|
|||
Total provision for income taxes
|
|
$532
|
|
|
|
$805
|
|
|
|
$764
|
|
|
2017
|
|
2016
|
|
2015
|
|||||||||||||||
(Dollars in millions)
|
Amount
|
|
% of
Pre-Tax Income
|
|
Amount
|
|
% of
Pre-Tax Income
|
|
Amount
|
|
% of
Pre-Tax Income |
|||||||||
Income tax provision at federal statutory rate
|
|
$982
|
|
|
35.0
|
%
|
|
|
$939
|
|
|
35.0
|
%
|
|
|
$944
|
|
|
35.0
|
%
|
Increase/(decrease) resulting from:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
State income taxes, net
|
66
|
|
|
2.4
|
|
|
53
|
|
|
2.0
|
|
|
25
|
|
|
0.9
|
|
|||
Tax-exempt interest
|
(90
|
)
|
|
(3.2
|
)
|
|
(86
|
)
|
|
(3.2
|
)
|
|
(88
|
)
|
|
(3.3
|
)
|
|||
Changes in UTBs (including interest), net
|
26
|
|
|
0.9
|
|
|
6
|
|
|
0.2
|
|
|
(31
|
)
|
|
(1.1
|
)
|
|||
Income tax credits, net of amortization
1
|
(117
|
)
|
|
(4.2
|
)
|
|
(86
|
)
|
|
(3.2
|
)
|
|
(69
|
)
|
|
(2.6
|
)
|
|||
Estimated impact of the remeasurement of DTAs and DTLs
and other tax reform-related items
2
|
(303
|
)
|
|
(10.8
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Other
3
|
(32
|
)
|
|
(1.1
|
)
|
|
(21
|
)
|
|
(0.8
|
)
|
|
(17
|
)
|
|
(0.6
|
)
|
|||
Total provision for income taxes and effective tax rate
|
|
$532
|
|
|
19.0
|
%
|
|
|
$805
|
|
|
30.0
|
%
|
|
|
$764
|
|
|
28.3
|
%
|
(Dollars in millions)
|
2017
1
|
|
2016
2
|
||||
DTAs:
|
|
|
|
||||
ALLL
|
|
$412
|
|
|
|
$639
|
|
Net unrealized losses in AOCI
|
302
|
|
|
472
|
|
||
State NOLs and other carryforwards
|
227
|
|
|
170
|
|
||
Accruals and reserves
|
180
|
|
|
343
|
|
||
Other
|
17
|
|
|
19
|
|
||
Total gross DTAs
|
1,138
|
|
|
1,643
|
|
||
Valuation allowance
|
(143
|
)
|
|
(80
|
)
|
||
Total DTAs
|
995
|
|
|
1,563
|
|
||
DTLs:
|
|
|
|
||||
Leasing
|
459
|
|
|
659
|
|
||
Servicing rights
|
290
|
|
|
370
|
|
||
Employee compensation and benefits
|
210
|
|
|
179
|
|
||
Deferred income
|
193
|
|
|
22
|
|
||
Goodwill and other intangible assets
|
155
|
|
|
233
|
|
||
Fixed assets
|
111
|
|
|
113
|
|
||
Loans
|
104
|
|
|
176
|
|
||
Other
|
41
|
|
|
43
|
|
||
Total DTLs
|
1,563
|
|
|
1,795
|
|
||
Net DTL
|
|
($568
|
)
|
|
|
($232
|
)
|
(Dollars in millions)
|
2017
|
|
2016
|
||||
Balance at January 1
|
|
$111
|
|
|
|
$100
|
|
Increases in UTBs related to prior years
|
22
|
|
|
18
|
|
||
Decreases in UTBs related to prior years
|
(5
|
)
|
|
(4
|
)
|
||
Increases in UTBs related to the current year
|
13
|
|
|
13
|
|
||
Decreases in UTBs related to settlements
|
—
|
|
|
(16
|
)
|
||
Balance at December 31
|
|
$141
|
|
|
|
$111
|
|
|
Stock Options
|
|
Restricted Stock
|
|
RSUs
|
||||||||||||||||||||||
(Dollars in millions, except per share data)
|
Shares
|
|
Price
Range |
|
Weighted
Average Exercise Price |
|
Shares
|
|
Deferred
Compensation |
|
Weighted
Average Grant Price |
|
Shares
|
|
Weighted
Average Grant Price |
||||||||||||
Balance, January 1, 2017
|
3,253,793
|
|
|
$9.06 - 85.34
|
|
|
|
$42.54
|
|
|
11,312
|
|
|
|
$—
|
|
|
|
$42.44
|
|
|
4,175,809
|
|
|
|
$36.27
|
|
Granted
|
—
|
|
|
—
|
|
|
—
|
|
|
8,744
|
|
|
1
|
|
|
57.19
|
|
|
1,901,144
|
|
|
59.95
|
|
||||
Exercised/distributed
|
(830,383
|
)
|
|
9.06 - 64.58
|
|
|
25.38
|
|
|
(11,312
|
)
|
|
—
|
|
|
42.44
|
|
|
(1,703,795
|
)
|
|
36.62
|
|
||||
Cancelled/expired/forfeited
|
(764,105
|
)
|
|
56.34 - 85.34
|
|
|
81.77
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(219,439
|
)
|
|
44.32
|
|
||||
Balance, December 31, 2017
|
1,659,305
|
|
|
$9.06 - 64.58
|
|
|
|
$35.33
|
|
|
8,744
|
|
|
|
$1
|
|
|
|
$57.19
|
|
|
4,153,719
|
|
|
|
$44.68
|
|
Exercisable, December 31, 2017
|
1,659,305
|
|
|
|
|
|
$35.33
|
|
|
|
|
|
|
|
|
|
|
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||||||||||||
(Dollars in millions, except per share data)
|
Number
Outstanding
at
December 31, 2017
|
|
Weighted
Average Exercise Price |
|
Weighted
Average Remaining Contractual Life (Years) |
|
Total
Aggregate Intrinsic Value |
|
Number
Exercisable
at
December 31, 2017
|
|
Weighted
Average Exercise Price |
|
Weighted
Average Remaining Contractual Life (Years) |
|
Total
Aggregate Intrinsic Value |
||||||||||
Range of Exercise Prices:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
$9.06 to 49.46
|
1,170,605
|
|
|
|
$23.12
|
|
|
3.42
|
|
|
$48,545
|
|
|
1,170,605
|
|
|
|
$23.12
|
|
|
3.42
|
|
|
$48,545
|
|
$64.58
|
488,700
|
|
|
64.58
|
|
|
0.12
|
|
5
|
|
|
488,700
|
|
|
64.58
|
|
|
0.12
|
|
5
|
|
||||
$9.06 to 64.58
|
1,659,305
|
|
|
|
$35.33
|
|
|
2.45
|
|
|
$48,550
|
|
|
1,659,305
|
|
|
|
$35.33
|
|
|
2.45
|
|
|
$48,550
|
|
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Intrinsic value of options exercised
1
|
|
$28
|
|
|
|
$43
|
|
|
|
$15
|
|
Fair value of vested restricted shares
1
|
—
|
|
|
41
|
|
|
35
|
|
|||
Fair value of vested RSUs
1
|
62
|
|
|
74
|
|
|
23
|
|
|
Years Ended December 31
|
||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
RSUs
|
|
$83
|
|
|
|
$56
|
|
|
|
$46
|
|
Phantom stock units
1
|
77
|
|
|
67
|
|
|
32
|
|
|||
Restricted stock
|
—
|
|
|
2
|
|
|
16
|
|
|||
Stock options
|
—
|
|
|
—
|
|
|
1
|
|
|||
Total stock-based compensation expense
|
|
$160
|
|
|
|
$125
|
|
|
|
$95
|
|
|
|
|
|
|
|
||||||
Stock-based compensation tax
benefit
2
|
|
$61
|
|
|
|
$48
|
|
|
|
$36
|
|
|
Pension Benefits
1
|
|
Other Postretirement Benefits
|
||||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Benefit obligation, beginning of year
|
|
$2,747
|
|
|
|
$2,716
|
|
|
|
$58
|
|
|
|
$65
|
|
Service cost
|
5
|
|
|
5
|
|
|
—
|
|
|
—
|
|
||||
Interest cost
|
95
|
|
|
97
|
|
|
1
|
|
|
2
|
|
||||
Plan participants’ contributions
|
—
|
|
|
—
|
|
|
4
|
|
|
4
|
|
||||
Actuarial loss/(gain)
|
225
|
|
|
76
|
|
|
(1
|
)
|
|
(4
|
)
|
||||
Benefits paid
|
(156
|
)
|
|
(142
|
)
|
|
(8
|
)
|
|
(9
|
)
|
||||
Administrative expenses paid from pension trust
|
(6
|
)
|
|
(5
|
)
|
|
—
|
|
|
—
|
|
||||
Plan amendments
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
||||
Special termination benefits
|
—
|
|
|
—
|
|
|
9
|
|
|
—
|
|
||||
Benefit obligation, end of year
2
|
|
$2,910
|
|
|
|
$2,747
|
|
|
|
$58
|
|
|
|
$58
|
|
|
|
|
|
|
|
|
|
||||||||
Change in plan assets:
|
|
|
|
|
|
|
|
||||||||
Fair value of plan assets, beginning of year
|
|
$3,016
|
|
|
|
$2,879
|
|
|
|
$157
|
|
|
|
$156
|
|
Actual return on plan assets
|
425
|
|
|
279
|
|
|
11
|
|
|
5
|
|
||||
Employer contributions
3
|
9
|
|
|
5
|
|
|
—
|
|
|
—
|
|
||||
Plan participants’ contributions
|
—
|
|
|
—
|
|
|
4
|
|
|
5
|
|
||||
Benefits paid
|
(156
|
)
|
|
(142
|
)
|
|
(8
|
)
|
|
(9
|
)
|
||||
Administrative expenses paid from pension trust
|
(6
|
)
|
|
(5
|
)
|
|
—
|
|
|
—
|
|
||||
Fair value of plan assets, end of year
4
|
|
$3,288
|
|
|
|
$3,016
|
|
|
|
$164
|
|
|
|
$157
|
|
|
|
|
|
|
|
|
|
||||||||
Funded status at end of year
5, 6
|
|
$378
|
|
|
|
$269
|
|
|
|
$106
|
|
|
|
$99
|
|
Funded status at end of year (%)
|
113
|
%
|
|
110
|
%
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
||||||||
Accumulated benefit obligation
|
|
$2,910
|
|
|
|
$2,747
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Discount rate
|
3.62
|
%
|
|
4.18
|
%
|
|
3.29
|
%
|
|
3.70
|
%
|
|
Pension Benefits
1
|
|
Other Postretirement Benefits
|
||||||||||||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
|
2017
|
|
2016
|
|
2015
|
||||||||||||
Service cost
|
|
$5
|
|
|
|
$5
|
|
|
|
$5
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
Interest cost
|
95
|
|
|
97
|
|
|
116
|
|
|
1
|
|
|
2
|
|
|
2
|
|
||||||
Expected return on plan assets
|
(195
|
)
|
|
(186
|
)
|
|
(206
|
)
|
|
(5
|
)
|
|
(5
|
)
|
|
(5
|
)
|
||||||
Amortization of prior service credit
|
—
|
|
|
—
|
|
|
—
|
|
|
(6
|
)
|
|
(6
|
)
|
|
(6
|
)
|
||||||
Amortization of actuarial loss
|
25
|
|
|
25
|
|
|
21
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Other
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
—
|
|
||||||
Net periodic benefit
|
|
($70
|
)
|
|
|
($59
|
)
|
|
|
($64
|
)
|
|
|
($1
|
)
|
|
|
($9
|
)
|
|
|
($9
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Weighted average assumptions used to determine net periodic benefit:
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Discount rate
|
4.18
|
%
|
|
4.44
|
%
|
|
4.09
|
%
|
|
3.70
|
%
|
|
3.95
|
%
|
|
3.60
|
%
|
||||||
Expected return on plan assets
|
6.66
|
|
|
6.68
|
|
|
6.91
|
|
|
3.12
|
|
|
3.13
|
|
|
3.50
|
|
|
Pension Benefits
|
|
Other
Postretirement
Benefits
|
||||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Prior service credit
|
|
$—
|
|
|
|
$—
|
|
|
|
($58
|
)
|
|
|
($59
|
)
|
Net actuarial loss/(gain)
|
1,001
|
|
|
1,031
|
|
|
(22
|
)
|
|
(15
|
)
|
||||
Total AOCI, pre-tax
|
|
$1,001
|
|
|
|
$1,031
|
|
|
|
($80
|
)
|
|
|
($74
|
)
|
(Dollars in millions)
|
Pension Benefits
|
|
Other Postretirement Benefits
|
||||
Current year prior service credit
|
|
$—
|
|
|
|
($5
|
)
|
Current year actuarial gain
|
(5
|
)
|
|
(7
|
)
|
||
Amortization of prior service credit
|
—
|
|
|
6
|
|
||
Amortization of actuarial loss
|
(25
|
)
|
|
—
|
|
||
Total recognized in AOCI, pre-tax
|
|
($30
|
)
|
|
|
($6
|
)
|
Total recognized in net periodic benefit and AOCI, pre-tax
|
|
($100
|
)
|
|
|
($7
|
)
|
|
|
|
Fair Value Measurements at December 31, 2017
1
|
||||||||||||
(Dollars in millions)
|
Total
|
Level 1
|
|
Level 2
|
|
Level 3
|
|||||||||
Money market funds
2
|
|
$138
|
|
|
|
$138
|
|
|
|
$—
|
|
|
|
$—
|
|
Equity securities
|
936
|
|
|
936
|
|
|
—
|
|
|
—
|
|
||||
Mutual funds
3
:
|
|
|
|
|
|
|
|
||||||||
Equity index fund
|
56
|
|
|
56
|
|
|
—
|
|
|
—
|
|
||||
Tax exempt municipal bond funds
|
85
|
|
|
85
|
|
|
—
|
|
|
—
|
|
||||
Taxable fixed income index funds
|
12
|
|
|
12
|
|
|
—
|
|
|
—
|
|
||||
Futures contracts
|
(5
|
)
|
|
(5
|
)
|
|
—
|
|
|
—
|
|
||||
Fixed income securities
|
2,201
|
|
|
512
|
|
|
1,689
|
|
|
—
|
|
||||
Other assets
|
9
|
|
|
9
|
|
|
—
|
|
|
—
|
|
||||
Total plan assets
|
|
$3,432
|
|
|
|
$1,743
|
|
|
|
$1,689
|
|
|
|
$—
|
|
|
|
|
Fair Value Measurements at December 31, 2016
1
|
||||||||||||
(Dollars in millions)
|
Total
|
Level 1
|
|
Level 2
|
|
Level 3
|
|||||||||
Money market funds
2
|
|
$112
|
|
|
|
$112
|
|
|
|
$—
|
|
|
|
$—
|
|
Equity securities
|
1,415
|
|
|
1,415
|
|
|
—
|
|
|
—
|
|
||||
Mutual funds
3
:
|
|
|
|
|
|
|
|
||||||||
Equity index fund
|
47
|
|
|
47
|
|
|
—
|
|
|
—
|
|
||||
Tax exempt municipal bond funds
|
82
|
|
|
82
|
|
|
—
|
|
|
—
|
|
||||
Taxable fixed income index funds
|
13
|
|
|
13
|
|
|
—
|
|
|
—
|
|
||||
Futures contracts
|
(5
|
)
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
||||
Fixed income securities
|
1,486
|
|
|
—
|
|
|
1,486
|
|
|
—
|
|
||||
Other assets
|
6
|
|
|
6
|
|
|
—
|
|
|
—
|
|
||||
Total plan assets
|
|
$3,156
|
|
|
|
$1,675
|
|
|
|
$1,481
|
|
|
|
$—
|
|
|
Pension Benefits
|
|
Other Postretirement Benefits
|
||||||||||||||
|
2017 Target Allocation
|
|
% of plan assets
|
|
2017 Target Allocation
|
|
% of plan assets
|
||||||||||
|
|
2017
|
|
2016
|
|
|
2017
|
|
2016
|
||||||||
Cash equivalents
|
0-10
|
%
|
|
4
|
%
|
|
3
|
%
|
|
5-15
|
%
|
|
7
|
%
|
|
10
|
%
|
Equity securities
|
0-40
|
|
|
29
|
|
|
47
|
|
|
20-40
|
|
|
34
|
|
|
30
|
|
Debt securities
|
40-100
|
|
|
67
|
|
|
50
|
|
|
50-70
|
|
|
59
|
|
|
60
|
|
Total
|
|
|
|
100
|
%
|
|
100
|
%
|
|
|
|
|
100
|
%
|
|
100
|
%
|
(Dollars in millions)
|
Pension Benefits
1
|
|
Other Postretirement Benefits (excluding Medicare Subsidy)
2
|
||||
Employer Contributions:
|
|
|
|
||||
2018 (expected) to plan trusts
|
|
$—
|
|
|
|
$—
|
|
2018 (expected) to plan participants
3
|
9
|
|
|
—
|
|
||
|
|
|
|
||||
Expected Benefit Payments:
|
|
|
|
||||
2018
|
210
|
|
|
7
|
|
||
2019
|
172
|
|
|
6
|
|
||
2020
|
172
|
|
|
6
|
|
||
2021
|
170
|
|
|
6
|
|
||
2022
|
167
|
|
|
5
|
|
||
2023 - 2027
|
824
|
|
|
18
|
|
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Balance, beginning of period
|
|
$40
|
|
|
|
$57
|
|
|
|
$85
|
|
Repurchase provision/(benefit)
|
—
|
|
|
(17
|
)
|
|
(12
|
)
|
|||
Charge-offs, net of recoveries
|
(1
|
)
|
|
—
|
|
|
(16
|
)
|
|||
Balance, end of period
|
|
$39
|
|
|
|
$40
|
|
|
|
$57
|
|
(Dollars in millions)
|
2017
|
|
2016
|
||||
Outstanding repurchased residential mortgage loans:
|
|||||||
Performing LHFI
|
|
$203
|
|
|
|
$230
|
|
Nonperforming LHFI
|
16
|
|
|
12
|
|
||
Total carrying value of outstanding repurchased residential mortgages
|
|
$219
|
|
|
|
$242
|
|
|
December 31, 2017
|
||||||||||||||
|
Asset Derivatives
|
|
Liability Derivatives
|
||||||||||||
(Dollars in millions)
|
Notional
Amounts
|
|
Fair
Value
|
|
Notional
Amounts
|
|
Fair
Value
|
||||||||
Derivative instruments designated in cash flow hedging relationships
1
|
|
|
|
|
|
|
|
||||||||
Interest rate contracts hedging floating rate LHFI
|
|
$5,850
|
|
|
|
$2
|
|
|
|
$8,350
|
|
|
|
$252
|
|
|
|
|
|
|
|
|
|
||||||||
Derivative instruments designated in fair value hedging relationships
2
|
|
|
|
|
|
|
|
||||||||
Interest rate contracts hedging fixed rate debt
|
1,250
|
|
|
1
|
|
|
4,670
|
|
|
58
|
|
||||
Interest rate contracts hedging brokered CDs
|
30
|
|
|
—
|
|
|
30
|
|
|
—
|
|
||||
Total
|
1,280
|
|
|
1
|
|
|
4,700
|
|
|
58
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Derivative instruments not designated as hedging instruments
3
|
|
|
|
|
|
|
|
||||||||
Interest rate contracts hedging:
|
|
|
|
|
|
|
|
||||||||
Residential MSRs
4
|
31,895
|
|
|
119
|
|
|
10,126
|
|
|
119
|
|
||||
LHFS, IRLCs
5
|
4,550
|
|
|
9
|
|
|
3,040
|
|
|
6
|
|
||||
LHFI
|
90
|
|
|
2
|
|
|
85
|
|
|
2
|
|
||||
Trading activity
6
|
78,223
|
|
|
1,066
|
|
|
48,143
|
|
|
946
|
|
||||
Foreign exchange rate contracts hedging loans and trading activity
|
3,409
|
|
|
110
|
|
|
3,649
|
|
|
102
|
|
||||
Credit contracts hedging:
|
|
|
|
|
|
|
|
||||||||
LHFI
|
—
|
|
|
—
|
|
|
515
|
|
|
11
|
|
||||
Trading activity
7
|
1,721
|
|
|
15
|
|
|
1,733
|
|
|
12
|
|
||||
Equity contracts hedging trading activity
6
|
13,837
|
|
|
2,499
|
|
|
25,070
|
|
|
2,857
|
|
||||
Other contracts:
|
|
|
|
|
|
|
|
||||||||
IRLCs and other
8
|
1,671
|
|
|
18
|
|
|
346
|
|
|
16
|
|
||||
Commodity derivatives
|
712
|
|
|
63
|
|
|
710
|
|
|
61
|
|
||||
Total
|
136,108
|
|
|
3,901
|
|
|
93,417
|
|
|
4,132
|
|
||||
Total derivative instruments
|
|
$143,238
|
|
|
|
$3,904
|
|
|
|
$106,467
|
|
|
|
$4,442
|
|
|
|
|
|
|
|
|
|
||||||||
Total gross derivative instruments, before netting
|
|
|
|
$3,904
|
|
|
|
|
|
$4,442
|
|
||||
Less: Legally enforceable master netting agreements
|
|
|
(2,731
|
)
|
|
|
|
(2,731
|
)
|
||||||
Less: Cash collateral received/paid
|
|
|
(371
|
)
|
|
|
|
(1,303
|
)
|
||||||
Total derivative instruments, after netting
|
|
|
|
$802
|
|
|
|
|
|
$408
|
|
|
December 31, 2016
|
||||||||||||||
|
Asset Derivatives
|
|
Liability Derivatives
|
||||||||||||
(Dollars in millions)
|
Notional
Amounts
|
|
Fair
Value
|
|
Notional
Amounts
|
|
Fair
Value
|
||||||||
Derivative instruments designated in cash flow hedging relationships
1
|
|
|
|
|
|
|
|
||||||||
Interest rate contracts hedging floating rate LHFI
|
|
$6,400
|
|
|
|
$34
|
|
|
|
$11,050
|
|
|
|
$265
|
|
|
|
|
|
|
|
|
|
||||||||
Derivative instruments designated in fair value hedging relationships
2
|
|
|
|
|
|
|
|
||||||||
Interest rate contracts hedging fixed rate debt
|
600
|
|
|
2
|
|
|
4,510
|
|
|
81
|
|
||||
Interest rate contracts hedging brokered CDs
|
60
|
|
|
—
|
|
|
30
|
|
|
—
|
|
||||
Total
|
660
|
|
|
2
|
|
|
4,540
|
|
|
81
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Derivative instruments not designated as hedging instruments
3
|
|
|
|
|
|
|
|
||||||||
Interest rate contracts hedging:
|
|
|
|
|
|
|
|
||||||||
Residential MSRs
4
|
12,165
|
|
|
413
|
|
|
18,774
|
|
|
335
|
|
||||
LHFS, IRLCs
5
|
11,774
|
|
|
134
|
|
|
8,306
|
|
|
58
|
|
||||
LHFI
|
100
|
|
|
2
|
|
|
36
|
|
|
1
|
|
||||
Trading activity
6
|
70,599
|
|
|
1,536
|
|
|
67,477
|
|
|
1,401
|
|
||||
Foreign exchange rate contracts hedging loans and trading activity
|
3,231
|
|
|
161
|
|
|
3,360
|
|
|
148
|
|
||||
Credit contracts hedging:
|
|
|
|
|
|
|
|
||||||||
LHFI
|
15
|
|
|
—
|
|
|
620
|
|
|
8
|
|
||||
Trading activity
7
|
2,128
|
|
|
34
|
|
|
2,271
|
|
|
33
|
|
||||
Equity contracts hedging trading activity
6
|
17,225
|
|
|
2,095
|
|
|
28,658
|
|
|
2,477
|
|
||||
Other contracts:
|
|
|
|
|
|
|
|
||||||||
IRLCs and other
8
|
2,412
|
|
|
28
|
|
|
668
|
|
|
22
|
|
||||
Commodity derivatives
|
747
|
|
|
75
|
|
|
746
|
|
|
73
|
|
||||
Total
|
120,396
|
|
|
4,478
|
|
|
130,916
|
|
|
4,556
|
|
||||
Total derivative instruments
|
|
$127,456
|
|
|
|
$4,514
|
|
|
|
$146,506
|
|
|
|
$4,902
|
|
|
|
|
|
|
|
|
|
||||||||
Total gross derivative instruments, before netting
|
|
|
|
$4,514
|
|
|
|
|
|
$4,902
|
|
||||
Less: Legally enforceable master netting agreements
|
|
|
(3,239
|
)
|
|
|
|
(3,239
|
)
|
||||||
Less: Cash collateral received/paid
|
|
|
(291
|
)
|
|
|
|
(1,265
|
)
|
||||||
Total derivative instruments, after netting
|
|
|
|
$984
|
|
|
|
|
|
$398
|
|
|
Year Ended December 31, 2017
|
||||||||
(Dollars in millions)
|
Amount of Pre-tax Loss
Recognized in OCI on Derivatives
(Effective Portion)
|
|
Amount of Pre-tax Gain Reclassified from AOCI into Income
(Effective Portion) |
|
Classification of Pre-tax Gain Reclassified from AOCI into Income (Effective Portion)
|
||||
Derivative instruments in cash flow hedging relationships:
|
|
|
|
|
|
||||
Interest rate contracts hedging floating rate LHFI
1
|
|
($54
|
)
|
|
|
$38
|
|
|
Interest and fees on loans held for investment
|
|
Year Ended December 31, 2017
|
||||||||||
(Dollars in millions)
|
Amount of Loss on Derivatives
Recognized in Income |
|
Amount of Gain
on Related Hedged Items
Recognized in Income |
|
Amount of Gain
Recognized in Income
on Hedges
(Ineffective Portion) |
||||||
Derivative instruments in fair value hedging relationships:
|
|
|
|
|
|
||||||
Interest rate contracts hedging fixed rate debt
1
|
|
($38
|
)
|
|
|
$40
|
|
|
|
$2
|
|
Interest rate contracts hedging brokered CDs
1
|
—
|
|
|
—
|
|
|
—
|
|
|||
Total
|
|
($38
|
)
|
|
|
$40
|
|
|
|
$2
|
|
(Dollars in millions)
|
Classification of Gain/(Loss)
Recognized in Income on Derivatives
|
|
Amount of Gain/(Loss) Recognized in Income on Derivatives During the
Year Ended December 31, 2017
|
||
Derivative instruments not designated as hedging instruments:
|
|
|
|||
Interest rate contracts hedging:
|
|
|
|
||
Residential MSRs
|
Mortgage servicing related income
|
|
|
$42
|
|
LHFS, IRLCs
|
Mortgage production related income
|
|
(54
|
)
|
|
Trading activity
|
Trading income
|
|
42
|
|
|
Foreign exchange rate contracts hedging loans and trading activity
|
Trading income
|
|
(37
|
)
|
|
Credit contracts hedging:
|
|
|
|
||
LHFI
|
Other noninterest income
|
|
(4
|
)
|
|
Trading activity
|
Trading income
|
|
26
|
|
|
Other contracts:
|
|
|
|
||
IRLCs and other
|
Mortgage production related income,
Commercial real estate related income
|
|
185
|
|
|
Commodity derivatives
|
Trading income
|
|
1
|
|
|
Total
|
|
|
|
$201
|
|
|
Year Ended December 31, 2016
|
||||||||
(Dollars in millions)
|
Amount of Pre-tax Loss Recognized in OCI on Derivatives
(Effective Portion)
|
|
Amount of Pre-tax Gain
Reclassified from AOCI into Income (Effective Portion) |
|
Classification of Pre-tax Gain Reclassified from AOCI into Income (Effective Portion)
|
||||
Derivative instruments in cash flow hedging relationships:
|
|
|
|
|
|
||||
Interest rate contracts hedging floating rate LHFI
1
|
|
($145
|
)
|
|
|
$147
|
|
|
Interest and fees on loans held for investment
|
|
Year Ended December 31, 2016
|
||||||||||
(Dollars in millions)
|
Amount of Loss on Derivatives
Recognized in Income |
|
Amount of Gain
on Related Hedged Items Recognized in Income |
|
Amount of Gain
Recognized in Income on Hedges (Ineffective Portion) |
||||||
Derivative instruments in fair value hedging relationships:
|
|
|
|
|
|
||||||
Interest rate contracts hedging fixed rate debt
1
|
|
($87
|
)
|
|
|
$89
|
|
|
|
$2
|
|
Interest rate contracts hedging brokered CDs
1
|
—
|
|
|
—
|
|
|
—
|
|
|||
Total
|
|
($87
|
)
|
|
|
$89
|
|
|
|
$2
|
|
(Dollars in millions)
|
Classification of Gain/(Loss)
Recognized in Income on Derivatives
|
|
Amount of Gain/(Loss) Recognized in Income on Derivatives During the
Year Ended December 31, 2016
|
||
Derivative instruments not designated as hedging instruments:
|
|
|
|||
Interest rate contracts hedging:
|
|
|
|
||
Residential MSRs
|
Mortgage servicing related income
|
|
|
$62
|
|
LHFS, IRLCs
|
Mortgage production related income
|
|
(6
|
)
|
|
LHFI
|
Other noninterest income
|
|
(1
|
)
|
|
Trading activity
|
Trading income
|
|
51
|
|
|
Foreign exchange rate contracts hedging loans and trading activity
|
Trading income
|
|
101
|
|
|
Credit contracts hedging:
|
|
|
|
||
LHFI
|
Other noninterest income
|
|
(3
|
)
|
|
Trading activity
|
Trading income
|
|
19
|
|
|
Equity contracts hedging trading activity
|
Trading income
|
|
4
|
|
|
Other contracts:
|
|
|
|
||
IRLCs
|
Mortgage production related income
|
|
210
|
|
|
Commodity derivatives
|
Trading income
|
|
3
|
|
|
Total
|
|
|
|
$440
|
|
|
Year Ended December 31, 2015
|
||||||||
(Dollars in millions)
|
Amount of Pre-tax Gain Recognized in OCI on Derivatives (Effective Portion)
|
|
Amount of Pre-tax Gain Reclassified from AOCI into Income
(Effective Portion)
|
|
Classification of Pre-tax Gain Reclassified from AOCI into Income (Effective Portion)
|
||||
Derivative instruments in cash flow hedging relationships:
|
|
|
|
|
|
||||
Interest rate contracts hedging floating rate LHFI
1
|
|
$246
|
|
|
|
$169
|
|
|
Interest and fees on loans held for investment
|
|
Year Ended December 31, 2015
|
||||||||||
(Dollars in millions)
|
Amount of Loss on Derivatives
Recognized in Income
|
|
Amount of Gain on
Related Hedged Items
Recognized in Income |
|
Amount of Loss
Recognized in Income on Hedges (Ineffective Portion) |
||||||
Derivative instruments in fair value hedging relationships:
|
|
|
|
|
|
||||||
Interest rate contracts hedging fixed rate debt
1
|
|
($2
|
)
|
|
|
$1
|
|
|
|
($1
|
)
|
Interest rate contracts hedging brokered CDs
1
|
—
|
|
|
—
|
|
|
—
|
|
|||
Total
|
|
($2
|
)
|
|
|
$1
|
|
|
|
($1
|
)
|
(Dollars in millions)
|
Classification of Gain/(Loss) Recognized in Income on Derivatives
|
|
Amount of Gain/(Loss) Recognized in Income on Derivatives During the
Year Ended December 31, 2015
|
||
Derivative instruments not designated as hedging instruments:
|
|
|
|||
Interest rate contracts hedging:
|
|
|
|
||
Residential MSRs
|
Mortgage servicing related income
|
|
|
$19
|
|
LHFS, IRLCs
|
Mortgage production related income
|
|
(45
|
)
|
|
LHFI
|
Other noninterest income
|
|
(1
|
)
|
|
Trading activity
|
Trading income
|
|
61
|
|
|
Foreign exchange rate contracts hedging loans and trading activity
|
Trading income
|
|
93
|
|
|
Credit contracts hedging:
|
|
|
|
||
LHFI
|
Other noninterest income
|
|
(1
|
)
|
|
Trading activity
|
Trading income
|
|
23
|
|
|
Equity contracts hedging trading activity
|
Trading income
|
|
4
|
|
|
Other contracts:
|
|
|
|
||
IRLCs
|
Mortgage production related income
|
|
156
|
|
|
Commodities
|
Trading income
|
|
2
|
|
|
Total
|
|
|
|
$311
|
|
(Dollars in millions)
|
Gross
Amount
|
|
Amount
Offset
|
|
Net Amount
Presented in
Consolidated
Balance Sheets
|
|
Held/Pledged
Financial
Instruments
|
|
Net
Amount
|
||||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivative instrument assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivatives subject to master netting arrangement or similar arrangement
|
|
$3,491
|
|
|
|
$2,923
|
|
|
|
$568
|
|
|
|
$28
|
|
|
|
$540
|
|
Derivatives not subject to master netting arrangement or similar arrangement
|
18
|
|
|
—
|
|
|
18
|
|
|
—
|
|
|
18
|
|
|||||
Exchange traded derivatives
|
395
|
|
|
179
|
|
|
216
|
|
|
—
|
|
|
216
|
|
|||||
Total derivative instrument assets
|
|
$3,904
|
|
|
|
$3,102
|
|
|
|
$802
|
|
1
|
|
$28
|
|
|
|
$774
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivative instrument liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivatives subject to master netting arrangement or similar arrangement
|
|
$4,128
|
|
|
|
$3,855
|
|
|
|
$273
|
|
|
|
$27
|
|
|
|
$246
|
|
Derivatives not subject to master netting arrangement or similar arrangement
|
130
|
|
|
—
|
|
|
130
|
|
|
—
|
|
|
130
|
|
|||||
Exchange traded derivatives
|
184
|
|
|
179
|
|
|
5
|
|
|
—
|
|
|
5
|
|
|||||
Total derivative instrument liabilities
|
|
$4,442
|
|
|
|
$4,034
|
|
|
|
$408
|
|
2
|
|
$27
|
|
|
|
$381
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
December 31, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivative instrument assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivatives subject to master netting arrangement or similar arrangement
|
|
$4,193
|
|
|
|
$3,384
|
|
|
|
$809
|
|
|
|
$48
|
|
|
|
$761
|
|
Derivatives not subject to master netting arrangement or similar arrangement
|
27
|
|
|
—
|
|
|
27
|
|
|
—
|
|
|
27
|
|
|||||
Exchange traded derivatives
|
294
|
|
|
146
|
|
|
148
|
|
|
—
|
|
|
148
|
|
|||||
Total derivative instrument assets
|
|
$4,514
|
|
|
|
$3,530
|
|
|
|
$984
|
|
1
|
|
$48
|
|
|
|
$936
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivative instrument liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivatives subject to master netting arrangement or similar arrangement
|
|
$4,649
|
|
|
|
$4,358
|
|
|
|
$291
|
|
|
|
$33
|
|
|
|
$258
|
|
Derivatives not subject to master netting arrangement or similar arrangement
|
105
|
|
|
—
|
|
|
105
|
|
|
—
|
|
|
105
|
|
|||||
Exchange traded derivatives
|
148
|
|
|
146
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|||||
Total derivative instrument liabilities
|
|
$4,902
|
|
|
|
$4,504
|
|
|
|
$398
|
|
2
|
|
$33
|
|
|
|
$365
|
|
•
|
Residential MSRs
. The Company hedges these instruments with a combination of interest rate derivatives, including forward and option contracts, futures, and forward rate agreements.
|
•
|
Residential mortgage
IRLC
s and LHFS
. The Company hedges these instruments using forward and option contracts, futures, and forward rate agreements.
|
•
|
Level 1: Quoted prices for identical instruments in active markets
|
•
|
Level 2: Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets
|
•
|
Level 3: Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable
|
|
December 31, 2017
|
||||||||||||||||||
|
Fair Value Measurements
|
|
|
|
|
||||||||||||||
(Dollars in millions)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Netting
Adjustments
1
|
|
Assets/Liabilities
at Fair Value
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading assets and derivative instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. Treasury securities
|
|
$157
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$157
|
|
Federal agency securities
|
—
|
|
|
395
|
|
|
—
|
|
|
—
|
|
|
395
|
|
|||||
U.S. states and political subdivisions
|
—
|
|
|
61
|
|
|
—
|
|
|
—
|
|
|
61
|
|
|||||
MBS - agency
|
—
|
|
|
700
|
|
|
—
|
|
|
—
|
|
|
700
|
|
|||||
Corporate and other debt securities
|
—
|
|
|
655
|
|
|
—
|
|
|
—
|
|
|
655
|
|
|||||
CP
|
—
|
|
|
118
|
|
|
—
|
|
|
—
|
|
|
118
|
|
|||||
Equity securities
|
56
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
56
|
|
|||||
Derivative instruments
|
395
|
|
|
3,493
|
|
|
16
|
|
|
(3,102
|
)
|
|
802
|
|
|||||
Trading loans
|
—
|
|
|
2,149
|
|
|
—
|
|
|
—
|
|
|
2,149
|
|
|||||
Total trading assets and derivative instruments
|
608
|
|
|
7,571
|
|
|
16
|
|
|
(3,102
|
)
|
|
5,093
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Securities AFS:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. Treasury securities
|
4,331
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,331
|
|
|||||
Federal agency securities
|
—
|
|
|
259
|
|
|
—
|
|
|
—
|
|
|
259
|
|
|||||
U.S. states and political subdivisions
|
—
|
|
|
617
|
|
|
—
|
|
|
—
|
|
|
617
|
|
|||||
MBS - agency residential
|
—
|
|
|
22,704
|
|
|
—
|
|
|
—
|
|
|
22,704
|
|
|||||
MBS - agency commercial
|
—
|
|
|
2,086
|
|
|
—
|
|
|
—
|
|
|
2,086
|
|
|||||
MBS - non-agency residential
|
—
|
|
|
—
|
|
|
59
|
|
|
—
|
|
|
59
|
|
|||||
MBS - non-agency commercial
|
—
|
|
|
866
|
|
|
—
|
|
|
—
|
|
|
866
|
|
|||||
ABS
|
—
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
8
|
|
|||||
Corporate and other debt securities
|
—
|
|
|
12
|
|
|
5
|
|
|
—
|
|
|
17
|
|
|||||
Other equity securities
2
|
51
|
|
|
—
|
|
|
418
|
|
|
—
|
|
|
469
|
|
|||||
Total securities AFS
|
4,382
|
|
|
26,544
|
|
|
490
|
|
|
—
|
|
|
31,416
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
LHFS
|
—
|
|
|
1,577
|
|
|
—
|
|
|
—
|
|
|
1,577
|
|
|||||
LHFI
|
—
|
|
|
—
|
|
|
196
|
|
|
—
|
|
|
196
|
|
|||||
Residential MSRs
|
—
|
|
|
—
|
|
|
1,710
|
|
|
—
|
|
|
1,710
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading liabilities and derivative instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. Treasury securities
|
577
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
577
|
|
|||||
Corporate and other debt securities
|
—
|
|
|
289
|
|
|
—
|
|
|
—
|
|
|
289
|
|
|||||
Equity securities
|
9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9
|
|
|||||
Derivative instruments
|
183
|
|
|
4,243
|
|
|
16
|
|
|
(4,034
|
)
|
|
408
|
|
|||||
Total trading liabilities and derivative instruments
|
769
|
|
|
4,532
|
|
|
16
|
|
|
(4,034
|
)
|
|
1,283
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Brokered time deposits
|
—
|
|
|
236
|
|
|
—
|
|
|
—
|
|
|
236
|
|
|||||
Long-term debt
|
—
|
|
|
530
|
|
|
—
|
|
|
—
|
|
|
530
|
|
|
December 31, 2016
|
||||||||||||||||||
|
Fair Value Measurements
|
|
|
|
|
||||||||||||||
(Dollars in millions)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Netting
Adjustments
1
|
|
Assets/Liabilities
at Fair Value
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading assets and derivative instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. Treasury securities
|
|
$539
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$539
|
|
Federal agency securities
|
—
|
|
|
480
|
|
|
—
|
|
|
—
|
|
|
480
|
|
|||||
U.S. states and political subdivisions
|
—
|
|
|
134
|
|
|
—
|
|
|
—
|
|
|
134
|
|
|||||
MBS - agency
|
—
|
|
|
567
|
|
|
—
|
|
|
—
|
|
|
567
|
|
|||||
CLO securities
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|||||
Corporate and other debt securities
|
—
|
|
|
656
|
|
|
—
|
|
|
—
|
|
|
656
|
|
|||||
CP
|
—
|
|
|
140
|
|
|
—
|
|
|
—
|
|
|
140
|
|
|||||
Equity securities
|
49
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
49
|
|
|||||
Derivative instruments
|
293
|
|
|
4,193
|
|
|
28
|
|
|
(3,530
|
)
|
|
984
|
|
|||||
Trading loans
|
—
|
|
|
2,517
|
|
|
—
|
|
|
—
|
|
|
2,517
|
|
|||||
Total trading assets and derivative instruments
|
881
|
|
|
8,688
|
|
|
28
|
|
|
(3,530
|
)
|
|
6,067
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Securities AFS:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. Treasury securities
|
5,405
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,405
|
|
|||||
Federal agency securities
|
—
|
|
|
313
|
|
|
—
|
|
|
—
|
|
|
313
|
|
|||||
U.S. states and political subdivisions
|
—
|
|
|
275
|
|
|
4
|
|
|
—
|
|
|
279
|
|
|||||
MBS - agency residential
|
—
|
|
|
22,436
|
|
|
—
|
|
|
—
|
|
|
22,436
|
|
|||||
MBS - agency commercial
|
—
|
|
|
1,226
|
|
|
—
|
|
|
—
|
|
|
1,226
|
|
|||||
MBS - non-agency residential
|
—
|
|
|
—
|
|
|
74
|
|
|
—
|
|
|
74
|
|
|||||
MBS - non-agency commercial
|
—
|
|
|
252
|
|
|
—
|
|
|
—
|
|
|
252
|
|
|||||
ABS
|
—
|
|
|
—
|
|
|
10
|
|
|
—
|
|
|
10
|
|
|||||
Corporate and other debt securities
|
—
|
|
|
30
|
|
|
5
|
|
|
—
|
|
|
35
|
|
|||||
Other equity securities
2
|
102
|
|
|
—
|
|
|
540
|
|
|
—
|
|
|
642
|
|
|||||
Total securities AFS
|
5,507
|
|
|
24,532
|
|
|
633
|
|
|
—
|
|
|
30,672
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
LHFS
|
—
|
|
|
3,528
|
|
|
12
|
|
|
—
|
|
|
3,540
|
|
|||||
LHFI
|
—
|
|
|
—
|
|
|
222
|
|
|
—
|
|
|
222
|
|
|||||
Residential MSRs
|
—
|
|
|
—
|
|
|
1,572
|
|
|
—
|
|
|
1,572
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Liabilities
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading liabilities and derivative instruments:
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. Treasury securities
|
697
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
697
|
|
|||||
MBS - agency
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|||||
Corporate and other debt securities
|
—
|
|
|
255
|
|
|
—
|
|
|
—
|
|
|
255
|
|
|||||
Derivative instruments
|
149
|
|
|
4,731
|
|
|
22
|
|
|
(4,504
|
)
|
|
398
|
|
|||||
Total trading liabilities and derivative instruments
|
846
|
|
|
4,987
|
|
|
22
|
|
|
(4,504
|
)
|
|
1,351
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Brokered time deposits
|
—
|
|
|
78
|
|
|
—
|
|
|
—
|
|
|
78
|
|
|||||
Long-term debt
|
—
|
|
|
963
|
|
|
—
|
|
|
—
|
|
|
963
|
|
(Dollars in millions)
|
Fair Value at
December 31, 2017
|
|
Aggregate UPB at
December 31, 2017
|
|
Fair Value
Over/(Under)
Unpaid Principal
|
||||||
Assets:
|
|
|
|
|
|
||||||
Trading loans
|
|
$2,149
|
|
|
|
$2,111
|
|
|
|
$38
|
|
LHFS:
|
|
|
|
|
|
||||||
Accruing
|
1,576
|
|
|
1,533
|
|
|
43
|
|
|||
Past due 90 days or more
|
1
|
|
|
1
|
|
|
—
|
|
|||
LHFI:
|
|
|
|
|
|
||||||
Accruing
|
192
|
|
|
198
|
|
|
(6
|
)
|
|||
Nonaccrual
|
4
|
|
|
6
|
|
|
(2
|
)
|
|||
Liabilities:
|
|
|
|
|
|
||||||
Brokered time deposits
|
236
|
|
|
233
|
|
|
3
|
|
|||
Long-term debt
|
530
|
|
|
517
|
|
|
13
|
|
|||
|
|
|
|
|
|
||||||
(Dollars in millions)
|
Fair Value at
December 31, 2016
|
|
Aggregate UPB at
December 31, 2016
|
|
Fair Value
Over/(Under)
Unpaid Principal
|
||||||
Assets:
|
|
|
|
|
|
||||||
Trading loans
|
|
$2,517
|
|
|
|
$2,488
|
|
|
|
$29
|
|
LHFS:
|
|
|
|
|
|
||||||
Accruing
|
3,540
|
|
|
3,516
|
|
|
24
|
|
|||
LHFI:
|
|
|
|
|
|
||||||
Accruing
|
219
|
|
|
225
|
|
|
(6
|
)
|
|||
Nonaccrual
|
3
|
|
|
4
|
|
|
(1
|
)
|
|||
Liabilities:
|
|
|
|
|
|
||||||
Brokered time deposits
|
78
|
|
|
80
|
|
|
(2
|
)
|
|||
Long-term debt
|
963
|
|
|
924
|
|
|
39
|
|
|
Fair Value Gain/(Loss) for the Year Ended
December 31, 2017 for Items Measured at Fair Value
Pursuant to Election of the FVO
|
||||||||||||||||||
(Dollars in millions)
|
Trading
Income
|
|
Mortgage
Production Related Income 1 |
|
Mortgage
Servicing
Related
Income
|
|
Other
Noninterest
Income
|
|
Total
Changes in
Fair Values
Included in
Earnings
2
|
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading loans
|
|
$21
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$21
|
|
LHFS
|
—
|
|
|
61
|
|
|
—
|
|
|
—
|
|
|
61
|
|
|||||
Residential MSRs
|
—
|
|
|
5
|
|
|
(248
|
)
|
|
—
|
|
|
(243
|
)
|
|||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt
|
21
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
21
|
|
|
Fair Value Gain/(Loss) for the Year Ended
December 31, 2016 for Items Measured at Fair Value
Pursuant to Election of the FVO
|
||||||||||||||||||
(Dollars in millions)
|
Trading
Income |
|
Mortgage
Production Related Income 1 |
|
Mortgage
Servicing Related Income |
|
Other
Noninterest Income |
|
Total
Changes in Fair Values Included in Earnings 2 |
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading loans
|
|
$15
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$15
|
|
LHFS
|
—
|
|
|
75
|
|
|
—
|
|
|
—
|
|
|
75
|
|
|||||
Residential MSRs
|
—
|
|
|
3
|
|
|
(245
|
)
|
|
—
|
|
|
(242
|
)
|
|||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Brokered time deposits
|
4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|||||
Long-term debt
|
27
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27
|
|
|
Fair Value (Loss)/Gain for the Year Ended
December 31, 2015 for Items Measured at Fair Value
Pursuant to Election of the FVO
|
||||||||||||||||||
(Dollars in millions)
|
Trading
Income |
|
Mortgage
Production Related Income 1 |
|
Mortgage
Servicing Related Income |
|
Other
Noninterest Income |
|
Total
Changes in Fair Values Included in Earnings 2 |
||||||||||
Assets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Trading loans
|
|
($1
|
)
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
($1
|
)
|
LHFS
|
—
|
|
|
44
|
|
|
—
|
|
|
—
|
|
|
44
|
|
|||||
LHFI
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
5
|
|
|||||
Residential MSRs
|
—
|
|
|
2
|
|
|
(242
|
)
|
|
—
|
|
|
(240
|
)
|
|||||
Liabilities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Long-term debt
|
41
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
41
|
|
|
Fair Value Measurements
Using Significant Unobservable Inputs
|
|
||||||||||||||||||||||||||||||||||||||||||
(Dollars in millions)
|
Beginning
Balance January 1, 2017 |
|
Included
in Earnings |
|
OCI
|
|
Purchases
|
|
Sales
|
|
Settlements
|
|
Transfers to/from Other Balance Sheet Line Items
|
|
Transfers
into Level 3 |
|
Transfers
out of Level 3 |
|
Fair Value
December 31, 2017 |
|
Included in
Earnings
(held at
December 31, 2017
1
)
|
|
||||||||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
Trading assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
Derivative instruments, net
|
|
$6
|
|
|
|
$185
|
|
2
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
($191
|
)
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$12
|
|
2
|
Securities AFS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
U.S. states and political subdivisions
|
4
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|||||||||||
MBS - non-agency residential
|
74
|
|
|
(1
|
)
|
|
1
|
|
3
|
—
|
|
|
—
|
|
|
(15
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
59
|
|
|
(1
|
)
|
|
|||||||||||
ABS
|
10
|
|
|
—
|
|
|
1
|
|
3
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
—
|
|
|
|||||||||||
Corporate and other debt securities
|
5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
|||||||||||
Other equity securities
|
540
|
|
|
1
|
|
|
(1
|
)
|
3
|
75
|
|
|
(1
|
)
|
|
(191
|
)
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
418
|
|
|
—
|
|
|
|||||||||||
Total securities AFS
|
633
|
|
|
—
|
|
|
1
|
|
3
|
75
|
|
|
(1
|
)
|
|
(213
|
)
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
490
|
|
|
(1
|
)
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
Residential LHFS
|
12
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25
|
)
|
|
(1
|
)
|
|
(4
|
)
|
|
26
|
|
|
(8
|
)
|
|
—
|
|
|
—
|
|
|
|||||||||||
LHFI
|
222
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(34
|
)
|
|
3
|
|
|
5
|
|
|
—
|
|
|
196
|
|
|
(1
|
)
|
4
|
|
Fair Value Measurements
Using Significant Unobservable Inputs
|
|
||||||||||||||||||||||||||||||||||||||||||
(Dollars in millions)
|
Beginning
Balance January 1, 2016 |
|
Included
in Earnings |
|
OCI
|
|
Purchases
|
|
Sales
|
|
Settlements
|
|
Transfers to/from Other Balance Sheet Line Items
|
|
Transfers
into Level 3 |
|
Transfers
out of Level 3 |
|
Fair Value
December 31, 2016 |
|
Included in
Earnings
(held at
December 31,
2016
1
)
|
|
||||||||||||||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
Trading assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
Corporate and other debt securities
|
|
$89
|
|
|
|
($1
|
)
|
2
|
|
$—
|
|
|
|
$—
|
|
|
|
($88
|
)
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$—
|
|
|
Derivative instruments, net
|
15
|
|
|
198
|
|
3
|
—
|
|
|
2
|
|
|
—
|
|
|
2
|
|
|
(211
|
)
|
|
—
|
|
|
—
|
|
|
6
|
|
|
7
|
|
3
|
|||||||||||
Total trading assets
|
104
|
|
|
197
|
|
|
—
|
|
|
2
|
|
|
(88
|
)
|
|
2
|
|
|
(211
|
)
|
|
—
|
|
|
—
|
|
|
6
|
|
|
7
|
|
|
|||||||||||
Securities AFS:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
U.S. states and political subdivisions
|
5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|
—
|
|
|
|||||||||||
MBS - non-agency residential
|
94
|
|
|
—
|
|
|
1
|
|
4
|
—
|
|
|
—
|
|
|
(21
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
74
|
|
|
—
|
|
|
|||||||||||
ABS
|
12
|
|
|
—
|
|
|
1
|
|
4
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
—
|
|
|
|||||||||||
Corporate and other debt securities
|
5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
—
|
|
|
|||||||||||
Other equity securities
|
440
|
|
|
—
|
|
|
—
|
|
|
308
|
|
|
—
|
|
|
(208
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
540
|
|
|
—
|
|
|
|||||||||||
Total securities AFS
|
556
|
|
|
—
|
|
|
2
|
|
4
|
308
|
|
|
—
|
|
|
(233
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
633
|
|
|
—
|
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
Residential LHFS
|
5
|
|
|
(1
|
)
|
5
|
—
|
|
|
—
|
|
|
(35
|
)
|
|
—
|
|
|
(5
|
)
|
|
52
|
|
|
(4
|
)
|
|
12
|
|
|
(1
|
)
|
5
|
|||||||||||
LHFI
|
257
|
|
|
(2
|
)
|
5
|
—
|
|
|
—
|
|
|
—
|
|
|
(44
|
)
|
|
1
|
|
|
10
|
|
|
—
|
|
|
222
|
|
|
(2
|
)
|
5
|
|||||||||||
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||
Other liabilities
|
23
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(23
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
|
Fair Value Measurements
|
|
Losses for the
Year Ended
December 31, 2017
|
||||||||||||||
(Dollars in millions)
|
December 31, 2017
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|||||||||||
LHFS
|
|
$13
|
|
|
|
$—
|
|
|
|
$13
|
|
|
|
$—
|
|
|
|
$—
|
|
LHFI
|
49
|
|
|
—
|
|
|
—
|
|
|
49
|
|
|
—
|
|
|||||
OREO
|
24
|
|
|
—
|
|
|
1
|
|
|
23
|
|
|
(4
|
)
|
|||||
Other assets
|
53
|
|
|
—
|
|
|
4
|
|
|
49
|
|
|
(43
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
|
Fair Value Measurements
|
|
Losses for the
Year Ended
December 31, 2016
|
||||||||||||||
(Dollars in millions)
|
December 31, 2016
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
|||||||||||
LHFI
|
|
$75
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
$75
|
|
|
|
$—
|
|
OREO
|
17
|
|
|
—
|
|
|
—
|
|
|
17
|
|
|
(2
|
)
|
|||||
Other assets
|
112
|
|
|
—
|
|
|
58
|
|
|
54
|
|
|
(36
|
)
|
|
December 31, 2017
|
|
Fair Value Measurements
|
|
||||||||||||||||
(Dollars in millions)
|
Carrying
Amount
|
|
Fair
Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
||||||||||
Financial assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
$6,912
|
|
|
|
$6,912
|
|
|
|
$6,912
|
|
|
|
$—
|
|
|
|
$—
|
|
(a)
|
Trading assets and derivative instruments
|
5,093
|
|
|
5,093
|
|
|
608
|
|
|
4,469
|
|
|
16
|
|
(b)
|
|||||
Securities AFS
|
31,416
|
|
|
31,416
|
|
|
4,382
|
|
|
26,544
|
|
|
490
|
|
(b)
|
|||||
LHFS
|
2,290
|
|
|
2,293
|
|
|
—
|
|
|
2,239
|
|
|
54
|
|
(c)
|
|||||
LHFI, net
|
141,446
|
|
|
141,575
|
|
|
—
|
|
|
—
|
|
|
141,575
|
|
(d)
|
|||||
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Deposits
|
160,780
|
|
|
160,586
|
|
|
—
|
|
|
160,586
|
|
|
—
|
|
(e)
|
|||||
Short-term borrowings
|
4,781
|
|
|
4,781
|
|
|
—
|
|
|
4,781
|
|
|
—
|
|
(f)
|
|||||
Long-term debt
|
9,785
|
|
|
9,892
|
|
|
—
|
|
|
8,834
|
|
|
1,058
|
|
(f)
|
|||||
Trading liabilities and derivative instruments
|
1,283
|
|
|
1,283
|
|
|
769
|
|
|
498
|
|
|
16
|
|
(b)
|
|
December 31, 2016
|
|
Fair Value Measurements
|
|
||||||||||||||||
(Dollars in millions)
|
Carrying
Amount
|
|
Fair
Value
|
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
||||||||||
Financial assets:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
|
$6,423
|
|
|
|
$6,423
|
|
|
|
$6,423
|
|
|
|
$—
|
|
|
|
$—
|
|
(a)
|
Trading assets and derivative instruments
|
6,067
|
|
|
6,067
|
|
|
881
|
|
|
5,158
|
|
|
28
|
|
(b)
|
|||||
Securities AFS
|
30,672
|
|
|
30,672
|
|
|
5,507
|
|
|
24,532
|
|
|
633
|
|
(b)
|
|||||
LHFS
|
4,169
|
|
|
4,178
|
|
|
—
|
|
|
4,161
|
|
|
17
|
|
(c)
|
|||||
LHFI, net
|
141,589
|
|
|
140,516
|
|
|
—
|
|
|
282
|
|
|
140,234
|
|
(d)
|
|||||
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Deposits
|
160,398
|
|
|
160,280
|
|
|
—
|
|
|
160,280
|
|
|
—
|
|
(e)
|
|||||
Short-term borrowings
|
4,764
|
|
|
4,764
|
|
|
—
|
|
|
4,764
|
|
|
—
|
|
(f)
|
|||||
Long-term debt
|
11,748
|
|
|
11,779
|
|
|
—
|
|
|
11,051
|
|
|
728
|
|
(f)
|
|||||
Trading liabilities and derivative instruments
|
1,351
|
|
|
1,351
|
|
|
846
|
|
|
483
|
|
|
22
|
|
(b)
|
(a)
|
Cash and cash equivalents are valued at their carrying amounts, which are reasonable estimates of fair value due to the relatively short period to maturity of the instruments.
|
(b)
|
Trading assets and derivative instruments, securities AFS, and trading liabilities and derivative instruments that are classified as level 1 are valued based on quoted prices observed in active markets. For those instruments classified
|
(c)
|
LHFS are generally valued based on observable current market prices or, if quoted market prices are not available, quoted market prices of similar instruments. Refer to the LHFS section within this footnote for further discussion. When valuation assumptions are not readily observable in
|
(d)
|
LHFI fair values are based on a hypothetical exit price, which does not represent the estimated intrinsic value of the loan if held for investment. The assumptions used are expected to approximate those that a market participant purchasing the loans would use to value the loans, including a market risk premium and liquidity discount. Estimating the fair value of the loan portfolio when loan sales and trading markets are illiquid or nonexistent requires significant judgment.
|
(e)
|
Deposit liabilities with no defined maturity such as
DDA
s,
NOW
/money market accounts, and savings accounts have a fair value equal to the amount payable on demand at the reporting date (i.e., their carrying amounts). Fair values for
CD
s are estimated using a discounted cash flow approach that applies current interest rates to a schedule of aggregated expected maturities. The assumptions used in the discounted
|
(f)
|
Fair values for short-term borrowings and certain long-term debt are based on quoted market prices for similar instruments or estimated discounted cash flows utilizing the Company’s current incremental borrowing rate for similar types of instruments. Refer to the respective valuation section within this footnote for valuation information related to long-term debt that the Company measures at fair value. For level 3 debt, the terms are unique in nature or there are no similar instruments that can be used to value the instrument without using significant unobservable assumptions.
|
•
|
Consumer Banking provides services to individual consumers and branch-managed small business clients through an extensive network of traditional and in-store branches,
ATM
s, the internet (
www.suntrust.com
), mobile banking, and by telephone (1-800-SUNTRUST). Financial products and services offered to consumers and small business clients include deposits and payments, loans, and various fee-based services. Consumer Banking also serves as an entry point for clients and provides services for other businesses.
|
•
|
Consumer Lending offers an array of lending products to individual consumers and small business clients via the Company's Consumer Banking and
PWM
businesses, through the internet (
www.suntrust.com
and
www.lightstream.com
), as well as through various national offices and partnerships. Products offered include home equity lines, personal credit lines and loans, direct auto, indirect auto, student lending, credit cards, and other lending products.
|
•
|
PWM
provides a full array of wealth management products and professional services to individual consumers and institutional clients, including loans, deposits, brokerage, professional investment advisory, and trust services to clients seeking active management of their financial resources. Institutional clients are served by the Institutional Investment Solutions business. Discount/online and full-service brokerage products are offered to individual clients through
STIS
. Investment advisory products and services are offered to clients by
STAS
, an SEC registered investment advisor.
PWM
also includes
GFO
, which provides family office solutions to ultra-high net worth individuals and their families. Utilizing teams of multi-disciplinary specialists with expertise in investments, tax, accounting, estate planning, and other wealth management disciplines,
GFO
helps clients manage and sustain wealth across multiple generations.
|
•
|
Mortgage Banking offers residential mortgage products nationally through its retail and correspondent channels, the internet (
www.suntrust.com
), and by telephone (1-800-
|
•
|
CIB
delivers comprehensive capital markets solutions, including advisory, capital raising, and financial risk management, with the goal of serving the needs of both public and private companies in the
Wholesale
segment and
PWM
business. Investment Banking and Corporate Banking teams within
CIB
serve clients across the nation, offering a full suite of traditional banking and investment banking products and services to companies with annual revenues typically greater than $150 million. Investment Banking serves select industry segments including consumer and retail, energy, technology, financial services, healthcare, industrials, and media and communications. Corporate Banking serves clients across diversified industry sectors based on size, complexity, and frequency of capital markets issuance. Also managed within
CIB
is the Equipment Finance Group, which provides lease financing solutions (through SunTrust Equipment Finance & Leasing).
|
•
|
Commercial & Business Banking
offers an array of traditional banking products, including lending, cash management and investment banking solutions via
STRH
to commercial clients (generally clients with revenues between $1 million and $250 million), not-for-profit organizations, and governmental entities, as well as auto dealer financing (floor plan inventory financing).
|
◦
|
On
December 1, 2017
, the Company completed the sale of
PAC
, its commercial lines insurance premium finance subsidiary. For all periods presented, the financial results of
PAC
, including the gain on the sale, are reflected in the
Wholesale
segment.
See Note
2
, "Acquisitions/Dispositions," for additional information related to the sale of
PAC
.
|
•
|
Commercial Real Estate provides a full range of financial solutions for commercial real estate developers, owners, and operators, including construction, mini-perm, and permanent real estate financing, as well as tailored financing and equity investment solutions via
STRH
. Commercial Real Estate also provides multi-family agency lending and servicing, as well as loan administration, advisory, and commercial mortgage brokerage services via
Pillar
. The Institutional Property Group business targets relationships with
REIT
s, pension fund advisors, private funds, homebuilders, and insurance companies and the Regional business focuses on private real estate owners and developers through a regional delivery structure. Commercial Real Estate also offers tailored financing and equity investment solutions for community development and affordable housing projects through
STCC
, with
|
•
|
Treasury & Payment Solutions provides
Wholesale
clients with services required to manage their payments and receipts, combined with the ability to manage and optimize their deposits across all aspects of their business. Treasury & Payment Solutions operates all electronic and paper payment types, including card, wire transfer,
ACH
, check, and cash. It also provides clients the means to manage their accounts electronically online, both domestically and internationally.
|
•
|
Net interest income-FTE
– is reconciled from Net interest income and is grossed-up on an FTE basis to make income from tax-exempt assets comparable to other taxable products. Segment results reflect matched maturity funds transfer pricing, which ascribes credits or charges based on the economic value or cost created by assets and liabilities of each segment. Differences between these credits and charges are captured as reconciling items. The change in this variance is generally attributable to corporate balance sheet management strategies.
|
•
|
Provision for credit losses
– represents net charge-offs by segment combined with an allocation to the segments for the provision attributable to each segment's quarterly change in the ALLL and Unfunded commitments reserve balances.
|
•
|
Noninterest income
– includes federal and state tax credits that are grossed-up on a pre-tax equivalent basis, related primarily to certain community development investments.
|
•
|
Provision for income taxes-FTE
– is calculated using a blended income tax rate for each segment and includes reversals of the tax adjustments and credits described above. The difference between the calculated Provision for income taxes at the segment level and the consolidated Provision for income taxes is reported as reconciling items.
|
•
|
Operational costs
– expenses are charged to segments based on a methodical activity-based costing process, which also allocates residual expenses to the segments. Generally, recoveries of these costs are reported in Corporate Other.
|
•
|
Support and overhead costs
– expenses not directly attributable to a specific segment are allocated based on various drivers (number of equivalent employees, number of PCs/laptops, net revenue, etc.). Recoveries for these allocations are reported in Corporate Other.
|
|
Year Ended December 31, 2017
|
||||||||||||||||||
(Dollars in millions)
|
Consumer
|
|
Wholesale
|
|
Corporate Other
|
|
Reconciling
Items |
|
Consolidated
|
||||||||||
Balance Sheets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Average LHFI
|
|
$72,622
|
|
|
|
$71,521
|
|
|
|
$76
|
|
|
|
($3
|
)
|
|
|
$144,216
|
|
Average consumer and commercial deposits
|
102,820
|
|
|
56,618
|
|
|
175
|
|
|
(64
|
)
|
|
159,549
|
|
|||||
Average total assets
|
82,507
|
|
|
85,227
|
|
|
34,567
|
|
|
2,630
|
|
|
204,931
|
|
|||||
Average total liabilities
|
103,757
|
|
|
62,291
|
|
|
14,610
|
|
|
(28
|
)
|
|
180,630
|
|
|||||
Average total equity
|
—
|
|
|
—
|
|
|
—
|
|
|
24,301
|
|
|
24,301
|
|
|||||
Statements of Income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net interest income
|
|
$3,698
|
|
|
|
$2,247
|
|
|
|
($44
|
)
|
|
|
($268
|
)
|
|
|
$5,633
|
|
FTE adjustment
|
—
|
|
|
142
|
|
|
3
|
|
|
—
|
|
|
145
|
|
|||||
Net interest income-FTE
1
|
3,698
|
|
|
2,389
|
|
|
(41
|
)
|
|
(268
|
)
|
|
5,778
|
|
|||||
Provision for credit losses
2
|
368
|
|
|
41
|
|
|
—
|
|
|
—
|
|
|
409
|
|
|||||
Net interest income after provision for credit losses-FTE
|
3,330
|
|
|
2,348
|
|
|
(41
|
)
|
|
(268
|
)
|
|
5,369
|
|
|||||
Total noninterest income
|
1,874
|
|
|
1,710
|
|
|
(33
|
)
|
|
(197
|
)
|
|
3,354
|
|
|||||
Total noninterest expense
|
3,842
|
|
|
1,869
|
|
|
73
|
|
|
(20
|
)
|
|
5,764
|
|
|||||
Income before provision for income taxes-FTE
|
1,362
|
|
|
2,189
|
|
|
(147
|
)
|
|
(445
|
)
|
|
2,959
|
|
|||||
Provision for income taxes-FTE
3, 4
|
491
|
|
|
816
|
|
|
(355
|
)
|
|
(275
|
)
|
|
677
|
|
|||||
Net income including income attributable to noncontrolling interest
|
871
|
|
|
1,373
|
|
|
208
|
|
|
(170
|
)
|
|
2,282
|
|
|||||
Less: Net income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
9
|
|
|||||
Net income
|
|
$871
|
|
|
|
$1,373
|
|
|
|
$199
|
|
|
|
($170
|
)
|
|
|
$2,273
|
|
|
Year Ended December 31, 2016
1
|
||||||||||||||||||
(Dollars in millions)
|
Consumer
|
|
Wholesale
|
|
Corporate Other
|
|
Reconciling
Items |
|
Consolidated
|
||||||||||
Balance Sheets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Average LHFI
|
|
$69,455
|
|
|
|
$71,600
|
|
|
|
$66
|
|
|
|
($3
|
)
|
|
|
$141,118
|
|
Average consumer and commercial deposits
|
99,424
|
|
|
54,713
|
|
|
124
|
|
|
(72
|
)
|
|
154,189
|
|
|||||
Average total assets
|
79,118
|
|
|
85,494
|
|
|
31,952
|
|
|
2,440
|
|
|
199,004
|
|
|||||
Average total liabilities
|
100,423
|
|
|
60,438
|
|
|
14,148
|
|
|
(73
|
)
|
|
174,936
|
|
|||||
Average total equity
|
—
|
|
|
—
|
|
|
—
|
|
|
24,068
|
|
|
24,068
|
|
|||||
Statements of Income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net interest income
|
|
$3,465
|
|
|
|
$2,018
|
|
|
|
$101
|
|
|
|
($363
|
)
|
|
|
$5,221
|
|
FTE adjustment
|
—
|
|
|
136
|
|
|
2
|
|
|
—
|
|
|
138
|
|
|||||
Net interest income-FTE
2
|
3,465
|
|
|
2,154
|
|
|
103
|
|
|
(363
|
)
|
|
5,359
|
|
|||||
Provision for credit losses
3
|
172
|
|
|
272
|
|
|
—
|
|
|
—
|
|
|
444
|
|
|||||
Net interest income after provision for credit losses-FTE
|
3,293
|
|
|
1,882
|
|
|
103
|
|
|
(363
|
)
|
|
4,915
|
|
|||||
Total noninterest income
|
2,036
|
|
|
1,356
|
|
|
138
|
|
|
(147
|
)
|
|
3,383
|
|
|||||
Total noninterest expense
|
3,796
|
|
|
1,676
|
|
|
13
|
|
|
(17
|
)
|
|
5,468
|
|
|||||
Income before provision for income taxes-FTE
|
1,533
|
|
|
1,562
|
|
|
228
|
|
|
(493
|
)
|
|
2,830
|
|
|||||
Provision for income taxes-FTE
4
|
568
|
|
|
583
|
|
|
59
|
|
|
(267
|
)
|
|
943
|
|
|||||
Net income including income attributable to noncontrolling interest
|
965
|
|
|
979
|
|
|
169
|
|
|
(226
|
)
|
|
1,887
|
|
|||||
Less: Net income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
9
|
|
|
—
|
|
|
9
|
|
|||||
Net income
|
|
$965
|
|
|
|
$979
|
|
|
|
$160
|
|
|
|
($226
|
)
|
|
|
$1,878
|
|
|
Year Ended December 31, 2015
1
|
||||||||||||||||||
(Dollars in millions)
|
Consumer
|
|
Wholesale
|
|
Corporate Other
|
|
Reconciling
Items |
|
Consolidated
|
||||||||||
Balance Sheets:
|
|
|
|
|
|
|
|
|
|
||||||||||
Average LHFI
|
|
$65,637
|
|
|
|
$67,872
|
|
|
|
$60
|
|
|
|
($11
|
)
|
|
|
$133,558
|
|
Average consumer and commercial deposits
|
93,789
|
|
|
50,373
|
|
|
101
|
|
|
(60
|
)
|
|
144,203
|
|
|||||
Average total assets
|
75,204
|
|
|
80,903
|
|
|
29,668
|
|
|
3,117
|
|
|
188,892
|
|
|||||
Average total liabilities
|
94,801
|
|
|
56,044
|
|
|
14,771
|
|
|
(70
|
)
|
|
165,546
|
|
|||||
Average total equity
|
—
|
|
|
—
|
|
|
—
|
|
|
23,346
|
|
|
23,346
|
|
|||||
Statements of Income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net interest income
|
|
$3,324
|
|
|
|
$1,918
|
|
|
|
$152
|
|
|
|
($630
|
)
|
|
|
$4,764
|
|
FTE adjustment
|
1
|
|
|
138
|
|
|
3
|
|
|
—
|
|
|
142
|
|
|||||
Net interest income-FTE
2
|
3,325
|
|
|
2,056
|
|
|
155
|
|
|
(630
|
)
|
|
4,906
|
|
|||||
Provision for credit losses
3
|
27
|
|
|
137
|
|
|
—
|
|
|
1
|
|
|
165
|
|
|||||
Net interest income after provision for credit losses-FTE
|
3,298
|
|
|
1,919
|
|
|
155
|
|
|
(631
|
)
|
|
4,741
|
|
|||||
Total noninterest income
|
1,967
|
|
|
1,285
|
|
|
137
|
|
|
(121
|
)
|
|
3,268
|
|
|||||
Total noninterest expense
|
3,631
|
|
|
1,523
|
|
|
17
|
|
|
(11
|
)
|
|
5,160
|
|
|||||
Income before provision for income taxes-FTE
|
1,634
|
|
|
1,681
|
|
|
275
|
|
|
(741
|
)
|
|
2,849
|
|
|||||
Provision for income taxes-FTE
4
|
553
|
|
|
628
|
|
|
81
|
|
|
(356
|
)
|
|
906
|
|
|||||
Net income including income attributable to noncontrolling interest
|
1,081
|
|
|
1,053
|
|
|
194
|
|
|
(385
|
)
|
|
1,943
|
|
|||||
Less: Net income attributable to noncontrolling interest
|
—
|
|
|
—
|
|
|
10
|
|
|
—
|
|
|
10
|
|
|||||
Net income
|
|
$1,081
|
|
|
|
$1,053
|
|
|
|
$184
|
|
|
|
($385
|
)
|
|
|
$1,933
|
|
(Dollars in millions)
|
Securities AFS
|
|
Derivative Instruments
|
|
Brokered Time Deposits
|
|
Long-Term Debt
|
|
Employee Benefit Plans
|
|
Total
|
||||||||||||
Year Ended December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance, beginning of period
|
|
($62
|
)
|
|
|
($157
|
)
|
|
|
($1
|
)
|
|
|
($7
|
)
|
|
|
($594
|
)
|
|
|
($821
|
)
|
Net unrealized (losses)/gains arising during the period
|
(7
|
)
|
|
(31
|
)
|
|
—
|
|
|
3
|
|
|
11
|
|
|
(24
|
)
|
||||||
Amounts reclassified to net income
|
68
|
|
|
(56
|
)
|
|
—
|
|
|
—
|
|
|
13
|
|
|
25
|
|
||||||
Other comprehensive income/(loss), net of tax
|
61
|
|
|
(87
|
)
|
|
—
|
|
|
3
|
|
|
24
|
|
|
1
|
|
||||||
Balance, end of period
|
|
($1
|
)
|
|
|
($244
|
)
|
|
|
($1
|
)
|
|
|
($4
|
)
|
|
|
($570
|
)
|
|
|
($820
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Year Ended December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance, beginning of period
|
|
$135
|
|
|
|
$87
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
($682
|
)
|
|
|
($460
|
)
|
Cumulative credit risk adjustment
1
|
—
|
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
|
—
|
|
|
(5
|
)
|
||||||
Net unrealized (losses)/gains arising during the period
|
(194
|
)
|
|
(91
|
)
|
|
(1
|
)
|
|
(2
|
)
|
|
76
|
|
|
(212
|
)
|
||||||
Amounts reclassified to net income
|
(3
|
)
|
|
(153
|
)
|
|
—
|
|
|
—
|
|
|
12
|
|
|
(144
|
)
|
||||||
Other comprehensive (loss)/income, net of tax
|
(197
|
)
|
|
(244
|
)
|
|
(1
|
)
|
|
(2
|
)
|
|
88
|
|
|
(356
|
)
|
||||||
Balance, end of period
|
|
($62
|
)
|
|
|
($157
|
)
|
|
|
($1
|
)
|
|
|
($7
|
)
|
|
|
($594
|
)
|
|
|
($821
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Year Ended December 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Balance, beginning of period
|
|
$298
|
|
|
|
$97
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
($517
|
)
|
|
|
($122
|
)
|
Net unrealized (losses)/gains arising during the period
|
(150
|
)
|
|
154
|
|
|
—
|
|
|
—
|
|
|
(174
|
)
|
|
(170
|
)
|
||||||
Amounts reclassified to net income
|
(13
|
)
|
|
(164
|
)
|
|
—
|
|
|
—
|
|
|
9
|
|
|
(168
|
)
|
||||||
Other comprehensive loss, net of tax
|
(163
|
)
|
|
(10
|
)
|
|
—
|
|
|
—
|
|
|
(165
|
)
|
|
(338
|
)
|
||||||
Balance, end of period
|
|
$135
|
|
|
|
$87
|
|
|
|
$—
|
|
|
|
$—
|
|
|
|
($682
|
)
|
|
|
($460
|
)
|
(Dollars in millions)
|
|
Year Ended December 31
|
|
Impacted Line Item in the Consolidated Statements of Income
|
||||||||||
Details About AOCI Components
|
|
2017
|
|
2016
|
|
2015
|
|
|||||||
Securities AFS:
|
|
|
|
|
|
|
|
|
||||||
Realized losses/(gains) on securities AFS
|
|
|
$108
|
|
|
|
($4
|
)
|
|
|
($21
|
)
|
|
Net securities (losses)/gains
|
Tax effect
|
|
(40
|
)
|
|
1
|
|
|
8
|
|
|
Provision for income taxes
|
|||
|
|
68
|
|
|
(3
|
)
|
|
(13
|
)
|
|
|
|||
Derivative Instruments:
|
|
|
|
|
|
|
|
|
||||||
Realized gains on cash flow hedges
|
|
(89
|
)
|
|
(244
|
)
|
|
(261
|
)
|
|
Interest and fees on loans held for investment
|
|||
Tax effect
|
|
33
|
|
|
91
|
|
|
97
|
|
|
Provision for income taxes
|
|||
|
|
(56
|
)
|
|
(153
|
)
|
|
(164
|
)
|
|
|
|||
Employee Benefit Plans:
|
|
|
|
|
|
|
|
|
||||||
Amortization of prior service credit
|
|
(6
|
)
|
|
(6
|
)
|
|
(6
|
)
|
|
Employee benefits
|
|||
Amortization of actuarial loss
|
|
25
|
|
|
25
|
|
|
21
|
|
|
Employee benefits
|
|||
|
|
19
|
|
|
19
|
|
|
15
|
|
|
|
|||
Tax effect
|
|
(6
|
)
|
|
(7
|
)
|
|
(6
|
)
|
|
Provision for income taxes
|
|||
|
|
13
|
|
|
12
|
|
|
9
|
|
|
|
|||
|
|
|
|
|
|
|
|
|
||||||
Total reclassifications from AOCI to net income
|
|
|
$25
|
|
|
|
($144
|
)
|
|
|
($168
|
)
|
|
|
|
Year Ended December 31
|
||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Income
|
|
|
|
|
|
||||||
Dividends
1
|
|
$1,414
|
|
|
|
$1,300
|
|
|
|
$1,159
|
|
Interest from loans to subsidiaries
|
25
|
|
|
15
|
|
|
8
|
|
|||
Interest from deposits at banks
|
22
|
|
|
12
|
|
|
5
|
|
|||
Other income
|
5
|
|
|
2
|
|
|
9
|
|
|||
Total income
|
1,466
|
|
|
1,329
|
|
|
1,181
|
|
|||
Expense
|
|
|
|
|
|
||||||
Interest on short-term borrowings
|
4
|
|
|
2
|
|
|
1
|
|
|||
Interest on long-term debt
|
137
|
|
|
140
|
|
|
128
|
|
|||
Employee compensation and benefits
2
|
103
|
|
|
57
|
|
|
69
|
|
|||
Service fees to subsidiaries
|
12
|
|
|
12
|
|
|
6
|
|
|||
Other expense
|
33
|
|
|
24
|
|
|
21
|
|
|||
Total expense
|
289
|
|
|
235
|
|
|
225
|
|
|||
Income before income tax benefit and equity in undistributed income of subsidiaries
|
1,177
|
|
|
1,094
|
|
|
956
|
|
|||
Income tax benefit
|
72
|
|
|
59
|
|
|
61
|
|
|||
Income before equity in undistributed income of subsidiaries
|
1,249
|
|
|
1,153
|
|
|
1,017
|
|
|||
Equity in undistributed income of subsidiaries
|
1,024
|
|
|
725
|
|
|
916
|
|
|||
Net income
|
|
$2,273
|
|
|
|
$1,878
|
|
|
|
$1,933
|
|
Total other comprehensive income/(loss), net of tax
|
1
|
|
|
(356
|
)
|
|
(338
|
)
|
|||
Total comprehensive income
|
|
$2,274
|
|
|
|
$1,522
|
|
|
|
$1,595
|
|
|
December 31
|
||||||
(Dollars in millions)
|
2017
|
|
2016
|
||||
Assets
|
|
|
|
||||
Cash held at SunTrust Bank
|
|
$701
|
|
|
|
$535
|
|
Interest-bearing deposits held at SunTrust Bank
|
2,144
|
|
|
1,126
|
|
||
Interest-bearing deposits held at other banks
|
24
|
|
|
23
|
|
||
Cash and cash equivalents
|
2,869
|
|
|
1,684
|
|
||
Securities available for sale
|
123
|
|
|
147
|
|
||
Loans to subsidiaries
|
1,218
|
|
|
2,516
|
|
||
Investment in capital stock of subsidiaries stated on the basis of the Company’s equity in subsidiaries’ capital accounts:
|
|
|
|
||||
Banking subsidiaries
|
24,590
|
|
|
23,617
|
|
||
Nonbanking subsidiaries
|
1,423
|
|
|
1,359
|
|
||
Goodwill
|
211
|
|
|
211
|
|
||
Other assets
|
547
|
|
|
528
|
|
||
Total assets
|
|
$30,981
|
|
|
|
$30,062
|
|
|
|
|
|
||||
Liabilities
|
|
|
|
||||
Short-term borrowings:
|
|
|
|
||||
Subsidiaries
|
|
$205
|
|
|
|
$283
|
|
Non-affiliated companies
|
350
|
|
|
483
|
|
||
Long-term debt:
|
|
|
|
||||
Non-affiliated companies
|
4,466
|
|
|
4,950
|
|
||
Other liabilities
|
909
|
|
|
831
|
|
||
Total liabilities
|
5,930
|
|
|
6,547
|
|
||
Shareholders’ Equity
|
|
|
|
||||
Preferred stock
|
2,475
|
|
|
1,225
|
|
||
Common stock
|
550
|
|
|
550
|
|
||
Additional paid-in capital
|
9,000
|
|
|
9,010
|
|
||
Retained earnings
|
17,540
|
|
|
16,000
|
|
||
Treasury stock, at cost, and other
|
(3,694
|
)
|
|
(2,449
|
)
|
||
Accumulated other comprehensive loss, net of tax
|
(820
|
)
|
|
(821
|
)
|
||
Total shareholders’ equity
|
25,051
|
|
|
23,515
|
|
||
Total liabilities and shareholders’ equity
|
|
$30,981
|
|
|
|
$30,062
|
|
|
Year Ended December 31
|
||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
||||||
Cash Flows from Operating Activities:
|
|
|
|
|
|
||||||
Net income
|
|
$2,273
|
|
|
|
$1,878
|
|
|
|
$1,933
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Equity in undistributed income of subsidiaries
|
(1,024
|
)
|
|
(725
|
)
|
|
(916
|
)
|
|||
Depreciation, amortization, and accretion
|
5
|
|
|
3
|
|
|
6
|
|
|||
Deferred income tax expense/(benefit)
|
5
|
|
|
11
|
|
|
(4
|
)
|
|||
Stock-based compensation
|
—
|
|
|
3
|
|
|
11
|
|
|||
Net securities (gains)/losses
|
(1
|
)
|
|
—
|
|
|
—
|
|
|||
Net increase in other assets
|
(15
|
)
|
|
(129
|
)
|
|
(72
|
)
|
|||
Net increase/(decrease) in other liabilities
|
122
|
|
|
62
|
|
|
(28
|
)
|
|||
Net cash provided by operating activities
|
1,365
|
|
|
1,103
|
|
|
930
|
|
|||
Cash Flows from Investing Activities:
|
|
|
|
|
|
||||||
Proceeds from maturities, calls, and paydowns of securities available for sale
|
38
|
|
|
49
|
|
|
66
|
|
|||
Proceeds from sales of securities available for sale
|
1
|
|
|
4
|
|
|
—
|
|
|||
Purchases of securities available for sale
|
(17
|
)
|
|
(4
|
)
|
|
(15
|
)
|
|||
Net decrease/(increase) in loans to subsidiaries
|
1,298
|
|
|
(889
|
)
|
|
1,042
|
|
|||
Other, net
|
—
|
|
|
(3
|
)
|
|
(2
|
)
|
|||
Net cash provided by/(used in) investing activities
|
1,320
|
|
|
(843
|
)
|
|
1,091
|
|
|||
Cash Flows from Financing Activities:
|
|
|
|
|
|
||||||
Net (decrease)/increase in short-term borrowings
|
(211
|
)
|
|
5
|
|
|
(763
|
)
|
|||
Proceeds from long-term debt
|
9
|
|
|
2,005
|
|
|
—
|
|
|||
Repayment of long-term debt
|
(482
|
)
|
|
(1,784
|
)
|
|
(29
|
)
|
|||
Proceeds from the issuance of preferred stock
|
1,239
|
|
|
—
|
|
|
—
|
|
|||
Repurchase of common stock
|
(1,314
|
)
|
|
(806
|
)
|
|
(679
|
)
|
|||
Repurchase of common stock warrants
|
—
|
|
|
(24
|
)
|
|
—
|
|
|||
Common and preferred dividends paid
|
(723
|
)
|
|
(564
|
)
|
|
(539
|
)
|
|||
Taxes paid related to net share settlement of equity awards
|
(39
|
)
|
|
(48
|
)
|
|
(36
|
)
|
|||
Proceeds from the exercise of stock options
|
21
|
|
|
25
|
|
|
17
|
|
|||
Net cash used in financing activities
|
(1,500
|
)
|
|
(1,191
|
)
|
|
(2,029
|
)
|
|||
Net increase/(decrease) in cash and cash equivalents
|
1,185
|
|
|
(931
|
)
|
|
(8
|
)
|
|||
Cash and cash equivalents at beginning of period
|
1,684
|
|
|
2,615
|
|
|
2,623
|
|
|||
Cash and cash equivalents at end of period
|
|
$2,869
|
|
|
|
$1,684
|
|
|
|
$2,615
|
|
|
|
|
|
|
|
||||||
Supplemental Disclosures:
|
|
|
|
|
|
||||||
Income taxes paid to subsidiaries
|
|
($489
|
)
|
|
|
($886
|
)
|
|
|
($499
|
)
|
Income taxes received by Parent Company
|
414
|
|
|
812
|
|
|
481
|
|
|||
Net income taxes paid by Parent Company
|
|
($75
|
)
|
|
|
($74
|
)
|
|
|
($18
|
)
|
Interest paid
|
|
$140
|
|
|
|
$135
|
|
|
|
$130
|
|
Item 9.
|
CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
|
Item 9A.
|
CONTROLS AND PROCEDURES
|
Item 9B.
|
OTHER INFORMATION
|
Item 10.
|
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
|
Item 11.
|
EXECUTIVE COMPENSATION
|
Item 12.
|
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
|
Item 13.
|
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
|
Item 14.
|
PRINCIPAL ACCOUNTANT FEES AND SERVICES
|
Item 15.
|
EXHIBITS, FINANCIAL STATEMENT SCHEDULES
|
Exhibit Number
|
|
Description
|
|
Location
|
3.1
|
|
Amended and Restated Articles of Incorporation
, restated effective January 20, 2009, incorporated by reference to
Exhibit 4.1
to the registrant's Current Report on Form 8-K filed January 22, 2009, as further amended by (i) Articles of Amendment dated December 13, 2012, incorporated by reference to
Exhibit 3.1
to the registrant's Current Report on Form 8-K filed December 20, 2012, (ii) the Articles of Amendment dated November 6, 2014, incorporated by reference to
Exhibit 3.1
to the registrant's Current Report on Form 8-K filed November 7, 2014, (iii) the Articles of Amendment dated May 1, 2017, incorporated by reference to
Exhibit 3.1
to the registrant's Current Report on Form 8-K filed May 2, 2017, and (iv) the Articles of Amendment dated November 13, 2017, incorporated by reference to
Exhibit 3.1
to the registrant's Current Report on Form 8-K filed November 14, 2017.
|
|
*
|
|
|
|
|
|
3.2
|
|
Bylaws of the Registrant,
as amended and restated on August 11, 2015, incorporated by reference to
Exhibit 3.2
to the registrant's Current Report on Form 8-K filed August 13, 2015.
|
|
*
|
|
|
|
|
|
4.1
|
|
Indenture
between registrant and The First National Bank of Chicago, as Trustee, dated May 1, 1993, incorporated by reference to Exhibit 4(b) to Registration Statement No. 33-62162.
|
|
*
|
|
|
|
|
|
4.2
|
|
Indenture
between registrant and PNC, N.A., as Trustee, dated May 1, 1993, incorporated by reference to Exhibit 4(a) to Registration Statement No. 33-62162.
|
|
*
|
|
|
|
|
|
4.3
|
|
Indenture
between National Commerce Financial Corporation and The Bank of New York, as Trustee, dated as of March 27, 1997, incorporated by reference to
Exhibit 4.1
to the Registration Statement on Form S-4 of National Commerce Bancorporation (File No. 333-29251).
|
|
*
|
|
|
|
|
|
4.4
|
|
Form of Indenture
between registrant and The First National Bank of Chicago, as Trustee, to be used in connection with the issuance of Subordinated Debt Securities, incorporated by reference to
Exhibit 4.4
to Registration Statement No. 333-25381 filed May 6, 1997.
|
|
*
|
|
|
|
|
|
4.5
|
|
First Supplemental Indenture
between National Commerce Financial Corporation and the Bank of New York, as Trustee, dated as of March 27, 1997, incorporated by reference to
Exhibit 4.2
to the Registration Statement on Form S-4 of National Commerce Bancorporation (File No. 333-29251).
|
|
*
|
|
|
|
|
|
4.6
|
|
Form of Indenture
between registrant and The First National Bank of Chicago, as Trustee, to be used in connection with the issuance of Subordinated Debt Securities, incorporated by reference to
Exhibit 4.4
to Registration Statement No. 333-46123 filed February 11, 1998.
|
|
*
|
|
|
|
|
|
4.7
|
|
Indenture,
dated as of October 25, 2006, between SunTrust Banks, Inc. and U.S. Bank National Association, as Trustee, incorporated by reference to
Exhibit 4.3
to the registrant's Registration Statement on Form 8-A filed on December 5, 2006.
|
|
*
|
|
|
|
|
|
4.8
|
|
Form of First Supplemental Indenture
(to Indenture dated as of October 25, 2006) between SunTrust Banks, Inc. and U.S. Bank National Association, as Trustee, incorporated by reference to
Exhibit 4.5
to the registrant's Registration Statement on Form 8-A filed on October 24, 2006.
|
|
*
|
|
|
|
|
Exhibit Number
|
|
Description
|
|
Location
|
4.9
|
|
Form of Second Supplemental Indenture
(to Indenture dated as of October 25, 2006) between SunTrust Banks, Inc. and U.S. Bank National Association, as Trustee, incorporated by reference to
Exhibit 4.4
to the registrant's Registration Statement on Form 8-A filed on December 5, 2006.
|
|
*
|
|
|
|
|
|
4.10
|
|
Senior Indenture,
dated as of September 10, 2007 by and between SunTrust Banks, Inc. and U.S. Bank National Association, as Trustee, incorporated by reference to
Exhibit 4.1
to the registrant's Current Report on Form 8-K filed on September 10, 2007.
|
|
*
|
|
|
|
|
|
4.11
|
|
Form of Third Supplemental Indenture to the Junior Subordinated Notes Indenture
between SunTrust Banks, Inc. and U.S. Bank National Association, as Trustee, incorporated by reference to
Exhibit 4.4
to the registrant's Registration Statement on Form 8-A filed on March 3, 2008.
|
|
*
|
|
|
|
|
|
4.12
|
|
Warrant Agreement for 6,008,902 Warrants,
dated September 22, 2011, among SunTrust Banks, Inc., Computershare Inc. and Computershare Trust Company, N.A., incorporated by reference to
Exhibit 4.1
to the registrant's Form 8-A for the Series A Warrants filed September 23, 2011.
|
|
*
|
|
|
|
|
|
4.13
|
|
Warrant Agreement for 11,891,280 Warrants,
dated September 22, 2011, among SunTrust Banks, Inc., Computershare Inc. and Computershare Trust Company, N.A., incorporated by reference to
Exhibit 4.1
to the registrant's Form 8-A for the Series B Warrants filed September 23, 2011.
|
|
*
|
|
|
|
|
|
4.14
|
|
Form of Series A Preferred Stock Certificate,
incorporated by reference to
Exhibit 4.2
to registrant's Current Report on Form 8-K filed September 12, 2006.
|
|
*
|
|
|
|
|
|
4.15
|
|
Form of Stock Certificate Representing the 5.853% Fixed-to-Floating Rate Normal Preferred Purchase Securities of SunTrust Preferred Capital I,
incorporated by reference to
Exhibit 4.3.2
to registrant's Post-Effective Amendment No. 1 to Form S-3 filed on October 18, 2006.
|
|
*
|
|
|
|
|
|
4.16
|
|
Form of Series E Preferred Stock Certificate,
incorporated by reference to
Exhibit 4.2
to registrant's Current Report on Form 8-K filed December 20, 2012.
|
|
*
|
|
|
|
|
|
4.17
|
|
Form of Series F Preferred Stock Certificate,
incorporated by reference to
Exhibit 4.2
to registrant's Current Report on Form 8-K filed November 7, 2014.
|
|
*
|
|
|
|
|
|
4.18
|
|
Form of Series G Preferred Stock Certificate
, incorporated by reference to
Exhibit 4.1
to registrant's Current Report on Form 8-K filed May 2, 2017.
|
|
*
|
|
|
|
|
|
4.19
|
|
Form of Series H Preferred Stock Certificate
, incorporated by reference to
Exhibit 4.1
to registrant's Current Report on Form 8-K filed November 14, 2017.
|
|
*
|
|
|
|
|
|
10.1
|
|
SunTrust Banks, Inc. Annual Incentive Plan,
amended and restated as of January 1, 2014, incorporated by reference to
Appendix B
to the registrant’s Proxy Statement filed March 10, 2014.
|
|
*
|
|
|
|
|
|
Exhibit Number
|
|
Description
|
|
Location
|
10.2
|
|
SunTrust Banks, Inc. 2009 Stock Plan,
as amended and restated as of August 11, 2015, incorporated by reference to
Exhibit 10.1
to Current Report on Form 8-K filed August 13, 2015, together with (i) Form of Nonqualified Stock Option Agreement; (ii) Form of Performance-Vested Stock Option Agreement; (iii) Form of Pro-Rata Nonqualified Stock Option Award Agreement; (iv) Form of Restricted Stock Agreement (3-year cliff vesting); (v) Form of Restricted Stock Agreement (3-year ratable vesting); (vi) Form of Performance Stock Agreement; (vii) Form of CCP Long Term Restricted Stock Award Agreement; (viii) Form of Performance Stock Unit Agreement; (ix) Form of TSR Performance-Vested Restricted Stock Unit Award Agreement; (x) Form of Tier 1 Capital Performance-Vested Restricted Stock Unit Award Agreement; (xi) Form of (2010) Salary Share Stock Unit Award Agreement; (xii) Form of (2011) SunTrust Banks, Inc. Salary Share Stock Unit Agreement; (xiii) Form of Non-Employee Director Restricted Stock Award Agreement; (xiv) Form of Non-Employee Director Restricted Stock Unit Award Agreement; (xv) Form of Co-investment Restricted Stock Unit Award Agreement with clawback under the SunTrust Banks, Inc. 2009 Stock Plan; (xvi) Form of Performance Vested (ROA) Restricted Stock Unit Award Agreement with clawback under the SunTrust Banks, Inc. 2009 Stock Plan; (xvii) Form of Performance Vested (TSR) Restricted Stock Unit Award Agreement with clawback under the SunTrust Banks, Inc. 2009 Stock Plan; (xviii) Form of Nonqualified Stock Option Award Agreement with clawback under the SunTrust Banks, Inc. 2009 Stock Plan; (xix) Form of Time Vested Restricted Stock Award Agreement with clawback under the SunTrust Banks, Inc. 2009 Stock Plan; (xx) Form of 2012 Non-Qualified Stock Option Award Agreement (2-year cliff vested) under the SunTrust Banks, Inc. 2009 Stock Plan; (xxi) Form of Restricted Stock Unit Award Agreement, 2013 RORWA; (xxii) Form of Restricted Stock Unit Award Agreement, 2013 TSR; (xxiii) Form of Restricted Stock Unit Agreement, 2014 TSR/Return on Tangible Common Equity (corrected); (xxiv) Form of Time-Vested Restricted Stock Unit Agreement, 2014 Type I; (xxv) Form of Time-Vested Restricted Stock Unit Agreement, 2014 Type II; (xxvi) Form of Restricted Stock Unit Agreement, 2014 Return on Tangible Common Equity (corrected); (xxvii) Form of Restricted Stock Unit Agreement, 2015 Return on Tangible Common Equity; (xxviii) Form of Restricted Stock Unit Agreement, 2015 Type I, three-year cliff; (xxix) Form of Restricted Stock Unit Agreement, 2016 Return on Tangible Common Equity; (xxx) Form of Restricted Stock Unit Agreement, 2016 Retention I; (xxxi) Form of Restricted Stock Unit Agreement, 2016 Retention II; (xxxii) Form of Restricted Stock Unit Award Agreement, 2016 ROTCE/TSR; and (xxxiii) Form of Performance Vested Restricted Stock Unit Award Agreement, 2017, (ROTCE/TSR), Form of Time Vested Restricted Stock Unit Award Agreement, 2017, Type I (VIR), and Form of Time Vested Restricted Stock Unit Award Agreement, 2017, Type II,
incorporated by reference to:
|
|
*
|
|
|
(i)
Exhibit 10.1.1
to the Company's Registration Statement No. 333-158866 on Form S-8 filed April 28, 2009; (ii)
Exhibit 10.1.2
to the Company's Registration Statement No. 333-158866 on Form S-8 filed April 28, 2009; (iii)
Exhibit 10.3
of the Company's Current Report on Form 8-K filed April 4, 2011; (iv)
Exhibit 10.1.4
to the Company's Registration Statement No. 333-158866 on Form S-8 filed April 28, 2009; (v)
Exhibit 10.1.3
to the Company's Registration Statement No. 333-158866 on Form S-8 filed April 28, 2009; (vi)
Exhibit 10.1.6
to the Company's Registration Statement No. 333-158866 on Form S-8 filed April 28, 2009; (vii)
Exhibit 10.1
of the Company's Quarterly Report on Form 10-Q filed November 5, 2010; (viii)
Exhibit 10.1.7
to the Company's Registration Statement No. 333-158866 on Form S-8 filed April 28, 2009; (ix)
Exhibit 10.1
of the Company's Current Report on Form 8-K/A filed April 27, 2011; (x)
Exhibit 10.2
of the Company's Current Report on Form 8-K filed April 4, 2011; (xi)
Exhibit 10.2
of the Company's Current Report on Form 8-K/A filed January 13, 2010; (xii)
Exhibit 10.5
of the Company's Current Report on Form 8-K filed January 6, 2011; (xiii)
Exhibit 10.1
of the Company's Current Report on Form 8-K filed April 27, 2011; (xiv)
Exhibit 10.2
of the Company's Current Report on Form 8-K filed April 27, 2011; (xv) to (xix)
Exhibits 10.26
,
Exhibits 10.27
,
Exhibits 10.28
,
Exhibits 10.29
, and
Exhibit 10.30
of the Company's Annual Report on Form 10-K filed February 24, 2012; (xx)
Exhibit 10.1
of the Company's Quarterly Report on Form 10-Q filed August 1, 2012; (xxi)
Exhibit 10.23
of the Company's Annual Report on Form 10-K filed February 27, 2013; (xxii)
Exhibit 10.24
of the Company's Annual Report on Form 10-K filed February 27, 2013; (xxiii)
Exhibit 10.17
of the Company's Annual Report on Form 10-K filed February 24, 2014; (xxiv)
Exhibit 10.18
of the Company's Annual Report on Form 10-K filed February 24, 2014; (xxv)
Exhibit 10.19
of the Company's Annual Report on Form 10-K filed February 24, 2014; (xxvi)
Exhibit 10.17
of the Company's Annual Report on Form 10-K filed February 24, 2015; (xxvii)
Exhibit 10.18
of the Company's Annual Report on Form 10-K filed February 24, 2015; (xxviii)
Exhibit 10.1
of the Company's Quarterly Report on Form 10-Q filed August 5, 2015; (xxix)
Exhibit 10.7
of the Company's Annual Report on Form 10-K filed February 23, 2016; (xxx)
Exhibit 10.1
of the Company's Current Report on Form 8-K filed February 12, 2016; (xxxi)
Exhibit 10.2
of the Company's Current Report on Form 8-K filed February 12, 2016; (xxxii)
Exhibit 10.3
of the Company's Quarterly Report on Form 10-Q filed May 4, 2016; and (xxxiii)
Exhibit 10.19
,
Exhibit 10.20
, and
Exhibit 10.21
of the Company's Annual Report on Form 10-K filed February 24, 2017.
|
|
|
|
|
|
|
|
10.3
|
|
SunTrust Banks, Inc. 2004 Stock Plan,
effective April 20, 2004, as amended and restated February 12, 2008, incorporated by reference to
Exhibit 10.1
to the registrant's Current Report on Form 8-K filed February 15, 2008, as further amended effective January 1, 2009, incorporated by reference to
Exhibit 10.14
to the registrant's Current Report on Form 8-K filed January 7, 2009, together with (i) Form of Non-Qualified Stock Option Agreement, (ii) Form of Restricted Stock Agreement, (iii) Form of Director Restricted Stock Agreement, and (iv) Form of Director Restricted Stock Unit Agreement, incorporated by reference to (i)
Exhibit 10.70
of the registrant's Quarterly Report on Form 10-Q filed May 8, 2006, (ii)
Exhibit 10.71
of the registrant's Quarterly Report on Form 10-Q filed May 8, 2006, (iii)
Exhibit 10.72
of the registrant's Quarterly Report on Form 10-Q filed May 8, 2006, and (iv)
Exhibit 10.74
of the registrant's Quarterly Report on Form 10-Q filed May 8, 2006.
|
|
*
|
|
|
|
|
|
10.4
|
|
SunTrust Banks, Inc. 2000 Stock Plan,
effective February 8, 2000, and amendments effective January 1, 2005, November 14, 2006, and January 1, 2009, incorporated by reference to
Exhibit A
to registrant's 2000 Proxy Statement on Form 14A (File No. 001-08918), to
Exhibits 10.1
and
10.2
to the registrant's Current Report on Form 8-K filed February 16, 2007, and to
Exhibit 10.12
to the registrant's Current Report on Form 8-K filed January 7, 2009.
|
|
*
|
|
|
|
|
|
Exhibit Number
|
|
Description
|
|
Location
|
10.5
|
|
GB&T Bancshares, Inc. Stock Option Plan of 1997,
incorporated by reference to
Exhibit 10.6
to the annual report on Form 10-K of GB&T Bancshares Inc. filed March 31, 2003 (File No. 005-82430).
|
|
*
|
|
|
|
|
|
10.6
|
|
GB&T Bancshares, Inc. 2007 Omnibus Long-Term Incentive Plan,
incorporated by reference to
Appendix A
to the definitive proxy statement of GB&T Bancshares Inc. filed April 18, 2007 (File No. 005-82430).
|
|
*
|
|
|
|
|
|
10.7
|
|
SunTrust Banks, Inc. Supplemental Executive Retirement Plan,
amended and restated as of January 1, 2011, incorporated by reference to
Exhibit 10.7
to the registrant's Quarterly Report on Form 10-Q filed August 9, 2011, as further amended by Amendment Number One, effective as of January 1, 2012, incorporated by reference to
Exhibit 10.10
to the registrant's Annual Report on Form 10-K filed February 24, 2012.
|
|
*
|
|
|
|
|
|
10.8
|
|
SunTrust Banks, Inc. ERISA Excess Retirement Plan,
amended and restated effective as of January 1, 2011, incorporated by reference to
Exhibit 10.8
to the registrant's Quarterly Report on Form 10-Q filed August 9, 2011, as further amended by Amendment Number One, effective as of January 1, 2012, incorporated by reference to
Exhibit 10.1
to the registrant's Annual Report on Form 10-K filed February 24, 2012.
|
|
*
|
|
|
|
|
|
10.9
|
|
SunTrust Restoration Plan,
amended and restated effective May 31, 2011, incorporated by reference to
Exhibit 10.9
to the registrant's Quarterly Report on Form 10-Q filed August 9, 2011, as further amended by Amendment Number One, effective as of January 1, 2012, incorporated by reference to
Exhibit 10.11
to the registrant's Annual Report on Form 10-K filed February 24, 2012.
|
|
*
|
|
|
|
|
|
10.10
|
|
Forms of Change in Control Agreements
between registrant and (i) William H. Rogers, Jr., (ii) Aleem Gillani, (iii) Thomas E. Freeman, (iv) Mark A. Chancy, and (v) Anil Cheriyan, incorporated by reference to: (i) - (iii),
Exhibit 10.13
to the registrant's Annual Report on Form 10-K filed February 23, 2010; (iv),
Exhibit 10.12
to the registrant's Annual Report on Form 10-K filed February 23, 2010; and (v)
Exhibit 10.16
to the registrant's Annual Report on Form 10-K filed February 24, 2012.
|
|
*
|
|
|
|
|
|
10.11
|
|
Executive Severance Plan,
amended and restated July 24, 2014, incorporated by reference to
Exhibit 10.5
to the Company's Quarterly Report on Form 10-Q filed August 6, 2014.
|
|
*
|
|
|
|
|
|
10.12
|
|
SunTrust Banks, Inc. Deferred Compensation Plan,
amended and restated effective as of January 1, 2015, incorporated by reference to
Exhibit 10.10
to the registrant's Annual Report on Form 10-K filed February 24, 2015.
|
|
*
|
|
|
|
|
|
10.13
|
|
SunTrust Banks, Inc. 401(k) Plan,
amended and restated effective as of January 1, 2016, incorporated by reference to
Exhibit 10.13
to the registrant's Annual Report on Form 10-K filed February 24, 2017.
|
|
*
|
|
|
|
|
|
10.14
|
|
SunTrust Banks, Inc. 401(k) Plan Trust Agreement,
amended and restated as of July 1, 2011, incorporated by reference to
Exhibit 10.23
to the registrant's Annual Report on Form 10-K filed February 24, 2012.
|
|
*
|
|
|
|
|
|
10.15
|
|
Consent Judgment
between SunTrust Mortgage, Inc. (“SunTrust Mortgage”) on the one hand and the United States Department of Justice, the United States Department of Housing and Urban Development, certain other federal agencies, and the Attorneys General for forty-nine states and the District of Columbia dated as of June 17, 2014, incorporated by reference to
Exhibit 10.3
to the Registrant's Quarterly Report on Form 10-Q filed August 6, 2014.
|
|
*
|
|
|
|
|
|
10.16
|
|
Restitution and Remediation Agreement,
dated as of July 3, 2014 between SunTrust Mortgage, Inc. and the United States of America, incorporated by reference to
Exhibit 10.1
to the registrant's Current Report on Form 8-K filed July 3, 2014.
|
|
*
|
|
|
|
|
|
10.17
|
|
Master Agency Agreement,
dated as of September 13, 2010 among SunTrust and SunTrust Robinson Humphrey, Inc. (incorporated by reference to
Exhibit 1.1
to the registrant's Form 8-K filed on September 14, 2010), as amended by Amendment No. 1 to Master Agency Agreement, dated October 3, 2012, incorporated by reference to
Exhibit 10.1
to the registrant's Current Report on Form 8-K filed October 3, 2012.
|
|
*
|
|
|
|
|
|
|
Form of Performance Vested Restricted Stock Unit Award Agreement,
2018, Type I.
|
|
**
|
|
|
|
|
|
|
|
Form of Performance Vested Restricted Stock Unit Award Agreement,
2018, Type II.
|
|
**
|
|
|
|
|
|
|
|
Form of Time Vested Restricted Stock Unit Award Agreement,
2018, Type I.
|
|
**
|
|
|
|
|
|
|
Exhibit Number
|
|
Description
|
|
Location
|
|
Form of Time Vested Restricted Stock Unit Award Agreement,
2018, Type II.
|
|
**
|
|
|
|
|
|
|
|
Form of Time Vested Restricted Stock Unit Award Agreement,
2018, Type III.
|
|
**
|
|
|
|
|
|
|
|
Form of Time Vested Restricted Stock Unit Award Agreement,
2018, Type IV.
|
|
**
|
|
|
|
|
|
|
|
Ratio of Earnings to Fixed Charges and Preferred Stock Dividends.
|
|
**
|
|
|
|
|
|
|
|
Registrant's Subsidiaries.
|
|
**
|
|
|
|
|
|
|
|
Consent of Independent Registered Public Accounting Firm.
|
|
**
|
|
|
|
|
|
|
|
Certification of Chairman and Chief Executive Officer
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
**
|
|
|
|
|
|
|
|
Certification of Corporate Executive Vice President and Chief Financial Officer
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
**
|
|
|
|
|
|
|
|
Certification of Chairman and Chief Executive Officer
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
**
|
|
|
|
|
|
|
|
Certification of Corporate Executive Vice President and Chief Financial Officer
pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
**
|
|
|
|
|
|
|
99.1
|
|
Recoupment Policy,
incorporated by reference to
Exhibit 99.1
to the registrant's Annual Report on Form 10-K filed February 23, 2016.
|
|
*
|
|
|
|
|
|
101.1
|
|
Interactive Data File.
|
|
**
|
*
|
incorporated by reference
|
**
|
filed herewith
|
|
|
|
|
|
SUNTRUST BANKS, INC.
|
|
|
|
(Registrant)
|
|
|
|
|
|
|
|
By:
/s/ William H. Rogers, Jr.
|
|
|
|
William H. Rogers, Jr.,
|
|
|
|
Chairman of the Board and Chief Executive Officer
|
Signatures
|
|
Date
|
|
Title
|
|
|
|
|
|
|
|
Principal Executive Officer:
|
|
|
|
|
|
/s/ William H. Rogers, Jr.
|
|
February 13, 2018
|
|
Chairman of the Board and
|
|
William H. Rogers, Jr.
|
|
|
|
|
Chief Executive Officer
|
|
|
|
|
|
|
Principal Financial Officer:
|
|
|
|
|
|
/s/ Aleem Gillani
|
|
February 14, 2018
|
|
Corporate Executive Vice President and
|
|
Aleem Gillani
|
|
|
|
|
Chief Financial Officer
|
|
|
|
|
|
|
Principal Accounting Officer:
|
|
|
|
|
|
/s/ R. Ryan Richards
|
|
February 14, 2018
|
|
Senior Vice President, Controller
|
|
R. Ryan Richards
|
|
|
|
|
|
|
|
|
|
||
Directors:
|
|
|
|
|
|
/s/ Dallas S. Clement
|
|
February 13, 2018
|
|
Director
|
|
Dallas S. Clement
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Paul R. Garcia
|
|
February 13, 2018
|
|
Director
|
|
Paul R. Garcia
|
|
|
|
|
|
|
|
|
|
|
|
/s/ M. Douglas Ivester
|
|
February 13, 2018
|
|
Director
|
|
M. Douglas Ivester
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Kyle Prechtl Legg
|
|
February 13, 2018
|
|
Director
|
|
Kyle Prechtl Legg
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Donna S. Morea
|
|
February 13, 2018
|
|
Director
|
|
Donna S. Morea
|
|
|
|
|
|
|
|
|
|
||
/s/ David M. Ratcliffe
|
|
February 13, 2018
|
|
Director
|
|
David M. Ratcliffe
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Agnes Bundy Scanlan
|
|
February 13, 2018
|
|
Director
|
|
Agnes Bundy Scanlan
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Frank P. Scruggs, Jr.
|
|
February 13, 2018
|
|
Director
|
|
Frank P. Scruggs, Jr.
|
|
|
|
|
|
|
|
|
|
||
/s/ Bruce L. Tanner
|
|
February 13, 2018
|
|
Director
|
|
Bruce L. Tanner
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Steven C. Voorhees
|
|
February 13, 2018
|
|
Director
|
|
Steven C. Voorhees
|
|
|
|
|
|
|
|
|
|
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/s/ Thomas R. Watjen
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February 13, 2018
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Director
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Thomas R. Watjen
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_________________
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_______________
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Director
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Dr. Phail Wynn, Jr.
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Name of Grantee
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[Name]
____________________________
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Target Number of Restricted Stock Units
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[
# of Units
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_____
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Grant Date
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(i)
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The Grantee shall vest in a percentage of Restricted Stock Units (between 0% and 150%) indicated by the following ROTCE Matrix adjusted by the TSR Modifier below on February 14, 2021 (the “Vesting Date”); provided, that the Grantee has remained in continuous employment with SunTrust or a Subsidiary from the Grant Date through the Vesting Date, except as provided in§4, §5(c) and §5(d) hereof ). The Absolute ROTCE for SunTrust and each member of the Peer Group shall be calculated and ranked from high to low.
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SunTrust’s ROTCE Rank
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Within Top 3 Banks
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120%
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130%
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140%
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150%
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Within Next 3 Banks
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120%
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130%
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140%
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Within Next 3 Banks
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50%
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100%
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120%
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130%
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Within Bottom 3 Banks
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50%
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100%
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120%
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<
[ ]%
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[ ]%
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[ ]%
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>
[ ]%
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STI Absolute ROTCE
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(ii)
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The Payout Percentage is determined as follows: (1) Locate the column(s) in the ROTCE Matrix that correspond to SunTrust’s Absolute ROTCE; (2) Determine the ROTCE Rank of SunTrust and each member of the Peer Group ranked from high to low; (3) interpolate between the Payout Percentages in the row corresponding to SunTrust’s ROTCE Rank based on the percentages in the column(s) that correspond to SunTrust’s Absolute ROTCE.
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(iii)
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The Committee shall adjust ROCTE , in the manner that the Committee determines equitable and appropriate, in the event of (i) any unbudgeted acquisition, divestiture or other unexpected fundamental change in the business of SunTrust, an Affiliate and/or business unit, (ii) unanticipated asset write-downs or impairment charges, (iii) litigation or claim judgments or settlements thereof, (iv) changes in tax laws, accounting principles or other laws or provisions affecting reported results, (v) accruals for reorganization or restructuring programs, or extraordinary infrequently occurring, non-reoccurring items, and (vi) any other unanticipated and material changes that result in any inequitable enlargement or dilution of any of the Grantee’s rights under the Award.
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SunTrust TSR Rank - Percentile
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Payout Adjustment
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Above 75th
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+ 20%
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Between 25th and 75th
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No Adjustment
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Below 25
th
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- 20%
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(i)
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the portion of the Vested Units comprising the “Earned Awards as a Percent of Target” equal to or less than 130% shall be paid in an equivalent number of shares of Stock upon the earliest to occur of the following: (A) the date of the Grantee's death, (B) the date of the Grantee's Disability, (C) subject to §6(d), the date of the Grantee's Separation from Service, if such Separation from Service occurs: within two (2) years following a 409A Change in Control or (D) February 14, 2021.
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(ii)
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the portion, if any, of the Vested Units comprising the “Award Percentage” greater than 130% shall be paid in an equivalent number of shares of Stock upon the earliest to occur of the following: (A) the date of the Grantee's death, (B) the date of the Grantee's Disability, (C) subject to §6(d), the date of the Grantee's Separation from Service, if such Separation from Service occurs: within two (2) years following a 409A Change in Control or (D) February 14, 2022.
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(b)
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In the event payment is made pursuant to sub-paragraph §6(a)(i)(A), §6(a)(i)(B), §6(a)(i)(C), §6(a)(ii)(A), or §6(a)(ii)(B), §6(a)(ii)(C) above, such payment shall be made within the sixty (60) day period which commences immediately following the date of the applicable event. In the event payment is made pursuant to sub-paragraphs §6(a)(i)(D) and §6(a)(ii)(D) above, such payment shall be made within the sixty (60) day period which commences immediately following February 14, 2021 and February 14, 2022, as applicable.
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(c)
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Except as set forth below, the Vested Units shall be paid out in an equivalent number of shares of Stock; provided, however, the Grantee's right to any fractional share of Stock shall be paid in cash. In the event the Restricted Stock Units (and related Dividend Equivalent Rights) vest following a Change in Control pursuant to §4, the Vested Units shall be paid in cash, and the amount of the payment for each Vested Unit to be paid in cash will equal the Fair Market Value of a share of Stock on the date of the Change in Control.
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(d)
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Notwithstanding anything herein to the contrary, distributions may not be made to a Key Employee upon a Separation from Service before the date which is six (6) months after the date of the Key Employee's Separation from Service (or, if earlier, the date of death of the Key Employee). Any payments that would otherwise be made during this period of delay shall be accumulated and paid in the seventh month following the Grantee's Separation from Service.
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(e)
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The Grantee shall be entitled to a Dividend Equivalent Right for each Vested Unit. At the same time that the related Vested Units are paid, SunTrust shall pay each Dividend Equivalent Right in shares of Stock to the Grantee, or, in the event the Restricted Stock Units vest pursuant to §4, in cash; provided, however, the Grantee's right to any fractional share of Stock shall be paid in cash.
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(f)
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The Grantee will not have any shareholder rights with respect to the Restricted Stock Units, including the right to vote or receive dividends, unless and until shares of Stock are issued to the Grantee as payment of the vested Restricted Stock Units.
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(i)
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No Solicitation of Customers or Clients.
Grantee shall not during the Restricted Period solicit any customer or client of SunTrust or any SunTrust Affiliate with whom Grantee had any material business contact during the two (2) year period which ends on the date Grantee's employment by SunTrust or a SunTrust Affiliate terminates for the purpose of competing with SunTrust or any SunTrust Affiliate for any reason, either individually, or as an owner, partner, employee, agent, consultant, advisor, contractor, salesman, stockholder, investor, officer or director of, or service provider to, any corporation, partnership, venture or other business entity.
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(ii)
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Anti-pirating of Employees.
Absent the Compensation Committee's written consent, Grantee will not during the Restricted Period solicit to employ on Grantee's own behalf or on behalf of any other person, firm or corporation, any person who was employed by SunTrust or a SunTrust Affiliate during the term of Grantee's employment by SunTrust or a SunTrust Affiliate (whether or not such employee would commit a breach of contract), and who has not ceased to be employed by SunTrust or a SunTrust Affiliate for a period of at least one (1) year.
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(iii)
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Protection of Trade Secrets and Confidential Information.
Grantee hereby agrees that Grantee will hold in a fiduciary capacity for the benefit of SunTrust and each SunTrust Affiliate, and will not directly or indirectly use or disclose, any Trade Secret that Grantee may have acquired during the term of Grantee's employment by SunTrust or a SunTrust Affiliate for so long as such information remains a Trade Secret. In addition, Grantee agrees that during the Restricted Period, Grantee will hold in a fiduciary capacity for the benefit of SunTrust and each SunTrust Affiliate, and will not directly or indirectly use or disclose, any Confidential or Proprietary Information that Grantee may have acquired (whether or not developed or compiled by Grantee and whether or not Grantee was authorized to have access to such information) during the term of, in the course of, or as a result of Grantee's employment by SunTrust or a SunTrust Affiliate.
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(i)
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No Competitive Activity.
Absent the Committee's written consent, Grantee shall not, during the Restricted Period and within the Territory, engage in any Managerial Responsibilities for or on behalf of any corporation, partnership, venture, or other business entity that engages directly or indirectly in the Financial Services Business whether as an owner, partner, employee, agent, consultant, advisor, contractor, salesman, stockholder, investor, officer or director; provided, however, that Grantee may own up to five percent (5%) of the stock of a publicly traded company that engages in the Financial Services Business so long as Grantee is only a passive investor and is not actively involved in such company in any way.
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(ii)
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Non-Disparagement.
Grantee agrees not to knowingly make false or materially misleading statements or disparaging comments about SunTrust or any SunTrust Affiliate during the Restricted Period.
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1.
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Key Corp
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2.
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Bank of America
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3.
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Fifth Third Bancorp
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4.
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Regions Financial Corp
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5.
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PNC Financial Services Group, Inc.
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6.
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Wells Fargo
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7.
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BB & T Corp.
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8.
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Huntington Banchares Corporation
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9.
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U.S. Bancorp
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10.
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M&T Bank Corp.
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11.
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Citizens Financial Group
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Name of Grantee
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[Name]
____________________________
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Target Number of Restricted Stock Units
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[
# of Units
]
_____
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Grant Date
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(i)
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The Grantee shall vest in a percentage of Restricted Stock Units (between 0% and 150%) indicated by the following ROTCE Matrix adjusted by the TSR Modifier below on February 14, 2021 (the “Vesting Date”); provided, that the Grantee has remained in continuous employment with SunTrust or a Subsidiary from the Grant Date through the Vesting Date, except as provided in §4, §5(c) §5(d) hereof. The Absolute ROTCE for SunTrust and each member of the Peer Group shall be calculated and ranked from high to low.
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SunTrust’s ROTCE Rank
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Within Top 3 Banks
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120%
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130%
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140%
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150%
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Within Next 3 Banks
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120%
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130%
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140%
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Within Next 3 Banks
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50%
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100%
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120%
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130%
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Within Bottom 3 Banks
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50%
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100%
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120%
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<
[ ]%
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[ ]%
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[ ]%
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>
[ ]%
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STI Absolute ROTCE
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(ii)
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The Payout Percentage is determined as follows: (1) Locate the column(s) in the ROTCE Matrix that correspond to SunTrust’s Absolute ROTCE; (2) Determine the ROTCE Rank of SunTrust and each member of the Peer Group ranked from high to low; (3) interpolate between the Payout Percentages in the row corresponding to SunTrust’s ROTCE Rank based on the percentages in the column(s) that correspond to SunTrust’s Absolute ROTCE.
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(iii)
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The Committee shall adjust ROCTE , in the manner that the Committee determines equitable and appropriate, in the event of (i) any unbudgeted acquisition, divestiture or other unexpected fundamental change in the business of SunTrust, an Affiliate and/or business unit, (ii) unanticipated asset write-downs or impairment charges, (iii) litigation or claim judgments or settlements thereof, (iv) changes in tax laws, accounting principles or other laws or provisions affecting reported results, (v) accruals for reorganization or restructuring programs, or extraordinary infrequently occurring, non-reoccurring items, and (vi) any other unanticipated and material changes that result in any inequitable enlargement or dilution of any of the Grantee’s rights under the Award.
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SunTrust TSR Rank - Percentile
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Payout Adjustment
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Above 75th
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+ 20%
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Between 25th and 75th
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No Adjustment
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Below 25
th
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- 20%
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(i)
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the portion of the Vested Units comprising the “Earned Awards as a Percent of Target” equal to or less than 130% shall be paid in an equivalent number of shares of Stock upon the earliest to occur of the following: (A) the date of the Grantee's death, (B) the date of the Grantee's Disability, (C) subject to §6(d), the date of the Grantee's Separation from Service, if such Separation from Service occurs: within two (2) years following a 409A Change in Control or (D) February 14, 2021.
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(ii)
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the portion, if any, of the Vested Units comprising the “Award Percentage” greater than 130% shall be paid in an equivalent number of shares of Stock upon the earliest to occur of the following: (A) the date of the Grantee's death, (B) the date of the Grantee's Disability, (C) subject to §6(d), the date of the Grantee's Separation from Service, if such Separation from Service occurs: within two (2) years following a 409A Change in Control or (D) February 14, 2022.
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(b)
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In the event payment is made pursuant to sub-paragraph §6(a)(i)(A), §6(a)(i)(B), §6(a)(i)(C), §6(a)(ii)(A), or §6(a)(ii)(B), §6(a)(ii)(C) above, such payment shall be made within the sixty (60) day period which commences immediately following the date of the applicable event. In the event payment is made pursuant to sub-paragraphs §6(a)(i)(D) and §6(a)(ii)(D) above, such payment shall be made within the sixty (60) day period which commences immediately following February 14, 2021 and February 14, 2022, as applicable.
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(c)
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Except as set forth below, the Vested Units shall be paid out in an equivalent number of shares of Stock; provided, however, the Grantee's right to any fractional share of Stock shall be paid in cash. In the event the Restricted Stock Units (and related Dividend Equivalent Rights) vest following a Change in Control pursuant to §4, the Vested Units shall be paid in cash, and the amount of the payment for each Vested Unit to be paid in cash will equal the Fair Market Value of a share of Stock on the date of the Change in Control.
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(d)
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Notwithstanding anything herein to the contrary, distributions may not be made to a Key Employee upon a Separation from Service before the date which is six (6) months after the date of the Key Employee's Separation from Service (or, if earlier, the date of death of the Key Employee). Any payments that would otherwise be made during this period of delay shall be accumulated and paid in the seventh month following the Grantee's Separation from Service.
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(e)
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The Grantee shall be entitled to a Dividend Equivalent Right for each Vested Unit. At the same time that the related Vested Units are paid, SunTrust shall pay each Dividend Equivalent Right in shares of Stock to the Grantee, or, in the event the Restricted Stock Units vest pursuant to §4, in cash; provided, however, the Grantee's right to any fractional share of Stock shall be paid in cash.
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(f)
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The Grantee will not have any shareholder rights with respect to the Restricted Stock Units, including the right to vote or receive dividends, unless and until shares of Stock are issued to the Grantee as payment of the vested Restricted Stock Units.
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(i)
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No Solicitation of Customers or Clients.
Grantee shall not during the Restricted Period solicit any customer or client of SunTrust or any SunTrust Affiliate with whom Grantee had any material business contact during the two (2) year period which ends on the date Grantee's employment by SunTrust or a SunTrust Affiliate terminates for the purpose of competing with SunTrust or any SunTrust Affiliate for any reason, either individually, or as an owner, partner, employee, agent, consultant, advisor, contractor, salesman, stockholder, investor, officer or director of, or service provider to, any corporation, partnership, venture or other business entity.
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(ii)
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Anti-pirating of Employees.
Absent the Compensation Committee's written consent, Grantee will not during the Restricted Period solicit to employ on Grantee's own behalf or on behalf of any other person, firm or corporation, any person who was employed by SunTrust or a SunTrust Affiliate during the term of Grantee's employment by SunTrust or a SunTrust Affiliate (whether or not such employee would commit a breach of contract), and who has not ceased to be employed by SunTrust or a SunTrust Affiliate for a period of at least one (1) year.
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(iii)
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Protection of Trade Secrets and Confidential Information.
Grantee hereby agrees that Grantee will hold in a fiduciary capacity for the benefit of SunTrust and each SunTrust Affiliate, and will not directly or indirectly use or disclose, any Trade Secret that Grantee may have acquired during the term of Grantee's employment by SunTrust or a SunTrust Affiliate for so long as such information remains a Trade Secret. In addition, Grantee agrees that during the Restricted Period, Grantee will hold in a fiduciary capacity for the benefit of SunTrust and each SunTrust Affiliate, and will not directly or indirectly use or disclose, any Confidential or Proprietary Information that Grantee may have acquired (whether or not developed or compiled by Grantee and whether or not Grantee was authorized to have access to such information) during the term of, in the course of, or as a result of Grantee's employment by SunTrust or a SunTrust Affiliate.
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(i)
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No Competitive Activity.
Absent the Committee's written consent, Grantee shall not, during the Restricted Period and within the Territory, engage in any Managerial Responsibilities for or on behalf of any corporation, partnership, venture, or other business entity that engages directly or indirectly in the Financial Services Business whether as an owner, partner, employee, agent, consultant, advisor, contractor, salesman, stockholder, investor, officer or director; provided, however, that Grantee may own up to five percent (5%) of the stock of a publicly traded company that engages in the Financial Services Business so long as Grantee is only a passive investor and is not actively involved in such company in any way.
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(ii)
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Non-Disparagement.
Grantee agrees not to knowingly make false or materially misleading statements or disparaging comments about SunTrust or any SunTrust Affiliate during the Restricted Period.
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1.
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Key Corp
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2.
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Bank of America
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3.
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Fifth Third Bancorp
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4.
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Regions Financial Corp
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5.
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PNC Financial Services Group, Inc.
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6.
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Wells Fargo
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7.
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BB & T Corp.
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8.
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Huntington Banchares Corporation
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9.
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U.S. Bancorp
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10.
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M&T Bank Corp.
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11.
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Citizens Financial Group
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Name of Grantee
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[Name]
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Restricted Stock Units
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[Number of Units]
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Grant Date
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[Grant Date]
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33⅓
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% of the Grant shall be vested on the first anniversary of the Grant Date;
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33⅓
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% of the Grant shall be vested on the second anniversary of the Grant Date;
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33⅓
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% of the Grant shall be vested on the third anniversary of the Grant Date.
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33⅓%
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shall be paid on the first anniversary of the Grant Date;
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33⅓%
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shall be paid on the second anniversary of the Grant Date;
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33⅓%
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shall be paid on the third anniversary of the Grant Date.
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(i)
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No Competitive Activity
. Absent the Committee's written consent, Grantee shall not, during the Restricted Period and within the Territory, engage in any Managerial Responsibilities for or on behalf of any corporation, partnership, venture, or other business entity that engages directly or indirectly in the Financial Services Business whether as an owner, partner, employee, agent, consultant, advisor, contractor, salesman, stockholder, investor, officer or director; provided, however, that Grantee may own up to five percent (5%) of the stock of a publicly traded company that engages in the Financial Services Business so long as Grantee is only a passive investor and is not actively involved in such company in any way.
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(ii)
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No Solicitation of Customers or Clients
. Grantee shall not during the Restricted Period solicit any customer or client of SunTrust or any SunTrust Affiliate with whom Grantee had any material business contact during the two (2) year period which ends on the date Grantee's employment by SunTrust or a SunTrust Affiliate terminates for the purpose of competing with SunTrust or any SunTrust Affiliate for any reason, either individually, or as an owner, partner, employee, agent, consultant, advisor, contractor, salesman, stockholder, investor, officer or director of, or service provider to, any corporation, partnership, venture or other business entity.
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(iii)
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Anti-pirating of Employees
. Absent the Compensation Committee's written consent, Grantee will not during the Restricted Period solicit to employ on Grantee's own behalf or on behalf of any other person, firm or corporation, any person who was employed by SunTrust or a SunTrust Affiliate during the term of Grantee's employment by SunTrust or a SunTrust Affiliate (whether or not such employee would commit a breach of contract), and who has not ceased to be employed by SunTrust or a SunTrust Affiliate for a period of at least one (1) year.
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(iv)
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Protection of Trade Secrets and Confidential Information.
Grantee hereby agrees that Grantee will hold in a fiduciary capacity for the benefit of SunTrust and each SunTrust Affiliate, and will not directly or indirectly use or disclose, any Trade Secret that Grantee may have acquired during the term of Grantee's employment by SunTrust or a SunTrust Affiliate for so long as such information remains a Trade Secret. In addition Grantee agrees that during the Restricted Period Grantee will hold in a fiduciary capacity for the benefit of SunTrust and each SunTrust Affiliate, and will not directly or indirectly use or disclose, any Confidential or Proprietary Information that Grantee may have acquired (whether or not developed or compiled by Grantee and whether or not Grantee was authorized to have access to such information) during the term of, in the course of, or as a result of Grantee's employment by SunTrust or a SunTrust Affiliate.
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(v)
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Non-Disparagement.
Grantee agrees not to knowingly make false or materially misleading statements or disparaging comments about SunTrust or any SunTrust Affiliate during the Restricted Period.
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(vi)
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Reasonable and Necessary Restrictions.
Grantee acknowledges that the restrictions, prohibitions and other provisions set forth in this Unit Agreement, including without limitation the Territory and Restricted Period, are reasonable, fair and equitable in scope, terms and duration; are necessary to protect the legitimate business interests of SunTrust; and are a material inducement to SunTrust to enter into this Unit Agreement. Grantee covenants that Grantee will not challenge the enforceability of this Unit Agreement nor will Grantee raise any equitable defense to its enforcement.
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(vii)
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Additional Definitions
. (A) The term “
Confidential or Proprietary Information
” for purposes of this Unit Agreement shall mean any secret, confidential, or proprietary information of SunTrust or a SunTrust Affiliate (other than a Trade Secret) that has not become generally available to the public by the act of one who has the right to disclose such information without violating any right of SunTrust or a SunTrust Affiliate. (B) The term “
Financial Services Business
” for purposes of this Unit Agreement shall mean the business of banking, including deposit, credit, trust and investment services, mortgage banking, asset management, and brokerage and investment banking services. (C) The term “
Managerial Responsibilities
” for purposes of this Unit Agreement shall mean managerial and supervisory responsibilities and duties that are substantially the same as those Grantee is performing for SunTrust or a SunTrust Affiliate on the date of this Unit Agreement. (D) The term “SunTrust Affiliate” for purposes of this Unit Agreement shall mean any corporation which is a subsidiary corporation (within the meaning of Section 424(f) of the Code) of SunTrust except a corporation which has subsidiary corporation status under Section 424(f) of the Code exclusively as a result of SunTrust or a SunTrust Affiliate holding stock in such corporation as a fiduciary with respect to any trust, estate, conservatorship, guardianship or agency. (E) The term “Territory” for purposes of this Unit Agreement shall mean the states of Alabama, Florida, Georgia, Maryland, North Carolina, South Carolina, Tennessee, Virginia, and the District of Columbia, which are the states and Territories in which SunTrust has significant operations on the date of this Unit Agreement. (F) “Trade Secret” for purposes of Unit Agreement shall mean information, including, but not limited to, technical or nontechnical data, a formula, a pattern, a compilation, a program, a device, a method, a technique, a drawing, a process, financial data, financial plans, product plans, or a list of actual or potential customers or suppliers that: (i) derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from it is disclosure or use, and (ii) is the subject of reasonable efforts by SunTrust or a SunTrust Affiliate to maintain its secrecy.
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Name of Grantee
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[Name]
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Restricted Stock Units
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[Number of Units]
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|||
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|||
Grant Date
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[Grant Date]
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33⅓
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% of the Grant shall be vested on the first anniversary of the Grant Date;
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33⅓
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% of the Grant shall be vested on the second anniversary of the Grant Date;
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33⅓
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% of the Grant shall be vested on the third anniversary of the Grant Date.
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33⅓%
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shall be paid on the first anniversary of the Grant Date;
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33⅓%
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shall be paid on the second anniversary of the Grant Date;
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33⅓%
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shall be paid on the third anniversary of the Grant Date.
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(i)
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No Competitive Activity
. Absent the Committee's written consent, Grantee shall not, during the Restricted Period and within the Territory, engage in any Managerial Responsibilities for or on behalf of any corporation, partnership, venture, or other business entity that engages directly or indirectly in the Financial Services Business whether as an owner, partner, employee, agent, consultant, advisor, contractor, salesman, stockholder, investor, officer or director; provided, however, that Grantee may own up to five percent (5%) of the stock of a publicly traded company that engages in the Financial Services Business so long as Grantee is only a passive investor and is not actively involved in such company in any way.
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(ii)
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No Solicitation of Customers or Clients
. Grantee shall not during the Restricted Period solicit any customer or client of SunTrust or any SunTrust Affiliate with whom Grantee had any material business contact during the two (2) year period which ends on the date Grantee's employment by SunTrust or a SunTrust Affiliate terminates for the purpose of competing with SunTrust or any SunTrust Affiliate for any reason, either individually, or as an owner, partner, employee, agent, consultant, advisor, contractor, salesman, stockholder, investor, officer or director of, or service provider to, any corporation, partnership, venture or other business entity.
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(iii)
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Anti-pirating of Employees
. Absent the Compensation Committee's written consent, Grantee will not during the Restricted Period solicit to employ on Grantee's own behalf or on behalf of any other person, firm or corporation, any person who was employed by SunTrust or a SunTrust Affiliate during the term of Grantee's employment by SunTrust or a SunTrust Affiliate (whether or not such employee would commit a breach of contract), and who has not ceased to be employed by SunTrust or a SunTrust Affiliate for a period of at least one (1) year.
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(iv)
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Protection of Trade Secrets and Confidential Information.
Grantee hereby agrees that Grantee will hold in a fiduciary capacity for the benefit of SunTrust and each SunTrust Affiliate, and will not directly or indirectly use or disclose, any Trade Secret that Grantee may have acquired during the term of Grantee's employment by SunTrust or a SunTrust Affiliate for so long as such information remains a Trade Secret. In addition Grantee agrees that during the Restricted Period Grantee will hold in a fiduciary capacity for the benefit of SunTrust and each SunTrust Affiliate, and will not directly or indirectly use or disclose, any Confidential or Proprietary Information that Grantee may have acquired (whether or not developed or compiled by Grantee and whether or not Grantee was authorized to have access to such information) during the term of, in the course of, or as a result of Grantee's employment by SunTrust or a SunTrust Affiliate.
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(v)
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Non-Disparagement.
Grantee agrees not to knowingly make false or materially misleading statements or disparaging comments about SunTrust or any SunTrust Affiliate during the Restricted Period.
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(vi)
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Reasonable and Necessary Restrictions.
Grantee acknowledges that the restrictions, prohibitions and other provisions set forth in this Unit Agreement, including without limitation the Territory and Restricted Period, are reasonable, fair and equitable in scope, terms and duration; are necessary to protect the legitimate business interests of SunTrust; and are a material inducement to SunTrust to enter into this Unit Agreement. Grantee covenants that Grantee will not challenge the enforceability of this Unit Agreement nor will Grantee raise any equitable defense to its enforcement.
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(vii)
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Additional Definitions
. (A) The term “
Confidential or Proprietary Information
” for purposes of this Unit Agreement shall mean any secret, confidential, or proprietary information of SunTrust or a SunTrust Affiliate (other than a Trade Secret) that has not become generally available to the public by the act of one who has the right to disclose such information without violating any right of SunTrust or a SunTrust Affiliate. (B) The term “
Financial Services Business
” for purposes of this Unit Agreement shall mean the business of banking, including deposit, credit, trust and investment services, mortgage banking, asset management, and brokerage and investment banking services. (C) The term “
Managerial Responsibilities
” for purposes of this Unit Agreement shall mean managerial and supervisory responsibilities and duties that are substantially the same as those Grantee is performing for SunTrust or a SunTrust Affiliate on the date of this Unit Agreement. (D) The term “SunTrust Affiliate” for purposes of this Unit Agreement shall mean any corporation which is a subsidiary corporation (within the meaning of Section 424(f) of the Code) of SunTrust except a corporation which has subsidiary corporation status under Section 424(f) of the Code exclusively as a result of SunTrust or a SunTrust Affiliate holding stock in such corporation as a fiduciary with respect to any trust, estate, conservatorship, guardianship or agency. (E) The term “Territory” for purposes of this Unit Agreement shall mean the states of Alabama, Florida, Georgia, Maryland, North Carolina, South Carolina, Tennessee, Virginia, and the District of Columbia, which are the states and Territories in which SunTrust has significant operations on the date of this Unit Agreement. (F) “Trade Secret” for purposes of Unit Agreement shall mean information, including, but not limited to, technical or nontechnical data, a formula, a pattern, a compilation, a program, a device, a method, a technique, a drawing, a process, financial data, financial plans, product plans, or a list of actual or potential customers or suppliers that: (i) derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from it is disclosure or use, and (ii) is the subject of reasonable efforts by SunTrust or a SunTrust Affiliate to maintain its secrecy.
|
Name of Grantee
|
|
Name
|
|||
|
|
|
|||
Restricted Stock Units
|
|
Number of Units
|
|||
|
|
|
|||
Grant Date
|
|
Grant Date
|
33⅓
|
% of the Grant shall be vested on the first anniversary of the Grant Date;
|
33⅓
|
% of the Grant shall be vested on the second anniversary of the Grant Date;
|
33⅓
|
% of the Grant shall be vested on the third anniversary of the Grant Date.
|
[insert # equal to 33⅓%]
|
shall be paid on the first anniversary of the Grant Date;
|
[insert # equal to 33⅓%]
|
shall be paid on the second anniversary of the Grant Date;
|
[insert # equal to 33⅓%]
|
shall be paid on the third anniversary of the Grant Date.
|
(i)
|
No Competitive Activity
. Absent the Committee's written consent, Grantee shall not, during the Restricted Period and within the Territory, engage in any Managerial Responsibilities for or on behalf of any corporation, partnership, venture, or other business entity that engages directly or indirectly in the Financial Services Business whether as an owner, partner, employee, agent, consultant, advisor, contractor, salesman, stockholder, investor, officer or director; provided, however, that Grantee may own up to five percent (5%) of the stock of a publicly traded company that engages in the Financial Services Business so long as Grantee is only a passive investor and is not actively involved in such company in any way.
|
(ii)
|
No Solicitation of Customers or Clients
. Grantee shall not during the Restricted Period solicit any customer or client of SunTrust or any SunTrust Affiliate with whom Grantee had any material business contact during the two (2) year period which ends on the date Grantee's employment by SunTrust or a SunTrust Affiliate terminates for the purpose of competing with SunTrust or any SunTrust Affiliate for any reason, either individually, or as an owner, partner, employee, agent, consultant, advisor, contractor, salesman, stockholder, investor, officer or director of, or service provider to, any corporation, partnership, venture or other business entity.
|
(iii)
|
Anti-pirating of Employees
. Absent the Compensation Committee's written consent, Grantee will not during the Restricted Period solicit to employ on Grantee's own behalf or on behalf of any other person, firm or corporation, any person who was employed by SunTrust or a SunTrust Affiliate during the term of Grantee's employment by SunTrust or a SunTrust Affiliate (whether or not such employee would commit a breach of contract), and who has not ceased to be employed by SunTrust or a SunTrust Affiliate for a period of at least one (1) year.
|
(iv)
|
Protection of Trade Secrets and Confidential Information.
Grantee hereby agrees that Grantee will hold in a fiduciary capacity for the benefit of SunTrust and each SunTrust Affiliate, and will not directly or indirectly use or disclose, any Trade Secret that Grantee may have acquired during the term of Grantee's employment by SunTrust or a SunTrust Affiliate for so long as such information remains a Trade Secret. In addition Grantee agrees that during the Restricted Period Grantee will hold in a fiduciary capacity for the benefit of SunTrust and each SunTrust Affiliate, and will not directly or indirectly use or disclose, any Confidential or Proprietary Information that Grantee may have acquired (whether or not developed or compiled by Grantee and whether or not Grantee was authorized to have access to such information) during the term of, in the course of, or as a result of Grantee's employment by SunTrust or a SunTrust Affiliate.
|
(v)
|
Non-Disparagement.
Grantee agrees not to knowingly make false or materially misleading statements or disparaging comments about SunTrust or any SunTrust Affiliate during the Restricted Period.
|
(vi)
|
Reasonable and Necessary Restrictions.
Grantee acknowledges that the restrictions, prohibitions and other provisions set forth in this Unit Agreement, including without limitation the Territory and Restricted Period, are reasonable, fair and equitable in scope, terms and duration; are necessary to protect the legitimate business interests of SunTrust; and are a material inducement to SunTrust to enter into this Unit Agreement. Grantee covenants that Grantee will not challenge the enforceability of this Unit Agreement nor will Grantee raise any equitable defense to its enforcement.
|
(vii)
|
Additional Definitions
. (A) The term “
Confidential or Proprietary Information
” for purposes of this Unit Agreement shall mean any secret, confidential, or proprietary information of SunTrust or a SunTrust Affiliate (other than a Trade Secret) that has not become generally available to the public by the act of one who has the right to disclose such information without violating any right of SunTrust or a SunTrust Affiliate. (B) The term “
Financial Services Business
” for purposes of this Unit Agreement shall mean the business of banking, including deposit, credit, trust and investment services, mortgage banking, asset management, and brokerage and investment banking services. (C) The term “
Managerial Responsibilities
” for purposes of this Unit Agreement shall mean managerial and supervisory responsibilities and duties that are substantially the same as those Grantee is performing for SunTrust or a SunTrust Affiliate on the date of this Unit Agreement. (D) The term “SunTrust Affiliate” for purposes of this Unit Agreement shall mean any corporation which is a subsidiary corporation (within the meaning of Section 424(f) of the Code) of SunTrust except a corporation which has subsidiary corporation status under Section 424(f) of the Code exclusively as a result of SunTrust or a SunTrust Affiliate holding stock in such corporation as a fiduciary with respect to any trust, estate, conservatorship, guardianship or agency. (E) The term “Territory” for purposes of this Unit Agreement shall mean the states of Alabama, Florida, Georgia, Maryland, North Carolina, South Carolina, Tennessee, Virginia, and the District of Columbia, which are the states and Territories in which SunTrust has significant operations on the date of this Unit Agreement. (F) “Trade Secret” for purposes of Unit Agreement shall mean information, including, but not limited to, technical or nontechnical data, a formula, a pattern, a compilation, a program, a device, a method, a technique, a drawing, a process, financial data, financial plans, product plans, or a list of actual or potential customers or suppliers that: (i) derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from it is disclosure or use, and (ii) is the subject of reasonable efforts by SunTrust or a SunTrust Affiliate to maintain its secrecy.
|
Name of Grantee
|
|
[Name]
|
|
|
|
Restricted Stock Units
|
|
[# of Units]
|
|
|
|
Grant Date
|
|
[Grant Date]
|
33⅓
|
% of the Grant shall be vested on the first anniversary of the Grant Date;
|
33⅓
|
% of the Grant shall be vested on the second anniversary of the Grant Date;
|
33⅓
|
% of the Grant shall be vested on the third anniversary of the Grant Date.
|
[insert # equal to 33⅓%]
|
shall be paid on the first anniversary of the Grant Date;
|
[insert # equal to 33⅓%]
|
shall be paid on the second anniversary of the Grant Date;
|
[insert # equal to 33⅓%]
|
shall be paid on the third anniversary of the Grant Date.
|
SunTrust Banks, Inc.
Ratio of Earnings to Fixed Charges
and Preferred Stock Dividends
|
|||||||||||||||||||
|
|
||||||||||||||||||
|
For the Year Ended December 31
|
||||||||||||||||||
(Dollars in millions)
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
Ratio 1 - Including interest on deposits
|
|
|
|
|
|
|
|
|
|
||||||||||
Earnings:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income before income taxes, less portion attributable to noncontrolling interest
1
|
|
$2,805
|
|
|
|
$2,683
|
|
|
|
$2,697
|
|
|
|
$2,267
|
|
|
|
$1,666
|
|
Fixed charges
|
840
|
|
|
643
|
|
|
588
|
|
|
633
|
|
|
626
|
|
|||||
Total earnings
|
|
$3,645
|
|
|
|
$3,326
|
|
|
|
$3,285
|
|
|
|
$2,900
|
|
|
|
$2,292
|
|
Fixed charges:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest on deposits
|
|
$404
|
|
|
|
$259
|
|
|
|
$219
|
|
|
|
$235
|
|
|
|
$291
|
|
Interest on funds purchased and securities sold under agreements to repurchase
|
28
|
|
|
11
|
|
|
5
|
|
|
4
|
|
|
4
|
|
|||||
Interest on other short-term borrowings
|
8
|
|
|
3
|
|
|
3
|
|
|
14
|
|
|
13
|
|
|||||
Interest on trading liabilities
|
26
|
|
|
24
|
|
|
22
|
|
|
21
|
|
|
17
|
|
|||||
Interest on long-term debt
|
288
|
|
|
260
|
|
|
252
|
|
|
270
|
|
|
210
|
|
|||||
Portion of rents representative of the interest factor of rental expense
|
86
|
|
|
86
|
|
|
87
|
|
|
89
|
|
|
91
|
|
|||||
Total fixed charges
|
840
|
|
|
643
|
|
|
588
|
|
|
633
|
|
|
626
|
|
|||||
Preferred stock dividend requirements
|
116
|
|
|
94
|
|
|
90
|
|
|
53
|
|
|
46
|
|
|||||
Fixed charges and preferred stock dividends
|
|
$956
|
|
|
|
$737
|
|
|
|
$678
|
|
|
|
$686
|
|
|
|
$672
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Ratio of earnings to fixed charges
|
4.34x
|
|
|
5.17x
|
|
|
5.59x
|
|
|
4.58x
|
|
|
3.66x
|
|
|||||
Ratio of earnings to fixed charges and preferred stock dividends
|
3.81x
|
|
|
4.51x
|
|
|
4.85x
|
|
|
4.23x
|
|
|
3.41x
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Ratio 2 - Excluding interest on deposits
|
|
|
|
|
|
|
|
|
|
||||||||||
Earnings, excluding interest on deposits:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income before income taxes, less portion attributable to noncontrolling interest
1
|
|
$2,805
|
|
|
|
$2,683
|
|
|
|
$2,697
|
|
|
|
$2,267
|
|
|
|
$1,666
|
|
Fixed charges, excluding interest on deposits
|
436
|
|
|
384
|
|
|
369
|
|
|
398
|
|
|
335
|
|
|||||
Total earnings, excluding interest on deposits
|
|
$3,241
|
|
|
|
$3,067
|
|
|
|
$3,066
|
|
|
|
$2,665
|
|
|
|
$2,001
|
|
Fixed charges, excluding interest on deposits:
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest on funds purchased and securities sold under agreements to repurchase
|
|
$28
|
|
|
|
$11
|
|
|
|
$5
|
|
|
|
$4
|
|
|
|
$4
|
|
Interest on other short-term borrowings
|
8
|
|
|
3
|
|
|
3
|
|
|
14
|
|
|
13
|
|
|||||
Interest on trading liabilities
|
26
|
|
|
24
|
|
|
22
|
|
|
21
|
|
|
17
|
|
|||||
Interest on long-term debt
|
288
|
|
|
260
|
|
|
252
|
|
|
270
|
|
|
210
|
|
|||||
Portion of rents representative of the interest factor of rental expense
|
86
|
|
|
86
|
|
|
87
|
|
|
89
|
|
|
91
|
|
|||||
Total fixed charges, excluding interest on deposits
|
436
|
|
|
384
|
|
|
369
|
|
|
398
|
|
|
335
|
|
|||||
Preferred stock dividend requirements
|
116
|
|
|
94
|
|
|
90
|
|
|
53
|
|
|
46
|
|
|||||
Fixed charges, excluding interest on deposits, and preferred stock dividends
|
|
$552
|
|
|
|
$478
|
|
|
|
$459
|
|
|
|
$451
|
|
|
|
$381
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Ratio of earnings to fixed charges, excluding interest on deposits
|
7.44x
|
|
|
7.99x
|
|
|
8.31x
|
|
|
6.70x
|
|
|
5.97x
|
|
|||||
Ratio of earnings to fixed charges and preferred stock dividends, excluding interest on deposits
|
5.88x
|
|
|
6.42x
|
|
|
6.68x
|
|
|
5.91x
|
|
|
5.25x
|
|
Name
|
|
State of Incorporation
|
|
Additional Names Under Which it Does Business
|
|
|
|
|
|
SunTrust Banks, Inc.
|
|
Georgia
|
|
none
|
|
|
|
|
|
SunTrust Robinson Humphrey, Inc.
|
|
Tennessee
|
|
none
|
|
|
|
|
|
GFO Advisory Services, LLC
|
|
Florida
|
|
GenSpring,
|
|
|
|
|
GenSpring Family Offices, LLC
|
|
|
|
|
|
SunTrust Bank Holding Company
|
|
Florida
|
|
none
|
|
|
|
|
|
SunTrust Insurance Services, Inc.
|
|
Georgia
|
|
SunTrust Insurance Agency
|
|
|
|
|
|
Twin Rivers II, Inc.
|
|
South Carolina
|
|
none
|
|
|
|
|
|
SunTrust Investment Services, Inc.
|
|
Georgia
|
|
none
|
|
|
|
|
|
SunTrust Advisory Services, Inc.
|
|
Delaware
|
|
none
|
|
|
|
|
|
SunTrust Bank
|
|
Georgia
|
|
LightStream Lending,
|
|
|
|
|
SunTrust Dealer Financial Services,
|
|
|
|
|
SunTrust Bank, Corp,
|
|
|
|
|
Pillar Financial, LLC,
|
|
|
|
|
Pillar,
|
|
|
|
|
Cohen Financial
|
|
|
|
|
|
SunTrust Mortgage, Inc.
|
|
Virginia
|
|
Crestar Mortgage
|
|
|
|
|
|
SunTrust Community Capital, LLC
|
|
Georgia
|
|
none
|
|
|
|
|
|
CM Finance, LLC
|
|
Delaware
|
|
none
|
|
|
|
|
|
SunTrust Equipment Finance & Leasing Corp.
|
|
Georgia
|
|
SunTrust Leasing
|
|
|
|
|
|
REITS
|
|
|
|
|
STB Real Estate Holdings (Commercial), Inc.
|
|
Delaware
|
|
none
|
|
|
|
|
|
STB Real Estate Holdings (Household Lending ), Inc.
|
|
Delaware
|
|
none
|
|
|
|
|
|
STB Real Estate Holdings (Residential), Inc.
|
|
Delaware
|
|
none
|
(1)
|
I have reviewed this
Annual
Report on Form
10-K
of SunTrust Banks, Inc.;
|
(2)
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
(3)
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
(4)
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;
|
(5)
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
(1)
|
I have reviewed this
Annual
Report on Form
10-K
of SunTrust Banks, Inc.;
|
(2)
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
(3)
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
(4)
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting;
|
(5)
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m or 78o(d)); and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|