Proceeds from stock issuance

  
NOTE 17 - STOCKHOLDERS’ EQUITY Preferred Stock The following table summarizes the Company’s preferred stock:

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| --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- | --- |
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|  |  |  | December 31, |
|  |  |  | 2021 |  | 2020 |
| (in millions, except per share and share data) | Liquidation value per share |  | Preferred Shares |  | Carrying Amount |  | Preferred Shares | Carrying Amount |
| Authorized ($25 par value per share) |  |  | 100,000,000  |  |  |  |  | 100,000,000  |  |  |
| Issued and outstanding: |  |  |  |  |  |  |  |  |
| Series A | $1,000 |  | —  |  |  | $— |  | 250,000  |  | $247 |
| Series B | 1,000  |  |  | 300,000  |  |  | 296  |  |  | 300,000  |  | 296  |  |
| Series C | 1,000  |  |  | 300,000  |  |  | 297  |  |  | 300,000  |  | 297  |  |
| Series D | 1,000  |  | (1) | 300,000  |  | (2) | 293  |  |  | 300,000  |  | 293  |  |
| Series E | 1,000  |  | (1) | 450,000  |  | (3) | 437  |  |  | 450,000  |  | 437  |  |
| Series F | 1,000  |  |  | 400,000  |  |  | 395  |  |  | 400,000  |  | 395  |  |
| Series G | 1,000  |  |  | 300,000  |  |  | 296  |  |  | —  |  | —  |  |
| Total |  |  | 2,050,000  |  |  | $2,014 |  | 2,000,000  |  | $1,965 |

(1) Equivalent to $25 per depositary share.(2) Represented by 12,000,000 depositary shares each representing a 1/40th interest in the Series D Preferred Stock.(3) Represented by 18,000,000 depositary shares each representing a 1/40th interest in the Series E Preferred Stock.On June 11, 2021, the Company issued $300 million, or 300,000 shares, of 4.000% fixed-rate reset non-cumulative perpetual Series G Preferred Stock, par value of $25.00 per share with a liquidation preference of $1,000 per share (the “Series G Preferred Stock”). As a result of this issuance, the Company received net proceeds of $296 million after the underwriting discount and other expenses. The Series G Preferred Stock has no stated maturity and will not be subject to any sinking fund or other obligation of the Company. The Series G Preferred Stock is redeemable at the Company’s option, in whole or in part, on any dividend payment date on or after October 6, 2026 or, in whole but not in part, at any time within the 90 days following a regulatory capital treatment event at a redemption price equal to $1,000 per share, plus any declared and unpaid dividends. The Company may not redeem shares of the Series G Preferred Stock without obtaining the prior approval of the FRB if then required under applicable capital guidelines. Except in limited circumstances, the Series G Preferred Stock does not have any voting rights.On July 6, 2021, the Company redeemed all outstanding shares of the 5.500% fixed-to-floating rate non-cumulative perpetual Series A Preferred Stock.  


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|  |  | Citizens Financial Group, Inc. | 128 |


