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Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM10-Q

☒Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended
March 31, 2026
or
☐Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period fromto                               
Commission File Number: 001-34034
Regions Financial Corporation
(Exact name of registrant as specified in its charter)

Delaware 63-0589368
(State or other jurisdiction of incorporation or organization)
 
(I.R.S. Employer Identification No.)
1900 Fifth Avenue North 
Birmingham
Alabama35203
(Address of principal executive offices) (Zip Code)
(800) 734-4667
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $.01 par valueRFNew York Stock Exchange
Depositary Shares, each representing a 1/40th Interest in a Share of
5.700% Fixed-to-Floating Rate Non-Cumulative Perpetual Preferred Stock, Series CRF PRCNew York Stock Exchange
Depositary Shares, each representing a 1/40th Interest in a Share of
4.45% Non-Cumulative Perpetual Preferred Stock, Series ERF PRENew York Stock Exchange
Depositary Shares, each representing a 1/40th Interest in a Share of
Non-Cumulative Perpetual Preferred Stock, Series F
RF PRF
New York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   ☒  Yes    ☐ No

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Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   ☒  Yes  ☐  No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. ☒ Large accelerated filer ☐ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company  ☐  Emerging growth company  
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    ☐  Yes   ☒  No
As of May 6, 2026 there were 853,379,538 shares of the issuer's common stock, par value $.01 per share, outstanding.





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REGIONS FINANCIAL CORPORATION
FORM 10-Q
INDEX
 
  Page
Forward-Looking Statements
Part I. Financial Information
Item 1.
Item 2.
Item 3.
Item 4.
Part II. Other Information
Item 1.
Item 1A.
Item 2.
Item 5.
Item 6.



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Glossary of Defined Terms
Agencies - collectively, FNMA and GNMA.
ACL - Allowance for credit losses.
ALCO - Asset/Liability Management Committee.
Allowance - Allowance for credit losses.
AOCI - Accumulated other comprehensive income.
ASU - Accounting Standards Update.
ATM - Automated teller machine.
Bank - Regions Bank.
Basel III - Basel Committee's 2010 Regulatory Capital Framework (Third Accord).
Basel III Endgame - New rules for capital requirements that include broad-based changes to the risk-weighting framework that were proposed by U.S. federal regulators in 2023.
Basel III Rules - Final capital rules adopting the Basel III capital framework approved by U.S. federal regulators in 2013.
Basel Committee - Basel Committee on Banking Supervision.
Board - The Company’s Board of Directors.
CCAR - Comprehensive Capital Analysis and Review.
CET1 - Common Equity Tier 1.
CFPB - Consumer Financial Protection Bureau.
CME Term SOFR - Chicago Mercantile Exchange published term Secured Overnight Financing Rate.
Company - Regions Financial Corporation and its subsidiaries.
CPI - Consumer price index.
CPR - Constant (or Conditional) prepayment rate.
DPD - Days past due.
DUS - Fannie Mae Delegated Underwriting & Servicing.
EVE - Economic Value of Equity.
Exchange Act - Securities Exchange Act of 1934.
FDIC - The Federal Deposit Insurance Corporation.
Federal Reserve - The Board of Governors of the Federal Reserve System.
FHA - Federal Housing Administration.
FHLB - Federal Home Loan Bank.
FICO - Fair Isaac Corporation.
FICO scores - Personal credit scores based on the model introduced by the Fair Isaac Corporation.
FOMC - Federal Open Market Committee.
GAAP - Generally Accepted Accounting Principles in the US.
GDP - Gross domestic product.
GNMA - Government National Mortgage Association.
HPI - Housing price index.
IRS - Internal Revenue Service.
IRE - Investor Real Estate.
ISDA - International Swaps and Derivatives Association.
LROC - Liquidity Risk Oversight Committee.
LTV - Loan to value.

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MBS - Mortgage-backed securities.
MSAs - Metropolitan Statistical Areas.
MSR - Mortgage servicing right.
OAS - Option-adjusted spread.
OCI - Other comprehensive income.
R&S - Reasonable and supportable.
REITs - Real estate investment trust.
SCB - Stress Capital Buffer.
SEC - U.S. Securities and Exchange Commission.
SERP - Supplemental Executive Retirement Plan.
SOFR - Secured Overnight Financing Rate.
U.S. - United States.
U.S. Treasury - The United States Department of the Treasury.
UTB - Unrecognized tax benefits.
VIE - Variable interest entity.
Visa - The Visa, U.S.A. Inc. card association or its affiliates, collectively.

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PART I
Cautionary Note Regarding Forward-Looking Statements and Risk Factor Summary
This Quarterly Report on Form 10-Q, other periodic reports filed by Regions Financial Corporation under the Securities Exchange Act of 1934, as amended, and any other written or oral statements made by us or on our behalf to analysts, investors, the media and others, may include forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. The terms “Regions,” the “Company,” “we,” “us” and “our” as used herein mean collectively Regions Financial Corporation, a Delaware corporation, together with its subsidiaries when or where appropriate. The words “future,” “anticipates,” “assumes,” “intends,” “plans,” “seeks,” “believes,” “predicts,” “potential,” “objectives,” “estimates,” “expects,” “targets,” “projects,” “outlook,” “forecast,” “would,” “will,” “may,” “might,” “could,” “should,” “can,” and similar terms, expressions, and graphics often signify forward-looking statements. Forward-looking statements are subject to the risk that the actual effects may differ, possibly materially, from what is reflected in those forward-looking statements due to factors and future developments that are uncertain, unpredictable and in many cases beyond our control. Forward-looking statements are not based on historical information, but rather are related to future operations, strategies, financial results or other developments. Forward-looking statements are based on management’s current expectations as well as certain assumptions and estimates made by, and information available to, management at the time the statements are made. Those statements are based on general assumptions and are subject to various risks, and because they also relate to the future, they are likewise subject to inherent uncertainties and other factors that may cause actual results to differ materially from the views, beliefs and projections expressed in such statements. Therefore, we caution you against relying on any of these forward-looking statements. We assume no obligation and do not intend to update or revise any forward-looking statements that are made from time to time, either as a result of future developments, new information or otherwise, except as may be required by law. These risks, uncertainties, and other factors include, but are not limited to, those described below:
•Our businesses have been, and may continue to be, adversely affected by conditions in the financial markets and economic conditions generally.
•Fluctuations in market interest rates, including the level and shape of the yield curve, may adversely affect our performance.
•If we experience greater credit losses in our loan portfolios than anticipated, our earnings may be materially adversely affected.
•Any future reductions in our credit ratings may increase our funding costs and place limitations on business activities.
•Changes in the soundness of other financial institutions could adversely affect us.
•We may suffer losses if the value of collateral declines in stressed market conditions.
•Ineffective liquidity management could adversely affect our financial results and condition.
•Loss of deposits or a change in deposit mix could increase our funding costs.
•We rely on the mortgage secondary market to manage various risks.
•We are at risk of a variety of systems failures or errors and cyber-attacks or other similar incidents that could adversely affect customer experience and our business and financial performance.
•We are subject to complex and evolving laws, regulations, rules, standards and contractual obligations regarding privacy and cybersecurity, which could increase the cost of doing business, compliance risks and potential liability.
•We will continually encounter technological change and must effectively anticipate, develop and implement new technology.
•The development and use of AI presents risks and challenges that may adversely impact our business.
•Industry competition, including competition from decentralized finance platforms, cryptocurrencies and blockchain technologies could disrupt our business model and adversely affect our revenues, market share or liquidity.
•Our operations are concentrated primarily in the South, Midwest and Texas, and adverse changes in the economic conditions in this region can adversely affect our financial results and condition.
•Weakness in the residential real estate markets could adversely affect our performance.
•Weakness in the commercial real estate markets could adversely affect our performance.
•Risks associated with home equity products where we are in a second lien position could adversely affect our performance.
•Weakness in commodity businesses could adversely affect our performance.
•An outbreak or escalation of hostilities between countries or within a country or region could have a material adverse effect on the U.S. economy and on our businesses.
•We are subject to a variety of operational risks, including the risk of fraud or theft by internal or external parties, which may adversely affect our business and results of operations.

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•We rely on other companies to provide key components of our business infrastructure.
•We depend on the accuracy and completeness of information about clients and counterparties.
•We are exposed to risk of environmental liability when we take title to property.
•We can be negatively affected if we fail to identify and address operational risks associated with the introduction of or changes to products, services and delivery platforms.
•Enhanced regulatory and other standards for the oversight of vendors and other service providers can result in higher costs and other potential exposures.
•We are, and may in the future be, subject to claims and litigation calling into question our right to use the intellectual property underlying certain technology in our business.
•Weather-related events, pandemics and other natural or man-made disasters could cause a disruption in our operations or lead to other consequences that could adversely impact our financial results and condition. These impacts could be intensified by climate change. Heightening focus on climate change may also carry transition risks that could negatively impact our results of operations and financial condition.
•We are subject to sociopolitical risks that could adversely affect our business, reputation and the trading price of our common stock.
•Damage to our reputation could significantly harm our businesses.
•We are, and may in the future be, subject to litigation, investigations and governmental proceedings that may result in liabilities adversely affecting our financial condition, business or results of operations or in reputational harm.
•We are subject to extensive governmental regulation, which could have an adverse impact on our operations and our business model.
•We are subject to a variety of risks in connection with any sale of loans we may conduct.
•We may be subject to more stringent capital and liquidity requirements.
•Rulemaking changes and regulatory initiatives implemented by the CFPB may result in higher regulatory and compliance costs that may adversely affect our results of operations.
•We are subject to numerous laws designed to protect consumers, including the CRA and fair lending laws, and a failure to comply with these laws could lead to a wide variety of penalties and other sanctions.
•We may not be able to complete future acquisitions, may not be successful in realizing the benefits of any future acquisitions that are completed or may choose not to pursue acquisition opportunities we might find beneficial.
•Increases in FDIC insurance assessments may adversely affect our earnings.
•Unfavorable results from ongoing stress analyses may adversely affect our ability to retain customers or compete for new business opportunities.
•We are a holding company and depend on our subsidiaries for dividends, distributions and other payments.
•We may not pay dividends on shares of our capital stock.
•Anti-takeover and banking laws and certain agreements and charter provisions may adversely affect share value.
•Our amended and restated by-laws designate (i) the Court of Chancery of the State of Delaware as the sole and exclusive forum for certain types of actions and proceedings that may be initiated by our shareholders and (ii) the federal district courts of the United States as the sole and exclusive forum for any action asserting a cause of action arising under the Securities Act, which could limit our shareholders’ ability to obtain a favorable judicial forum for disputes with our company or our company’s directors, officers or other employees.
•We face substantial legal and operational risks in our safeguarding and other processing of personal information.
•Differences in regulation can affect our ability to compete effectively.
•Our businesses may be adversely affected if we are unable to hire and retain qualified employees.
•Our operations rely on our ability, and the ability of key external parties, to maintain appropriately staffed workforces, and on the competence, trustworthiness, health and safety of employees.
•Our reported financial results depend on management’s selection of accounting methods and certain assumptions and estimates.
•If the models that we use in our business perform poorly or provide inadequate information, our business or results of operations may be adversely affected.

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•Changes in our accounting policies or in accounting standards could materially affect how we report our financial results and condition.
You should not place undue reliance on any forward-looking statements, which speak only as of the date made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible to predict all of them.
See also the reports filed with the SEC, including the discussion under the “Risk Factors” section of Regions’ Annual Report on Form 10-K for the year ended December 31, 2025, and in Regions’ subsequent filings with the SEC.

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PART I
FINANCIAL INFORMATION
Item 1. Financial Statements
REGIONS FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (Unaudited)
March 31, 2026December 31, 2025
 (In millions, except per share data)
Assets
Cash and due from banks$3,445 $3,112 
Interest-bearing deposits in other banks7,698 7,795 
Debt securities held to maturity (estimated fair value of $5,374 and $5,584, respectively)
5,434 5,606 
Debt securities available for sale (amortized cost of $28,145 and $28,134, respectively)
27,419 27,560 
Loans held for sale (includes $336 and $290 measured at fair value, respectively)
464 511 
Loans, net of unearned income97,926 95,637 
Allowance for loan losses(1,527)(1,556)
Net loans96,399 94,081 
Other earning assets1,635 1,703 
Premises, equipment and software, net1,666 1,659 
Interest receivable569 571 
Goodwill5,733 5,733 
Residential mortgage servicing rights at fair value954 970 
Other identifiable intangible assets, net133 140 
Other assets9,192 9,373 
Total assets$160,741 $158,814 
Liabilities and Equity
Deposits:
Non-interest-bearing$40,062 $39,530 
Interest-bearing91,818 91,598 
Total deposits131,880 131,128 
Borrowed funds:
Short-term borrowings:
Federal funds purchased and securities sold under agreements to repurchase1,200 — 
Other short-term borrowings2,000 750 
Short-term borrowings3,200 750 
Long-term borrowings3,137 4,134 
Total borrowed funds6,337 4,884 
Other liabilities3,680 3,699 
Total liabilities141,897 139,711 
Equity:
Preferred stock, authorized 10 million shares, par value $1.00 per share:
Non-cumulative perpetual, including related surplus, net of issuance costs; issued—1,400,000 shares
1,369 1,369 
Common stock, authorized 3 billion shares, par value $0.01 per share:
Issued including treasury stock—893,875,283 and 908,045,826 shares, respectively
9 9 
Additional paid-in capital9,973 10,366 
Retained earnings 10,517 10,205 
Treasury stock, at cost— 41,032,676 shares
(1,371)(1,371)
Accumulated other comprehensive income (loss), net(1,718)(1,535)
Total shareholders’ equity18,779 19,043 
Noncontrolling interest65 60 
Total equity18,844 19,103 
Total liabilities and equity$160,741 $158,814 

See notes to consolidated financial statements.

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REGIONS FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
 Three Months Ended March 31
 20262025
 (In millions, except per share data)
Interest income on:
Loans, including fees$1,313 $1,342 
Debt securities 298 266 
Loans held for sale8 8 
Other earning assets83 109 
Total interest income1,702 1,725 
Interest expense on:
Deposits385 442 
Short-term borrowings17 4 
Long-term borrowings52 85 
Total interest expense454 531 
 Net interest income 1,248 1,194 
Provision for credit losses91 124 
Net interest income after provision for credit losses1,157 1,070 
Non-interest income:
Service charges on deposit accounts163 161 
Card and ATM fees117 117
Investment management and trust fee income92 86 
Capital markets income84 80
Mortgage income32 40 
Securities gains (losses), net(3)(25)
Other140 131 
Total non-interest income625 590 
Non-interest expense:
Salaries and employee benefits659 625 
Equipment and software expense108 99 
Net occupancy expense72 70 
Other229 245 
Total non-interest expense1,068 1,039 
Income before income taxes714 621 
Income tax expense 155 131 
Net income $559 $490 
Net income available to common shareholders$539 $465 
Weighted-average number of shares outstanding:
Basic863 906 
Diluted868 910 
Earnings per common share:
Basic$0.63 $0.51 
Diluted0.62 0.51 

See notes to consolidated financial statements.
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REGIONS FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)
Three Months Ended March 31
20262025
(In millions)
Net income$559 $490 
Other comprehensive income (loss), net of tax:
Unrealized losses on securities transferred to held to maturity:
Unrealized losses on securities transferred from available for sale during the period (net of zero and ($38) tax effect, respectively)
— (115)
Less: reclassification adjustments for amortization of unrealized losses on securities transferred to held to maturity (net of ($6) and ($7) tax effect, respectively)
(18)(15)
Net change in unrealized losses on securities transferred to held to maturity, net of tax18 (100)
Unrealized gains (losses) on securities available for sale:
Unrealized losses on securities transferred to held to maturity during the period (net of zero and $38 tax effect, respectively
— 115 
Unrealized holding gains (losses) arising during the period (net of ($39) and $113 tax effect, respectively)
(116)345 
Less: reclassification adjustments for securities gains (losses) realized in net income (net of ($1) and ($6) tax effect, respectively)
(2)(19)
Net change in unrealized gains (losses) on securities available for sale, net of tax(114)479 
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Unrealized holding gains (losses) on derivative instruments arising during the period (net of ($40) and $69 tax effect, respectively)
(118)203 
Less: reclassification adjustments for gains (losses) on derivative instruments realized in net income (net of ($9) and ($17) tax effect, respectively)
(27)(50)
Net change in unrealized gains (losses) on derivative instruments, net of tax(91)253 
Defined benefit pension plans and other post employment benefits:
Net actuarial gains (losses) arising during the period (net of zero and zero tax effect, respectively)
— — 
Less: reclassification adjustments for amortization of actuarial loss and settlements realized in net income (net of ($1) and ($2) tax effect, respectively)
(4)(4)
Net change from defined benefit pension plans and other post employment benefits, net of tax4 4 
Other comprehensive income (loss), net of tax(183)636 
Comprehensive income$376 $1,126 
See notes to consolidated financial statements.
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REGIONS FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (Unaudited)
Shareholders' Equity
 Preferred StockCommon StockAdditional
Paid-In
Capital		Retained
Earnings		Treasury
Stock,
At Cost		Accumulated
Other
Comprehensive
Income (Loss), Net		TotalNon-
controlling
Interest
 SharesAmountSharesAmount
 (In millions, except per share data)
BALANCE AT JANUARY 1, 2025
2 $1,715 909 $9 $11,394 $9,060 $(1,371)$(2,928)$17,879 $31 
Net income— — — — — 490 — — 490 — 
Other comprehensive income, net of tax— — — — — — — 636 636 — 
Cash dividends declared— — — — — (226)— — (226)— 
Preferred stock dividends— — — — — (25)— — (25)— 
Impact of common stock share repurchases— — (10)— (242)— — — (242)— 
Impact of common stock transactions under compensation plans, net— — — — 9 — — — 9 — 
Other— — — — — — — 9 9 6 
BALANCE AT MARCH 31, 2025
2 $1,715 899 $9 $11,161 $9,299 $(1,371)$(2,283)$18,530 $37 
BALANCE AT JANUARY 1, 2026
1 $1,369 868 $9 $10,366 $10,205 $(1,371)$(1,535)$19,043 $60 
Net income— — — — — 559 — — 559 — 
Other comprehensive income, net of tax— — — — — — — (183)(183)— 
Cash dividends declared— — — — — (227)— — (227)— 
Preferred stock dividends— — — — — (20)— — (20)— 
Impact of common stock share repurchases— — (14)— (401)— — — (401)— 
Impact of common stock transactions under compensation plans, net — — — — 8 — — — 8 — 
Other — — — — — — — — — 5
BALANCE AT MARCH 31, 2026
1 $1,369 854 $9 $9,973 $10,517 $(1,371)$(1,718)$18,779 $65 
See notes to consolidated financial statements.
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REGIONS FINANCIAL CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Three Months Ended March 31
 20262025
 (In millions)
Operating activities:
Net income$559 $490 
Adjustments to reconcile net income to net cash from operating activities:
Provision for credit losses91 124 
Depreciation, amortization and accretion, net23 22 
Securities (gains) losses, net3 25 
Deferred income tax expense (benefit)(15)(3)
Originations and purchases of loans held for sale(1,967)(1,189)
Proceeds from sales of loans held for sale2,052 1,470 
(Gain) loss on sale of loans, net(12)(9)
Net change in operating assets and liabilities:
Other earning assets
68 204 
Interest receivable and other assets
172 300 
Other liabilities
(135)(356)
Other28 (12)
Net cash from operating activities867 1,066 
Investing activities:
Proceeds from maturities of debt securities held to maturity193 98 
Proceeds from sales of debt securities available for sale341 599 
Proceeds from maturities of debt securities available for sale827 774 
Purchases of debt securities available for sale(1,079)(2,075)
Net (payments for) proceeds from bank-owned life insurance6 — 
Proceeds from sales of loans38 20 
Purchases of loans(76)(61)
Net change in loans(2,364)913 
Purchases of mortgage servicing rights(4)(5)
Net purchases of other assets(62)(97)
Net cash from investing activities(2,180)166 
Financing activities:
Net change in deposits752 3,368 
Net change in short-term borrowings2,450 (500)
Payments on long-term borrowings(1,000)— 
Cash dividends on common stock(230)(227)
Cash dividends on preferred stock(20)(25)
Repurchases of common stock(401)(242)
Taxes paid related to net share settlement of equity awards(2)(2)
Net cash from financing activities1,549 2,372 
Net change in cash and cash equivalents236 3,604 
Cash and cash equivalents at beginning of year10,907 10,712 
Cash and cash equivalents at end of period$11,143 $14,316 
See notes to consolidated financial statements.
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Table of Contents
REGIONS FINANCIAL CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1. BASIS OF PRESENTATION
Regions Financial Corporation (“Regions” or the "Company”) provides a full range of banking and bank-related services to individual and corporate customers through its subsidiaries and branch offices located across the South, Midwest and Texas as well as delivering specialty capabilities nationwide. Regions is subject to the regulations of certain government agencies and undergoes periodic examinations by certain regulatory authorities.
The accounting and reporting policies of Regions and the methods of applying those policies that materially affect the consolidated financial statements conform with GAAP and with general financial services industry practices. The accompanying interim financial statements have been prepared in accordance with the instructions for Form 10-Q and, therefore, do not include all information and notes to the consolidated financial statements necessary for a complete presentation of financial position, results of operations, comprehensive income and cash flows in conformity with GAAP. These interim financial statements should be read in conjunction with the consolidated financial statements and notes thereto in Regions’ Annual Report on Form 10-K for the year ended December 31, 2025. Regions has evaluated all subsequent events for potential recognition and disclosure through the filing date of this Form 10-Q.
During 2026, the Company adopted new accounting guidance. See Note 13 for related disclosures.
NOTE 2. VARIABLE INTEREST ENTITIES
Regions is involved in various entities that are considered to be VIEs, as defined by authoritative accounting literature. Generally, a VIE is a corporation, partnership, trust or other legal structure that either does not have equity investors with substantive voting rights or has equity investors that do not provide sufficient financial resources for the entity to support its activities. The following discusses the VIEs in which Regions has a significant interest.
Regions periodically invests in various limited partnerships that sponsor affordable housing projects and economic development projects, which then provide tax credits to Regions. These investments are funded through a combination of debt and equity. These partnerships meet the definition of a VIE and are collectively referred to as tax credit investments in the table below. Due to the nature of the management activities of the general partner, Regions is not the primary beneficiary of these partnerships. Refer to Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2025 for additional details. Additionally, Regions has loans or letters of credit commitments with certain limited partnerships. The funded portion of the loans and letters of credit are classified as commercial and industrial loans or investor real estate loans as applicable in Note 4 .
A summary of Regions’ tax credit investments and related loans and letters of credit, representing Regions’ maximum exposure to loss, is as follows: 
March 31, 2026December 31, 2025
 (In millions)
Tax credit investments included in other assets$1,677 $1,608 
Unfunded tax credit commitments included in other liabilities635 567 
Loans and letters of credit commitments756 643 
Funded portion of loans and letters of credit commitments427 328 
Three Months Ended March 31
20262025
 (In millions)
Tax credits and other tax benefits recognized (1)
$62 $54 
Tax credit amortization expense included in income tax expense (1)
51 47 
____
(1) Included within income tax expense on the consolidated statements of income and within operating activities on the consolidated statements of cash flows.

14
NOTE 3. DEBT SECURITIES
The amortized cost basis, gross unrealized gains and losses, and estimated fair value of debt securities held to maturity and debt securities available for sale are as follows:
 March 31, 2026
Recognized in OCI (1)
Not recognized in OCI
 Amortized
Cost Basis		Gross Unrealized GainsGross Unrealized LossesCarrying ValueGross
Unrealized
Gains		Gross
Unrealized
Losses		Estimated
Fair
Value
 (In millions)
Debt securities held to maturity:
Mortgage-backed securities:
Residential agency$5,972 $— $(843)$5,129 $13 $(68)$5,074 
Commercial agency305 — — 305 — (5)300 
$6,277 $— $(843)$5,434 $13 $(73)$5,374 
Debt securities available for sale:
U.S. Treasury securities$2,386 $8 $(49)$2,345 $2,345 
Federal agency securities541 4 (8)537 537 
Obligations of states and political subdivisions1 — — 1 1 
Mortgage-backed securities:
Residential agency18,172 164 (702)17,634 17,634 
Commercial agency6,474 17 (151)6,340 6,340 
Commercial non-agency90 — (8)82 82 
Corporate and other debt securities481 3 (4)480 480 
$28,145 $196 $(922)$27,419 $27,419 
 
 
December 31, 2025
Recognized in OCI (1)
Not recognized in OCI
 Amortized
Cost Basis		Gross Unrealized GainsGross Unrealized LossesCarrying ValueGross
Unrealized
Gains		Gross
Unrealized
Losses		Estimated
Fair
Value
 (In millions)
Debt securities held to maturity:
Mortgage-backed securities:
Residential agency$6,103 $— $(866)$5,237 $37 $(53)$5,221 
Commercial agency370 — (1)369 — (6)363 
$6,473 $— $(867)$5,606 $37 $(59)$5,584 
Debt securities available for sale:
U.S. Treasury securities$2,313 $10 $(47)$2,276 $2,276 
Federal agency securities544 6 (7)543 543 
Obligations of states and political subdivisions2 — — 2 2 
Mortgage-backed securities:
Residential agency18,820 244 (677)18,387 18,387 
Commercial agency5,925 34 (130)5,829 5,829 
Commercial non-agency91 — (9)82 82 
Corporate and other debt securities439 5 (3)441 441 
$28,134 $299 $(873)$27,560 $27,560 
_________
(1)Debt securities held to maturity gross unrealized losses recognized in OCI resulted from transfers of securities available for sale.
The Company utilizes interest rate swap agreements to manage interest rate exposure on certain of the Company's fixed-rate prepayable and non-prepayable debt securities available for sale. See Note 9 for additional information.
Debt securities with carrying values of $21.6 billion at March 31, 2026 and $20.9 billion at December 31, 2025, respectively, were pledged to secure public funds, trust deposits and other borrowing arrangements.
15
The amortized cost basis and estimated fair value of debt securities held to maturity and debt securities available for sale at March 31, 2026, by contractual maturity, are shown below. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.
Amortized
Cost Basis		Estimated
Fair Value
 (In millions)
Debt securities held to maturity:
Mortgage-backed securities:
Residential agency$5,972 $5,074 
Commercial agency305 300 
$6,277 $5,374 
Debt securities available for sale:
Due in one year or less$324 $321 
Due after one year through five years1,844 1,817 
Due after five years through ten years1,171 1,157 
Due after ten years70 68 
Mortgage-backed securities:
Residential agency18,172 17,634 
Commercial agency6,474 6,340 
Commercial non-agency90 82 
$28,145 $27,419 
The following tables present gross unrealized losses and the related estimated fair value of debt securities available for sale at March 31, 2026 and December 31, 2025. All debt securities in an unrealized position are segregated between investments that have been in a continuous unrealized loss position for less than twelve months and for twelve months or more.
 March 31, 2026
 Less Than Twelve MonthsTwelve Months or MoreTotal
 Estimated
Fair
Value		Gross
Unrealized
Losses		Estimated
Fair
Value		Gross
Unrealized
Losses		Estimated
Fair
Value		Gross
Unrealized
Losses
 (In millions)
Debt securities available for sale:
U.S Treasury securities$701 $(5)$1,064 $(44)$1,765 $(49)
Federal agency securities251 (1)54 (7)305 (8)
Mortgage-backed securities:
Residential agency1,773 (18)7,335 (684)9,108 (702)
Commercial agency2,626 (19)2,267 (132)4,893 (151)
Commercial non-agency— — 82 (8)82 (8)
Corporate and other debt securities139 (2)117 (2)256 (4)
$5,490 $(45)$10,919 $(877)$16,409 $(922)
 
 December 31, 2025
 Less Than Twelve MonthsTwelve Months or MoreTotal
 Estimated
Fair
Value		Gross
Unrealized
Losses		Estimated
Fair
Value		Gross
Unrealized
Losses		Estimated
Fair
Value		Gross
Unrealized
Losses
 (In millions)
Debt securities available for sale:
U.S. Treasury securities$203 $(1)$1,197 $(46)$1,400 $(47)
Federal agency securities— — 57 (7)57 (7)
Mortgage-backed securities:
Residential agency— — 8,498 (677)8,498 (677)
Commercial agency754 (3)2,430 (127)3,184 (130)
Commercial non-agency— — 82 (9)82 (9)
Corporate and other debt securities— — 169 (3)169 (3)
$957 $(4)$12,433 $(869)$13,390 $(873)
The number of individual debt security positions in an unrealized loss position in the tables above increased to 1,132 at March 31, 2026 from 1,058 at December 31, 2025. The increase in the total amount of unrealized losses was impacted by changes in market interest rates. In instances where an unrealized loss existed, there was no indication of an adverse change in
16
credit on the underlying positions in the tables above. As it relates to these positions, management believes no individual unrealized loss represented credit impairment as of those dates. At March 31, 2026, the Company does not intend to sell, and it is not more likely than not that the Company will be required to sell, the positions before the recovery of their amortized cost bases, which may be at maturity.
The following table presents gross realized gains and gross realized losses on sales of debt securities available for sale:

Three Months Ended March 31
20262025
(In millions)
Gross realized gains$2 $1 
Gross realized losses(5)(26)
Securities gains (losses), net$(3)$(25)
The cost of debt securities sold is based on the specific identification method. As part of the Company's normal process for evaluating impairment, including credit-related impairment, impairment identified by management was immaterial for three months ended March 31, 2026 and 2025.
NOTE 4. LOANS AND THE ALLOWANCE FOR CREDIT LOSSES
LOANS
The following table presents the distribution of Regions' loan portfolio by segment and class, net of unearned income:
March 31, 2026December 31, 2025
 (In millions)
Commercial and industrial$50,824 $48,790 
Commercial real estate mortgage—owner-occupied5,004 4,845 
Commercial real estate construction—owner-occupied261 263 
Total commercial56,089 53,898 
Commercial investor real estate mortgage7,706 7,172 
Commercial investor real estate construction1,938 1,934 
Total investor real estate9,644 9,106 
Residential first mortgage19,621 19,765 
Home equity lines3,210 3,232 
Home equity loans2,287 2,324 
Consumer credit card1,472 1,519 
Other consumer5,603 5,793 
Total consumer32,193 32,633 
Total loans, net of unearned income$97,926 $95,637 

ALLOWANCE FOR CREDIT LOSSES
Regions determines the appropriate level of the allowance on a quarterly basis. Refer to Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2025 for a description of the methodology.
17
ROLLFORWARD OF ALLOWANCE FOR CREDIT LOSSES
The following tables present analyses of the allowance for credit losses by portfolio segment for the three months ended March 31, 2026 and 2025.
Three Months Ended March 31, 2026
 
CommercialInvestor Real
Estate		ConsumerTotal
 (In millions)
Allowance for loan losses, January 1, 2026$755 $120 $681 $1,556 
Provision for (benefit from) loan losses105 (12)8 101 
Loan losses:
Charge-offs(88)— (63)(151)
Recoveries9 — 12 21 
Net loan losses(79)— (51)(130)
Allowance for loan losses, March 31, 2026781 108 638 1,527 
Reserve for unfunded credit commitments, January 1, 202695 15 20 130 
Provision for (benefit from) unfunded credit commitments(8)(1)(1)(10)
Reserve for unfunded credit commitments, March 31, 202687 14 19 120 
Allowance for credit losses, March 31, 2026$868 $122 $657 $1,647 
 Three Months Ended March 31, 2025
 CommercialInvestor Real
Estate		ConsumerTotal
 (In millions)
Allowance for loan losses, January 1, 2025$743 $240 $630 $1,613 
Provision for loan losses49 18 56 123 
Loan losses:
Charge-offs(59)(22)(64)(145)
Recoveries12 — 10 22 
Net loan losses(47)(22)(54)(123)
Allowance for loan losses, March 31, 2025745 236 632 1,613 
Reserve for unfunded credit commitments January 1, 202591 7 18 116 
Provision for unfunded credit commitments— 1 — 1 
Reserve for unfunded credit commitments, March 31, 202591 8 18 117 
Allowance for credit losses, March 31, 2025$836 $244 $650 $1,730 
PORTFOLIO SEGMENT RISK FACTORS
Regions' portfolio segments are commercial, investor real estate, and consumer. Classes within each segment present unique credit risks. Refer to Note 5 "Allowance for Credit Losses" in the Annual Report on Form 10-K for the year ended December 31, 2025 for information regarding Regions' portfolio segments and related classes, as well as the risks specific to each.
CREDIT QUALITY INDICATORS
The commercial and investor real estate portfolio segments' primary credit quality indicator is internal risk ratings which are detailed by categories related to underlying credit quality and probability of default. Regions assigns these risk ratings at loan origination and reviews the relationship utilizing a risk-based approach on, at minimum, an annual basis or at any time management becomes aware of information affecting the borrowers' ability to fulfill their obligations. Both quantitative and qualitative factors are considered in this review process. Refer to Note 5 "Allowance for Credit Losses" in the Annual Report on Form 10-K for the year ended December 31, 2025 for information regarding commercial risk ratings.
Regions' consumer portfolio segment has various classes that present unique credit risks. Regions considers factors such as periodic updates of FICO scores, accrual status, days past due status, unemployment rates, home prices, and geography as credit quality indicators for the consumer loan portfolio. FICO scores are obtained at origination as part of Regions' formal underwriting process. Refreshed FICO scores are obtained by the Company quarterly for most consumer loans, including residential first mortgage loans. Current FICO data is not available for certain loans in the portfolio for various reasons; for example, if customers do not use sufficient credit, an updated score may not be available. These categories are utilized to develop the associated allowance for credit losses. The higher the FICO score the less probability of default and vice versa.
18
The following tables present applicable credit quality indicators for the loan portfolio segments and classes, excluding loans held for sale and gross charge-offs, by vintage year as of March 31, 2026 and December 31, 2025. Regions defines the vintage date for the purposes of disclosure as the date of the most recent credit decision. In general, renewals that are categorized as new credit decisions reflect the renewal date as the vintage date. Classes in the commercial and investor real estate portfolio segments are disclosed by risk rating. Classes in the consumer portfolio segment are disclosed by current FICO scores. Refer to Note 5 "Allowance for Credit Losses" in the Annual Report on Form 10-K for the year ended December 31, 2025 for more information regarding Regions' credit quality indicators.
March 31, 2026
Term LoansRevolving Loans Revolving Loans Converted to Amortizing
Other (1)
Total
20262025202420232022Prior
(In millions)
Commercial and industrial:
Risk rating:
   Pass$2,994 $9,471 $5,245 $2,337 $3,011 $5,017 $20,536 $— $349 $48,960 
   Special Mention6 31 39 85 130 35 239 — — 565 
   Substandard Accrual7 176 22 179 96 27 321 — — 828 
   Non-accrual34 95 49 74 31 41 147 — — 471 
Total commercial and industrial$3,041 $9,773 $5,355 $2,675 $3,268 $5,120 $21,243 $— $349 $50,824 
Commercial real estate mortgage—owner-occupied:
Risk rating:
   Pass$224 $746 $736 $547 $705 $1,534 $163 $— $(5)$4,650 
   Special Mention5 26 5 6 31 84 1 — — 158 
   Substandard Accrual11 52 13 7 18 39 3 — — 143 
   Non-accrual7 1 6 6 8 25 — — — 53 
Total commercial real estate mortgage—owner-occupied:$247 $825 $760 $566 $762 $1,682 $167 $— $(5)$5,004 
Commercial real estate construction—owner-occupied:
Risk rating:
   Pass$11 $79 $25 $15 $29 $58 $13 $— $— $230 
   Special Mention— 1 7 3 4 7 — — — 22 
   Substandard Accrual— 5 — 2 — — — — — 7 
   Non-accrual— — 1 — — 1 — — — 2 
Total commercial real estate construction—owner-occupied:$11 $85 $33 $20 $33 $66 $13 $— $— $261 
Total commercial$3,299 $10,683 $6,148 $3,261 $4,063 $6,868 $21,423 $— $344 $56,089 
Commercial investor real estate mortgage:
Risk rating:
   Pass$1,072 $2,453 $949 $699 $752 $340 $553 $— $(7)$6,811 
   Special Mention36 112 32 39 98 1 3 — — 321 
   Substandard Accrual29 153 1 42 116 60 70 — — 471 
   Non-accrual— 8 26 — 24 — 45 — — 103 
Total commercial investor real estate mortgage$1,137 $2,726 $1,008 $780 $990 $401 $671 $— $(7)$7,706 
Commercial investor real estate construction:
Risk rating:
   Pass$105 $336 $335 $187 $54 $1 $693 $— $(13)$1,698 
   Special Mention2 43 — 29 71 — 38 — — 183 
   Substandard Accrual— — — — 45 — 12 — — 57 
   Non-accrual— — — — — — — — — — 
Total commercial investor real estate construction$107 $379 $335 $216 $170 $1 $743 $— $(13)$1,938 
Total investor real estate$1,244 $3,105 $1,343 $996 $1,160 $402 $1,414 $— $(20)$9,644 
19
March 31, 2026
Term LoansRevolving Loans Revolving Loans Converted to Amortizing
Other (1)
Total
20262025202420232022Prior
(In millions)
Residential first mortgage:
FICO scores:
   Above 720$313 $1,294 $1,072 $1,639 $2,438 $9,379 $— $— $— $16,135 
   681-72025 103 82 135 195 690 — — — 1,230 
   620-6807 48 46 79 122 493 — — — 795 
   Below 620— 24 54 103 166 711 — — — 1,058 
   Data not available18 47 26 14 12 118 3 — 165 403 
Total residential first mortgage$363 $1,516 $1,280 $1,970 $2,933 $11,391 $3 $— $165 $19,621 
Home equity lines:
FICO scores:
   Above 720$— $— $— $— $— $— $2,418 $57 — $2,475 
   681-720— — — — — — 341 14 — 355 
   620-680— — — — — — 202 13 — 215 
   Below 620— — — — — — 120 10 — 130 
   Data not available— — — — — — — — 35 35 
Total home equity lines$— $— $— $— $— $— $3,081 $94 $35 $3,210 
Home equity loans:
FICO scores:
   Above 720$63 $313 $236 $191 $244 $711 $— $— $— $1,758 
   681-72014 49 43 29 34 84 — — — 253 
   620-6805 21 21 19 21 67 — — — 154 
   Below 620— 5 13 14 17 57 — — — 106 
   Data not available— — — — — — — — 16 16 
Total home equity loans$82 $388 $313 $253 $316 $919 $— $— $16 $2,287 
Consumer credit card:
FICO scores:
Above 720$— $— $— $— $— $— $822 $— $— $822 
681-720— — — — — — 283 — — 283 
620-680— — — — — — 247 — — 247 
Below 620— — — — — — 137 — — 137 
Data not available— — — — — — 5 — (22)(17)
Total consumer credit card$— $— $— $— $— $— $1,494 $— $(22)$1,472 
Other consumer(2):
FICO scores:
   Above 720$143 $659 $557 $756 $1,096 $648 $107 $— $— $3,966 
   681-72020 119 93 122 195 114 60 — — 723 
   620-68010 66 56 74 144 84 48 — — 482 
   Below 6201 23 29 44 100 57 32 — — 286 
   Data not available56 3 2 4 9 138 — — (66)146 
Total other consumer$230 $870 $737 $1,000 $1,544 $1,041 $247 $— $(66)$5,603 
Total consumer loans$675 $2,774 $2,330 $3,223 $4,793 $13,351 $4,825 $94 $128 $32,193 
Total Loans$5,218 $16,562 $9,821 $7,480 $10,016 $20,621 $27,662 $94 $452 $97,926 


20

December 31, 2025
Term LoansRevolving Loans Revolving Loans Converted to Amortizing
Other (1)
Total
20252024202320222021Prior
(In millions)
Commercial and industrial:
Risk rating:
   Pass$9,993 $5,700 $2,683 $3,593 $1,866 $3,540 $19,167 $— $254 $46,796 
   Special Mention70 29 107 133 40 9 190 — — 578 
   Substandard Accrual159 30 184 137 5 13 414 — — 942 
   Non-accrual49 88 118 36 17 27 139 — — 474 
Total commercial and industrial$10,271 $5,847 $3,092 $3,899 $1,928 $3,589 $19,910 $— $254 $48,790 
Commercial real estate mortgage—owner-occupied:
Risk rating:
   Pass$756 $706 $589 $735 $662 $1,000 $112 $— $(5)$4,555 
   Special Mention4 18 7 28 29 18 1 — — 105 
   Substandard Accrual39 13 14 15 30 27 2 — — 140 
   Non-accrual1 4 2 10 12 16 — — — 45 
Total commercial real estate mortgage—owner-occupied:$800 $741 $612 $788 $733 $1,061 $115 $— $(5)$4,845 
Commercial real estate construction—owner-occupied:
Risk rating:
   Pass$75 $24 $29 $29 $23 $45 $14 $— $— $239 
   Special Mention— 7 — 7 — 2 — — — 16 
   Substandard Accrual6 — — — — — — — — 6 
   Non-accrual— 1 — — — 1 — — — 2 
Total commercial real estate construction—owner-occupied:$81 $32 $29 $36 $23 $48 $14 $— $— $263 
Total commercial$11,152 $6,620 $3,733 $4,723 $2,684 $4,698 $20,039 $— $249 $53,898 
Commercial investor real estate mortgage:
Risk rating:
   Pass$2,802 $806 $637 $960 $309 $180 $531 $— $(6)$6,219 
   Special Mention144 — 59 135 1 1 — — — 340 
   Substandard Accrual251 — 22 109 93 — 17 — — 492 
   Non-accrual— 49 — 27 — 4 41 — — 121 
Total commercial investor real estate mortgage$3,197 $855 $718 $1,231 $403 $185 $589 $— $(6)$7,172 
Commercial investor real estate construction:
Risk rating:
   Pass$321 $446 $276 $162 $— $1 $660 $— $(13)$1,853 
   Special Mention2 4 — — — — 18 — — 24 
   Substandard Accrual— — — 42 — — 15 — — 57 
   Non-accrual— — — — — — — — — — 
Total commercial investor real estate construction$323 $450 $276 $204 $— $1 $693 $— $(13)$1,934 
Total investor real estate$3,520 $1,305 $994 $1,435 $403 $186 $1,282 $— $(19)$9,106 
Residential first mortgage:
FICO scores:
   Above 720$1,270 $1,161 $1,734 $2,507 $3,690 $5,934 $— $— $— $16,296 
   681-72094 85 147 203 243 469 — — — 1,241 
   620-68044 47 74 122 149 359 — — — 795 
   Below 62013 46 104 164 163 545 — — — 1,035 
   Data not available49 26 15 13 33 92 2 — 168 398 
Total residential first mortgage$1,470 $1,365 $2,074 $3,009 $4,278 $7,399 $2 $— $168 $19,765 
21
December 31, 2025
Term LoansRevolving Loans Revolving Loans Converted to Amortizing
Other (1)
Total
20252024202320222021Prior
Home equity lines:
FICO scores:
   Above 720$— $— $— $— $— $— $2,443 $61 — $2,504 
   681-720— — — — — — 346 14 — 360 
   620-680— — — — — — 198 12 — 210 
   Below 620— — — — — — 117 9 — 126 
   Data not available— — — — — — — — 32 32 
Total home equity lines$— $— $— $— $— $— $3,104 $96 $32 $3,232 
Home equity loans:
FICO scores:
   Above 720$326 $254 $204 $255 $272 $488 $— $— $— $1,799 
   681-72053 46 32 39 31 57 — — — 258 
   620-68019 22 18 21 21 50 — — — 151 
   Below 6203 9 14 16 16 43 — — — 101 
   Data not available— — — — — — — — 15 15 
Total home equity loans$401 $331 $268 $331 $340 $638 $— $— $15 $2,324 
Consumer credit card:
FICO scores:
Above 720$— $— $— $— $— $— $874 $— $— $874 
681-720— — — — — — 286 — — 286 
620-680— — — — — — 246 — — 246 
Below 620— — — — — — 125 — — 125 
Data not available— — — — — — 6 — (18)(12)
Total consumer credit card$— $— $— $— $— $— $1,537 $— $(18)$1,519 
Other consumer(2):
FICO scores:
   Above 720$717 $611 $802 $1,133 $340 $346 $113 $— $— $4,062 
   681-720123 103 133 210 66 57 62 — — 754 
   620-68065 61 79 152 50 40 49 — — 496 
   Below 62016 27 46 104 33 26 31 — — 283 
   Data not available112 2 4 11 6 138 — — (75)198 
Total other consumer$1,033 $804 $1,064 $1,610 $495 $607 $255 $— $(75)$5,793 
Total consumer loans$2,904 $2,500 $3,406 $4,950 $5,113 $8,644 $4,898 $96 $122 $32,633 
Total Loans$17,576 $10,425 $8,133 $11,108 $8,200 $13,528 $26,219 $96 $352 $95,637 
________
(1)Other consists of amounts that are not accounted for at the loan level.
(2)Other consumer class includes overdrafts which are included in the current vintage year.

The following tables present gross charge-offs by vintage year for the three months ended March 31, 2026 and 2025.
March 31, 2026
Term LoansRevolving LoansTotal
20262025202420232022Prior
(In millions)
Commercial and industrial$5 $10 $15 $35 $5 $1 $17 $88 
Total commercial5 10 15 35 5 1 17 88 
Home equity lines— — — — — — 1 1 
Consumer credit card— — — — — — 18 18 
Other consumer(1)
4 10 4 5 11 7 3 44 
Total consumer4 10 4 5 11 7 22 63 
Total gross charge-offs$9 $20 $19 $40 $16 $8 $39 $151 
22
March 31, 2025
Term LoansRevolving LoansTotal
20252024202320222021Prior
(In millions)
Commercial and industrial$— $3 $7 $13 $3 $1 $30 $57 
Commercial real estate mortgage—owner-occupied— — — — 1 1 — 2 
Total commercial— 3 7 13 4 2 30 59 
Commercial investor real estate mortgage— 8 12 — — 2 — 22 
Total investor real estate— 8 12 — — 2 — 22 
Consumer credit card— — — — — — 17 17 
Other consumer(1)
3 11 7 13 5 5 3 47 
Total consumer3 11 7 13 5 5 20 64 
Total gross charge-offs$3 $22 $26 $26 $9 $9 $50 $145 
______
(1)Other consumer class includes overdraft gross charge-offs. The majority of overdraft gross charge-offs for the three months ended March 31, 2026 and 2025 are included in the current vintage year.
AGING AND NON-ACCRUAL ANALYSIS
The following tables include an aging analysis of DPD and loans on non-accrual status for each portfolio segment and class as of March 31, 2026 and December 31, 2025. Loans on non-accrual status with no related allowance totaled $100 million at March 31, 2026 and were comprised of commercial and investor real estate loans, and totaled $109 million at December 31, 2025 and were comprised of commercial loans. Non–accrual loans with no related allowance typically include loans where the underlying collateral is deemed sufficient to recover all remaining principal. Loans that have been fully charged-off do not appear in the tables below.
 March 31, 2026
 Accrual Loans   
 30-59 DPD60-89 DPD90+ DPDTotal
30+ DPD		Total
Accrual		Non-accrualTotal
 (In millions)
Commercial and industrial$32 $18 $5 $55 $50,353 $471 $50,824 
Commercial real estate mortgage—owner-occupied4 — 1 5 4,951 53 5,004 
Commercial real estate construction—owner-occupied— — — — 259 2 261 
Total commercial36 18 6 60 55,563 526 56,089 
Commercial investor real estate mortgage— 1 — 1 7,603 103 7,706 
Commercial investor real estate construction— — — — 1,938 — 1,938 
Total investor real estate— 1 — 1 9,541 103 9,644 
Residential first mortgage121 68 194 383 19,591 30 19,621 
Home equity lines14 8 14 36 3,185 25 3,210 
Home equity loans9 4 8 21 2,279 8 2,287 
Consumer credit card12 9 22 43 1,472 — 1,472 
Other consumer47 19 20 86 5,603 — 5,603 
Total consumer203 108 258 569 32,130 63 32,193 
$239 $127 $264 $630 $97,234 $692 $97,926 
 
23
 December 31, 2025
 Accrual Loans   
 30-59 DPD60-89 DPD90+ DPDTotal
30+ DPD		Total
Accrual		Non-accrualTotal
 (In millions)
Commercial and industrial$39 $16 $6 $61 $48,316 $474 $48,790 
Commercial real estate mortgage—owner-occupied4 2 — 6 4,800 45 4,845 
Commercial real estate construction—owner-occupied— — — — 261 2 263 
Total commercial43 18 6 67 53,377 521 53,898 
Commercial investor real estate mortgage— — — — 7,051 121 7,172 
Commercial investor real estate construction— — — — 1,934 — 1,934 
Total investor real estate— — — — 8,985 121 9,106 
Residential first mortgage128 82 184 394 19,740 25 19,765 
Home equity lines19 6 15 40 3,208 24 3,232 
Home equity loans11 4 8 23 2,317 7 2,324 
Consumer credit card12 10 22 44 1,519 — 1,519 
Other consumer51 24 24 99 5,793 — 5,793 
Total consumer221 126 253 600 32,577 56 32,633 
$264 $144 $259 $667 $94,939 $698 $95,637 
At March 31, 2026 and December 31, 2025, the Company had collateral-dependent commercial loans of $313 million and $337 million, respectively. At March 31, 2026 and December 31, 2025, the Company had collateral-dependent investor real estate loans of $98 million and $121 million, respectively. The collateral for commercial and investor real estate loans generally consists of all business assets including real estate, receivables and equipment. At March 31, 2026 and December 31, 2025, the Company had collateral-dependent residential mortgage and home equity loans and lines totaling $143 million and $127 million, respectively. The collateral for these loans are secured by residential real estate. Refer to Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2025 for additional details for the criteria of collateral-dependent loans.
MODIFICATIONS TO BORROWERS EXPERIENCING FINANCIAL DIFFICULTY
Modifications to troubled borrowers are loans where the borrower is experiencing financial difficulty at the time of modification and are undertaken in order to improve the likelihood of repayment. Refer to Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2025 for additional information.
For each portfolio segment and class, the following tables present the end of period balances of new modifications to troubled borrowers and the related percentage of the loan portfolio period-end balance by the type of modification in the three months ended March 31, 2026 and 2025.
Three Months Ended March 31, 2026
Term ExtensionTerm Extension and Interest Rate ModificationTerm Extension and Payment DeferralOtherTotal
$
%(1)
$
%(1)
$
%(1)
$
%(1)
$
%(1)
(Dollars in millions)
Commercial and industrial$7 0.01 %$— — %$19 0.04 %$— — %$26 0.05 %
Commercial real estate mortgage—owner-occupied21 0.42 %— — %— — %3 0.07 %24 0.49 %
Total commercial28 0.05 %— — %19 0.03 %3 0.01 %50 0.09 %
Residential first mortgage27 0.13 %6 0.03 %— — %— — %33 0.17 %
Home equity lines— — %1 0.04 %— — %— — %1 0.04 %
Home equity loans1 0.04 %2 0.07 %— — %— — %3 0.11 %
Total consumer28 0.09 %9 0.03 %— — %— — %37 0.12 %
Total$56 0.06 %$9 0.01 %$19 0.02 %$3 — %$87 0.09 %
24
Three Months Ended March 31, 2025
Term ExtensionInterest Rate ReductionPayment DeferralTerm Extension and Interest Rate ModificationTotal
$
%(1)
$
%(1)
$
%(1)
$
%(1)
$
%(1)
(Dollars in millions)
Commercial and industrial$57 0.12 %$3 0.01 %$— — %$— — %$60 0.12 %
Commercial real estate mortgage—owner-occupied2 0.03 %— — %— — %— — %2 0.03 %
Total commercial59 0.11 %3 0.01 %— — %— — %62 0.12 %
Commercial investor real estate mortgage24 0.37 %— — %— — %— — %24 0.37 %
Total investor real estate24 0.27 %— — %— — %— — %24 0.27 %
Residential first mortgage58 0.29 %— — %1 — %6 0.03 %65 0.32 %
Home equity lines— 0.02 %— — %— — %2 0.06 %2 0.08 %
Home equity loans1 0.03 %— — %— — %1 0.07 %2 0.10 %
Total consumer59 0.18 %— — %1 — %9 0.03 %69 0.21 %
Total$142 0.15 %$3 — %$1 — %$9 0.01 %$155 0.16 %
______
(1) Amounts calculated based upon whole dollar values.
The end of period balance of unfunded commitments related to modifications to troubled borrowers was immaterial at March 31, 2026 and totaled $124 million at December 31, 2025.
The following tables present the financial impact of modifications to troubled borrowers during the three months ended March 31, 2026 and 2025 by class of financing receivable and the type of modification. The tables include new modifications to troubled borrowers, as well as renewals of existing modifications to troubled borrowers.
Three Months Ended March 31, 2026 (1)
Term ExtensionTerm Extension and Interest Rate Modification
Term Extension and Payment Deferral
Weighted-Average Term Extension Weighted-Average Term Extension Weighted-Average Reduction in Interest RateWeighted-Average Term ExtensionWeighted-Average Payment Deferral
(In years, except for percentage data)
Commercial and industrial0.42— — 24
Commercial real estate mortgage—owner-occupied0.75— — — — 
Residential first mortgage741 %— — 
Home equity lines— 232 %— — 
Home equity loans8183 %— — 
____
(1) During the three months ended March 31, 2026, the Company had an other modification in commercial real estate mortgage which had an immaterial financial effect.
Three Months Ended March 31, 2025
Interest Rate Reduction
Term ExtensionPayment Deferral
Term Extension and Interest Rate Reduction
Weighted-Average Term ExtensionWeighted-Average Term Extension Weighted-Average Payment Deferral Weighted-Average Term Extension Weighted-Average Reduction in Interest Rate
(In years, except for percentage data)
Commercial and industrialless than 1%0.42— — — 
Commercial real estate mortgage—owner-occupied— 1.92— — — 
Commercial investor real estate mortgage— 0.67— — — 
Residential first mortgage— 70.672less than 1%
Home equity lines— 30— 232 %
Home equity loans— 13— 212 %
25
The following tables include the end of period balances of aging and non-accrual performance for modifications to troubled borrowers modified in the previous twelve-month period by portfolio segment and class as of March 31, 2026 and 2025.
March 31, 2026
Current30-89 DPD90+ DPD
Non-Performing Loans
Total
(In millions)
Commercial and industrial$39 $— $— $93 $132 
Commercial real estate mortgage—owner-occupied22 — — 3 25 
Total commercial61 — — 96 157 
Commercial investor real estate mortgage28 — — 26 54 
Total investor real estate28 — — 26 54 
Residential first mortgage126 30 25 7 188 
Home equity lines4 — — 1 5 
Home equity loans8 — — 2 10 
Total consumer138 30 25 10 203 
$227 $30 $25 $132 $414 
March 31, 2025
Current30-89 DPD90+ DPDNon-Performing LoansTotal
(In millions)
Commercial and industrial$72 $3 $— $18 $93 
Commercial real estate mortgage—owner-occupied2 — — 1 3 
Total commercial74 3 — 19 96 
Commercial investor real estate mortgage64 — — 54 118 
Total investor real estate64 — — 54 118 
Residential first mortgage138 25 15 7 185 
Home equity lines10 — — 1 11 
Home equity loans8 1 — 2 11 
Total consumer156 26 15 10 207 
$294 $29 $15 $83 $421 
For modifications to troubled borrowers, a subsequent payment default is defined in terms of delinquency, when a principal or interest payment is 90 days past due or classified as non-accrual status during the reporting period. Subsequent defaults of the loans restructured as a modification to a troubled borrower during the three months ended March 31, 2026 and March 31, 2025 that were restructured as modifications to troubled borrowers during the previous twelve months had period-end balances of $38 million and $24 million, respectively.
NOTE 5. SERVICING OF FINANCIAL ASSETS
RESIDENTIAL MORTGAGE BANKING ACTIVITIES
The fair value of residential MSRs is calculated using various assumptions including future cash flows, market discount rates, expected prepayment rates, servicing costs and other factors. A significant change in prepayments of mortgages in the servicing portfolio could result in significant changes in the valuation adjustments, thus creating potential volatility in the carrying amount of residential MSRs. The Company compares fair value estimates and assumptions to observable market data where available, and also considers recent market activity and actual portfolio experience.
The table below presents an analysis of residential MSRs under the fair value measurement method: 
Three Months Ended March 31
 20262025
 (In millions)
Carrying value, beginning of period$970 $1,007 
Additions9 6 
Purchases (1)
4 4
Increase (decrease) in fair value (2):
Due to change in valuation inputs or assumptions1 (10)
Economic amortization associated with borrower repayments (3)
(30)(28)
Carrying value, end of period$954 $979 
_________
(1)Purchases of residential MSRs can be structured with cash hold back provisions, therefore the timing of payment may be made in future periods.
26
(2)Included in mortgage income. Amounts presented exclude offsetting impact from related derivatives.
(3)Includes both total loan payoffs as well as partial paydowns. Regions' MSR decay methodology is a discounted net cash flow approach.
Data and assumptions used in the fair value calculation, as well as the valuation’s sensitivity to rate fluctuations, related to residential MSRs (excluding related derivative instruments) are as follows: 
March 31
 20262025
 (Dollars in millions)
Unpaid principal balance$63,746 $67,771 
Weighted-average CPR (%)7.5 %7.7 %
Estimated impact on fair value of a 10% increase$(37)$(36)
Estimated impact on fair value of a 20% increase$(70)$(70)
Option-adjusted spread (basis points)496 533 
Estimated impact on fair value of a 10% increase$(21)$(23)
Estimated impact on fair value of a 20% increase$(43)$(47)
Weighted-average coupon interest rate3.9 %3.8 %
Weighted-average remaining maturity (months)287294
Weighted-average servicing fee (basis points)27.7 27.3 
The sensitivity calculations above are hypothetical and should not be considered to be predictive of future performance. Changes in fair value based on adverse changes in assumptions generally cannot be extrapolated because the relationship of the change in assumption to the change in fair value may not be linear. Also, the effect of an adverse variation in a particular assumption on the fair value of the residential MSRs is calculated without changing any other assumption, while in reality changes in one factor may result in changes in another, which may either magnify or counteract the effect of the change. The derivative instruments utilized by Regions would serve to reduce the estimated impacts to fair value included in the table above.
Servicing related fees, which include contractually specified servicing fees, late fees and other ancillary income resulting from the servicing of residential mortgage loans totaled $46 million and $47 million for the three months ended March 31, 2026 and 2025, respectively.
Residential mortgage loans are sold in the secondary market with standard representations and warranties regarding certain characteristics such as the quality of the loan, the absence of fraud, the eligibility of the loan for sale and the future servicing associated with the loan. Regions may be required to repurchase these loans at par, or make-whole or indemnify the purchasers for losses incurred when representations and warranties are breached.
Regions maintains an immaterial repurchase liability related to residential mortgage loans sold with representations and warranty provisions. This repurchase liability is reported in other liabilities on the consolidated balance sheets and reflects management’s estimate of losses based on historical repurchase and loss trends, as well as other factors that may result in anticipated losses different from historical loss trends. Adjustments to this reserve are recorded in other non-interest expense on the consolidated statements of income.
COMMERCIAL MORTGAGE BANKING ACTIVITIES
Regions engages in the servicing of commercial mortgage loans through agreements with the agencies and through a DUS lending program. Commercial MSRs of loans through the agency programs are measured at fair value while commercial MSRs of loans through the DUS lending program are measured at cost and subsequently amortized.
Commercial mortgage banking through non-DUS agency programs
The fair value of commercial MSRs through non-DUS agency programs is calculated using various assumptions including future cash flows, market discount rates, expected prepayment rates, servicing costs and other factors. A significant change in prepayments of mortgages in this servicing portfolio could result in significant changes in the valuation adjustments, thus creating potential volatility in the carrying amount of these commercial MSRs. Commercial mortgages commonly have protection against prepayments in the forms of lockout periods and prepayment penalty features, which reduce the likelihood of prepayment. The Company compares fair value estimates and assumptions to observable market data where available, and also considers recent market activity and actual portfolio experience. Regions assumes a loss share guarantee associated with loans sold to Fannie Mae. See Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2025 for additional information. Also see Note 12 for additional information related to the guarantee.
27
The table below presents an analysis of commercial MSRs through non-DUS agency programs under the fair value measurement method: 
Three Months Ended March 31
20262025
(In millions)
Carrying value, beginning of period$93 $97 
Additions5 2 
Increase (decrease) in fair value(1):
Due to change in valuation inputs or assumptions— (1)
Economic amortization associated with borrower repayments (2)
(5)(4)
Carrying value, end of period$93 $94 
_____
(1)Included in capital markets income. Amounts presented exclude offsetting impact from related derivatives.
(2)Includes both total loan payoffs as well as partial paydowns. Regions' MSR decay methodology is a discounted net cash flow approach.
Data and assumptions used in the fair value calculation, as well as the valuation’s sensitivity to rate fluctuations, related to commercial MSRs through non-DUS agency programs (excluding related derivative instruments) are as follows: 
March 31
20262025
(Dollars in millions)
Unpaid principal balance$8,338 $7,544 
Weighted-average CPR (%)
7.6 %7.1 %
Estimated impact on fair value of a 10% increase$(2)$(1)
Estimated impact on fair value of a 20% increase$(3)$(3)
Weighted-average discount rate (%)
8.2 %8.2 %
Estimated impact on fair value of a 10% increase$(3)$(3)
Estimated impact on fair value of a 20% increase$(5)$(5)
Weighted-average coupon interest rate4.9 %4.7 %
Weighted-average remaining maturity (months)142146
Weighted-average servicing fee (basis points)24.325.7
The sensitivity calculations above are hypothetical and should not be considered to be predictive of future performance. Changes in fair value based on adverse changes in assumptions generally cannot be extrapolated because the relationship of the change in assumption to the change in fair value may not be linear. Also, the effect of an adverse variation in a particular assumption on the fair value of the commercial MSRs is calculated without changing any other assumption, while in reality changes in one factor may result in changes in another, which may either magnify or counteract the effect of the change. The derivative instruments utilized by Regions would serve to reduce the estimated impacts to fair value included in the table above.
Servicing related fees, which include contractually specified servicing fees, late fees and other ancillary income resulting from the servicing of commercial mortgage loans through non-DUS agency programs totaled $7 million and $6 million for the three months ended March 31, 2026, and 2025, respectively.
Commercial mortgage banking through the DUS lending program
Regions is an approved DUS lender. The DUS program provides liquidity to the multi-family housing market. In connection with the DUS program, Regions services commercial mortgage loans, retains commercial MSRs and intangible assets associated with the DUS license, and assumes a loss share guarantee associated with the loans. See Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2025 for additional information. Also see Note 12 for additional information related to the guarantee.
The table below presents an analysis of commercial DUS MSRs under the amortization measurement method:
Three Months Ended March 31
20262025
(In millions)
Carrying value, beginning of period$89 $90 
Additions2 5 
Economic amortization associated with borrower repayments (1)
(5)(4)
Carrying value, end of period$86 $91 
________
(1)Economic amortization associated with borrower repayments includes both total loan payoffs as well as partial paydowns.
28
Regions periodically evaluates DUS MSRs for impairment based on fair value. The estimated fair value of the DUS MSRs was approximately $111 million at March 31, 2026 and $113 million at December 31, 2025.
Servicing related fees in connection with the DUS program, which include contractually specified servicing fees, late fees and other ancillary income resulting from the servicing of DUS commercial mortgage loans totaled $7 million for both the three months ended March 31, 2026 and 2025
NOTE 6. SHAREHOLDERS' EQUITY AND ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
PREFERRED STOCK
The following table presents a summary of the non-cumulative perpetual preferred stock:
20262025
Issuance DateEarliest Redemption Date
Dividend Rate (1)
Liquidation AmountLiquidation preference per ShareLiquidation preference per Depositary ShareOwnership Interest per Depositary ShareShares Issued and OutstandingCarrying AmountCarrying Amount
(Dollars in millions, except for share and per share amounts)
Series C4/30/20195/15/20295.700 %
(2)
$500 1,000 25 1/40th500,000$490 $490 
Series E5/4/20216/15/20264.450 %400 1,000 25 1/40th400,000390 390 
Series F7/29/20249/15/20296.950 %
(3)
500 1,000 25 1/40th500,000 489 489 
$1,400 1,400,000 $1,369 $1,369 
_________
(1)Dividends on all series of preferred stock, if declared, accrue and are payable quarterly in arrears.
(2)Dividends, if declared, will be paid quarterly at an annual rate equal to (i) for each period beginning prior to August 15, 2029, 5.700%, and (ii) for each period beginning on or after August 15, 2029, three-month CME Term SOFR plus 3.410% which includes a 0.262% spread adjustment for the transition to SOFR in accordance with ISDA protocols.
(3)Dividends, if declared, will be paid quarterly at an annual rate equal to (i) for each period beginning on September 15, 2024, 6.950% and (ii) for each period beginning on or after September 15, 2029, the five-year Treasury rate as of the most recent reset dividend determination date plus 2.771%.
All series of preferred stock have no stated maturity and redemption is solely at Regions' option, subject to regulatory approval, in whole, or in part, after the earliest redemption date or in whole, but not in part, at any time following a regulatory capital treatment event for the Series C, Series E, and Series F preferred stock.
The Board declared a total of $20 million and $25 million in cash dividends on preferred stock in the three months ended March 31, 2026 and 2025, respectively.
In the event Series C, Series E, or Series F preferred shares are redeemed in full at their respective liquidation amounts, $10 million, $10 million, or $11 million in excess of the redemption amount over the carrying amount will be recognized, respectively. These excess amounts represent issuance costs that were recorded as reductions to preferred stock, including related surplus, and will be recorded as reductions to net income available to common shareholders.
COMMON STOCK
As a Category IV bank, Regions was not required to participate in the 2025 stress test. Nonetheless, like other Category IV banking organizations, the Company did receive results from the Federal Reserve during the second quarter of 2025. From the fourth quarter of 2025 through the third quarter of 2026, the Company's SCB will remain floored at 2.5 percent In February 2026, the Federal Reserve voted to maintain SCB requirements at current levels through the third quarter of 2027 to allow time for public feedback on proposed changes to supervisory stress testing models. As such, Regions' SCB will remain floored at 2.5 percent through the third quarter of 2027.
On December 10, 2025, the Board authorized the repurchase of up to $3.0 billion of the Company's common stock for the period beginning January 1, 2026 and extending through December 31, 2027. As of March 31, 2026, Regions had repurchased approximately 14 million shares of common stock at a total cost of $401 million under this plan. All of these shares were immediately retired upon repurchase and therefore were not included in treasury stock.
Regions declared $0.265 per common share in cash dividends for the first quarter of 2026 and $0.25 per common share for the first quarter of 2025.
29
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
The following tables present the balances and activity in AOCI on a pre-tax and net of tax basis for the three months ended March 31, 2026 and 2025:
 Three Months Ended March 31, 2026
 Pre-tax AOCI Activity
Tax Effect (1)
Net AOCI Activity
 (In millions)
Total accumulated other comprehensive income (loss), beginning of period$(2,057)$522 $(1,535)
Unrealized losses on securities transferred to held to maturity:
Beginning balance$(867)$219 $(648)
Reclassification adjustments for amortization on unrealized losses on securities transferred to held for maturity (2)
24 (6)18 
Ending balance$(843)$213 $(630)
Unrealized gains (losses) on securities available for sale:
Beginning balance$(574)$146 $(428)
Unrealized gains (losses) arising during the period(155)39 (116)
Reclassification adjustments for securities (gains) losses realized in net income (3)
3 (1)2 
Change in AOCI from securities available for sale activity in the period(152)38 (114)
Ending balance$(726)$184 $(542)
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Beginning balance$(91)$23 $(68)
Unrealized gains (losses) on derivative instruments arising during the period
(158)40 (118)
Reclassification adjustments for (gains) losses on derivative instruments realized in net income (2)
36 (9)27 
Change in AOCI from derivative activity in the period(122)31 (91)
Ending balance$(213)$54 $(159)
Defined benefit pension plans and other post employment benefit plans:
Beginning balance$(525)$134 $(391)
Reclassification adjustments for amortization of actuarial (gains) losses and settlements realized in net income (4)
5 (1)4 
Ending balance$(520)$133 $(387)
Total other comprehensive income (loss)(245)62 (183)
Total accumulated other comprehensive income (loss), end of period$(2,302)$584 $(1,718)
30
 Three Months Ended March 31, 2025
 Pre-tax AOCI Activity
Tax Effect (1)
Net AOCI Activity
 (In millions)
Total accumulated other comprehensive income (loss), beginning of period$(3,912)$984 $(2,928)
Unrealized losses on securities transferred to held to maturity:
Beginning balance$(744)$188 $(556)
Unrealized gains (losses) on securities transferred from available for sale during the period(153)38 (115)
Reclassification adjustments for amortization on unrealized losses on securities transferred to held for maturity (2)
22 (7)15 
Change in AOCI from securities held to maturity activity in the period(131)31 (100)
Ending balance$(875)$219 $(656)
Unrealized gains (losses) on securities available for sale:
Beginning balance$(1,958)$490 $(1,468)
Unrealized (gains) losses on securities transferred to held to maturity during the period153 (38)115 
Unrealized gains (losses) arising during the period458 (113)345 
Reclassification adjustments for securities (gains) losses realized in net income (3)
25 (6)19 
Change in AOCI from securities available for sale activity in the period636 (157)479 
Ending balance$(1,322)$333 $(989)
Unrealized gains (losses) on derivative instruments designated as cash flow hedges:
Beginning balance$(662)$168 $(494)
Unrealized gains (losses) on derivative instruments arising during the period
272 (69)203 
Reclassification adjustments for (gains) losses on derivative instruments realized in net income (2)
67 (17)50 
Change in AOCI from derivative activity in the period339 (86)253 
Ending balance$(323)$82 $(241)
Defined benefit pension plans and other post employment benefit plans:
Beginning balance$(548)$138 $(410)
Reclassification adjustments for amortization of actuarial (gains) losses and settlements realized in net income (4)
6 (2)4 
Ending balance$(542)$136 $(406)
Total other comprehensive income 850 (214)636 
Other9 — 9 
Total accumulated other comprehensive income (loss), end of period$(3,053)$770 $(2,283)
____
(1)The impact of all AOCI activity is shown net of the related tax impact, calculated using a nominal tax rate of approximately 25 percent.
(2)Reclassification amount is recognized in net interest income in the consolidated statements of income.
(3)Reclassification amount is recognized in securities gains (losses), net in the consolidated statements of income.
(4)Reclassification amount is recognized in other non-interest expense in the consolidated statements of income. Additionally, these accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost (see Note 8 for additional details).
NOTE 7. EARNINGS PER COMMON SHARE
The following table sets forth the computation of basic earnings per common share and diluted earnings per common share:
 Three Months Ended March 31
 20262025
 (In millions, except per share data)
Numerator:
Net income$559 $490 
Preferred stock dividends and other(20)(25)
Net income available to common shareholders$539 $465 
Denominator:
Weighted-average common shares outstanding—basic$863 $906 
Potential common shares5 4 
Weighted-average common shares outstanding—diluted$868 $910 
Earnings per common share:
Basic$0.63 $0.51 
Diluted$0.62 $0.51 
31
The effects from the assumed exercise of restricted stock units totaling 2 million for both the three months ended March 31, 2026 and 2025 were not included in the above computations of diluted earnings per common share because such amounts would have had an antidilutive effect on earnings per common share.
NOTE 8. PENSION AND OTHER POSTRETIREMENT BENEFITS
Regions' defined benefit pension plans cover certain employees as the pension plans are closed to new entrants. The Company also sponsors a SERP, which is a non-qualified pension plan that provides certain senior executive officers defined benefits in relation to their compensation.
Net periodic pension (benefit) cost included the following components:
Three Months Ended March 31
Qualified PlansNon-qualified PlansTotal
202620252026202520262025
(In millions)
Service cost$5 $5 $— $— $5 $5 
Interest cost18 2011 1921
Expected return on plan assets(33)(31)—— (33)(31)
Amortization of actuarial loss4 511 5 6
Net periodic pension (benefit) cost$(6)$(1)$2 $2 $(4)$1 
The service cost component of net periodic pension (benefit) cost is recorded in salaries and employee benefits on the consolidated statements of income. Components other than service cost are recorded in other non-interest expense on the consolidated statements of income.
Regions' funding policy for the qualified plans is to contribute annually at least the amount required by IRS minimum funding standards. Regions made no contributions to qualified plans during the three months ended March 31, 2026.
Regions also provides other postretirement benefits, such as defined benefit health care plans and life insurance plans, that cover certain retired employees. There was no material impact from other postretirement benefits on the consolidated financial statements for the three months ended March 31, 2026 or 2025.
NOTE 9. DERIVATIVE FINANCIAL INSTRUMENTS AND HEDGING ACTIVITIES
The following tables present the notional amount and estimated fair value of derivative instruments:
 March 31, 2026December 31, 2025
 
Notional
Amount(1)
Estimated Fair ValueNotional
Amount		Estimated Fair Value
 
Gain(1)
Loss(1)
Gain(1)
Loss(1)
 (In millions)
Derivatives in cash flow hedging relationships:
Interest rate swaps$39,048 $47 $284 $39,918 $80 $196 
Interest rate options2,000 3 2 2,000 2 1 
Total derivatives in cash flow hedging relationships41,048 50 286 41,918 82 197 
Derivatives in fair value hedging relationships:
Interest rate swaps8,502 38 60 8,067 23 73 
Total derivatives designated as hedging instruments$49,550 $88 $346 $49,985 $105 $270 
Derivatives not designated as hedging instruments:
Interest rate swaps $94,028 $997 $972 $93,891 $1,023 $996 
Interest rate options 11,748 17 11 10,674 14 6 
Interest rate futures and forward commitments1,682 11 3 1,537 8 1 
Other contracts16,802 457 437 15,051 185 172 
Total derivatives not designated as hedging instruments $124,260 $1,482 $1,423 $121,153 $1,230 $1,175 
Total derivatives$173,810 $1,570 $1,769 $171,138 $1,335 $1,445 
Total gross derivative instruments, before netting$1,570 $1,769 $1,335 $1,445 
Less: Netting adjustments (2)
1,269 1,276 1,120 964 
Total gross derivative instruments, after netting$301 $493 $215 $481 
_________
(1)Derivatives in a gain position are recorded as other assets and derivatives in a loss position are recorded as other liabilities on the consolidated balance sheets. Includes accrued interest as applicable. The table reflects net notional presentation and gross asset and liability presentation to capture the economic impact of the trades.
32
(2)Netting adjustments represent amounts recorded to convert derivative assets and derivative liabilities from a gross basis to a net basis in accordance with applicable accounting guidance. The net basis takes into account the impact of cash collateral received or posted, legally enforceable master netting agreements, and variation margin that allow Regions to settle derivative contracts with the counterparty on a net basis and to offset the net position with the related cash collateral. Cash collateral, all of which is included as a netting adjustment, totaled $32 million and $83 million for derivative assets at March 31, 2026 and December 31, 2025, respectively. Cash collateral totaled $202 million and $123 million for derivative liabilities at March 31, 2026 and December 31, 2025, respectively.
HEDGING DERIVATIVES
Derivatives entered into to manage interest rate risk and facilitate asset/liability management strategies are designated as hedging derivatives. Derivative financial instruments that qualify in a hedging relationship are classified, based on the exposure being hedged, as either fair value hedges or cash flow hedges. See Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2025 for additional information regarding accounting policies for derivatives.
CASH FLOW HEDGES
Cash flow hedge relationships mitigate exposure to the variability of future cash flows or other forecasted transactions.
Regions enters into interest rate swaps, options (e.g., floors, caps and collars), and agreements with a combination of these instruments to manage overall cash flow changes related to interest rate risk exposure on variable rate loans. The agreements effectively modify the Company’s exposure to interest rate risk by utilizing receive fixed/pay SOFR interest rate swaps and interest rate options. As of March 31, 2026, Regions was hedging its exposure to the variability in future cash flows into 2035.
As of March 31, 2026, cash flow hedges were held at a pre-tax net loss of $213 million, which includes pre-tax net gains of $10 million related to terminated cash flow floors and swaps. Regions expects to reclassify into earnings approximately $121 million in pre-tax losses due to the net receipt/payment of interest and amortization on all cash flow hedges within the next twelve months. Included in this amount is $2 million in pre-tax net gains related to the amortization of terminated cash flow floors and swaps.
See Note 6 for the impact of cash flow hedges on the consolidated statements of income regarding the realized gains or (losses) reclassified from AOCI into net income.
FAIR VALUE HEDGES
Fair value hedge relationships mitigate exposure to the change in fair value of an asset, liability or firm commitment.
Regions enters into interest rate swap agreements to manage interest rate exposure on the Company’s fixed-rate borrowings and time deposits. These agreements involve the receipt of fixed-rate amounts in exchange for floating-rate interest payments over the life of the agreements. Regions also enters into interest rate swap agreements to manage interest rate exposure on certain of the Company's fixed-rate prepayable and non-prepayable debt securities available for sale. These agreements involve the payment of fixed-rate amounts in exchange for floating-rate interest receipts.
The following tables present the effect of fair value hedging derivative instruments on the consolidated statements of income and the total amounts for the respective line items affected:
Three Months Ended March 31, 2026
Interest IncomeInterest Expense
Debt securitiesLong-term borrowings
(In millions)
Total income (expense) presented in the consolidated statements of income$298 $(52)
Gains/(losses) on fair value hedging relationships:
Interest rate contracts:
   Amounts related to interest settlements on derivatives$1 $(5)
   Recognized on derivatives29 2 
   Recognized on hedged items(29)(2)
Income (expense) recognized on fair value hedges$1 $(5)
33
Three Months Ended March 31, 2025
Interest IncomeInterest Expense
Debt securitiesLong-term borrowings
(In millions)
Total income (expense) presented in the consolidated statements of income$266 $(85)
Gains/(losses) on fair value hedging relationships:
Interest rate contracts:
   Amounts related to interest settlements on derivatives$3 $(14)
   Recognized on derivatives(46)25 
   Recognized on hedged items46 (25)
Income (expense) recognized on fair value hedges$3 $(14)
The following tables present the carrying amount and associated cumulative basis adjustment related to the application of hedge accounting that is included in the carrying amount of hedged assets and liabilities in fair value hedging relationships.
March 31, 2026December 31, 2025
Hedged Items Currently DesignatedHedged Items Currently Designated
Amortized Cost Basis of Assets/(Liabilities) Hedge Accounting Basis AdjustmentAmortized Cost Basis of Assets/(Liabilities)Hedge Accounting Basis Adjustment
(In millions)(In millions)
Debt securities available for sale$9,239 $(28)$9,325 $— 
Long-term borrowings(2,350)50 (2,348)52 
Included in the amortized cost basis and hedge accounting basis adjustment of fair value hedges of debt securities available for sale are hedges designated under the portfolio layer method. At March 31, 2026 and December 31, 2025, the Company designated $3.4 billion and $2.5 billion, respectively, as the hedged amount from a closed portfolio of prepayable financial assets with a carrying amount of $6.5 billion and $6.1 billion, respectively. At March 31, 2026, the hedge accounting basis adjustment on active portfolio layer hedges reduced the carrying amount by $23 million.
The Company previously terminated fair value hedges related to available for sale debt securities. The terminated hedges had a remaining basis adjustment of $29 million.
DERIVATIVES NOT DESIGNATED AS HEDGING INSTRUMENTS
The Company holds a portfolio of derivative instruments not designated as accounting hedges, therefore these derivatives are marked-to market through earnings (in capital markets income or mortgage income as appropriate) and included in other assets and other liabilities, as appropriate. See Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2025 for more information regarding these derivative instruments.
The following table presents the location and amount of gain recognized in income on derivatives not designated as hedging instruments in the consolidated statements of income for the periods presented below:

Three Months Ended March 31
Derivatives Not Designated as Hedging Instruments20262025
 (In millions)
Capital markets income:
Interest rate swaps$10 $6 
Interest rate options7 8 
Interest rate futures and forward commitments3 3 
Other contracts7 (2)
Total capital markets income27 15 
Mortgage income:
Interest rate swaps— 16 
Interest rate options— 1 
Interest rate futures and forward commitments3 (1)
Total mortgage income3 16 
$30 $31 
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CREDIT DERIVATIVES
Regions has both bought and sold credit protection in the form of participations on interest rate swaps (swap participations). These swap participations, which meet the definition of credit derivatives, were entered into in the ordinary course of business to serve the credit needs of customers. Swap participations, whereby Regions has purchased credit protection, entitle Regions to receive a payment from the counterparty if the customer fails to make payment on any amounts due to Regions upon early termination of the swap transaction and have maturities between 2026 and 2031. Swap participations, whereby Regions has sold credit protection have maturities between 2026 and 2035. For contracts where Regions sold credit protection, Regions would be required to make payment to the counterparty if the customer fails to make payment on any amounts due to the counterparty upon early termination of the swap transaction. Regions bases the current status of the prepayment/performance risk on bought and sold credit derivatives on recently issued internal risk ratings consistent with the risk management practices of unfunded commitments.
Regions’ maximum potential amount of future payments under these contracts as of March 31, 2026 was approximately $596 million. This scenario occurs if variable interest rates were at zero percent and all counterparties defaulted with zero recovery. The fair value of sold protection at March 31, 2026 and December 31, 2025 was immaterial. In transactions where Regions has sold credit protection, recourse to collateral associated with the original swap transaction is available to offset some or all of Regions’ obligation.
CONTINGENT FEATURES
Certain of Regions’ derivative instrument contracts with broker-dealers contain credit-related termination provisions and/or credit-related provisions regarding the posting of collateral, allowing those broker-dealers to terminate the contracts in the event that Regions’ and/or Regions Bank’s credit ratings falls below specified ratings from certain major credit rating agencies. The aggregate fair values of all derivative instruments with any credit-risk-related contingent features that were in a liability position totaled $104 million and $54 million at March 31, 2026 and December 31, 2025, respectively, for which Regions had posted collateral of $121 million and $51 million, respectively, in the normal course of business.
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NOTE 10. FAIR VALUE MEASUREMENTS
See Note 1 "Summary of Significant Accounting Policies" to the consolidated financial statements of the Annual Report on Form 10-K for the year ended December 31, 2025 for a description of valuation methodologies for assets and liabilities measured at fair value on a recurring and non-recurring basis. Assets and liabilities measured at fair value rarely transfer between Level 1 and Level 2 measurements. Debt securities available for sale may be periodically transferred to or from Level 3 valuation based on management’s conclusion regarding the observability of inputs used in valuing the securities. Such transfers are accounted for as if they occur at the beginning of a reporting period.
The following table presents assets and liabilities measured at estimated fair value on a recurring basis:
 March 31, 2026December 31, 2025
 Level 1Level 2
Level 3 (1)
Total
Estimated Fair Value		Level 1Level 2
Level 3 (1)
Total
Estimated Fair Value
 (In millions)
Recurring fair value measurements
Debt securities available for sale:
U.S. Treasury securities$2,345 $— $— $2,345 $2,276 $— $— $2,276 
Federal agency securities— 537 — 537 — 543 — 543 
Obligations of states and political subdivisions— 1 — 1 — 2 — 2 
Mortgage-backed securities:
Residential agency— 17,634 — 17,634 — 18,387 — 18,387 
Commercial agency— 6,340 — 6,340 — 5,829 — 5,829 
Commercial non-agency— 82 — 82 — 82 — 82 
Corporate and other debt securities— 478 2 480 — 439 2 441 
Total debt securities available for sale$2,345 $25,072 $2 $27,419 $2,276 $25,282 $2 $27,560 
Loans held for sale$— $336 $— $336 $— $290 $— $290 
Marketable equity securities in other earning assets$859 $— $— $859 $946 $— $— $946 
Residential mortgage servicing rights$— $— $954 $954 $— $— $970 $970 
Commercial mortgage servicing rights through non-DUS agency programs
$— $— $93 $93 $— $— $93 $93 
Derivative assets (2):
Interest rate swaps$— $1,082 $— $1,082 $— $1,126 $— $1,126 
Interest rate options— 15 5 20 — 10 6 16 
Interest rate futures and forward commitments— 11 — 11 — 8 — 8 
Other contracts2 455 — 457 1 184 — 185 
Total derivative assets$2 $1,563 $5 $1,570 $1 $1,328 $6 $1,335 
Derivative liabilities (2):
Interest rate swaps$— $1,316 $— $1,316 $— $1,265 $— $1,265 
Interest rate options— 13 — 13 — 7 — 7 
Interest rate futures and forward commitments— 3 — 3 — 1 — 1 
Other contracts1 436 — 437 — 172 — 172 
Total derivative liabilities$1 $1,768 $— $1,769 $— $1,445 $— $1,445 
Securities sold, but not yet purchased
$44 $— $— $44 $19 $— $— $19 
_________
(1)All following disclosures related to Level 3 recurring assets do not include those deemed to be immaterial.
(2)As permitted under U.S. GAAP, variation margin collateral payments made or received for derivatives that are centrally cleared are legally characterized as settled. As such, these derivative assets and derivative liabilities and the related variation margin collateral are presented on a net basis on the balance sheet.
Assets and liabilities in all levels could result in volatile and material price fluctuations. Realized and unrealized gains and losses on Level 3 assets represent only a portion of the risk to market fluctuations in Regions’ consolidated balance sheets. See Note 5 for analyses of activity related to the MSRs for three months ended March 31, 2026 and 2025.
RECURRING FAIR VALUE MEASUREMENTS USING SIGNIFICANT UNOBSERVABLE INPUTS
Residential mortgage servicing rights
The significant unobservable inputs used in the fair value measurement of residential MSRs are CPR and OAS. This valuation requires generating cash flow projections over multiple interest rate scenarios and discounting those cash flows at a risk-adjusted rate. Additionally, the impact of prepayments and changes in the OAS are based on a variety of underlying inputs including servicing costs. Increases or decreases to the underlying cash flow inputs will have a corresponding impact on the value of the MSR asset. The net change in unrealized gains (losses) included in earnings related to MSRs held at period end are disclosed as the changes in valuation inputs or assumptions included in the MSR rollforward table in Note 5 .
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Commercial mortgage servicing rights through non-DUS agency programs
The significant unobservable inputs used in the fair value measurement of commercial MSRs are CPR and the discount rate. This valuation requires generating cash flow projections over multiple interest rate scenarios and discounting those cash flows at a risk-adjusted rate. Additionally, the impact of prepayments and changes in the discount rate are based on a variety of underlying inputs including servicing costs. Increases or decreases to the underlying cash flow inputs will have a corresponding impact on the value of the MSR asset. The net change in unrealized gains (losses) included in earnings related to MSRs held at period end is disclosed as the changes in valuation inputs or assumptions included in the MSR rollforward table in Note 5 .
The following tables present detailed information regarding material assets and liabilities measured at fair value using significant unobservable inputs (Level 3) as of March 31, 2026 and December 31, 2025. The tables include the valuation techniques and the significant unobservable inputs utilized. The range of each significant unobservable input as well as the weighted-average within the range utilized at March 31, 2026 and December 31, 2025 are included. Following the tables are descriptions of the valuation techniques and the sensitivity of the techniques to changes in the significant unobservable inputs.
 March 31, 2026
 Level 3
Estimated Fair Value		Valuation
Technique		Unobservable
Input(s)		Quantitative Range of
Unobservable Inputs and
(Weighted-Average)
 (Dollars in millions)
Recurring fair value measurements:
Residential MSR (1)
$954Discounted cash flowWeighted-average CPR (%)
4.3% - 15.3% (7.5%)
OAS (%)
4.7% - 8.0% (5.0%)
Commercial MSR through non-DUS agency programs (1)
$93Discounted cash flowWeighted-average CPR (%)
6.9% - 7.6% (7.6%)
Discount rate (%)
8.0% - 10.0% (8.2%)
_______
(1)See Note 5 for additional disclosures related to assumptions used in the fair value calculation for residential and commercial mortgage servicing rights.

 December 31, 2025
 Level 3
Estimated Fair Value		Valuation
Technique		Unobservable
Input(s)		Quantitative Range of
Unobservable Inputs and
(Weighted-Average)
 (Dollars in millions)
Recurring fair value measurements:
Residential MSR (1)
$970Discounted cash flowWeighted-average CPR (%)
4.2% - 16.9% (7.5%)
OAS (%)
4.7% -8.0% (5.0%)
Commercial MSR through non-DUS agency programs (1)
$93Discounted cash flowWeighted-average CPR (%)
6.5% - 7.6% (7.5%)
Discount rate (%)
8.0% -10.0% (8.2%)
_______
(1)See Note 6 to the consolidated financial statements of the Annual Report on Form 10-K for the year ended December 31, 2025 for additional disclosures related to assumptions used in the fair value calculation for residential and commercial mortgage servicing rights.
FAIR VALUE OPTION
Regions has elected the fair value option for all eligible agency residential first mortgage loans originated with the intent to sell. This election allows for a more effective offset of the changes in fair values of the loans and the derivative instruments used to economically hedge them without the burden of complying with the requirements for hedge accounting. Fair values of residential first mortgage loans held for sale are based on traded market prices of similar assets where available and/or discounted cash flows at market interest rates, adjusted for securitization activities that include servicing values and market conditions, and are recorded in loans held for sale. At March 31, 2026, the aggregate fair value of these loans totaled $328 million compared to aggregate unpaid principal of $325 million. At December 31, 2025, the aggregate fair value of these loans totaled $266 million compared to aggregate unpaid principal of $259 million.
Interest income on residential first mortgage loans held for sale is recognized based on contractual rates and is reflected in interest income on loans held for sale. Net gains and losses resulting from changes in fair value of residential mortgage loans held for sale, which were recorded in mortgage income in the consolidated statements of income during the three months ended March 31, 2026 and 2025, were immaterial. These changes in fair value are mostly offset by economic hedging activities. An immaterial portion of these amounts was attributable to changes in instrument-specific credit risk.
NON-RECURRING FAIR VALUE MEASUREMENTS
Items measured at fair value on a non-recurring basis include loans held for sale for which the fair value option has not been elected, foreclosed property and other real estate and equity investments without a readily determinable fair value; all of which may be considered either Level 2 or Level 3 valuation measurements. Non-recurring fair value adjustments related to loans held for sale, foreclosed property and other real estate are typically a result of the application of lower of cost or fair value
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accounting during the period. Non-recurring fair value adjustments related to equity investments without readily determinable fair values are the result of impairments or price changes from observable transactions. The balances of each of these assets, as well as the related fair value adjustments during the periods, were immaterial at both March 31, 2026 and December 31, 2025.
FINANCIAL INSTRUMENTS NOT RECORDED AT FAIR VALUE
For financial instruments not recorded at fair value, estimates of fair value are based on relevant market data and information about the instruments. The following tables present the carrying amounts and estimated fair values, as well as the level within the fair value hierarchy, of the Company’s financial instruments not recorded at fair value as of March 31, 2026 and December 31, 2025.
 March 31, 2026December 31, 2025
 Carrying
Amount
Estimated
Fair
Value(1)
Level 1Level 2Level 3Carrying
Amount
Estimated
Fair
Value(1)
Level 1Level 2Level 3
 (In millions)(In millions)
Financial assets:
Cash and cash equivalents$11,143 $11,143 $11,143 $— $— $10,907 $10,907 $10,907 $— $— 
Debt securities held to maturity5,434 5,374 — 5,374 — 5,606 5,584 — 5,584 — 
Loans held for sale128 128 — 126 2 221 221 — 221 — 
Loans, net of unearned income and allowance for loan losses(2)(3)
96,399 94,184 — — 94,184 94,081 92,119 — — 92,119 
Other earning assets776 776 — 776 — 757 757 — 757 — 
Financial liabilities:
Deposits with no stated maturity(4)
118,772 118,772 — 118,772 — 117,240 117,240 — 117,240 — 
Time deposits(4)
13,108 13,089 — 13,089 — 13,888 13,874 — 13,874 — 
Short-term borrowings3,200 3,200 — 3,200 — 750 750 — 750 — 
Long-term borrowings3,137 3,242 — 3,241 1 4,134 4,309 — 4,308 1 
Loan commitments and letters of credit154 154 — — 154 164 164 — — 164 
_________
(1)Estimated fair values are consistent with an exit price concept. The assumptions used to estimate the fair values are intended to approximate those that a market participant would use in a hypothetical orderly transaction. In estimating fair value, the Company makes adjustments for estimated changes in interest rates, market liquidity and credit spreads in the periods they are deemed to have occurred.
(2)The estimated fair value of portfolio loans assumes sale of the loans to a third-party financial investor. Accordingly, the value to the Company if the loans were held to maturity is not reflected in the fair value estimate. The fair value discount on the loan portfolio's net carrying amount at March 31, 2026 was $2.2 billion or 2.3 percent. The fair value discount on the loan portfolio's net carrying amount at December 31, 2025 was $2.0 billion or 2.1 percent.
(3)At March 31, 2026, the carrying value and estimated fair value of loans include the sales-type, direct financing and leveraged leases. Prior period amounts were conformed accordingly.
(4)The fair value of non-interest-bearing deposit accounts, interest-bearing checking accounts, savings accounts, and money market accounts is the amount payable on demand at the reporting date (i.e., the carrying amount) as these instruments have an indeterminate maturity date. Fair values for time deposits are estimated by using discounted cash flow analyses, based on market spreads to benchmark rates.
NOTE 11. BUSINESS SEGMENT INFORMATION
Each of Regions’ reportable segments is a strategic business unit that serves specific needs of Regions’ customers based on the products and services provided. The Company has three reportable segments: Corporate Bank, Consumer Bank, and Wealth Management, with the remainder in Other. The segments are based on the manner in which the CODM reviews the Company's performance. The Company's CODM is the CEO, President and Chair of the Board. As a part of the CODM review, pre-tax income is utilized to allocate resources amongst segments. Additional information about the Company's reportable segments is included in Regions' Annual Report on Form 10-K for the year ended December 31, 2025.
The application and development of management reporting methodologies is a dynamic process and is subject to periodic enhancements. As these enhancements are made, financial results presented by each reportable segment may be periodically revised and the prior periods updated to reflect these enhancements. Accordingly, the prior periods may be updated to reflect these enhancements. In the first quarter of 2026, the Company changed its provision for credit losses allocation methodology from expected losses to net charge‑offs. For each business segment, the provision for (benefit from) credit losses represents net charge‑offs, with any portion of the provision that is greater than or less than net charge‑offs reported within the Other segment.
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The following tables present financial information, including non-interest income disaggregated by major product category, for each reportable segment:
Three Months Ended March 31, 2026
Corporate BankConsumer BankWealth
Management		OtherConsolidated
 (In millions)
Net interest income$474 $729 $45 $— $1,248 
Provision for (benefit from) credit losses71 56 — (36)91 
Non-interest income:
Service charges on deposit accounts66 96 1 — 163 
Card and ATM fees11 106 — — 117 
Investment management and trust fee income— — 92 — 92 
Capital markets income84 — — — 84 
Mortgage income— 32 — — 32 
Investment services fee income— — 49 — 49 
Commercial credit fee income30 — — — 30 
Bank-owned life insurance— — — 30 30 
Securities gains (losses), net— — — (3)(3)
Market value adjustments on employee benefit assets
— — — (5)(5)
Other miscellaneous income (loss)39 18 1 (22)36 
Total non-interest income230 252 143 — 625 
Non-interest expense:
Salaries and employee benefits151 203 76 229 659 
Equipment and software expense5 24 1 78 108 
Net occupancy expense7 55 3 7 72 
Other expenses (benefits) (1)
168 325 50 (314)229 
Total non-interest expense
331 607 130 — 1,068 
Income before income taxes302 318 58 36 714 
Income tax expense (benefit)75 79 15 (14)155 
Net income $227 $239 $43 $50 $559 
Average assets$71,203 $36,905 $2,216 $48,963 $159,287 
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 Three Months Ended March 31, 2025
 Corporate BankConsumer BankWealth
Management		OtherConsolidated
 (In millions)
Net interest income$441 $710 $43 $— $1,194 
Provision for credit losses65 59 — — 124 
Non-interest income (loss):
Service charges on deposit accounts64 96 1 — 161 
Card and ATM fees11 106 — — 117 
Investment management and trust fee income— — 86 — 86 
Capital markets income79 — 1 — 80 
Mortgage income— 40 — — 40 
Investment services fee income— — 43 — 43 
Commercial credit fee income27 — — — 27 
Bank-owned life insurance— — — 23 23 
Securities gains (losses), net— — — (25)(25)
Market value adjustments on employee benefit assets
— — — (3)(3)
Other miscellaneous income (loss)42 19 — (20)41 
Total non-interest income (loss)
223 261 131 (25)590 
Non-interest expense:
Salaries and employee benefits145 194 70 216 625 
Equipment and software expense5 25 — 69 99 
Net occupancy expense7 53 3 7 70 
Other expenses (benefits) (1)
153 320 48 (276)245 
Total non-interest expense
310 592 121 16 1,039 
Income (loss) before income taxes289 320 53 (41)621 
Income tax expense (benefit)72 80 13 (34)131 
Net income (loss)$217 $240 $40 $(7)$490 
Average assets$69,289 $37,667 $2,133 $47,787 $156,876 
_____
(1) Other expenses are primarily comprised of outside services, marketing, professional, legal and regulatory expenses, credit and checkcard expenses, and FDIC insurance assessment fees.
NOTE 12. COMMITMENTS, CONTINGENCIES AND GUARANTEES
COMMERCIAL COMMITMENTS
Regions issues off-balance sheet financial instruments in connection with lending activities. The credit risk associated with these instruments is essentially the same as that involved in extending loans to customers and is subject to Regions’ normal credit approval policies and procedures. Regions measures inherent risk associated with these instruments by recording a reserve for unfunded commitments based on an assessment of the likelihood that the guarantee will be funded and the creditworthiness of the customer or counterparty. Collateral is obtained based on management’s assessment of the creditworthiness of the customer. Credit risk is represented in unused commitments to extend credit, standby letters of credit and commercial letters of credit. Refer to Note 23 "Commitments, Contingencies and Guarantees" in the Annual Report on Form 10-K for the year ended December 31, 2025 for more information regarding these instruments.
Credit risk associated with these instruments is represented by the contractual amounts indicated in the following table:
March 31, 2026December 31, 2025
 (In millions)
Unused commitments to extend credit$68,671 $68,237 
Standby letters of credit2,332 2,283 
Commercial letters of credit55 97 
Liabilities associated with standby letters of credit34 34 
Assets associated with standby letters of credit36 36 
Reserve for unfunded credit commitments120130 
LEGAL CONTINGENCIES
Regions and its subsidiaries are routinely subject to actual or threatened legal proceedings, including litigation and regulatory matters, arising in the ordinary course of business. Litigation matters range from individual actions involving a
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single plaintiff to class action lawsuits and can involve claims for substantial or indeterminate alleged damages or for injunctive or other relief. Regulatory investigations and enforcement matters may involve formal or informal proceedings and other inquiries initiated by various governmental agencies, law enforcement authorities, and self-regulatory organizations, and can result in fines, penalties, restitution, changes to Regions’ business practices, and other related costs, including reputational damage. At any given time, these legal proceedings are at varying stages of adjudication, arbitration, or investigation, and may relate to a variety of topics, including common law tort and contract claims, as well as statutory consumer protection-related claims, among others.
Assessment of exposure that could result from legal proceedings is complex because these proceedings often involve inherently unpredictable factors, including, but not limited to, the following: whether the proceeding is in early stages; whether damages or the amount of potential fines, penalties, and restitution are unspecified, unsupported, or uncertain; whether there is a potential for punitive or other pecuniary damages; whether the matter involves legal uncertainties, including novel issues of law; whether the matter involves multiple parties and/or jurisdictions; whether discovery or other investigation has begun or is not complete; whether material facts may be disputed or unsubstantiated; whether meaningful settlement discussions have commenced; and whether the matter involves class allegations. As a result of these complexities, Regions may be unable to develop an estimate or range of loss.
Regions evaluates legal proceedings based on information currently available, including advice of counsel. Regions establishes accruals for those matters when a loss is considered probable and the related amount is reasonably estimable. Additionally, when it is practicable and reasonably possible that it may experience losses in excess of established accruals, Regions estimates possible loss contingencies. Regions currently estimates that the aggregate amount of reasonably possible losses that it may experience, in excess of what has been accrued, is immaterial. While the final outcomes of legal proceedings are inherently unpredictable, management is currently of the opinion that the outcomes of pending and threatened matters, including the litigation matter described below, will not have a material effect on Regions’ business, consolidated financial position, results of operations or cash flows as a whole.
As available information changes, the matters for which Regions is able to estimate, as well as the estimates themselves, will be adjusted accordingly. Regions’ estimates are subject to significant judgment and uncertainties, and the matters underlying the estimates will change from time to time. In the event of unexpected future developments, it is possible that an adverse outcome in any such matter could be material to Regions’ business, consolidated financial position, results of operations, or cash flows as a whole for any particular reporting period of occurrence.
Some of Regions’ exposure with respect to loss contingencies may be offset by applicable insurance coverage. However, in determining the amounts of any accruals or estimates of possible loss contingencies, Regions does not take into account the availability of insurance coverage. To the extent that Regions has an insurance recovery, the proceeds are recorded in the period the recovery is received.
Shareholder Derivative Litigation
On December 22, 2023, a putative shareholder derivative complaint was filed in the Court of Chancery of the State of Delaware, captioned Brewer v. Turner, et al., Case No. 2023-1284-KSJM, allegedly on behalf of Regions as a nominal defendant, against a number of Regions’ current and former directors and officers (the “Derivative Complaint”). The claims in the Derivative Complaint relate to the subject matter of the previously disclosed Consent Order that Regions entered into with the CFPB in September 2022. In September 2025, the court issued an order granting in part, and denying in part, the defendants’ motion to dismiss. The defendants appealed the claims that were not dismissed to the Delaware Supreme Court, which appeal was denied on December 15, 2025. Regions’ Board of Directors has established a Special Litigation Committee (“SLC”) to investigate the claims. Based on the establishment of the SLC, the court granted an order on February 5, 2026 staying the action for 180 days.
GUARANTEES
FANNIE MAE LOSS SHARE GUARANTEE
Regions sells commercial loans to Fannie Mae through the DUS lending program and through other platforms. The DUS program provides liquidity to the multi-family housing market. Regions services loans sold to Fannie Mae and is required to provide a loss share guarantee equal to one-third of the principal balance for the majority of the commercial servicing portfolio. At March 31, 2026 and December 31, 2025, the Company's DUS servicing portfolio totaled approximately $7.9 billion and $7.8 billion, respectively. Regions has additional loans sold to Fannie Mae outside of the DUS program that are also subject to a loss share guarantee and at March 31, 2026 and December 31, 2025, these serviced loans totaled approximately $881 million and $823 million, respectively. Regions' maximum quantifiable contingent liability related to all loans subject to a loss share guarantee was approximately $2.9 billion and $2.7 billion at March 31, 2026 and December 31, 2025, respectively. The Company would be liable for this amount only if all of the loans it services for Fannie Mae, for which the Company retains some risk of loss, were to default and all of the collateral underlying these loans was determined to be without value at the time of settlement. Therefore, the maximum quantifiable contingent liability is not representative of the actual loss the Company would be expected to incur. The estimated fair value of the associated loss share guarantee recorded as a liability on the
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Company's consolidated balance sheets was immaterial at both March 31, 2026 and December 31, 2025. Refer to Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2025 for additional information.
NOTE 13. RECENT ACCOUNTING PRONOUNCEMENTS
The following table provides a brief description of accounting standards adopted in 2026 and those that could have a material impact to Regions’ consolidated financial statements upon adoption in the future.
StandardDescriptionRequired Date of AdoptionEffect on Regions' financial statements or other significant matters
Standards Adopted (or partially adopted) in 2026
ASU 2024-04 Debt with Conversion and Other Options (Subtopic 470-20) Induced Conversions of Convertible Debt InstrumentsThis ASU will standardize the application of induced conversion guidance in 470-20. This update focuses on how to determine whether a settlement of convertible debt at terms that differ from the original conversion terms should be accounted for under the induced conversion or extinguishment guidance.January 1, 2026Regions adopted this guidance as of January 1, 2026 with no material impact.
ASU 2025-05 Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract AssetsThis ASU will provide an optional practical expedient that allows entities to assume that current conditions as of the balance sheet date will not change for the asset's remaining life when developing reasonable and supportable forecasts as a part of estimating expected credit losses for current account receivable and current contract assets that arise from transactions accounted for under Topic 606, Revenue from Contracts with Customers.January 1, 2026Regions adopted this guidance as of January 1, 2026 with no material impact.
ASU 2025-08 Financial Instruments—Credit Losses (Topic 326): Purchased Loans
ASU 2025‑08 expands the use of the gross‑up method to certain acquired non‑PCD loans classified as purchased seasoned loans. The amendment eliminates Day 1 credit loss expense for these loans by requiring recognition of an initial allowance with a corresponding gross‑up of amortized cost. It also clarifies the criteria for identifying purchased seasoned loans, including special treatment for loans acquired in a business combination. Guidance for PCD assets remains unchanged, and the amendments narrow subsequent measurement differences between purchased seasoned loans and PCD assets. The ASU is applied prospectively.
January 1, 2027

Early adoption is permitted.		Regions adopted this guidance as of January 1, 2026 with no material impact.
Standards Not Yet Adopted
ASU 2023-06, Disclosure Improvements: Codification Amendments in Response to the SEC’s Disclosure Update and Simplification InitiativeThis Update incorporates into the Codification 14 of the 27 disclosures referred by the SEC in Release No. 33‐10532, Disclosure Update and Simplification. This Update clarifies and improves the disclosure and presentation requirements of a variety of Topics in the Codification to align with the SEC's regulations.The effective date for each amendment will be the date on which the SEC removes the related disclosure requirements from its regulations, with early adoption prohibited.The adoption of this guidance is not likely to have a material impact. Regions will continue to evaluate through date of adoption.
ASU 2024-03, Income Statement Expense Disaggregation Disclosures (Subtopic 220-40) Disaggregation of Income Statement ExpensesThis ASU will change the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses (for example, employee compensation, depreciation, and amortization) in expense captions.
January 1, 2027
Early adoption is permitted.
Regions will continue to evaluate through date of adoption.
ASU 2025-03 Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest EntityThis ASU will require entities to consider the factors in Business Combinations (ASC 805) to identify the accounting acquirer when a VIE that is a business is legally acquired primarily through the exchange of equity interests.January 1, 2027

Early adoption is permitted.		Regions will continue to evaluate through date of adoption.
ASU 2025-06 Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use SoftwareThis ASU will clarify and modernize the accounting for costs related to internal-use software by removing all references to project stages and clarifying the threshold entities apply to begin capitalizing costs.January 1, 2028

Early adoption is permitted.		Regions will continue to evaluate through date of adoption.
ASU 2025-07 Derivatives and Hedging (Topic 815) and Revenue from Contracts with Customers (Topic 606): Derivatives Scope Refinements and Scope Clarification for Share-Based Noncash Consideration from a Customer in a Revenue ContractThis ASU will refine the scope of the guidance on derivatives in Topic 815 by adding a derivative scope exception for certain contracts with underlyings that are based on the operations or activities of one of the parties to the contract. It will also clarify the applicability of Topic 606 and its interaction Topic 815 and Topic 321, Investments - Equity Securities, in the accounting for share-based noncash consideration (e.g., warrants or shares) received from a customer for the transfer of goods or services.January 1, 2027

Early adoption is permitted.		Regions will continue to evaluate through date of adoption.
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StandardDescriptionRequired Date of AdoptionEffect on Regions' financial statements or other significant matters
ASU 2025-09 Derivatives and Hedging (Topic 815): Hedge Accounting Improvements
This update is for the application of hedge accounting under ASC 815 and allows entities to apply hedge accounting to a broader set of highly effective economic hedges. The amendments expand the types of hedged risks that may be aggregated within groups of forecasted transactions, broaden hedge accounting eligibility for choose‑your‑rate debt, and extend hedge accounting to certain forecasted purchases and sales of nonfinancial assets. The ASU also accommodates reference‑rate‑reform‑related differences between loan and swap markets and removes the net written option test in specific situations. In addition, it eliminates recognition and presentation mismatches arising from certain dual hedge strategies involving foreign‑currency denominated debt.
January 1, 2027

Early adoption is permitted.		Regions will continue to evaluate through date of adoption.
ASU 2025-11 Interim Reporting (Topic 270): Narrow-Scope Improvements
This ASU is designed to improve how and when entities apply existing interim reporting disclosures and select which disclosures to provide in interim reporting periods. The amendments also establish a disclosure principle to provide clarity within interim reporting that requires entities to disclose events and changes occurring after the most recent fiscal year-end that have a material impact on the entity.
January 1, 2028

Early adoption is permitted.
Regions will continue to evaluate through date of adoption.
ASU 2025-12 Codification Improvements
This update contains guidance that reflects certain technical corrections, misapplication of guidance, clarifications, and other minor improvements to GAAP on 33 issues that affect a wide variety of topics.
January 1, 2027

Early adoption is permitted.		The adoption of this guidance is not likely to have a material impact. Regions will continue to evaluate through date of adoption.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
INTRODUCTION
The following discussion and analysis is part of Regions Financial Corporation’s (“Regions” or the “Company”) Quarterly Report on Form 10-Q filed with the SEC and should be read in conjunction with the consolidated financial statements and the related notes that appear in Part I, Item 1 of this report. In addition, this discussion and analysis updates the Annual Report on Form 10-K for the year ended December 31, 2025, which was previously filed with the SEC. This financial information is presented to aid in understanding Regions’ financial position and results of operations and should be read together with the financial information contained in Regions’ Annual Report on Form 10-K. See Note 1 "Basis of Presentation" and Note 13 "Recent Accounting Pronouncements" to those consolidated financial statements for further detail. The emphasis of this discussion will be on the three months ended March 31, 2026 compared to the three months ended March 31, 2025 for the consolidated statements of income. For the consolidated balance sheets, the emphasis of this discussion will be on the balances as of March 31, 2026 compared to December 31, 2025.
This discussion and analysis contains statements that may be considered “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. See pages 6 through 8 for additional information regarding forward-looking statements.
CORPORATE PROFILE
Regions is a financial holding company headquartered in Birmingham, Alabama operating in the South, Midwest and Texas. In addition, Regions operates several offices delivering specialty capabilities in New York, Washington D.C., Chicago, Salt Lake City, and other locations nationwide. Regions provides financial solutions for a wide range of clients including retail and mortgage banking services, commercial banking services and wealth and investment services. Further, Regions and its subsidiaries deliver other specialty capabilities including merger and acquisition advisory services, capital markets solutions, home improvement lending, investment advisory services, equipment financing for commercial clients and small business customers, low income housing tax credit corporate fund syndication and asset management, financing to CRA-qualified customers, investment and insurance products, broker-dealer services to commercial clients, and others.
Regions conducts its banking operations through Regions Bank, an Alabama state-chartered commercial bank that is a member of the Federal Reserve System. At March 31, 2026, Regions operated 1,246 total branch outlets. Regions carries out its strategies and derives its profitability from three reportable business segments: Corporate Bank, Consumer Bank, and Wealth Management, with the remainder in Other. See Note 11 "Business Segment Information" to the consolidated financial statements for more information regarding Regions’ segment reporting structure.
Regions’ business strategy is focused on providing a competitive mix of products and services, delivering quality customer service, and continuing to develop and optimize distribution channels that include a branch distribution network with offices in convenient locations, as well as electronic and mobile banking.
Regions’ profitability, like that of many other financial institutions, is dependent on its ability to generate revenue from net interest income as well as non-interest income sources. Net interest income is primarily the difference between the interest income Regions receives on interest-earning assets, such as loans, leases, investment securities and cash balances held at the Federal Reserve Bank, and the interest expense Regions pays on interest-bearing liabilities, principally deposits and borrowings. Regions’ net interest income is impacted by the size and mix of its balance sheet components and the interest rate spread between interest earned on its assets and interest paid on its liabilities. Non-interest income includes fees from service charges on deposit accounts, card and ATM fees, mortgage servicing and secondary marketing, investment management and trust activities, capital markets and other customer services which Regions provides. Results of operations are also affected by the provision for credit losses and non-interest expenses such as salaries and employee benefits, equipment and software expenses, occupancy, professional, legal and regulatory expenses, FDIC insurance assessments, and other operating expenses, as well as income taxes.
Economic conditions, competition, new legislation and related rules impacting regulation of the financial services industry and the monetary and fiscal policies of the Federal government significantly affect most, if not all, financial institutions, including Regions. Lending and deposit activities and fee income generation are influenced by levels of business spending and investment, consumer income, consumer spending and savings, capital market activities, and competition among financial institutions, as well as customer preferences, interest rate conditions, inflation and prevailing market rates on competing products in Regions’ market areas.
FIRST QUARTER OVERVIEW
Economic Environment in Regions' Banking Markets
Regions utilized its internal March baseline forecast to calculate the ACL as of March 31, 2026. Refer to the "Economic forecast and qualitative adjustments" discussion in the "Allowance" section for further detail.
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First Quarter Results
Regions reported net income available to common shareholders of $539 million or $0.62 per diluted share in the first quarter of 2026 compared to net income available to common shareholders of $465 million or $0.51 per diluted share in the first quarter of 2025.
Net interest income (taxable-equivalent basis) totaled $1.3 billion in the first quarter of 2026, which increased $55 million compared to the first quarter of 2025. The net interest margin (taxable-equivalent basis) was 3.67 percent in the first quarter of 2026, reflecting a 15 basis point increase from the same period in 2025. The increases in net interest income and margin were driven primarily by lower total funding costs which more than offset modest loan yield declines supported by hedges. Additionally, net interest income and margin benefited from fixed-rate asset turnover and securities repositioning executed in prior periods. Refer to the related discussion below Table 17 "Consolidated Average Daily Balances and Yield/Rate Analysis" for further detail.
The provision for credit losses totaled $91 million in the first quarter of 2026 compared to $124 million in the first quarter of 2025. Net charge-offs totaled $130 million, or 0.54 percent of average loans, in the first quarter of 2026, compared to $123 million, or 0.52 percent of average loans, in the first quarter of 2025. This increase reflected charge-offs that were already reserved for related to previously identified portfolios of interest. The allowance as a percent of total loans, net, decreased to 1.68 percent at March 31, 2026, compared to 1.76 percent at December 31, 2025 due to asset quality improvement. Refer to the "Allowance" section for further detail.
Non-interest income was $625 million in the first quarter of 2026 compared to $590 million in the first quarter of 2025 primarily driven by a decline in securities losses associated with repositioning activity between the two periods. Additionally, investment management and trust fee income, capital markets income, bank-owned life insurance, and investment services income increased. See Table 22 "Non-Interest Income" for further details.
Non-interest expense was $1.1 billion in the first quarter of 2026 which increased $29 million compared to the first quarter of 2025. The increase was primarily driven by an increase in salaries and benefits, equipment and software, and professional, legal and regulatory expenses. These increases were partially offset by a decline in Visa class B shares expense and other miscellaneous expenses. See Table 23 "Non-Interest Expense" for further details.
Regions' effective tax rate was 21.6 percent in the first quarter of 2026 compared to 21.1 percent in the first quarter of 2025. See the "Income Taxes" section for further details.
Capital
Regions and Regions Bank are required to comply with regulatory capital requirements established by Federal and State banking agencies, which include quantitative requirements including the CET1 ratio. At March 31, 2026, Regions’ CET1 ratio was estimated to be 10.7 percent. For additional information on Regions' regulatory capital requirements see the "Regulatory Requirements" section.
Regions is subject to supervisory stress testing conducted by the Federal Reserve and its SCB is currently floored at 2.5 percent. See Note 6 "Shareholders' Equity and Accumulated Other Comprehensive Income (Loss)" to the consolidated financial statements for further details.
The Board has authorized the repurchase of up to $3.0 billion of the Company's common stock through the fourth quarter of 2027. See Note 6 "Shareholders' Equity and Accumulated Other Comprehensive Income (Loss)" for more information.
BALANCE SHEET ANALYSIS
The following sections provide expanded discussion of significant changes in certain line items in asset, liability, and shareholders' equity categories.
CASH AND CASH EQUIVALENTS
Cash and cash equivalents increased approximately $236 million from year-end 2025 to March 31, 2026 primarily due to an increase in borrowed funds and, to a lesser degree, an increase in deposits. The increases were partially offset by an increase in loans. See the "Borrowed Funds", "Liquidity","Deposits" and "Loans" sections for more information.
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DEBT SECURITIES
The following table details the carrying values of debt securities, including both held to maturity and available for sale:
Table 1—Debt Securities
March 31, 2026December 31, 2025
 (In millions)
U.S. Treasury securities$2,345 $2,276 
Federal agency securities537 543 
Obligations of states and political subdivisions1 2 
Mortgage-backed securities:
Residential agency22,763 23,624 
Commercial agency6,645 6,198 
Commercial non-agency82 82 
Corporate and other debt securities480 441 
$32,853 $33,166 
Debt securities, which comprise approximately 23 percent of earning assets, are an important tool used to manage interest rate sensitivity and provide a primary source of liquidity for the Company, as much of the portfolio is highly liquid. Additionally, some of the debt securities portfolio is eligible to be used as collateral for funding of various types of borrowings. See the "Liquidity" and "Market Risk-Interest Rate Risk" sections for more information on these arrangements. See also Note 3 "Debt Securities" to the consolidated financial statements for additional information.
As of March 31, 2026, debt securities held to maturity and debt securities available for sale represented 17 percent and 83 percent, respectively, of the total debt securities portfolio.
Debt securities decreased $313 million from December 31, 2025 to March 31, 2026 due to the timing of securities purchases and less favorable market valuation adjustments resulting from changes in interest rates.
The average life of the debt securities portfolio at both March 31, 2026 and December 31, 2025 was estimated to be 5.9 years, with a duration of approximately 3.9 years, inclusive of fair value hedges (see Table 19).
Subsequent to March 31, 2026, the Company executed a debt securities repositioning involving the sale of shorter-duration commercial agency MBS and U.S. Treasuries and replacement with longer-duration commercial and residential agency MBS and U.S. Treasuries with higher market yields. In total the Company sold approximately $900 million of debt securities available for sale and realized approximately $40 million in pre-tax losses.
LOANS HELD FOR SALE
The following table presents Regions’ loans held for sale by type:
Table 2—Loans Held for Sale
March 31, 2026December 31, 2025
(In millions)
Commercial$135 $245 
Residential first mortgage328 266 
Non-performing1 — 
$464 $511 
Commercial loans held for sale include commercial mortgage loans originated for sale to third parties and commercial loans originally recorded as held for investment when management has the intent to sell. Levels of commercial loans held for sale fluctuate based on timing of sale to third parties. The levels of residential first mortgage loans held for sale that are part of the Company's mortgage originations fluctuate depending on the timing of origination and sale to third parties.
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LOANS
GENERAL
Loans, net of unearned income, represented 70 percent of interest-earning assets as of March 31, 2026. The following table presents the distribution of Regions' loan portfolio by segment and class, net of unearned income:
Table 3—Loan Portfolio
March 31, 2026December 31, 2025
 (In millions, net of unearned income)
Commercial and industrial$50,824 $48,790 
Commercial real estate mortgage—owner-occupied5,004 4,845 
Commercial real estate construction—owner-occupied261 263 
Total commercial56,089 53,898 
Commercial investor real estate mortgage7,706 7,172 
Commercial investor real estate construction1,938 1,934 
Total investor real estate9,644 9,106 
Residential first mortgage19,621 19,765 
Home equity lines3,210 3,232 
Home equity loans2,287 2,324 
Consumer credit card1,472 1,519 
Other consumer5,603 5,793 
Total consumer32,193 32,633 
$97,926 $95,637 
PORTFOLIO CHARACTERISTICS
Loans, net of unearned income, increased $2.3 billion from year-end 2025 due to an increase across almost all commercial and investor real estate loan classes as discussed below. These increases were partially offset by a slight decline in consumer loans. Regions manages loan growth with a focus on risk management and risk-adjusted return on capital.
The following sections describe the composition of the portfolio segments and classes disclosed in Table 3, explain changes in balances from year-end 2025 and highlight the related risk characteristics. Regions believes that its loan portfolio is well diversified by product, client, and geography throughout its footprint. However, the loan portfolio may be exposed to certain concentrations of credit risk which exist in relation to individual borrowers or groups of borrowers, certain types of collateral, certain types of industries, and certain loan products. See Note 4 "Loans and the Allowance for Credit Losses" to the consolidated financial statements for additional discussion.
Commercial
Over half of the Company’s total loans are included in the commercial portfolio segment. These balances are spread across numerous industries, as noted in Table 4. The Company manages the related risks to this portfolio by setting certain lending limits for each significant industry. The commercial portfolio segment includes commercial and industrial loans for use in customers' normal business operations to finance working capital needs, equipment purchases, expansion projects and acquisitions. See the "Portfolio Characteristics" section in Regions' Annual Report on Form 10-K for the year ended December 31, 2025 for more information on details surrounding the commercial portfolio segment and underwriting criteria.
Commercial and industrial loans increased $2.0 billion since year-end 2025 and was driven primarily by power and utilities, manufacturing, healthcare and asset-based lending. Approximately half of the growth came from higher line utilization while the remainder was driven by new loans, primarily with existing clients. Throughout the first quarter 2026, the increase in commercial and industrial loans was broad-based as shown in Table 4.
The commercial portfolio also includes owner-occupied commercial real estate mortgage loans to operating businesses, which are loans for long-term financing on real estate assets, and are repaid by cash generated by business operations. Owner-occupied commercial real estate construction loans are made to commercial businesses for the development of land or construction of a building where the repayment is derived from revenues generated from the business of the borrower. These owner-occupied real estate and real estate construction loans generally mature within a 10 year period and with amortization periods reflecting the longer life of the underlying collateral. Typical structure is an amortizing term loan, though construction loans are short-term, monitored, non-revolving draw facilities. These loans frequently have a covenant package combination consistent with the underwriting of commercial loans, inclusive of applicable debt service coverage, leverage, and liquidity measurements.
Underwriting for owner-occupied real estate and real estate construction loans is consistent with the underwriting of commercial loans, with particular attention to the enhancement provided by the underlying real estate collateral.
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Real estate appraisals, for both commercial and IRE loans, are performed in accordance with regulatory guidelines. In some cases, reports from automated valuation services are used or internal evaluations are performed. An appraisal is ordered and reviewed prior to loan closing, and a new appraisal or evaluation is generally ordered when market conditions indicate a potential decline in the value of the collateral, or when the loan is either modified, renewed, or deteriorates to a certain level of credit weaknesses.
Investor Real Estate
Loans for real estate development are repaid through cash flows related to the operation, sale or refinance of the property. This portfolio segment includes extensions of credit to real estate developers or investors where repayment is dependent on the sale of real estate or income generated from the real estate collateral. A portion of Regions’ IRE portfolio segment consists of loans secured by residential product types (land, single-family and condominium loans) within Regions’ markets. Additionally, this category includes loans made to finance income-producing properties such as apartment buildings, office and industrial buildings, and retail shopping centers. Total IRE loans increased $538 million in comparison to year-end 2025 balances due to increases in fundings to previously approved projects and new term loans for apartments and data centers. See the "Investor Real Estate" section in Regions' Annual Report on Form 10-K for the year ended December 31, 2025 for more information on details surrounding the investor real estate portfolio segment and underwriting criteria.


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The following tables provide detail of Regions' commercial and IRE lending balances in selected industries.
Table 4—Commercial and Investor Real Estate Industry Exposure
March 31, 2026
December 31, 2025 (3)
LoansUnfunded CommitmentsTotal Exposure
Percent of Balance
LoansUnfunded CommitmentsTotal Exposure
Percent of Balance
(In millions)(In millions)
Commercial:
Administrative, support, waste and repair$1,173 $772 $1,945 1.8 %$1,150 $790 $1,940 1.8 %
Agriculture178 131 309 0.4 %190 119 3090.4 %
Educational services3,041 737 3,778 3.5 %3,055 649 3,7043.5 %
Energy 1,676 4,074 5,750 5.3 %1,389 4,129 5,5185.2 %
Financial services 8,969 10,292 19,261 17.9 %8,499 9,811 18,31017.3 %
Government and public sector3,499 465 3,964 3.7 %3,427 500 3,9273.7 %
Healthcare3,659 2,781 6,440 6.0 %3,077 2,664 5,7415.4 %
Information1,761 1,199 2,960 2.7 %1,857 1,275 3,1323.0 %
Manufacturing 5,076 4,983 10,059 9.3 %4,897 5,328 10,2259.7 %
Professional, scientific and technical services 1,860 1,614 3,474 3.2 %1,730 1,742 3,4723.3 %
Real estate (1)
9,094 9,385 18,479 17.2 %8,883 9,393 18,27617.3 %
Religious, leisure, personal and non-profit services1,802 1,029 2,831 2.6 %1,703 1,068 2,7712.6 %
Restaurant, accommodation and lodging1,235 315 1,550 1.4 %1,235 351 1,5861.5 %
Retail trade2,254 2,123 4,377 4.1 %2,237 2,216 4,4534.2 %
Transportation and warehousing3,459 2,078 5,537 5.1 %3,497 1,813 5,3105.0 %
Utilities2,388 3,728 6,116 5.7 %2,290 3,800 6,0905.8 %
Wholesale goods4,618 3,497 8,115 7.5 %4,529 3,551 8,0807.6 %
Other (2)
347 2,457 2,804 2.6 %253 2,608 2,8612.7 %
Total commercial$56,089 $51,660 $107,749 100.0 %$53,898 $51,807 $105,705 100.0 %
Investor real estate:
Hotel$143 $3 $146 1.1 %$151 $8 $159 1.3 %
Industrial857 234 1,091 8.4 %910 183 1,0938.9 %
Land120 21 141 1.1 %114 13 1271.0 %
Multi-family4,393 1,444 5,837 44.8 %4,103 1,435 5,53845.3 %
Office1,046 29 1,075 8.2 %1,008 29 1,0378.5 %
Retail338 58 396 3.0 %289 66 3552.9 %
Single-family/condo658 481 1,139 8.7 %617 506 1,1239.2 %
Data center453 352 805 6.2 %421 312 7336.0 %
Self storage
3 — 3 — %41 3 440.4 %
Medical office building325 165 490 3.8 %183 142 3252.7 %
Other (2)
1,308 609 1,917 14.7 %1,269 413 1,68213.8 %
Total investor real estate$9,644 $3,396 $13,040 100.0 %$9,106 $3,110 $12,216 100.0 %
_______
(1)"Real estate" includes REITs, which are unsecured commercial and industrial products that are real estate related. This portfolio is well diversified, generally has low leverage with strong access to liquidity, and the REITs included in this portfolio are primarily investment or near investment grade.
(2)"Other" contains balances related to non-classifiable and invalid business industry codes offset by payments in process and fee accounts that are not available at the loan level.
(3)As customers' businesses evolve (e.g. up or down the vertical manufacturing chain), Regions may need to change the assigned business industry code used to define the customer relationship. When these changes occur, Regions does not recast the customer history for prior periods into the new classification because the business industry code used in the prior period was deemed appropriate. As a result, year over year changes may be impacted.
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The Company's total non-owner-occupied commercial real estate lending consists of both unsecured commercial and industrial loans that are real estate related (including REITs) and investor real estate loans and are considered to be well diversified across property types. The following tables provide detail of these loans:
Table 5— Unsecured Commercial Real Estate and Investor Real Estate Exposure
March 31, 2026December 31, 2025
Loan Balance
Percent of Total (1)
Loan Balance
Percent of Total (1)
(In millions)
Residential homebuilders$1,222 7.4 %$1,066 6.8 %
Apartments 4,961 30.1 %4,682 29.7 %
Industrial1,747 10.6 %2,347 14.9 %
Data center577 3.5 %502 3.2 %
Diversified2,158 13.1 %1,831 11.6 %
Business offices 907 5.5 %1,020 6.4 %
Residential land76 0.5 %70 0.4 %
Retail1,297 7.9 %1,188 7.5 %
Healthcare 1,240 7.5 %1,086 6.9 %
Hotel743 4.5 %737 4.7 %
Commercial land44 0.3 %44 0.3 %
Self Storage
261 1.6 %310 2.0 %
Medical office building526 3.2 %207 1.3 %
Other
706 4.3 %679 4.3 %
Total (2)
$16,465 100.0 %$15,769 100.0 %
_______
(1)Amounts calculated based on whole dollar values.
(2)Owner-occupied commercial real estate is not included as the principal source of repayment is individual businesses, which more closely aligns with the commercial portfolio credit performance.
Portfolios that are experiencing higher risk due to conditions such as inflationary pressures, higher interest rates, and adverse underlying market fundamentals (identified as portfolios of interest) include business offices and trucking (included within transportation and warehousing) at March 31, 2026 within Table 4 above.
While business offices portfolio remains a portfolio of interest, credit quality is improving. The office portfolio totaled $907 million and represented 0.9 percent of total loans at March 31, 2026, declining from $1.0 billion and 1.1 percent of loans at December 31, 2025. The office portfolio included non-performing loans of $98 million and had associated charge-offs of $1 million in the three months ended March 31, 2026. Approximately 97 percent of the office portfolio was secured, with approximately 61 percent of secured balances located in the South region of the U.S, of which 87 percent were Class A properties. Approximately 56 percent of the office portfolio will mature in the next 12 months. Additionally, the IRE office portfolio had a weighted-average LTV of approximately 64 percent at March 31, 2026, based upon appraisal at origination or most recent received, and a stressed weighted-average LTV of approximately 88 percent as of April 7, 2026, based upon GreenStreet's Commercial Property Price Index. While the office portfolio remains stressed, well-located, highly amenitized properties are observing improvements to property fundamentals. No new loan originations are being contemplated in this portfolio.
The trucking portfolio remains a portfolio of interest as trucking companies have been working through one of the most prolonged downturns in the U.S. domestic freight market. While 2026 began with positive indicators including stable freight volumes and a constructive pricing environment, the conflict in the Middle East has created uncertainty related to operating costs, supply chain disruptions, and supply and demand dynamics. The trucking portfolio totaled $1.1 billion and represented 1.2 percent of total loans at March 31, 2026, declining from $1.2 billion and 1.3 percent of loans at December 31, 2025. The trucking portfolio included non-performing loans of $51 million and had associated charge-offs of $22 million in the three months ended March 31, 2026. New originations in the sector have been curtailed and those that occur are either secured or targeted towards larger companies.
Residential First Mortgage
Residential first mortgage loans represent loans to consumers to finance a residence. These loans are typically financed over a 15 to 30 year term and, in most cases, are extended to borrowers to finance their primary residence. Total residential first mortgage loans decreased $144 million in comparison to year-end 2025 balances as payoffs and paydowns outpaced production.
Home Equity Lines
Home equity lines are secured by a first or second mortgage on the borrower's residence and allow customers to borrow against the equity in their homes. Substantially all of this portfolio was originated through Regions' branch network.
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Since December 2016, home equity lines of credit are originated with a 10-year draw period and a 20-year repayment term. During the 10-year draw period customers do not have an interest-only payment option, except on a very limited basis. From May 2009 to December 2016, home equity lines of credit had a 10-year draw period and a 10-year repayment term. Prior to May 2009, the predominant structure was a 20-year draw period with a balloon payment upon maturity, which means there are no principal payments required until the balloon payment is due for interest-only lines of credit.
The following table presents information regarding the future principal payment reset dates for the Company's home equity lines of credit as of March 31, 2026. The balances presented are based on maturity date for lines with a balloon payment and draw period expiration date for lines that convert to a repayment period.
Table 6—Home Equity Lines of Credit - Future Principal Payment Resets
First Lien% of TotalSecond Lien% of TotalTotal
(Dollars in millions)
2026$66 2.06 %$71 2.20 %$137 
2027212 6.59 %180 5.61 %392 
2028211 6.58 %138 4.28 %349 
202993 2.89 %62 1.95 %155 
203093 2.87 %69 2.16 %162 
2031-2035605 18.85 %1,197 37.29 %1,802 
2036-204047 1.47 %56 1.75 %103 
Thereafter
9 0.29 %7 0.22 %16 
Revolving Loans Converted to Amortizing53 1.67 %41 1.27 %94 
Total$1,389 43.27 %$1,821 56.73 %$3,210 
Home Equity Loans
Home equity loans are also secured by a first or second mortgage on the borrower's residence, are primarily originated as amortizing loans, and allow customers to borrow against the equity in their homes. Substantially all of this portfolio was originated through Regions’ branch network.
Consumer Credit Quality Data
The Company calculates an estimate of the current value of property secured as collateral for both residential first mortgage and home equity lending products (“current LTV”). The estimate is based on home price indices compiled by a third party that is updated typically every three months. The third party data indicates trends for MSAs. Regions uses the third party valuation trends from the MSAs in the Company's footprint in its estimate. The trend data is applied to the loan portfolios taking into account the age of the most recent valuation and geographic area.
The following table presents current LTV data for components of the residential first mortgage, home equity lines and home equity loans classes of the consumer portfolio segment. Current LTV data for some loans in the portfolio is not available due to mergers and systems integrations. The amounts in the table represent the entire loan balance. For purposes of the table below, if the loan balance exceeds the current estimated collateral the entire balance is included in the “Above 100%” category, regardless of the amount of collateral available to partially offset the shortfall.
Table 7—Estimated Current Loan to Value Ranges
 March 31, 2026December 31, 2025
Residential
First Mortgage		Home Equity Lines of CreditHome Equity LoansResidential
First Mortgage		Home Equity Lines of CreditHome Equity Loans
 1st Lien2nd Lien1st Lien2nd Lien1st Lien2nd Lien1st Lien2nd Lien
 (In millions)(In millions)
Estimated current LTV:
Above 100%$123 $4 $— $1 $— $114 $2 $1 $— $1 $1 
Above 80% - 100%1,989 2 15 12 20 1,985 3 2 11 1017
80% and below17,165 1,373 1,794 1,693 559 17,327 3 1,396 1,799 1,739 555
Data not available344 10 12 2 — 339 3 11 12 1— 
$19,621 $1,389 $1,821 $1,708 $579 $19,765 $1,410 $1,822 $1,751 $573 
Consumer Credit Card
Consumer credit card lending represents primarily open-ended variable interest rate consumer credit card loans.
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Other Consumer
Other consumer loans primarily include indirect and direct consumer loans, overdrafts and other revolving loans. Other consumer loans decreased $190 million from year-end 2025 driven by a decline in consumer home improvement lending due to seasonality.
Regions considers factors such as periodic updates of FICO scores, accrual status, DPD status, unemployment rates, home prices, and geography as credit quality indicators for the consumer loan portfolio. FICO scores are obtained at origination and refreshed FICO scores are obtained by the Company quarterly for most consumer loans. For more information on credit quality indicators refer to Note 4 "Loans and the Allowance for Credit Losses".
ALLOWANCE
The allowance represents management's best estimate of expected losses over the life of the loan and credit commitment portfolios and consists of two components: the allowance for loan losses and the reserve for unfunded credit commitments. Unfunded credit commitments includes items such as letters of credit, financial guarantees and binding unfunded loan commitments. The allowance totaled $1.6 billion at March 31, 2026 and $1.7 billion at December 31, 2025.
Regions' allowance estimation process utilizes loss forecasting models for pooled loans, specific reserves for significant individually evaluated non-performing loans, and qualitative adjustments for items not captured by the models including specific adjustments and general imprecision. Key inputs to Regions' loss forecasting models include, but are not limited to, loan risk ratings (commercial and investor real estate loans), maturity date, days past due and FICO scores (consumer loans), collateral values securing loans, and Regions' internally prepared baseline economic forecast. Changes in any of these factors, assumptions, or the availability of new information, could require the allowance to be adjusted in future periods, perhaps materially. Outputs from the loss forecasting models, in combination with Regions' qualitative framework and other analyses, inform management in its estimation of Regions' expected credit losses to ensure the overall allowance estimate is appropriate from both a bottom-up and top-down perspective. Current prevailing economic uncertainty and the potential for further disruption could influence future levels of the allowance. Actual losses could vary, perhaps materially, from management’s estimates. See Note 1 "Summary of Significant Accounting Policies" in the Annual Report on Form 10-K for the year ended December 31, 2025 for more information.
Management reviews the allowance on a quarterly basis using updated information, including changes to economic conditions, the loan portfolio and credit information. The following table provides an analysis of the changes in the allowance for the three months ended March 31, 2026:
Table 8—Allowance Analysis
Three Months Ended March 31, 2026
(In millions)
Balance at beginning of period
$1,686 
Economic/ Qualitative changes
17 
Specific reserve changes
(25)
Portfolio changes
(31)
Balance at end of period
$1,647 
Economic forecast and qualitative adjustments
Regions' internally-developed March baseline forecast anticipates steadier real GDP, with growth of 2.5 percent for 2026 supported by tax legislation enacted in 2025 expected to boost after-tax personal income and improve cash flows for businesses. Inflation as measured by CPI is expected to remain above the FOMC's 2.0 percent target rate into 2027. The Federal funds rate is approaching what many consider to be a "neutral" rate, which limits the room for rate cuts in 2026. Significant softening in labor market conditions would support further rate cuts, but persistent inflation pressures could preclude further cuts. Labor supply growth is expected to remain weak and unemployment is expected to average 4.4 percent in 2026. Regions' March 2026 baseline forecast remained stable compared to the December 2025 baseline forecast, which resulted in minimal impact to the allowance. However, events in the Middle East and the related impact on energy prices cast uncertainty on the March 2026 forecast, which is captured in the general imprecision component discussed below.
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Table 9 below reflects a range of macroeconomic factors utilized in the baseline economic forecast over the two-year R&S forecast period as of March 31, 2026. The unemployment rate is the most significant macroeconomic factor among the allowance models and was expected to remain relatively consistent over the forecast period.
Table 9—Macroeconomic Factors in the Forecast
Pre-R&S PeriodBaseline R&S Forecast
March 31, 2026
1Q20262Q20263Q20264Q20261Q20272Q20273Q20274Q20271Q2028
Unemployment rate4.4 %4.4 %4.4 %4.3 %4.3 %4.2 %4.2 %4.1 %4.1 %
Real GDP, annualized % change2.8 %1.9 %2.1 %2.6 %2.3 %2.1 %2.1 %2.0 %2.1 %
HPI, year-over-year % change0.5 %— %(0.1)%(0.1)%0.6 %1.6 %2.1 %2.3 %2.3 %
CPI, year-over-year % change2.8 %4.0 %3.4 %3.2 %2.8 %1.8 %2.1 %2.2 %2.2 %
While it is the intent of Regions' quantitative allowance methodologies to reflect all risk factors, including incremental risk in portfolios identified as under stress, any estimate involves assumptions and uncertainties resulting in some level of imprecision. Regions' qualitative framework has a general imprecision component which is meant to acknowledge that model and forecast errors are inherent in any modeling estimate. At March 31, 2026, the general imprecision component increased compared to December 31, 2025 driven by crude oil price volatility and the unknown duration of the conflict in the Middle East.
The qualitative framework also has specific adjustment components which are reserves meant to capture specific issues or events that management believes are not adequately captured in the model outcomes. Specific qualitative adjustments at March 31, 2026 were relatively stable compared to December 31, 2025.
Portfolio, credit metrics, and specific reserves
In the three months ended March 31, 2026, overall asset quality continued to improve. The ratio of net charge-offs to average loans decreased 5 basis points for the three months ended March 31, 2026 compared to the three months ended December 31, 2025 with the majority of business services charge-offs related to previously identified portfolios of interest for which specific reserves had already been established. While commercial and investor real estate criticized balances increased approximately $42 million from December 31, 2025 to March 31, 2026, the percentage as a total of business loans declined 16 basis points. See Table 10 for more details on business criticized loans and net charge-offs. Non-performing loans, excluding held for sale, decreased approximately $6 million from December 31, 2025 to March 31, 2026. See Table 12 for more details regarding non-performing assets. The combination of credit quality improvements and specific reserve releases due to charge-offs resulted in a decrease in the allowance at March 31, 2026 compared to December 31, 2025.
Overall allowance
Based upon the factors discussed above, the March 31, 2026 allowance decreased $39 million compared to December 31, 2025. The allowance reduction resulted from overall credit quality improvement in the portfolio and meaningful progress in resolving loans within previously identified portfolios of interest, partially offset by an allowance increase for qualitative adjustments due to economic uncertainty.
Details regarding the allowance and net charge-offs activity are summarized as follows:
Table 10—Allowance Roll-forward
Three Months Ended
March 31, 2026December 31, 2025March 31, 2025
 (Dollars in millions)
Beginning allowance for loan losses $1,556 $1,581 $1,613 
Loans charged-off:
Commercial and industrial88 92 57 
Commercial real estate mortgage—owner-occupied— 1 2 
Commercial investor real estate mortgage— 4 22 
Home equity lines1 — — 
Home equity loans— 1 — 
Consumer credit card18 17 17 
Other consumer44 52 47 
151 167 145 
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Three Months Ended
March 31, 2026December 31, 2025March 31, 2025
Recoveries of loans previously charged-off:
Commercial and industrial9 11 11 
Commercial real estate mortgage—owner-occupied— — — 
Commercial real estate construction—owner-occupied— — 1 
Commercial investor real estate mortgage— 1 — 
Residential first mortgage— 1 — 
Home equity lines1 1 — 
Home equity loans— 1 — 
Consumer credit card3 2 3 
Other consumer8 8 7 
21 25 22 
Net charge-offs (recoveries):
Commercial and industrial79 81 46 
Commercial real estate mortgage—owner-occupied— 1 2 
Commercial real estate construction—owner-occupied— — (1)
Commercial investor real estate mortgage— 3 22 
Residential first mortgage— (1)— 
Home equity lines— (1)— 
Consumer credit card15 15 14 
Other consumer36 44 40 
130 142 123 
Provision for loan losses101 117 123 
Ending allowance for loan losses 1,527 1,556 1,613 
Beginning reserve for unfunded credit commitments130 132 116 
Provision for (benefit from) unfunded credit losses(10)(2)1 
Ending reserve for unfunded credit commitments 120 130 117 
Allowance for credit losses at period end$1,647 $1,686 $1,730 
Loans, net of unearned income, outstanding at end of period$97,926 $95,637 $95,733 
Average loans, net of unearned income, outstanding for the period$96,423 $95,651 $96,122 
Net loan charge-offs (recoveries) as a % of average loans, annualized (1):
Commercial and industrial0.65 %0.66 %0.38 %
Commercial real estate mortgage—owner-occupied(0.03)%0.02 %0.14 %
Commercial real estate construction—owner-occupied(0.05)%(0.07)%(0.84)%
Total commercial0.58 %0.60 %0.35 %
Commercial investor real estate mortgage0.02 %0.15 %1.38 %
Total investor real estate0.02 %0.12 %1.02 %
Home equity lines(0.01)%(0.10)%(0.04)%
Home equity loans(0.02)%— %(0.01)%
Consumer credit card4.17 %4.08 %4.18 %
Other consumer2.51 %2.97 %2.68 %
Total consumer0.63 %0.70 %0.66 %
Total0.54 %0.59 %0.52 %
Criticized loans—business (2)
$3,384 $3,342 $4,918 
Ratios (1):
Allowance for credit losses at end of period to loans, net of unearned income 1.68 %1.76 %1.81 %
Allowance for credit losses at end of period to non-performing loans, excluding loans held for sale238 %242 %205 %
Business criticized loans to total business loans (2)
5.15 %5.31 %7.82 %
_______
(1)Amounts have been calculated using whole dollar values.
(2)Business represents the combined total of commercial and investor real estate loans.
Net charge-offs increased $7 million for the three months ended March 31, 2026 compared to the same period in 2025. Economic and qualitative trends such as interest rates, unemployment, volatility in commodity prices, collateral valuations and inflationary pressure will impact the future levels of net charge-offs and may result in volatility of certain credit metrics for 2026 and beyond.
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The following table summarizes the allocation of the allowance by portfolio segment and class:
Table 11—Allowance Allocation
 March 31, 2026December 31, 2025
 Loan BalanceAllowance Allocation
Allowance to Loans %(1)
Loan BalanceAllowance Allocation
Allowance to Loans %(1)
 (Dollars in millions)(Dollars in millions)
Commercial and industrial$50,824 $755 1.48 %$48,790 $743 1.52 %
Commercial real estate mortgage—owner-occupied5,004 107 2.15 %4,845 101 2.09 %
Commercial real estate construction—owner-occupied261 6 2.32 %263 6 2.29 %
Total commercial56,089 868 1.55 %53,898 850 1.58 %
Commercial investor real estate mortgage7,706 96 1.24 %7,172 107 1.49 %
Commercial investor real estate construction1,938 26 1.36 %1,934 28 1.44 %
Total investor real estate9,644 122 1.27 %9,106 135 1.48 %
Residential first mortgage19,621 115 0.59 %19,765 112 0.57 %
Home equity lines3,210 101 3.16 %3,232 100 3.09 %
Home equity loans2,287 29 1.28 %2,324 30 1.27 %
Consumer credit card1,472 126 8.55 %1,519 129 8.50 %
Other consumer5,603 286 5.09 %5,793 330 5.70 %
Total consumer32,193 657 2.04 %32,633 701 2.15 %
Total$97,926 $1,647 1.68 %$95,637 $1,686 1.76 %
_____
(1)Amounts have been calculated using whole dollar values.
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NON-PERFORMING ASSETS
The following table presents non-performing assets as of March 31, 2026 and December 31, 2025 :
Table 12—Non-Performing Assets
March 31, 2026December 31, 2025
 (Dollars in millions)
Non-performing loans:
Commercial and industrial$471 $474 
Commercial real estate mortgage—owner-occupied53 45 
Commercial real estate construction—owner-occupied2 2 
Total commercial526 521 
Commercial investor real estate mortgage103 121 
Total investor real estate103 121 
Residential first mortgage30 25 
Home equity lines25 24 
Home equity loans8 7 
Total consumer63 56 
Total non-performing loans, excluding loans held for sale692 698 
Non-performing loans held for sale1 — 
Total non-performing loans(1)
693 698 
Foreclosed properties20 17 
Total non-performing assets(1)
$713 $715 
Accruing loans 90+ days past due:
Commercial and industrial$5 $6 
Commercial real estate mortgage—owner-occupied1 — 
Total commercial6 6 
Residential first mortgage(2)
100 105 
Home equity lines14 15 
Home equity loans8 8 
Consumer credit card22 22 
Other consumer20 24 
Total consumer164 174 
Total accruing loans 90+ days past due$170 $180 
Non-performing loans(1) to loans and non-performing loans held for sale
0.71 %0.73 %
Non-performing loans, excluding loans held for sale(1) to loans
0.71 %0.73 %
Non-performing assets(1) to loans, foreclosed properties and non-performing loans held for sale
0.73 %0.75 %
_________
(1)Excludes accruing loans 90+ days past due.
(2)Excludes residential first mortgage loans that are 100% guaranteed by the FHA and all guaranteed loans sold to Ginnie Mae where Regions has the right but not the obligation to repurchase; however, includes Ginnie Mae repurchased loans with partial guarantees. Total 90+ days or more past due guaranteed loans excluded were $94 million at March 31, 2026 and $79 million at December 31, 2025.
Non-performing loans (excluding loans held for sale) at March 31, 2026 decreased $6 million as compared to year-end 2025. The same economic trends that impact net charge-offs, as discussed above, will impact the future level of non-performing loans. Circumstances related to individually large credits could also result in volatility.
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The following table provide an analysis of non-accrual loans (excluding loans held for sale) by portfolio segment:
Table 13— Analysis of Non-Accrual Loans
Non-Accrual Loans, Excluding Loans Held for Sale for the Three Months Ended
 March 31, 2026
March 31, 2025
 CommercialInvestor
Real Estate
Consumer(1)
TotalCommercialInvestor
Real Estate
Consumer(1)
Total
 (In millions)(In millions)
Balance at beginning of year$521 $121 $56 $698 $450 $423 $55 $928 
Additions159 8 — 167 119 16 — 135 
Net payments/other activity(58)(26)8 (76)(42)(53)2 (93)
Return to accrual(3)— — (3)(4)— — (4)
Charge-offs on non-accrual loans(2)
(86)— — (86)(55)(22)— (77)
Transfers to held for sale(3)
(1)— (1)(2)(9)(17)— (26)
Net loan sales(6)— — (6)— (20)— (20)
Balance at end of year$526 $103 $63 $692 $459 $327 $57 $843 
________
(1)All net activity within the consumer portfolio segment other than sales and transfers to held for sale (including related charge-offs) is included as a single net number within the net payments/other activity line.
(2)Includes charge-offs on loans on non-accrual status and charge-offs taken upon sale and transfer of non-accrual loans to held for sale.
(3)Transfers to held for sale are shown net of charge-offs recorded upon transfer.
GOODWILL
Goodwill totaled $5.7 billion at both March 31, 2026 and December 31, 2025. Refer to Note 1 "Summary of Significant Accounting Policies" and Note 9 "Goodwill and Other Intangible Assets" to the consolidated financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2025 for the methodologies and assumptions used in the goodwill impairment analysis.
DEPOSITS
Regions competes with other banking and financial services companies for a share of the deposit market. Regions’ ability to compete in the deposit market depends heavily on the pricing of its deposits and how effectively the Company meets customers’ needs. Regions employs various means to meet those needs and enhance competitiveness, such as providing a high level of customer service, competitive pricing and convenient branch locations for its customers. Regions also serves customers through providing centralized, high-quality banking services through the Company's digital channels and contact center.
Deposits are Regions’ primary source of funds, providing funding for over 90 percent of average earning assets at both March 31, 2026 and December 31, 2025. The following table summarizes deposits by category and by segment:
Table 14—Deposits by Category and by Segment
March 31, 2026December 31, 2025
 (In millions)
Non-interest-bearing deposits$40,062 $39,530 
Interest-bearing checking25,017 25,677 
Savings12,405 11,914 
Money market—domestic41,288 40,119 
Time deposits13,108 13,888 
$131,880 $131,128 
Consumer Bank segment$81,271 $80,193 
Corporate Bank segment40,574 40,449 
Wealth Management segment7,750 8,344 
Other(1)
2,285 2,142 
$131,880 $131,128 
____
(1) Other deposits represent non-customer balances primarily consisting of wholesale funding (for example, selected deposits and brokered time deposits). Other deposits include brokered deposits totaling $1.5 billion at March 31, 2026 and $1.3 billion at December 31, 2025.
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Total deposits at March 31, 2026 increased approximately $752 million compared to year-end 2025 levels. Growth was driven by a significant increase in money market accounts and, to a lesser degree, savings and non-interest-bearing deposits partially offset by a decline in time deposits and interest-bearing checking. Deliberate product management resulted in a shift from time deposits into money market accounts. Growth in consumer deposits reflects normal seasonal patterns related to tax refunds and payments. The mix of non-interest-bearing deposits at March 31, 2026 was approximately 30 percent of total deposits at March 31, 2026, which remained stable in comparison to December 31, 2025.
See the "Liquidity" and "Market Risk-Interest Rate Risk" sections for further discussion on liquidity and interest rates.
BORROWED FUNDS
Short-Term Borrowings
Short-term borrowings totaled $3.2 billion at March 31, 2026, consisting of federal funds purchased of $1.2 billion and FHLB advances of $2.0 billion. At December 31, 2025, short-term borrowing totaled $750 million comprised entirely of FHLB advances. The levels of these borrowings can fluctuate depending on the Company's funding needs and the sources utilized. See the "Liquidity" section for further discussion and detail of Regions' borrowing capacity with the FHLB.
Table 15—Long-Term Borrowings
March 31, 2026December 31, 2025
(In millions)
Regions Financial Corporation (Parent):
1.80% senior notes due August 2028$648 $648 
5.722% senior notes due June 2030(1)
747 747 
5.502% senior notes due September 2035(2)
995 995 
7.375% subordinated notes due December 2037299 299 
Valuation adjustments on hedged long-term debt(50)(52)
2,639 2,637 
Regions Bank:
FHLB advances— 1,000 
6.45% subordinated notes due June 2037497 497 
Other long-term debt1 — 
498 1,497 
Total consolidated$3,137 $4,134 
____
(1) On June 6, 2029, the Notes will bear floating rate interest equal to Compounded SOFR plus 1.49%.
(2) On September 6, 2034, the Notes will bear floating rate interest equal to Compounded SOFR plus 2.06%.
Long-term borrowings decreased by approximately $1.0 billion from year-end 2025 reflecting the repayment of FHLB advances.
Funding from the FHLB and Federal Reserve Bank is secured by pledged assets, primarily certain loan portfolios which are also subject to blanket lien arrangements with the FHLB and Federal Reserve Bank. As of March 31, 2026, Regions' blanket lien arrangements with these entities covered a total loan balance of approximately $94.5 billion and included loans from various loan portfolios. However, borrowing capacity with the FHLB and Federal Reserve Bank is contingent on a subset of the blanket lien portfolios which are eligible and pledged according to the parameters for each counterparty.
REGULATORY REQUIREMENTS
Regions and Regions Bank are required to comply with regulatory capital requirements established by Federal and State banking agencies. These regulatory capital requirements involve quantitative measures of the Company's assets, liabilities and selected off-balance sheet items, and also qualitative judgments by the regulators. Failure to meet minimum capital requirements can subject the Company to a series of increasingly restrictive regulatory actions. Under the Basel III Rules, Regions is designated as a standardized approach bank. Regions is a "Category IV" institution under the Federal Reserve's Tailoring Rules.
Regions is subject to supervisory stress testing conducted by the Federal Reserve and its SCB is currently floored at 2.5 percent. See Note 6 "Shareholders' Equity and Accumulated Other Comprehensive Income (Loss)" to the consolidated financial statements for further details regarding CCAR results.
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The following table summarizes the applicable holding company and bank regulatory requirements:
Table 16—Regulatory Capital Requirements
March 31, 2026 Ratio(1)
December 31, 2025 RatioMinimum Requirement
Minimum Requirement plus SCB (2)
To Be Well
Capitalized
Common equity Tier 1 capital:
Regions Financial Corporation10.68 %10.89 %4.50 %7.00 %N/A
Regions Bank11.70 11.72 4.50 7.00 6.50 %
Tier 1 capital:
Regions Financial Corporation11.77 %11.99 %6.00 %8.50 %6.00 %
Regions Bank11.70 11.72 6.00 8.50 8.00 
Total capital:
Regions Financial Corporation13.65 %13.89 %8.00 %10.50 %10.00 %
Regions Bank13.35 13.37 8.00 10.50 10.00 
Leverage capital:
Regions Financial Corporation9.61 %9.68 %4.00 %4.00 %N/A
Regions Bank9.58 9.48 4.00 4.00 5.00 
___
(1) The current quarter Basel III CET1 capital, Tier 1 capital, Total capital, and Leverage capital ratios are estimated.
(2) Reflects Regions' SCB of 2.5 percent. SCB does not apply to leverage capital ratios.
In the third quarter of 2023, proposals were issued by the U.S federal banking regulators that, if adopted, would impact the Company related to long-term debt requirements and U.S. implementation of capital requirements under Basel IV rules, more recently referred to as the Basel III Endgame. Following extensive feedback, the regulators issued a new capital requirements proposal on March 19, 2026. The updated proposal continues to include the addition of AOCI in CET1 and a recalibration for risk weights within the standardized calculation. Additionally, the Company now has the option to opt into the expanded risk based approach, which was previously required under the initial proposal. The Company continues to monitor developments around the new proposal and evaluate its potential impact. Additional discussion of the Basel III Rules, their applicability to Regions, recent proposals and final rules issued by the federal banking agencies and recent laws enacted that impact regulatory requirements is included in the "Supervision and Regulation" subsection of the "Business" section in Regions’ Annual Report on Form 10-K for the year ended December 31, 2025.
SHAREHOLDERS' AND TOTAL EQUITY
Shareholders’ equity was $18.8 billion at March 31, 2026 as compared to $19.0 billion at December 31, 2025. During the first three months of 2026, net income increased shareholders' equity by $559 million, dividends on common stock reduced shareholders' equity by $227 million, and dividends on preferred stock reduced shareholders' equity by $20 million. Changes in OCI decreased shareholders' equity by $183 million, primarily due to available for sale securities and derivative instruments as a result of changes in market interest rates during the three months ended March 31, 2026. Common stock repurchased during the first three months of 2026 decreased shareholders' equity by $401 million. These shares were immediately retired upon repurchase and therefore were not included in treasury stock.
Total equity included noncontrolling interest of $65 million and $60 million at March 31, 2026 and December 31, 2025, respectively. The noncontrolling interest represents the unowned portion of a low income housing tax credit fund syndication, an unconsolidated VIE of which Regions held a significant interest at March 31, 2026 and December 31, 2025.
Subsequent to March 31, 2026, the Company purchased 1.4 million shares for approximately $40 million through May 6, 2026. These shares were immediately retired upon repurchase and therefore were not included in treasury stock.
See Note 6 "Shareholders' Equity and Accumulated Other Comprehensive Income (Loss)" section for additional information.
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Table 17 "Consolidated Average Daily Balances and Yield/Rate Analysis" presents a detail of net interest income (on a taxable-equivalent basis), the net interest margin, and the net interest spread.
Table 17—Consolidated Average Daily Balances and Yield/Rate Analysis
 Three Months Ended March 31
 20262025
 Average
Balance		Income/
Expense
Yield/
Rate(1)
Average
Balance		Income/
Expense
Yield/
Rate(1)
 (Dollars in millions; yields on taxable-equivalent basis)
Assets
Earning assets:
Federal funds sold and securities purchased under agreements to resell$— $— — %$1 $— 4.44 %
Debt securities (2)(3)
33,530 298 3.56 32,280 266 3.30 
Loans held for sale579 8 5.48 441 8 7.27 
Loans, net of unearned income (4)(5)
96,423 1,326 5.51 96,122 1,354 5.64 
Interest-bearing deposits in other banks7,415 69 3.79 8,537 94 4.45 
Other earning assets1,481 14 3.72 1,483 15 4.19 
Total earning assets139,428 1,715 4.93 138,864 1,737 5.01 
Unrealized gains/(losses) on securities available for sale, net (2)
(580)(1,716)
Allowance for loan losses(1,552)(1,625)
Cash and due from banks3,275 2,957 
Other non-earning assets18,716 18,396 
$159,287 $156,876 
Liabilities and Shareholders’ Equity
Interest-bearing liabilities:
Savings$12,075 4 0.13 $12,177 4 0.13 
Interest-bearing checking25,245 71 1.15 25,033 89 1.44 
Money market40,366 207 2.08 35,625 204 2.32 
Time deposits13,388 103 3.12 15,799 145 3.73 
Total interest-bearing deposits (6)
91,074 385 1.72 88,634 442 2.02 
Federal funds purchased and securities sold under agreements to repurchase655 7 3.66 39 — 4.39 
Other short-term borrowings1,077 10 3.80 339 4 4.57 
Long-term borrowings3,750 52 5.56 6,001 85 5.65 
Total interest-bearing liabilities96,556 454 1.91 95,013 531 2.27 
Non-interest-bearing deposits(6)
39,160 — — 39,053 — — 
Total funding sources135,716 454 1.35 134,066 531 1.60 
 Net interest spread (2)
3.02 2.75 
Other liabilities4,435 4,652 
Shareholders’ equity19,077 18,127 
Noncontrolling interest 59 31 
$159,287 $156,876 
Net interest income/margin on a taxable-equivalent basis (7)
$1,261 3.67 %$1,206 3.52 %
_______
(1)Amounts have been calculated using whole dollar values and the prevailing interest accrual methodology.
(2)Debt securities are included on an amortized cost basis with yield and net interest margin calculated accordingly.
(3)Interest income on debt securities includes hedging income of $1 million and $2 million for the three months ended March 31, 2026 and 2025, respectively.
(4)Loans, net of unearned income include non-accrual loans for all periods presented.
(5)Interest income on loans, net of unearned income, includes hedging expense of $36 million and $67 million for the three months ended March 31, 2026, and 2025, respectively. Interest income on loans, net of unearned income, also includes net loan fees of $28 million and $29 million for the three months ended March 31, 2026 and 2025, respectively.
(6)Total deposit costs may be calculated by dividing total interest expense on deposits by the sum of interest-bearing deposits and non-interest-bearing deposits and equaled 1.20% and 1.40% for the three months ended March 31, 2026 and 2025, respectively.
(7)The computation of taxable-equivalent net interest income is based on the statutory federal income tax rate of 21%, adjusted for applicable state income taxes net of the related federal tax benefit.

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Net interest income is Regions’ principal source of income and is one of the most important elements of Regions’ ability to meet its overall performance goals. Both net interest income and net interest margin are influenced by both long-term and short-term market interest rates.
Net interest income (taxable-equivalent basis) increased by $55 million and net interest margin increased by 15 basis points to 3.67 percent in three months ended March 31, 2026 compared to the same period in 2025. The increases in net interest income and net interest margin were driven primarily by lower funding costs, which includes deposits and wholesale borrowings. Funding costs declined to 1.35 percent compared to 1.60 percent in three months ended March 31, 2025, driven by deposit cost reductions in a declining rate environment. Deposit balance growth and remixing, as certain time deposits matured and were replaced with lower cost product types, also created a more optimal funding mix. Additionally, while loan yields decreased in the declining rate environment, the decrease was modest, reflecting the rate protection provided by the Company’s hedging program. Also benefiting net interest income and net interest margin was the turnover of fixed-rate loans and securities and multiple, distinct debt securities repositioning transactions in prior periods, which resulted in new loans and securities at higher rates.
MARKET RISK—INTEREST RATE RISK
Regions’ primary market risk is interest rate risk. This includes uncertainty with respect to absolute interest rate levels as well as relative interest rate levels, which are impacted by both the shape and the slope of the various yield curves that affect the financial products and services that the Company offers. As its primary tool to analyze this risk, Regions measures the change in its net interest income in various interest rate scenarios compared to a base case scenario. Net interest income sensitivity to market rate movements is a useful short-term indicator of Regions’ interest rate risk.
In addition to net interest income simulations, Regions also utilizes an EVE analysis as a measurement tool to estimate risk exposure over a longer-term horizon. EVE measures the extent to which the economic value of assets, liabilities and derivative instruments may change in response to fluctuations in interest rates. Importantly, EVE values only the current balance sheet, excluding the growth assumptions used in net interest income sensitivity analyses. Additionally, the results are highly dependent on assumptions for products with embedded prepay optionality and indeterminate maturities. The uncertainty surrounding important assumptions used in EVE analysis may limit its efficacy.
Sensitivity Measurement—Financial simulation models are Regions’ primary tools used to measure interest rate exposure. Using a wide range of sophisticated simulation techniques provides management with extensive information on the potential impact to net interest income caused by changes in interest rates. Models are structured to simulate cash flows and accrual characteristics of Regions’ balance sheet. Assumptions are made about the direction and magnitude of interest rate movements, the slope of the yield curve, and the changing composition of the balance sheet that results from both strategic plans and customer behavior. Among the assumptions are expectations of balance sheet growth and composition, the pricing and maturity characteristics of existing business and the characteristics of future business. Interest rate-related risks are expressly considered, such as pricing spreads, the pricing of deposit accounts, prepayments and other option risks. Regions considers these factors, as well as the degree of certainty or uncertainty surrounding their future behavior.
The primary objective of asset/liability management at Regions is to coordinate balance sheet composition with interest rate risk management to sustain reasonable and stable net interest income throughout various interest rate cycles. In computing interest rate sensitivity, Regions compares a set of alternative interest rate scenarios to the results of a base case scenario derived using “market forward rates.” The set of alternative interest rate scenarios includes instantaneous parallel rate shifts of various magnitudes. In addition to parallel rate shifts, multiple curve steepening and flattening scenarios are contemplated. Regions includes simulations of gradual interest rate movements phased in over a six-month period that may more realistically mimic the speed of potential interest rate changes.
Exposure to Interest Rate Movements—Regions' balance sheet is naturally asset sensitive, with net interest income increasing with higher interest rates, and decreasing with lower interest rates. This is the result of approximately half of the loan portfolio floating contractually with market rate indices, and funding from a large, mostly stable retail deposit portfolio. Importantly, the stability and rate sensitivity of Regions' deposit portfolio has been proven over multiple interest rate cycles. With this natural balance sheet profile, the ability to utilize discretionary asset duration strategies within the investment portfolio and through derivatives is critical in mitigating the Bank’s natural exposure to rates.
As of March 31, 2026, Regions evidenced a mostly balanced, or "neutral" asset/liability position, with asset duration of approximately 2.6 years and liability duration of approximately 2.7 years, using historically-informed approximations. Typically when the debt securities portfolio is recorded on the balance sheet at an unrealized loss, higher deposit values more than offset this loss. The additional value of deposits is realized in the form of lower-cost funding when compared with wholesale sources. While balance sheet analysis, particularly EVE analysis, does contemplate the economic value of deposits, the estimated fair value of deposits is equal to their carrying value for certain financial statement footnote disclosures, consistent with industry practices. See Note 10 "Fair Value Measurements" to the consolidated financial statements for additional information.
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Recently, pay-fixed fair value hedges and debt securities transfers from available for sale to held to maturity classification have been used to reduce AOCI volatility associated with unrealized securities gains and losses. Inclusive of these activities, the total debt securities portfolio duration is 3.9 years, the available for sale securities portfolio duration is 3.5 years, and the held to maturity securities portfolio duration is 5.9 years. As pay-fixed fair value hedges are further utilized to manage AOCI volatility, receive-fixed cash flow hedges may be entered into as an offset to preserve the interest rate sensitivity of Regions' entire balance sheet.
As of March 31, 2026, Regions' net interest income profile was mostly neutral to both gradual and instantaneous parallel yield curve shifts as compared to the base case for the 12-month measurement horizon ending March 2027. The estimated exposure associated with the rising and falling rate scenarios in Table 18 below reflects the combined impacts of movements in short-term and long-term interest rates. An increase or reduction in short-term interest rates (such as the Federal Funds rate, the interest rate on reserve balances, and SOFR) will drive the yield on assets and liabilities contractually tied to such rates higher or lower. In either scenario, it is expected that changes in funding costs and balance sheet hedging income will offset the change in asset yields, resulting in little change to net interest income.
Net interest income remains exposed to intermediate and long-term yield curve tenors, though exposure has been partially reduced by receive-fixed swaps designed to hedge a portion of the company’s 2026 fixed-rate asset turnover. In the current higher interest rate environment, fixed-rate asset turnover represents a tailwind to net interest income growth. Elevated, or increasing intermediate and long-term interest rates (such as intermediate to longer-term U.S. Treasuries, swaps and mortgage rates) will drive yields higher on certain fixed-rate, newly originated or renewed loans, and increase prospective yields on certain investment portfolio purchases. The opposite is true in an environment where intermediate and long-term interest rates fall. Additionally, shifts in the long end of the yield curve will impact securities prepayments and alter the amount of discount accretion and premium amortization in any given period.
The interest rate sensitivity analysis presented below in Table 18 is informed by a variety of assumptions and estimates regarding the progression of the balance sheet in both the baseline scenario as well as the scenarios of instantaneous and gradual shifts in the yield curve. Though there are many assumptions which affect the estimates for net interest income, those pertaining to deposit pricing, deposit mix and overall balance sheet composition are particularly impactful. Given the uncertainties associated with monetary policy on industry liquidity levels and the cost of that liquidity, management evaluates the impacts from these key assumptions through sensitivity analysis. Sensitivity calculations are hypothetical and should not be considered predictive of future results.
The Company’s baseline balance sheet assumptions include management's best estimate for balance sheet changes in the coming 12 months. A reduction in deposit balances of $1 billion when compared to the base case estimate would reduce net interest income by $18 million over 12 months in the parallel, instantaneous +100 basis point scenario in Table 18. Conversely, if an additional $1 billion are added, a positive benefit of $18 million would be expected over 12 months in the parallel, instantaneous +100 basis point scenario in Table 18.
In rising rate scenarios only, management assumes that the mix of deposits will change versus the base case as informed by analyses of prior rate cycles. Currently, however, much of the anticipated mix shift has already occurred or is expected to occur within the baseline scenario, mitigating the amount of additional remixing in higher rate scenarios. The magnitude of the remixing shift is rate dependent and equates to an approximate $1.2 billion shift from non-interest bearing deposits into time deposits over 12 months in the parallel, instantaneous +100 basis point scenario in Table 18. Furthermore, over the 12 month horizon, an increase of $1 billion in deposit remixing would decrease net interest income by approximately $20 million, and a decrease of $1 billion in deposit remixing would increase net interest income by $20 million in the parallel, instantaneous +100 basis point scenario.
The interest-bearing deposit beta is calibrated using the experience from prior rate cycles and is dynamic across both interest rate level and time. The parallel, instantaneous +100 basis point and -100 basis point shock scenarios in Table 18 both incorporate an incremental beta between 35 and 40 percent when compared to the base case scenario. Incremental deposit pricing outperformance or underperformance of 5 percent in a parallel, instantaneous 100 basis point shock would increase or decrease net interest income by approximately $46 million.
The table below summarizes Regions' positioning over the next 12 months in various parallel yield curve shifts (i.e., all yield curve tenors move by the same magnitude). The scenarios are inclusive of all interest rate hedging activities. More information regarding hedges is disclosed in Table 19 and its accompanying description.
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Table 18—Interest Rate Sensitivity
Estimated Annual Change
in Net Interest Income
March 31, 2026(1)(2)
 
(In millions)
Gradual Change in Interest Rates
+ 200 basis points$113 
+ 100 basis points60 
 - 100 basis points(55)
 - 200 basis points
(95)
Instantaneous Change in Interest Rates
+ 200 basis points$35 
+ 100 basis points26 
- 100 basis points(36)
 - 200 basis points
(43)
________
(1)Disclosed interest rate sensitivity levels represent the 12-month forward looking net interest income changes as compared to market forward rate cases and include expected balance sheet growth and remixing.
(2)Active hedges, including forward starting hedges, are included in the sensitivity analysis to the extent that they fall within the measurement horizon.
While not depicted in the table above, interest rate movements may also have an impact on the value of Regions’ securities portfolio, which can directly impact the carrying value of shareholders’ equity.
Derivatives—Regions uses financial derivative instruments for management of interest rate sensitivity and AOCI volatility management. ALCO, which consists of members of Regions’ senior management team, in its oversight role for the management of interest rate sensitivity, approves the use of derivatives in balance sheet hedging strategies. Derivatives are also used to offset the risks associated with customer derivatives, which include interest rate, credit, and foreign exchange risks. The most common derivatives Regions employs are forward rate contracts, forward sale commitments, futures contracts, interest rate swaps, interest rate options (caps, floors and collars), and contracts with a combination of these instruments.
Forward rate contracts are commitments to buy or sell financial instruments at a future date at a specified price or yield. Futures contracts subject Regions to market risk associated with changes in interest rates. Because futures contracts are cash settled daily, there is minimal credit risk associated with futures. Interest rate swaps are contractual agreements typically entered into to exchange fixed for variable (or vice versa) streams of interest payments. The notional principal is not exchanged but is used as a reference for the size of interest settlements. Interest rate options are contracts that allow the buyer to purchase or sell a financial instrument at a predetermined price and time. Forward sale commitments are contractual obligations to sell market instruments at a future date for an already agreed-upon price. Foreign currency contracts involve the exchange of one currency for another on a specified date and at a specified rate. These contracts are executed on behalf of the Company's customers and are used by customers to manage fluctuations in foreign exchange rates. The Company is subject to the credit risk that another party will fail to perform.
Regions has made use of interest rate swaps and options in balance sheet hedging strategies to effectively convert a portion of its fixed-rate funding position to a variable-rate position, to effectively convert a portion of its fixed-rate debt securities available for sale portfolio to a variable-rate position, and to effectively convert a portion of its floating-rate loan portfolios to fixed-rate. Regions also uses derivatives to economically manage interest rate and pricing risk associated with its mortgage origination business. In the period of time that elapses between the origination and sale of mortgage loans, changes in interest rates have the potential to cause a decline in the value of the loans in this held-for-sale portfolio. Futures contracts and forward sale commitments are used to protect the value of the loan pipeline and loans held for sale from changes in interest rates and pricing.









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The following table presents additional information about hedging interest rate derivatives used by Regions to manage interest rate risk:
Table 19—Hedging Derivatives by Interest Rate Risk Management Strategy
March 31, 2026
Notional
Amount		Weighted-Average
Maturity (Years)Receive RatePay Rate
(Dollars in millions)
Derivatives in cash flow hedging relationships:
Receive fixed/pay variable swaps - floating-rate loans(1)(2)(3)
$39,048 3.6 3.3 %3.6 %
   Interest rate options(4)
2,000 2.3 
Derivatives in fair value hedging relationships:
Receive variable/pay fixed swaps - debt securities available for sale(1)(2)(3)
6,102 6.8 3.7 %3.7 %
Receive fixed/pay variable swaps - borrowings(3)
2,400 5.1 2.9 %3.7 %
Total derivatives designated as hedging instruments$49,550 
_________
(1)Floating rates represent the most recent fixing for active derivatives and the first forward fixing for future starting derivatives.
(2)Includes forward starting notional with maturity relative to current quarter-end. For more information on notional by year, see Table 20.
(3)All floating rates are SOFR based and may include SOFR conversion spread.
(4)Interest rate options have an average cap strike of 6.22% and a floor of 1.86%.
In the three months ended March 31, 2026, the Company added $1.3 billion in forward-starting receive-fixed swaps with a receive rate of 3.5 percent, which will become active in the third and fourth quarters of 2026 with 5-year maturities, to partially hedge 2026 expected fixed-rate loan turnover. Additionally, fixed-rate loan turnover hedges of $1.5 billion were terminated, consistent with the timing of the fixed-rate loan production the swaps were intended to hedge.
In the three months ended March 31, 2026, the Company also added $1.0 billion in forward-starting receive-fixed swaps with an average pay rate of 3.6 percent, which become active in the first quarter of 2029 with a 3-year maturity to hedge short-term rates in future periods.
In the three months ended March 31, 2026, the Company also added $880 million in forward-starting pay-fixed swaps with a pay rate of 3.8%, with an average start date in 2030 and an average maturity in 2034 to reduce AOCI volatility in the available for sale securities portfolio. As an offset to the interest rate risk associated with these pay-fixed fair value hedges, the Company added $880 million in receive-fixed interest rate swaps (floating rate loan hedges) with a receive rate of 3.8%, with an average start date in 2030 and an average maturity in 2034.
Finally, in the three months ended March 31, 2026, the Company added $250 million in spot-starting receive-fixed swaps with a receive rate of 3.6% maturing in December 2026 and terminated $250 million pay-fixed swaps maturing in April 2028 to increase short-term rate protection.
The following table presents the average asset hedge notional amounts that are active during each of the remaining quarterly and annual periods.
Table 20—Schedule of Notional for Asset Hedging Derivatives
Average Active Notional Amount (1)
Three Months EndedYear Ended
6/30/20269/30/202612/31/2026202620272028202920302031
2032
2033
2034
2035
(In millions)
Asset Hedging Relationships:
Receive fixed/pay variable swaps$23,943 $24,788 $24,809 $24,089 $24,415 $22,371 $18,456 $17,773 $11,251 $4,493 $1,031 $847 $397 
Receive variable/pay fixed swaps4,245 4,285 4,286 4,298 4,286 4,255 4,333 4,874 4,982 3,447 1,966 1,432 484 
Net receive fixed/pay variable swaps$19,698 $20,503 $20,523 $19,791 $20,129 $18,116 $14,123 $12,899 $6,269 $1,046 $(935)$(585)$(87)
Interest rate options$2,000 $2,000 $2,000 $2,000 $2,000 $999 $1 $— $— $— $— $— $— 
_________
(1)Active hedges, including forward-starting hedges, are included in the sensitivity levels disclosed in Table 18 to the extent that they fall within the measurement horizon.
Regions manages the credit risk of these instruments in much the same way as it manages credit risk of the loan portfolios by establishing credit limits for each counterparty and through collateral agreements for dealer transactions. For non-dealer
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transactions, the need for collateral is evaluated on an individual transaction basis and is primarily dependent on the financial strength of the counterparty. Credit risk is also reduced significantly by entering into legally enforceable master netting agreements. When there is more than one transaction with a counterparty and there is a legally enforceable master netting agreement in place, the exposure represents the net of the gain and loss positions with and collateral received from and/or posted to that counterparty. Most hedging interest rate swap derivatives traded by Regions are subject to mandatory clearing. The counterparty risk for cleared trades effectively moves from the executing broker to the clearinghouse allowing Regions to benefit from the risk mitigation controls in place at the respective clearinghouse. See the “Credit Risk” section in the 2025 Annual Report on Form 10-K for more information on the management of credit risk.
Regions also uses derivatives to meet the needs of its customers. Interest rate swaps, interest rate options and foreign exchange forwards are the most common derivatives sold to customers. Other derivative instruments with similar characteristics are used to hedge market risk and minimize volatility associated with this portfolio. Instruments used to service customers are held in the trading account, with changes in value recorded in the consolidated statements of income.
The primary objective of Regions’ hedging strategies is to mitigate the impact of interest rate changes, from an economic perspective, on net interest income and other financing income and the net present value of its balance sheet. The overall effectiveness of these hedging strategies is subject to market conditions, the quality of Regions’ execution, the accuracy of its valuation assumptions, counterparty credit risk and changes in interest rates.
See Note 9 "Derivative Financial Instruments and Hedging Activities" to the consolidated financial statements for a tabular summary of Regions’ year-end derivatives positions and further discussion.
Regions accounts for residential MSRs at fair market value with any changes to fair value being recorded within mortgage income. Regions also accounts for non-DUS agency commercial MSRs at fair market value with changes to fair value recorded within capital markets income. Regions enters into derivative transactions to economically mitigate the impact of market value fluctuations related to MSRs at fair market value. Derivative instruments entered into in the future could be materially different from the current risk profile of Regions’ current portfolio.
LIQUIDITY
Liquidity is an important factor in the financial condition of Regions and affects Regions’ ability to meet the needs of the Company and its customers. Regions’ goal in liquidity management is to maintain diverse liquidity sources and reserves sufficient to satisfy the cash flow requirements of depositors and borrowers, under normal and stressed conditions. Accordingly, Regions maintains a variety of liquidity sources to fund its obligations, as further described below. See also Note 12 "Commitments, Contingencies and Guarantees" to the consolidated financial statements for additional discussion of the Company’s funding requirements. Furthermore, Regions performs specific procedures, including scenario analyses and stress testing to evaluate and maintain appropriate levels of available liquidity in alignment with liquidity risk.
Regions' operation of its business provides a generally balanced liquidity base which is comprised of customer assets, consisting principally of loans, and funding provided by customer deposits and borrowed funds. Maturities in the loan portfolio provide a steady flow of funds, and are supplemented by Regions' deposit base.
Cash reserves, liquid assets and secured borrowing capabilities aid in the management of liquidity in normal and stressed conditions, and/or meeting the need of contingent events such as obligations related to potential litigation. As part of its normal management practice, Regions maintains collateral and operational readiness to utilize secured funding sources such as the FHLB and the Federal Reserve Bank on a same-day basis (subject to any practical constraints affecting these market participants). While the securities portfolio is a primary source of liquidity, the secured borrowing capabilities, in addition to cash reserves on hand, assist in alleviating the Company's need to sell securities for funding purposes. Liquidity needs can also be met by borrowing funds in national money markets, though Regions does maintain limits on short-term unsecured funding due to the volatility that can affect such markets.
The following table summarizes the Company's available sources of liquidity as of March 31, 2026:
Table 21—Liquidity Sources
Availability as of March 31, 2026
(Dollars in billions)
Cash at the Federal Reserve Bank(1)
$7.5 
Unencumbered investment securities(2)
25.6
FHLB borrowing availability10.7
Federal Reserve Bank borrowing availability through the discount window24.0
Total liquidity sources$67.8 
____
(1) Includes small in transit items that may not yet be reflected in the Federal Reserve Bank master account closing balance.
(2) Unencumbered investment securities comprise securities that are eligible as collateral for secured transactions through market channels or are eligible to be pledged to the FHLB, the Federal Reserve discount window, or the Standing Repo Facility.
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The balance with the Federal Reserve Bank is the primary component of the balance sheet line item “interest-bearing deposits in other banks.” At March 31, 2026, Regions had approximately $7.5 billion in cash on deposit with the Federal Reserve Bank and other depository institutions. Refer to the "Cash and Cash Equivalents" section for more information.
The securities portfolio also serves as a primary source and storehouse of liquidity. Proceeds from maturities and principal and interest payments of securities provide a continual flow of funds available for cash needs (see Note 3 "Debt Securities" to the consolidated financial statements). Furthermore, the highly liquid nature of the available for sale securities portfolio (for example, the agency guaranteed MBS portfolio) can be readily used as a source of cash through various secured borrowing arrangements. Regions' securities portfolio consists of residential and commercial agency MBS, U.S. Treasury securities, federal agency securities, and corporate and other debt. In evaluating the liquidity within the securities portfolio, unencumbered investment securities are primarily comprised of U.S Treasury securities and residential and commercial agency MBS. Unencumbered investment securities also includes certain corporate bonds considered to be highly liquid and other securities.
Regions’ financing arrangement with the FHLB adds additional flexibility in managing the Company's liquidity position. As of March 31, 2026, Regions had $2.0 billion in short-term FHLB borrowings as discussed in the "Borrowed Funds" section. Regions had borrowing capacity from the FHLB as shown in Table 21. FHLB borrowing capacity was determined based on eligible securities and loan amounts, as of March 31, 2026, that were pledged as collateral for future borrowing capacity. Additionally, investment in FHLB stock is required in relation to the level of outstanding borrowings. The FHLB has been and is expected to continue to be a reliable and economical source of funding.
Regions has additional borrowing availability with the Federal Reserve Bank through the discount window as shown in Table 21. Federal Reserve Bank borrowing capacity is determined based on eligible loan amounts that were pledged as collateral for future borrowing capacity. Also through the Federal Reserve Bank, Regions is an eligible Standing Repo Facility counterparty, which supplements Regions' available channels for monetizing unencumbered securities.
Regions maintains a shelf registration statement with the SEC that can be utilized by Regions to issue various debt and/or equity securities. Additionally, Regions' Board has authorized Regions Bank to issue up to $10 billion in aggregate principal amount of bank notes outstanding at any one time. Refer to Note 11 "Borrowed Funds" in the Annual Report on Form 10-K for the year ended December 31, 2025 for additional information.
Regions may, from time to time, consider opportunistically retiring outstanding issued securities, including subordinated debt in privately negotiated or open market transactions for cash or common shares. Regulatory approval would be required for retirement of some instruments. See Note 6 "Shareholders' Equity and Accumulated Other Comprehensive Income (Loss)" to the consolidated financial statements for additional information.
Regions' maintains a liquidity management framework which establishes sustainable processes and tools to effectively identify, measure, mitigate, monitor, and report liquidity risks beginning with Regions’ Liquidity Management Policy and the Liquidity Risk Appetite Statements approved by the Board. Processes within the liquidity management framework include, but are not limited to, liquidity risk governance, cash management, liquidity stress testing, liquidity risk limits, contingency funding plans, and collateral management. While the framework is designed to comply with liquidity regulations, the processes are further tailored to be commensurate with Regions’ operating model and risk profile. The Company's liquidity policy requires the holding company to maintain cash sufficient to cover the greater of (1) 18 months of debt service and other cash needs or (2) a minimum cash balance of $500 million. Cash and cash equivalents at the holding company exceeded minimums and totaled $712 million at March 31, 2026. Overall liquidity risk limits are established by the Board through its Risk Appetite Statement and Liquidity Policy. The Company's Board, LROC and ALCO regularly review compliance with the established limits. Also, see the “Supervision and Regulation—Liquidity Requirements” subsection of the “Business” section and the "Risk Factors" section in the 2025 Annual Report on Form 10-K for additional information.
INFORMATION SECURITY RISK
Refer to Part 1 Item 1C. Cybersecurity in the Annual Report on Form 10-K for the year ended December 31, 2025 for further discussion of Regions' risk identification and assessment, risk management and governance of information security risk.
PROVISION FOR CREDIT LOSSES
The provision for credit losses is used to maintain the allowance for loan losses and the reserve for unfunded credit losses at a level that management determines is appropriate to absorb expected credit losses over the contractual life of the loan and credit commitment portfolio at the balance sheet date. In the three months ended March 31, 2026, net charge-offs exceeded provision by $39 million. In the three months ended March 31, 2025, provision exceeded net charge-offs by $1 million. Refer to the "Allowance" section for further detail.
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NON-INTEREST INCOME
Table 22—Non-Interest Income
 Three Months Ended March 31Quarter-to-Date Change 3/31/2026 vs. 3/31/2025
 20262025AmountPercent
 (Dollars in millions)
Service charges on deposit accounts$163 $161 $2 1.2 %
Card and ATM fees117 117 — — %
Investment management and trust fee income92 86 6 7.0 %
Capital markets income84 80 4 5.0 %
Mortgage income32 40 (8)(20.0)%
Investment services fee income49 43 6 14.0 %
Commercial credit fee income30 27 3 11.1 %
Bank-owned life insurance30 23 7 30.4 %
Market value adjustments on employee benefit assets(5)(3)(2)(66.7)%
Securities gains (losses), net(3)(25)22 88.0 %
Other miscellaneous income36 41 (5)(12.2)%
$625 $590 $35 5.9 %
Service Charges on Deposit Accounts
Service charges on deposit accounts include overdraft fees, treasury management fees and other customer transaction-related service charges.
The Company continues to monitor and evaluate the potential impact of proposals to lower the maximum interchange fee that a large debit card issuer can receive for a debit card transaction, which remain subject to ongoing litigation.
Mortgage Income
Mortgage income is generated through the origination and servicing of residential mortgage loans for long-term investors and sales of residential mortgage loans in the secondary market. The decrease in mortgage income for the three months ended March 31, 2026 compared to the same period in 2025 was due primarily to unfavorable valuation and net hedge performance related to mortgage servicing rights. The decrease was partially offset by improvement in pipeline valuation adjustments during the quarter.
Investment Services Fee Income
Investment services fee income represents income earned from investment advisory services. Investment services fee income increased in the three months ended March 31, 2026 compared to the same period in 2025 due primarily to improved advisor production, resulting in new accounts, asset inflows, and increases in advisory fees.
Bank-owned Life Insurance
Bank-owned life insurance income primarily represents income earned from the appreciation of the cash surrender value of insurance contracts held and the proceeds of insurance benefits. Bank-owned life insurance income increased during the three months ended March 31, 2026 compared to the same period in 2025 driven primarily by increased insurance claim income.
Securities Gains (Losses), Net
Net securities gains (losses) primarily result from the Company's asset/liability and capital management processes. In the three months ended March 31, 2025, the Company executed debt securities repositionings by selling debt securities and reinvesting the proceeds at higher current market yields. See Table 1 "Debt Securities" for more information on securities repositionings executed during 2026 and Table 5 "Debt Securities" in Regions' Annual Report on Form 10-K for the year ended December 31, 2025 for more information on securities repositionings executed in 2025.
Other Miscellaneous Income
Other miscellaneous income includes net revenue from affordable housing, income from SBIC investments, valuation adjustments to equity investments, commercial loan and leasing related income, fees from safe deposit boxes, check fees and other miscellaneous income including unusual gains. Net revenue from affordable housing includes actual gains and losses resulting from the sale of affordable housing investments, cash distributions from the investments and any related impairment charges. Other miscellaneous income decreased in the three months ended March 31, 2026 compared to the same period in 2025 due primarily to lower commercial lease income.
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NON-INTEREST EXPENSE
Table 23—Non-Interest Expense
 
 Three Months Ended March 31Quarter-to-Date Change 3/31/2026 vs. 3/31/2025
 20262025AmountPercent
 (Dollars in millions)
Salaries and employee benefits$659 $625 $34 5.4 %
Equipment and software expense108 99 9 9.1 %
Net occupancy expense72 70 2 2.9 %
Outside services42 40 2 5.0 %
Marketing29 30 (1)(3.3)%
Professional, legal and regulatory expenses28 23 5 21.7 %
Credit/checkcard expenses14 15 (1)(6.7)%
FDIC insurance assessments19 20 (1)(5.0)%
Operational losses10 13 (3)(23.1)%
Visa class B shares expense1 7 (6)(85.7)%
Other miscellaneous expenses86 97 (11)(11.3)%
$1,068 $1,039 $29 2.8 %
Salaries and Employee Benefits
Salaries and employee benefits consist of salaries, incentive compensation, long-term incentives, payroll taxes, and other employee benefits such as 401(k), pension, and medical, life and disability insurance, as well as, expenses from liabilities held for employee benefit purposes. Salaries and employee benefits increased in the three months ended March 31, 2026 compared to the same period in 2025 primarily due to higher base salaries from annual merit increases, which also increased related insurance and taxes, an increase in severance and slightly higher production-based incentives. The increases were partially offset by a decline in market valuation adjustments for supplemental employee benefit liabilities. Full-time equivalent headcount increased to 19,910 at March 31, 2026 from 19,541 at March 31, 2025.
Equipment and Software Expense
Equipment and software expense includes depreciation, maintenance and repairs, rent, taxes, and other expenses of software and equipment utilized by Regions and its affiliates. Equipment and software expense increased in the three months ended March 31, 2026 compared to the same period in 2025 primarily due to an increase in depreciation expense from internally developed software and an increase in software rental expense.
Professional, Legal and Regulatory Expenses
Professional, legal, and regulatory expenses consist of amounts related to legal, consulting, other professional fees and regulatory charges. Professional, legal, and regulatory expenses increased in the three months ended March 31, 2026 compared to the same period in 2025 primarily due to an increase in accruals for legal matters and professional fees associated with core systems modernization.
Visa Class B Shares Expense
Visa class B shares expense is associated with previously sold shares. The Visa class B shares have restrictions tied to finalization of certain covered litigation. Visa class B shares expense decreased in the three months ended March 31, 2026 compared to the same period in 2025 due to lower escrow funding expense for the Company's proportionate share of ongoing covered litigation.
Other Miscellaneous Expenses
Other miscellaneous expenses include expenses related to communications, postage, supplies, certain credit-related costs, foreclosed property expenses, mortgage repurchase costs, and other costs (benefits) related to employee benefit plans. Other miscellaneous expenses decreased in the three months ended March 31, 2026 compared to the same period in 2025 primarily due to a decline in pension expense and a decline in licenses and taxes.
INCOME TAXES
The Company’s income tax expense for the three months ended March 31, 2026 was $155 million compared to $131 million for the three months ended March 31, 2025, resulting in effective tax rates of 21.6% and 21.1%, respectively.
The effective tax rate is affected by many factors including, but not limited to, the level of pre-tax income, the mix of income between various tax jurisdictions with differing tax rates, enacted tax legislation, net tax benefits related to affordable housing investments, bank-owned life insurance income, tax-exempt interest and nondeductible expenses. In addition, the effective tax rate is affected by items that may occur in any given period but are not consistent from period-to-period, such as
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the termination of certain leveraged leases, share-based payments, valuation allowance changes and changes to UTBs. Accordingly, the comparability of the effective tax rate between periods may be impacted.
At March 31, 2026, the Company reported a net deferred tax asset of $321 million compared to $244 million at December 31, 2025. The increase in the net deferred tax position primarily reflected the deferred tax effects associated with increases in unrealized losses on securities available for sale and derivative instruments recognized during the period.

Item 3. Quantitative and Qualitative Disclosures about Market Risk
The information presented in the "Market Risk" section of Part 1, Item 2 is incorporated herein by reference.
Item 4. Controls and Procedures
Disclosure Controls and Procedures
Regions maintains disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) of the Exchange Act) designed to ensure that information required to be disclosed in the reports that Regions files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC. An evaluation was carried out under the supervision and with the participation of the Company’s management, including the Chief Executive Officer and Chief Financial Officer, of the effectiveness of the Company’s disclosure controls and procedures as of the end of the period covered by this report. Based on this evaluation of the disclosure controls and procedures, the Chief Executive Officer and Chief Financial Officer have concluded that Regions’ disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) were effective as of the end of the period covered by this report.
Changes in Internal Control Over Financial Reporting
During the quarter ended March 31, 2026, there were no changes in Regions’ internal control over financial reporting that materially affected, or are reasonably likely to materially affect, Regions’ internal control over financial reporting.
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PART II. OTHER INFORMATION
Item 1. Legal Proceedings
The information presented in the Legal Contingencies section of Note 12 "Commitments, Contingencies and Guarantees" in the Notes to the Consolidated Financial Statements (Unaudited) in Part I. Item 1. of this Quarterly Report on Form 10-Q is incorporated by reference.
Item 1A. Risk Factors
There are no material changes to the risk factors set forth in Regions' Annual Report on Form 10-K for the year ended December 31, 2025.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Sales of Unregistered Securities
None.
Issuer Purchases of Equity Securities
The following table presents information regarding issuer purchases of equity securities during the first quarter of 2026. All of these shares were immediately retired upon repurchase and therefore were not included in treasury stock.
PeriodTotal Number of  Shares Purchased
Average Price Paid
 per Share(1)
Total Number of Shares
Purchased as Part of
Publicly Announced
Plans or Programs
Maximum Approximate Dollar Value of
Shares that May
Yet Be Purchased Under Publicly Announced Plans or Programs(2)
January 1-31, 2026
1,904,216 $27.87 1,904,216 $2,946,902,785 
February 1-28, 2026
5,401,882 $28.82 5,401,882 $2,791,164,200 
March 1-31, 2026
7,009,141 $26.91 7,009,141 $2,602,461,210 
First Quarter 2026
14,315,239 $27.76 14,315,239 $2,602,461,210 
_____
(1) Average price paid does not reflect the one percent excise tax charged on public company share repurchases.
(2) On December 10, 2025, the Board authorized the repurchase of up to $3.0 billion of the Company's common stock for the period beginning January 1, 2026 and extending through December 31, 2027.


Item 5. Other Information
Securities Trading Plans of Section 16 Officers and Directors
During the three months ended March 31, 2026, none of our officers or directors adopted or terminated a contract, instruction or written plan for the sale or purchase of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1 or that constituted a “non-Rule 10b5-1 trading arrangement” (as defined in Item 408 of Regulation S-K).

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Item 6. Exhibits
The following is a list of exhibits including items incorporated by reference
3.1
3.2
3.3
3.4
3.5
10.1
10.2
10.3
10.4
10.5
31.1
31.2
32
101
The following materials are formatted in Inline XBRL: (i) the Consolidated Balance Sheets; (ii) the Consolidated Statements of Income; (iii) the Consolidated Statements of Comprehensive Income; (iv) the Consolidated Statements of Changes in Shareholders' Equity; (v) the Consolidated Statements of Cash Flows; and (vi) the Notes to the Consolidated Financial Statements.
104
Cover Page Interactive Data File, formatted in Inline XBRL (included within the Exhibit 101 attachments).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
 
DATE: May 7, 2026
 Regions Financial Corporation
 
/S/    Karin K. Allen      
 
Karin K. Allen
Executive Vice President and Chief Accounting Officer

72
Exhibit 10.1
REGIONS’ DIRECTOR COMPENSATION PROGRAM
April 15, 2026

Compensation Element1
Amount
Annual Cash Retainer2
$100,000
Annual Equity Retainer3
$145,000 in restricted stock units granted three business days following the annual shareholder meeting, the number determined by dividing the dollar value by the closing price of Regions stock on the grant date and rounding down to the nearest whole share, and that vest at the next annual shareholder meeting
Additional Annual Retainer for Independent Non-Executive Chair of the Board
$150,000, paid as follows:
-$50,000 cash
-$100,000 equity in the form of restricted stock units granted three business days following the annual shareholder meeting and that vest at the next annual shareholder meeting
Additional Annual Retainer for Lead Independent Director$50,000
Additional Annual Retainer for Committee Members of CHR, NCG, Risk, and Technology (exclusive of each Committee Chair)4
$10,000
Additional Annual Retainer for Audit Committee Members (exclusive of the Audit Committee Chair)4
$15,000
Additional Annual Retainer for Committee Chairs5
$45,000— Audit Committee
$30,000 — CHR Committee
$30,000— NCG Committee
$45,000 — Risk Committee
$25,000 — Technology Committee
1     The cash retainers and the equity retainer may be deferred at the Director’s option in accordance with the Regions Financial Corporation Directors’ Deferred Investment Plan and the Regions Financial Corporation Directors’ Deferred Restricted Stock Unit Plan, respectively.
2     Any non-employee director who becomes a director between annual shareholder meetings will receive a pro-rated portion for the term during which he or she joined the Board beginning with the quarterly payment for the quarter during which the non-employee director is appointed as a member of the Board.
3     Any non-employee director who becomes a director between annual shareholder meetings will receive a pro-rated portion for the term during which he or she joined the Board based on the number of months served during the term.
4     Any non-employee director who becomes a member of a committee between annual shareholder meetings will receive a pro-rated portion for the term during which he or she joined the committee beginning with the quarterly payment for the quarter during which the non-employee director is appointed as a member of the relevant committee.
5     Any non-employee director who becomes the chair of a committee between annual shareholder meetings will receive a pro-rated portion for the term during which he or she becomes the chair of the committee beginning with the quarterly payment for the quarter during which the non-employee director is appointed as the chair of the relevant committee (in lieu of the quarterly annual retainer for committee membership if applicable).

Exhibit 10.2
Notice of Grant for [•] Restricted Stock Unit Award

Effective [•], you have been granted an award of Restricted Stock Units of a target number of shares of Stock (the “Award”) in accordance with the terms and conditions of the Regions Financial Corporation 2025 Long Term Incentive Plan (the “Plan”) and the Restricted Stock Unit Award Agreement (the “Award Agreement”). The Award Agreement is accessible via the “Grant Agreement” document link below. This document is the Notice of Grant referred to in the Award Agreement and is a part of the Award Agreement. Capitalized terms not defined in this Notice of Grant are defined in the Plan or the Award Agreement.

Grant Date:                    [•]
Performance Threshold Measurement Periods:    [•]
Service Vesting Period:                [•]

Subject to (1) the terms and conditions of the Plan, the Award Agreement, and this Notice of Grant, (2) your continued employment through the Service Vesting Period, and (3) the Company’s achievement of the performance thresholds specified below (“Performance Thresholds”) during each Performance Threshold Measurement Period (i.e., [•]), you may be entitled to a certain number of shares of Stock, with up to [•]% of the shares of Stock at-risk of forfeiture, based on the Company’s achievement of the Performance Thresholds.
Performance Thresholds: The number of shares of Stock to be delivered under the Award will be based upon the Company’s performance relative to the following Performance Thresholds, as certified by the Committee: [•]

Each of the Performance Thresholds stands alone in the determination of the at-risk portion of the Award. In order to be eligible to receive shares of Stock determined in accordance with the foregoing, you must remain employed with the Company or one of its Subsidiaries through the end of the Service Vesting Period, except as otherwise provided in the Award Agreement.

By your acceptance of the Award Agreement, you acknowledge and agree that the Award is granted under and governed by the terms and conditions of the Plan, the Award Agreement, and this Notice of Grant.


PERSONAL & CONFIDENTIAL

RESTRICTED STOCK UNIT AWARD AGREEMENT
GRANTED UNDER THE
REGIONS FINANCIAL CORPORATION
2025 LONG TERM INCENTIVE PLAN
[•]

You have been granted an award of Restricted Stock Units (the “Award”) under the Regions Financial Corporation 2025 Long Term Incentive Plan (the “Plan”), the terms and conditions of which are incorporated in this document by reference. This document sets forth certain terms of your Award and constitutes the Award Agreement required by the Plan. You should retain it for future reference. The Plan, the Notice of Grant, which is a part of this Award Agreement, and the prospectus also describe certain provisions applicable to your Award. Copies of these documents are available through Shareworks, the online equity compensation management system used by Regions. If you would like paper copies of these documents, please contact Executive Compensation at (205) 820-2355. Capitalized terms not defined in this Award Agreement are references to defined terms in the Plan or the Notice of Grant. In the event of any conflict or inconsistency among the provisions in this Award Agreement, the Notice of Grant, or the Plan, the terms and conditions of this Award Agreement will control.

The grant date of your Award, the date on which your Award vests, and the vesting conditions for your Award are set forth in the attached Notice of Grant. The number of Restricted Stock Units referenced in the Notice of Grant represent the maximum number of shares of Stock payable under the Award (“Maximum Award”). The portion of the Maximum Award that may be paid is dependent on the extent to which (1) you satisfy the Service Vesting Period requirement and (2) the Company achieves the Capital and Liquidity Performance Thresholds specified in the Notice of Grant. Except as otherwise specified herein, at the end of the Performance Threshold Measurement Periods (collectively, the “Vesting Period”), the Committee will certify the level of achievement of the Capital and Liquidity Performance Thresholds and determine the number of shares of Stock, if any, payable to you under the Award. In order to receive such shares of Stock, you must be employed by Regions or one of its Subsidiaries through the end of the Service Vesting Period (except as otherwise provided below). As soon as practicable after your Award vests and become payable and in any event within sixty (60) days following such date, the number of shares of Stock payable under the Award, if any, will be issued and released to you.
The Restricted Stock Units will be accounted for by the Company in a bookkeeping account. Since the Award constitutes a grant of Restricted Stock Units, there are no voting rights applicable to the Award. All ordinary cash dividends (as determined by the Company in its sole discretion) that would have been paid upon shares of Stock underlying the RSUs will be accumulated, deemed reinvested in shares of Stock based on the then current value of a share of Stock, and paid at the time and based on the actual number of shares of Stock that are paid out under the Award (the “Dividend Equivalents”). Any Dividend Equivalents shall be subject to the same vesting, forfeiture, payment, termination and other terms, conditions and restrictions as the original RSUs to which they relate and shall be paid on the same date that the RSUs to which they are attributable are paid out under the Award. Dividend Equivalents shall be paid in shares of Stock (rounded to the nearest whole share) equal to the amount of the Dividend Equivalents.

Upon the vesting of the Award, tax withholding requirements will be satisfied by reducing the number of shares of Stock that would otherwise be issued to you, to the extent and in the manner allowed by the Plan, unless the Company elects to allow grantees to pay cash to satisfy the taxes.

If during the Service Vesting Period any of the following events occur, the Award will be treated as described below:

•If your employment terminates due to your death, then as soon as practicable following your death, your Award will fully vest (unless prohibited by applicable laws, rules, or regulations), and shares of Stock equivalent to the Maximum Award will be issued to your estate.
•If your employment terminates due to (a) your Disability or (b) your Retirement [(on or after age 65 or on or after you attain age 55 with 10 years of continuous service)] [(on or after age 65 or on or after you attain age 55 with 6 years of continuous service)] any time on or after [•], then (i) the portion of the Award not subject to vesting based on achievement of the Capital and Liquidity Performance Thresholds ([•]%) will fully vest upon your termination of


employment (unless prohibited by applicable laws, rules, or regulations), and shares of Stock will be issued to you as soon as practicable after your termination of employment and in any event within sixty (60) days following such date,
and (ii) the portion of the Award subject to vesting based on achievement of the Capital and Liquidity Performance Thresholds ([•]%) will continue to vest in accordance with its terms.

•If the Company terminates your employment without Cause but through no fault of your own (as determined in the Company’s sole discretion), then (i) the portion of the Award not subject to vesting based on achievement of the Capital and Liquidity Performance Thresholds ([•]%) will fully vest upon your termination of employment (unless prohibited by applicable laws, rules, or regulations) as soon as practicable after your termination of employment and in any event within sixty (60) days following such date, and shares of Stock will be issued to you, and (ii) the portion of the Award subject to vesting based on achievement of the Capital and Liquidity Performance Thresholds ([•]%) will continue to vest in accordance with its terms.

•Notwithstanding anything in the Plan to the contrary, in the event of a Change in Control, the portion of your Award that is subject to vesting based on achievement of the Capital and Liquidity Performance Thresholds for any Performance Threshold Measurement Period that ends after the closing of the Change in Control will convert to time-based vesting for the duration of the applicable Performance Threshold Measurement Periods. If your employment is terminated by the Company without Cause or by you for Good Reason, in each case, within the twenty-four (24) month period following the Change in Control, the Award (i.e., the portion of the Award not subject to vesting based on achievement of the Capital and Liquidity Performance Thresholds ([•]%) and the portion of the Award subject to vesting based on achievement of the Capital and Liquidity Performance Thresholds but converted to time-based vesting in accordance with the preceding sentence (up to [•]%)) will fully vest upon your termination of employment (unless prohibited by applicable laws, rules, or regulations), and shares of Stock equivalent to the Maximum Award will be issued to you as soon as practicable after your termination of employment and in any event within sixty (60) days following such date.

•If your employment terminates during the Service Vesting Period for any reason other than those listed above, your Award will be forfeited as of your termination of employment.

Notwithstanding anything herein to the contrary, if the Award (or any portion of the Award) is determined to be “deferred compensation” within the meaning of Section 409A of the Code (for example, if you are eligible for retirement as defined above during the Service Vesting Period) and is payable due to your termination of employment, then it will be paid only upon a “separation from service,” as defined in Section 409A of the Code, and if you are a “specified employee,” as defined in Section 409A of the Code, it will not be paid until six months after your “separation from service,” all in accordance with Section 409A of the Code.

Any amounts paid or payable or shares of Stock delivered or deliverable under the Award are subject to clawback and/or forfeiture in accordance with the terms of Applicable Law and the provisions of any clawback policy implemented by the Company, including, without limitation, the Company’s Compensation Recoupment Policy (or any successor policy thereto), as in effect from time to time, even if you are not a “covered officer” as defined in the policy and the Company’s Financial Restatement Compensation Recoupment Policy (or any successor policy thereto), as in effect from time to time.

By signing the attached Notice of Grant, you acknowledge that you accept the Award on the terms and conditions set forth in this Award Agreement, the Notice of Grant, and the Plan, and you further acknowledge and agree as follows: (1)  this Award Agreement, the Notice of Grant, and the Plan set forth the entire agreement and understanding between you and Regions relating to the subject matter herein and supersede and replace all prior agreements and understandings with respect to such subject matter; (2) you and Regions have made no agreements, representations, or warranties relating to the subject matter of this Award Agreement that are not set forth herein; (3) no provision of this Award Agreement may be amended, modified, or waived unless such amendment, modification, or waiver is authorized by the Committee and is agreed to in writing by an authorized officer of Regions; and (4) this Award Agreement is binding upon Regions’ successors and assigns. You also acknowledge and agree that Regions, the Board, and the Committee, in their oversight and conduct of the business and affairs of Regions, may in good faith cause Regions to act or fail to act in a manner that prevents the Award from vesting; and this Award Agreement is not intended to and will not be interpreted to impose any liability upon Regions, the Board, the Committee, or any officer, agent, or associate of Regions for any forfeiture of the Award that results from any such action or omission.
Exhibit 10.3
Notice of Grant for [•] Performance Stock Unit Award

Effective [•], you have been granted a Performance Stock Unit Award (the “Award”) of a target number of shares of Stock (the “Target Grant”), in accordance with the terms and conditions of the Regions Financial Corporation 2025 Long Term Incentive Plan (the “Plan”) and the Performance Stock Unit Award Agreement (the “Award Agreement”). The Award Agreement is accessible via the “Grant Agreement” document link below. This document is the Notice of Grant referred to in the Award Agreement and is a part of the Award Agreement. Capitalized terms not defined in this Notice of Grant are defined in the Plan or the Award Agreement.

Grant Date:                    [•]
Performance Threshold Measurement Periods:    [•]
Performance Vesting Period:            [•]
Service Vesting Period:                [•]

Subject to (1) the terms and conditions of the Plan, the Award Agreement, and this Notice of Grant, (2) the Company’s achievement of the performance thresholds specified below (the “Performance Thresholds”) during each Performance Threshold Measurement Period, (3) the Company’s achievement of the performance goals specified below (the “Performance Goals”) during the Performance Vesting Period, and (4) your continued employment through the Service Vesting Period, you may be entitled to a certain number of shares of Stock based on a percentage of the Target Grant. The maximum Award equals [•]% of the Target Grant, with up to [•]% of the shares of Stock at-risk of forfeiture based on the Company’s achievement of the Performance Thresholds.

Performance Thresholds: The number of shares of Stock to be delivered under the Award will be based upon the Company’s performance relative to the following Performance Thresholds, as certified by the Committee: [•]

Each of the Performance Thresholds stands alone in the determination of the at-risk portion of the Award. In order to be eligible to receive the number of shares of Stock determined in accordance with the foregoing, you must remain employed with the Company or one of its Subsidiaries through the end of the Service Vesting Period, except as otherwise provided in the Award Agreement.

Performance Goals: In addition, the number of shares of Stock to be delivered under the Award will be based upon the Company’s performance using [•], as certified by the Committee.

EPS Growth and ROATCE will each be weighted 50% in determining the payout of the Award and will be measured on (1) a relative basis as compared to a peer group and (2) an absolute basis, in accordance with the matrices on the attached Schedule A.

On a relative basis, the Performance Goals will be measured as follows: [•]

On an absolute basis, the Performance Goals will be measured as follows: [•]

In accordance with the terms and conditions of the Plan, the Committee is authorized to adjust the terms and conditions of the Awards, including any applicable performance criteria in recognition of unusual or nonrecurring events affecting the Company. Such adjustments should be made to performance criteria to preserve equitable consideration of achieving the performance conditions when these types of events impact performance criteria (that are many times not in the Grantee’s control). Examples of such


equitable adjustments include, but are not limited to, gains or losses on sales of businesses, business combination adjustments, adjustments in response to changes in laws, regulations, accounting principles, tax laws, etc. In addition, in the case of events impacting specifically the financial services sector, such equitable adjustments to performance criteria (specifically performance goals) will include any one of or combination of the following: enhanced regulatory requirements related to the amount of debt required to be held, other impacts of changes to regulatory capital, and/or changes associated with amounts paid for insuring bank deposits.

By your acceptance of the Award Agreement, you acknowledge and agree that the Award is granted under and governed by the terms and conditions of the Plan, the Award Agreement, and this Notice of Grant.



PERSONAL & CONFIDENTIAL

PERFORMANCE STOCK UNIT AWARD AGREEMENT
GRANTED UNDER THE
REGIONS FINANCIAL CORPORATION
2025 LONG TERM INCENTIVE PLAN
[•]

You have been granted an award of Performance Stock Units (the “Award”) under the Regions Financial Corporation 2025 Long Term Incentive Plan (the “Plan”), the terms and conditions of which are incorporated in this document by reference. This document sets forth certain terms of your Award and constitutes the Award Agreement required by the Plan. You should retain it for future reference. The Plan, the Notice of Grant, which is a part of this Award Agreement, and the prospectus also describe certain provisions applicable to your Award. Copies of these documents are available through Shareworks, the online equity compensation management system used by Regions. If you would like paper copies of these documents, please contact Executive Compensation at (205) 820-2355. Capitalized terms not defined in this Award Agreement are references to defined terms in the Plan or the Notice of Grant. In the event of any conflict or inconsistency among the provisions in this Award Agreement, the Notice of Grant, or the Plan, the terms and conditions of this Award Agreement will control.

The grant date of your Award, the date on which your Award vests, and the vesting conditions for your Award are set forth in the attached Notice of Grant. The number of Performance Stock Units (“PSUs”) referenced in the Notice of Grant is the target number of PSUs subject to the Award (“Target Grant”). The number of shares of Stock payable under the Award is contingent upon the extent to which the Performance Thresholds and the Performance Goals specified in the Notice of Grant are determined to be achieved. Except as otherwise specified herein, at the end of each Performance Threshold Measurement Period and the end of the Performance Vesting Period, the Committee will certify the level of achievement of the Performance Thresholds and the Performance Goals, as applicable, and determine the number of shares of Stock, if any, payable to you under the Award. In order to receive such shares of Stock, you must be employed by Regions or one of its Subsidiaries through the end of the Service Vesting Period (except as otherwise provided below). As soon as practicable after your Award vests and become payable and in any event within sixty (60) days following such date, the number of shares of Stock payable under the Award, if any, will be issued and released to you.

During the Service Vesting Period, the PSUs will be accounted for by the Company in a bookkeeping account. Since the Award constitutes a grant of PSUs, there are no voting rights applicable to the Award. All ordinary cash dividends (as determined by the Company in its sole discretion) that would have been paid upon shares of Stock underlying the PSUs (based on maximum achievement of the Performance Thresholds and the Performance Goals) will be accumulated, deemed reinvested in shares of Stock based on the then current value of a share of Stock, and paid at the time and based on the actual number of shares of Stock that are paid out under the Award (the “Dividend Equivalents”). Any Dividend Equivalents shall be subject to the same vesting, forfeiture, payment, termination and other terms, conditions and restrictions as the original PSUs to which they relate and shall be paid on the same date that the PSUs to which they are attributable are paid out under the Award. Dividend Equivalents shall be paid in shares of Stock (rounded to the nearest whole share) equal to the amount of the Dividend Equivalents.

Upon the vesting of the Award, tax withholding requirements will be satisfied by reducing the number of shares of Stock that would otherwise be issued to you, to the extent and in the manner allowed by the Plan, unless the Company elects to allow grantees to pay cash to satisfy the taxes.



If during the Service Vesting Period, prior to delivery of shares of Stock, any of the following events occur, the Award will be treated as described below:

•If your employment terminates due to your death, then as soon as practicable following your death, the Performance Threshold Measurement Periods, the Performance Vesting Period, the Service Vesting Period, and any other restrictions imposed upon your Award will be deemed to have lapsed (unless prohibited by applicable laws, rules, or regulations), and shares of Stock equivalent to the Target Grant will be issued to your estate.

•If your employment terminates due to your Disability, then the Award will continue to vest in accordance with its terms, and you will be entitled to receive the number of shares of Stock, if any, at the end of the Service Vesting Period that you otherwise would have received (i.e., based on actual achievement of the Performance Thresholds and the Performance Goals) had your employment continued through the date of delivery of such Stock. In the event your employment terminates due to your Disability and your death occurs prior to the end of the Service Vesting Period, then as soon as practicable following your death, all restrictions imposed upon your Award will be deemed to have lapsed (unless prohibited by applicable laws, rules, or regulations), and shares of Stock equivalent to the Target Grant will be issued to your estate.

•If any time on or after [•], you terminate your employment due to Retirement (on or after age 65 or on or after you attain age [55 with 10 years of continuous service] [55 with 6 years of continuous service]), then the Award will continue to vest in accordance with its terms, and you will be entitled to receive the number of shares of Stock, if any, at the end of the Service Vesting Period that you otherwise would have received (i.e., based on actual achievement of the Performance Thresholds and the Performance Goals) had your employment continued through the Service Vesting Period.

•If the Company terminates your employment without Cause but through no fault of your own (as determined in the Company’s sole discretion), the Award will continue to vest in accordance with its terms, and you will be entitled to receive the number of shares of Stock, if any, at the end of the Service Vesting Period that you otherwise would have received (i.e., based on actual achievement of the Performance Thresholds and the Performance Goals) had your employment continued through the Service Vesting Period.

•Notwithstanding anything in the Plan to the contrary, in the event of a Change in Control, the Award will convert to Restricted Stock Units equal to the greater of targeted performance and actual performance being attained as of the effective date of the Change in Control, which Restricted Stock Units will vest and become payable in accordance with the service-based vesting conditions in the Notice of Grant, provided you are employed by the Company through the Service Vesting Period. Notwithstanding the foregoing, if your employment is terminated by the Company without Cause or by you for Good Reason, in each case, within the twenty-four (24) month period following the Change in Control, all restrictions imposed upon your Award will be deemed to have lapsed (unless prohibited by applicable laws, rules, or regulations), and such Restricted Stock Units will be issued to you as soon as practicable after your termination of employment and in any event within sixty (60) days following such date.

•If your employment terminates during the Service Vesting Period for any reason other than those listed above, your Award will be forfeited as of your termination of employment.

Notwithstanding anything herein to the contrary, if the Award (or any portion of the Award) is determined to be “deferred compensation” within the meaning of Section 409A of the Code and is payable due to your termination of employment, then it will be paid only upon a “separation from service,” as defined in Section


409A of the Code, and if you are a “specified employee,” as defined in Section 409A of the Code, it will not be paid until six months after your “separation from service,” all in accordance with Section 409A of the Code.

Any amounts paid or payable or shares of Stock delivered or deliverable under the Award are subject to clawback and/or forfeiture in accordance with the terms of Applicable Law and the provisions of any clawback policy implemented by the Company, including, without limitation, the Company’s Compensation Recoupment Policy (or any successor policy thereto), as in effect from time to time, even if you are not a “covered officer” as defined in the policy and the Company’s Financial Restatement Compensation Recoupment Policy (or any successor policy thereto), as in effect from time to time.

By signing the attached Notice of Grant, you acknowledge that you accept the Award on the terms and conditions set forth in this Award Agreement, the Notice of Grant, and the Plan, and you further acknowledge and agree as follows: (1) this Award Agreement, the Notice of Grant, and the Plan set forth the entire agreement and understanding between you and Regions relating to the subject matter herein and supersede and replace all prior agreements and understandings with respect to such subject matter; (2) you and Regions have made no agreements, representations, or warranties relating to the subject matter of this Award Agreement that are not set forth herein; (3) no provision of this Award Agreement may be amended, modified, or waived unless such amendment, modification, or waiver is authorized by the Committee and is agreed to in writing by an authorized officer of Regions; and (4) this Award Agreement is binding upon Regions’ successors and assigns. You also acknowledge and agree that Regions, the Board, and the Committee, in their oversight and conduct of the business and affairs of Regions, may in good faith cause Regions to act or fail to act in a manner that prevents the Award from vesting; and this Award Agreement is not intended to and will not be interpreted to impose any liability upon Regions, the Board, the Committee, or any officer, agent, or associate of Regions for any forfeiture of the Award that results from any such action or omission.
Exhibit 10.4
Notice of Grant for [•] Performance Unit Award

Effective [•], you have been granted an Award (the “Award”) for a number of performance units (the “Performance Units”) with a target value (“Target Value”), in accordance with the terms and conditions of the Regions Financial Corporation 2025 Long Term Incentive Plan (the “Plan”) and the Award Agreement (the “Award Agreement”). The Award Agreement is accessible via the “Grant Agreement” document link below. This document is the Notice of Grant referred to in the Award Agreement and is a part of the Award Agreement. Capitalized terms not defined in this Notice of Grant are defined in the Plan or the Award Agreement.

Grant Date:                    [•]
Performance Threshold Measurement Periods:    [•]
Performance Vesting Period:            [•]
Service Vesting Period:                [•]

Subject to (1) the terms and conditions of the Plan, the Award Agreement, and this Notice of Grant, (2) the Company’s achievement of the performance thresholds specified below (the “Performance Thresholds”) during each Performance Threshold Measurement Period, (3) the Company’s achievement of the performance goals specified below (the “Performance Goals”) during the Performance Vesting Period, and (4) your continued employment through the Service Vesting Period, you may be entitled to a cash payment equal to the value of the Performance Units based on a percentage of the Target Value. The maximum payment equals [•]% of the Target Value, with up to [•]% of the cash payment at-risk of forfeiture based on the Company’s achievement of the Performance Thresholds.

Performance Thresholds: The value of the Performance Units to be paid under the Award will be based upon the Company’s performance relative to the following Performance Thresholds, as certified by the Committee: [•]

Each of the Performance Thresholds stands alone in the determination of the at-risk portion of the Award. In order to be eligible to receive the cash payment determined in accordance with the foregoing, you must remain employed with the Company or one of its Subsidiaries through the end of the Service Vesting Period, except as otherwise provided in the Award Agreement.

Performance Goals: In addition, the value of the Performance Units to be paid under the Award will be based upon the Company’s performance using [•] as certified by the Committee.

In accordance with the terms and conditions of the Plan, the Committee is authorized to adjust the terms and conditions of the Awards, including any applicable performance criteria in recognition of unusual or nonrecurring events affecting the Company. Such adjustments should be made to performance criteria to preserve equitable consideration of achieving the performance conditions when these types of events impact performance criteria (that are many times not in the Grantee’s control). Examples of such equitable adjustments include, but are not limited to, gains or losses on sales of businesses, business combination adjustments, adjustments in response to changes in laws, regulations, accounting principles, tax laws, etc. In addition, in the case of events impacting specifically the financial services sector, such equitable adjustments to performance criteria (specifically performance goals) will include any one of or combination of the following: enhanced regulatory requirements related to the amount of debt required to be held, other impacts of changes to regulatory capital, and/or changes associated with amounts paid for insuring bank deposits.

By your acceptance of the Award Agreement, you acknowledge and agree that the Award is granted under and governed by the terms and conditions of the Plan, the Award Agreement, and this Notice of Grant.



PERSONAL & CONFIDENTIAL

PERFORMANCE UNIT AWARD AGREEMENT
GRANTED UNDER THE
REGIONS FINANCIAL CORPORATION
2025 LONG TERM INCENTIVE PLAN
[•]

You have been granted an award of Performance Units (the “Award”) under the Regions Financial Corporation 2025 Long Term Incentive Plan (the “Plan”), the terms and conditions of which are incorporated in this document by reference. This document sets forth certain terms of your Award and constitutes the Award Agreement required by the Plan. You should retain it for future reference. The Plan, the Notice of Grant, which is a part of this Award Agreement, and the prospectus also describe certain provisions applicable to your Award. Copies of these documents are available through Shareworks, the online equity compensation management system used by Regions. If you would like paper copies of these documents, please contact Executive Compensation at (205) 820-2355. Capitalized terms not defined in this Award Agreement are references to defined terms in the Plan or the Notice of Grant. In the event of any conflict or inconsistency among the provisions in this Award Agreement, the Notice of Grant, or the Plan, the terms and conditions of this Award Agreement will control.

The grant date of your Award, the date on which your Award vests, and the vesting conditions for your Award are set forth in the attached Notice of Grant. The number of Performance Units (“PUs”) referenced in the Notice of Grant is the target number of PUs subject to the Award. The number of PUs payable under the Award is contingent upon the extent to which the Performance Thresholds and the Performance Goals specified in the Notice of Grant are determined to be achieved. Except as otherwise specified herein, at the end of each Performance Threshold Measurement Period and the end of the Performance Vesting Period, the Committee will certify the level of achievement of the Performance Thresholds and the Performance Goals, as applicable, and determine the number of PUs, if any, payable to you under the Award. In order to receive a payout of your PUs, you must be employed by Regions or one of its Subsidiaries through the end of the Service Vesting Period (except as otherwise provided below). As soon as practicable after your Award vests and becomes payable and in any event within sixty (60) days following such date, you will receive a cash payment equal to the aggregate value of your PUs.

If during the Service Vesting Period, prior to payment of the PUs, any of the following events occur, the Award will be treated as described below:

•If your employment terminates due to your death, then as soon as practicable following your death, the Performance Threshold Measurement Periods, the Performance Vesting Period, the Service Vesting Period, and any other restrictions imposed upon your Award will be deemed to have lapsed (unless prohibited by applicable laws, rules, or regulations), and a cash amount equal to the Target Value will be paid to your estate.

•If your employment terminates due to your Disability, then the Award will continue to vest in accordance with its terms and you will be entitled to receive a cash payment under the PUs, if any, at the end of the Service Vesting Period that you otherwise would have received (i.e., based on actual achievement of the Performance Thresholds and the Performance Goals) had your employment continued through the payment date. In the event your employment terminates due to your Disability and your death occurs prior to the end of the Service Vesting Period, then as soon as practicable following your death, all restrictions imposed upon your Award will be deemed to have lapsed (unless prohibited by applicable laws, rules, or regulations), and a cash amount equal to the Target Value will be paid to your estate.



•If any time on or after [•], you terminate your employment due to Retirement (on or after age 65 or on or after you attain age [55 with 10 years of continuous service] [55 with 6 years of continuous service]), then the Award will continue to vest in accordance with its terms and you will be entitled to receive a cash payment, if any, at the end of the Service Vesting Period that you otherwise would have received (i.e., based on actual achievement of the Performance Thresholds and the Performance Goals) had your employment continued through the Service Vesting Period.

•If the Company terminates your employment without Cause but through no fault of your own (as determined in the Company’s sole discretion), the Award will continue to vest in accordance with its terms and you will be entitled to receive a cash payment, if any, at the end of the Service Vesting Period that you otherwise would have received (i.e., based on actual achievement of the Performance Thresholds and the Performance Goals) had your employment continued through the Service Vesting Period.

•Notwithstanding anything in the Plan to the contrary, in the event of a Change in Control, the value of the PUs under the Award will be locked in at the greater of targeted performance and actual performance being attained as of the effective date of the Change in Control, and will vest and become payable in accordance with the service-based vesting conditions in the Notice of Grant, provided you are employed by the Company through the Service Vesting Period. Notwithstanding the foregoing, if your employment is terminated by the Company without Cause or by you for Good Reason, in each case, within the twenty-four (24) month period following the Change in Control, all restrictions imposed upon your Award will be deemed to have lapsed (unless prohibited by applicable laws, rules, or regulations), and a cash payment equal to the value of the PUs locked in as of the effective date of the Change in Control will be paid to you as soon as practicable after your termination of employment and in any event within sixty (60) days following such date.

•If your employment terminates during the Service Vesting Period for any reason other than those listed above, your Award will be forfeited as of your termination of employment.

Notwithstanding anything herein to the contrary, if the Award (or any portion of the Award) is determined to be “deferred compensation” within the meaning of Section 409A of the Code and is payable due to your termination of employment, then it will be paid only upon a “separation from service,” as defined in Section 409A of the Code, and if you are a “specified employee,” as defined in Section 409A of the Code, it will not be paid until six months after your “separation from service,” all in accordance with Section 409A of the Code.

Any amounts paid or payable under the Award are subject to clawback and/or forfeiture in accordance with the terms of Applicable Law and the provisions of any clawback policy implemented by the Company, including, without limitation, the Company’s Compensation Recoupment Policy (or any successor policy thereto), as in effect from time to time, even if you are not a “covered officer” as defined in the policy and the Company’s Financial Restatement Compensation Recoupment Policy (or any successor policy thereto), as in effect from time to time.

By signing the attached Notice of Grant, you acknowledge that you accept the Award on the terms and conditions set forth in this Award Agreement, the Notice of Grant, and the Plan, and you further acknowledge and agree as follows: (1) this Award Agreement, the Notice of Grant, and the Plan set forth the entire agreement and understanding between you and Regions relating to the subject matter herein and supersede and replace all prior agreements and understandings with respect to such subject matter; (2) you and Regions have made no agreements, representations, or warranties relating to the subject matter of this Award Agreement that are not set forth herein; (3) no provision of this Award Agreement may be amended, modified, or waived unless such amendment, modification, or waiver is authorized by the Committee and is agreed to in writing by an authorized officer of Regions; and (4) this Award Agreement is binding upon Regions’ successors and assigns. You also acknowledge and agree that Regions, the Board, and the Committee, in their oversight and conduct of the business and affairs of Regions, may in good faith cause Regions to act or fail to act in a manner that prevents the Award from vesting; and this Award Agreement is not intended to and will not be interpreted


to impose any liability upon Regions, the Board, the Committee, or any officer, agent, or associate of Regions for any forfeiture of the Award that results from any such action or omission.

Exhibit 10.5
AIRCRAFT TIME SHARING AGREEMENT


This Aircraft Time Sharing Agreement (the “Agreement”) is made and entered into this __ day of _________, 2026, by and between Regions Financial Corporation (the “Owner”), a Delaware corporation, with principal offices in Birmingham, Alabama, and _______________, an individual (the “User”), who together are sometimes referred to herein individually as a “Party” or collectively as the “Parties.” This Agreement amends, restates, and replaces the prior agreement between the Parties.

WITNESSETH:

WHEREAS, the Owner is the registered owner of certain civil aircraft (the “Aircraft”) as listed on
Exhibit A as may be amended from time to time;

WHEREAS, the User is an employee of the Owner, and it is the policy of the Owner to permit employees to use the Aircraft for certain personal travel due to physical safety and efficiency concerns, and User desires to reimburse the Owner for such personal use; and

WHEREAS, the Owner desires to make the Aircraft available to the User for purposes of personal travel on a time sharing basis in accordance with the provisions of §91.501(b)(6), 91.501(c)(1) and 91.501(d) of the Federal Aviation Regulations (“FARs”).

NOW THEREFORE, in consideration of the mutual covenants set forth herein, the Parties agree as follows:
Provision of Aircraft. The Owner agrees to provide the Aircraft to the User for purposes of personal travel on a time sharing basis in accordance with the provisions of 91.501(b)(6), 91.501(c)(1) and 91.501(d) of the FARs. The provision of the Aircraft hereunder shall commence on the date of this Agreement and terminate on the earlier of (a) the termination of this Agreement as provided in Paragraph 16 hereto, or (b) the date the User ceases to be employed by Owner whether as a result of resignation, retirement, death, or other termination, provided, however, that (where practicable) the term shall be extended to permit the User or User’s designees to complete any previously scheduled return flight for which the initial flight was begun during the term. The Owner shall have the right to add or substitute aircraft of similar type, quality, and equipment, and to remove aircraft from the fleet, from time to time during the term of this Agreement. The Owner shall send User a revised Exhibit A upon each such change in the Aircraft. User accepts the risk that the Owner may eliminate the fleet altogether, in which event the Owner shall have no responsibility to procure additional aircraft for User’s needs.



2.Reimbursement.

2.1Reimbursement of Expenses. User shall have the use of the Aircraft for personal travel without reimbursement to the Owner up to a maximum annual value (the “Annual Value”) specified by the Owner (through Owner’s Board of Directors or Compensation and Human Resources Committee) and updated time to time.    Changes to the Annual Value shall be communicated to the User as soon as practicable after any adjustment is made, provided however that once the Annual Value for any calendar year has been determined, the Annual Value shall not be reduced during that calendar year without the agreement of all Parties. The value of personal travel for purposes of this Agreement shall be determined in accordance with the Owner’s Use of Corporate Aircraft Policy. Over and above such value, for each flight conducted under the Agreement, the User shall reimburse the Owner an amount determined from time to time by the Owner as the incremental cost and expense of operating the Aircraft, provided, however, the amount for each flight shall be limited to no more than the charges prescribed by any applicable FAR.

2.2Legs of Flight. Provided that the destination of the flight in question is within a state in which the Owner or any of its subsidiaries maintains an office or branch bank, a flight shall be deemed conducted under this Agreement only for the legs of flight on which the User or the User’s designees are passengers. Otherwise, a flight shall be deemed conducted under this Agreement with respect to both (i) the legs of flight on which the User or the User’s designees are passengers, and (ii) any legs of flight necessary to reposition the Aircraft to the point of origination for the legs on which the User or the User’s designees are passengers.

3.Invoicing and Payment. All payments to be made to the Owner by the User hereunder shall be paid in the manner set forth in this Paragraph 3. The Owner will pay to suppliers, employees, contractors and governmental entities all expenses related to the operation of the Aircraft hereunder in the ordinary course. As to each flight operated hereunder, the Owner shall provide to the User an invoice for the charges provided under Paragraph 2 of this Agreement, such invoice to be issued by the thirtieth (30th) day of each calendar month for flights performed the preceding calendar month. The User shall pay the Owner the full amount of such invoice within fifteen (15) days of the date of the invoice, unless such invoice is subject to a good faith dispute between Owner and User.
4.Flight Requests. The User’s ability to use the Aircraft shall be subject to the Owner’s Use of Corporate Aircraft Policy. The User will provide the Owner with flight requests and proposed flight schedules as far in advance as possible and in any case at least forty-eight (48) hours in advance of the User’s desired departure. Flight requests shall be in a form, whether oral or written, mutually convenient to and agreed upon by the Parties. In addition to proposed schedules and departure times, the User shall provide at least the following information for each proposed flight reasonably in advance of the desired departure time as required by the Owner or its flight crew:

(a)date(s) of travel;
(b)departure/arrival times;
(c)departure point;
(d)destination(s);




(e)number and identity of anticipated passengers, including, for international flights, citizenship of each non-U.S. citizen and copies establishing their rights to be present in the United States, including (as applicable) passport, visa, and immigration forms; and
(f)any other information concerning the proposed flight that may be pertinent to or required by the Owner or Owner’s flight crew.

5.Aircraft Scheduling. The Owner shall have final authority over all scheduling of the Aircraft, including the right to reject requests if the request conflicts with the Owner’s Use of Corporate Aircraft Policy or if the Aircraft are unavailable. It is understood that the Owner shall not be obligated to retain or contract for additional flight crew or maintenance personnel or equipment in order to accommodate the User’s schedule requests.

6.Aircraft Maintenance. As between the Parties hereto, Owner shall be solely responsible for securing scheduled and unscheduled maintenance, preventive maintenance and required or otherwise necessary inspections of the Aircraft, and shall take such requirements into account in scheduling the Aircraft. Performance of maintenance, preventive maintenance or inspection shall not be delayed or postponed for the purpose of scheduling the Aircraft unless such maintenance or inspection can safely be conducted at a later time in compliance with applicable laws, regulations and requirements, and such delay or postponement is consistent with the sound discretion of the pilot-in-command.

7.Flight Crew. The Owner shall provide and employ, at its sole cost and expense, qualified flight crew for all flight operations under this Agreement.

8.Operational Authority and Control. The Owner shall be responsible for the physical and technical operation of the Aircraft and the safe performance of all flights, and shall retain full authority and control including exclusive operational control and possession of the Aircraft at all times during the term of this Agreement. In accordance with applicable FARs, the qualified flight crew provided by the Owner will exercise all required duties and responsibilities in regard to the safety of each flight conducted hereunder. The pilot-in-command shall have absolute discretion in all matters concerning the preparation of the Aircraft for flight and the flight itself, the load carried and its distribution, the decision whether or not a flight shall be undertaken, the route to be flown, the place where landings shall be made, and all other matters relating to operation of the Aircraft. The User specifically agrees that the flight crew shall have final and complete authority to delay or cancel any flight for any reason or condition which in the sole judgment of the pilot-in-command could compromise the safety of the flight, and to take any other action which in the sole judgment of the pilot-in-command is necessitated by considerations of safety. No such action of the pilot-in-command shall create or support any liability to the User or any other person for loss, injury, damage or delay. The Parties further agree that the Owner shall not be liable for delay or failure to furnish the Aircraft and crew pursuant to this Agreement (i) if the Owner rejects a request due to the unavailability of the Aircraft or due to the request’s failure to comply with the Owner’s Use of Corporate Aircraft Policy, provided such rejection is communicated to the User as soon as reasonably practicable or (ii) when such failure is caused by government regulation or authority, mechanical difficulty or breakdown, war, terrorism, civil commotion, strikes or labor




disputes, weather conditions, acts of God, or other circumstances beyond the Owner’s reasonable control.

9.Insurance; Limitation of Liability; Disclaimer; Waiver.

9.1Insurance. The Owner will maintain or cause to be maintained in full force and effect throughout the term of this Agreement aircraft liability insurance in respect of the Aircraft, naming the User as an additional insured, in an amount at least equal to $100 million combined single limit for bodily injury to or death of persons (including passengers) and property damage liability. The Owner shall use commercially reasonable efforts to procure such additional insurance coverage as the User may reasonably request naming the User as an additional insured; provided, that the cost of such additional insurance shall be borne by the User as a charge for insurance obtained for the specific flight, as authorized under FAR 91.501(d)(4); and

9.2Limitation of Liability. The User agrees that the insurance specified in Paragraph 9.1 shall provide the User’s sole recourse for all claims, losses, liabilities, obligations, demands, suits, judgments or causes of action, penalties, fines, costs and expenses of any nature whatsoever, including attorneys' fees and expenses for or on account of or arising out of, or in any way connected with the use of the Aircraft by the User or the User’s guests, including injury to or death of any persons, including the User and the User’s guests, which may result from or arise out of the use or operation of the Aircraft during the term of this Agreement (“Claims”). The Owner shall not be liable for any special, incidental, indirect or consequential damages under any circumstances or for any reason in connection with the furnishing, performance or use of the Aircraft, in the absence of gross negligence or willful misconduct of the Owner or the Owner’s officers, employees or agents. This Paragraph 9 shall survive termination or expiration of this Agreement.
9.3Disclaimer; Waiver. OWNER DOES NOT MAKE AND HEREBY EXPRESSLY DISCLAIMS, AND THE USER HEREBY KNOWINGLY, INTENTIONALLY AND WITH FULL KNOWLEDGE OF THE CONSEQUENCES THEREOF, WAIVES ANY CLAIMS IN RESPECT OF, ANY REPRESENTATION, WARRANTY OR GUARANTEE OF ANY KIND, EXPRESS OR IMPLIED, OTHER THAN THOSE SET FORTH IN THIS AGREEMENT, AS TO (I) THE AIRWORTHINESS, VALUE, CONDITIONS, DESIGN, COMPLIANCE WITH SPECIFICATIONS, OPERATION OF, OR THE QUALITY OF THE MATERIAL OR WORKMANSHIP IN, OR TITLE TO, OR ANY DEFECT IN, ANY AIRCRAFT TIME-SHARED HEREUNDER, (II) THE MERCHANTABILITY OR FITNESS FOR USE OR FOR A PARTICULAR PURPOSE OF ANY AIRCRAFT TIME-SHARED HEREUNDER OR WITH RESPECT TO ANY SERVICES TO BE PERFORMED HEREUNDER, OR AS TO THE ABSENCE OF LATENT OR OTHER DEFECTS, WHETHER OR NOT DISCOVERABLE

10.Warranties. The User warrants that:

10.1The User will use the Aircraft under this Agreement for and only for the User’s own account, including the carriage of the User’s guests and in compliance with applicable law and the Owner’s Use of Corporate Aircraft Policy, and will not use the Aircraft for the purpose of providing transportation of passengers or cargo for compensation or hire. The User further warrants that the User shall be responsible for the actions and activities of the User’s guests and



for ensuring that the conduct of guests is in accordance with applicable law and the Owner’s Use of Corporate Aircraft Policy;

10.2The User will not permit any lien, security interest or other charge or encumbrance to attach against the Aircraft as a result of the User’s action or inaction, and shall not convey, mortgage, assign, lease or in any way alienate the Aircraft or the Owner’s rights hereunder; and

10.3During the term of this Agreement, the User will abide by and conform to and will cause all passengers to abide by and conform to all such laws, governmental and airport orders, rules, and regulations as shall from time to time be in effect relating in any way to the operation or use of the Aircraft under Part 91 of the FARs.

11.Base of Operations. For purposes of this Agreement, the base of operation of the Aircraft is Birmingham, Alabama; provided that such base may be changed upon notice from the Owner to the User.

12.Copy Aboard Aircraft. Owner will assure that a copy of this Agreement shall be carried in the Aircraft and available for review upon request of the FAA on all flights conducted pursuant to this Agreement.

13.Notices and Communications. Any notice, request, or other communication to any Party by the other Party under this Agreement shall be conveyed in writing (except as permitted in Paragraph 4) and shall be deemed given on the earlier of the date (i) notice is personally delivered with receipt acknowledged, (ii) a facsimile notice is transmitted, or (iii) three (3) days after notice is mailed by certified mail, return receipt requested, postage paid, and addressed to the Party at the address set forth below. The address of a Party to which notices or copies of notice are to be given may be changed from time to time by such Party by written notice to the other Party.
If to the Owner:    Regions Financial Corporation
1900 Fifth Avenue North Birmingham, Alabama 35203 Attention: Chief Legal Officer

If to the User:    ________________________
c/o Regions Financial Corporation 1900 Fifth Avenue North Birmingham, Alabama 35203

Additionally, for the purposes of Section 20 of this Agreement (the Truth in Leasing Statement), these shall be the addresses of the Parties.

14. Further Acts. The Owner and the User shall from time to time perform such other and further acts and execute such other and further instruments as may be required by law or may be reasonably necessary (i) to carry out the intent and purpose of this Agreement, and (ii) to establish, maintain and protect the respective rights and remedies of the other Party.




15.Successors and Assigns. Neither this Agreement nor any Party's interest herein shall be assigned without the express written consent of the other Party. This Agreement shall inure to the benefit of and be binding upon the Parties hereto, their representatives, successors and assigns.

16.Termination. Either Party may terminate this Agreement for any reason upon written notice to the other, such termination to become effective ten (10) days from the date of the notice; provided, that this Agreement may be terminated as a result of a breach by either Party of its obligations under this Agreement on ten (10) days written notice by the non-breaching Party to the breaching Party; and provided further, that this Agreement may be terminated on such shorter notice as may be required to comply with applicable laws, regulations, the requirements of any financial institution with a security or other interest in the Aircraft, insurance requirements or in the event the insurance required hereunder is not in full force and effect. Additionally, in the event the User ceases to be an employee by the Owner in a position eligible to use the Aircraft under the Owner’s Corporate Use of Aircraft Policy, the Agreement shall automatically terminate.

17.Governing Law. This Agreement shall be governed by and construed in accordance with the laws of Alabama.

18.Severability. If any one or more of the provision of the Agreement shall be held invalid, illegal, or unenforceable, the remaining provisions of this Agreement shall be unimpaired, and the invalid, illegal, or unenforceable provision shall be replaced by a mutually acceptable provision, which, being valid, legal, and enforceable, comes closest to the intention of the Parties underlying the invalid, illegal, or unenforceable provision. To the extent permitted by applicable law, the Parties hereby waive any provision of law that renders any provision of this Agreement prohibited or unenforceable in any respect. This Agreement may be executed in counterparts, which shall, singly or in the aggregate, constitute a fully executed and binding Agreement.
19.Amendment or Modification. This Agreement constitutes the entire agreement between the Parties with respect to the subject matter hereof and is not intended to confer upon any person or entity any rights or remedies hereunder which are not expressly granted herein. This Agreement may be amended or modified only in writing duly executed by the Parties hereto.

20.TRUTH IN LEASING STATEMENT UNDER SECTION 91.23 OF THE FEDERAL AVIATION REGULATIONS.

(a)THE OWNER HEREBY CERTIFIES THAT EACH AIRCRAFT HAS BEEN INSPECTED AND MAINTAINED WITHIN THE TWELVE (12) MONTH PERIOD PRECEDING THE DATE OF THIS AGREEMENT, OR SUCH SHORTER PERIOD AS THE OWNER SHALL HAVE HAD POSSESSION OF THE AIRCRAFT, IN ACCORDANCE WITH THE PROVISIONS OF FAR PART 91 AND THAT ALL APPLICABLE REQUIREMENTS FOR THE MAINTENANCE AND INSPECTION THEREUNDER HAVE BEEN MET AND THAT SUCH AIRCRAFT WILL BE INSPECTED AND



MAINTAINED IN ACCORDANCE WITH SUCH PROVISIONS DURING THE TERM OF THIS AGREEMENT;

(b)THE OWNER (WITH NAME AND ADDRESS AS SPECIFIED IN THIS AGREEMENT) AGREES, CERTIFIES, AND KNOWINGLY ACKNOWLEDGES THAT WHEN THE AIRCRAFT IS USED UNDER THIS AGREEMENT, THE OWNER SHALL BE KNOWN AS, CONSIDERED, AND SHALL IN FACT BE THE OPERATOR OF THE AIRCRAFT AND THE OWNER SHALL BE RESPONSIBLE FOR OPERATIONAL CONTROL OF ALL AIRCRAFT UNDER THIS AGREEMENT. THE OWNER CERTIFIES THAT IT IS RESPONSIBLE FOR OPERATIONAL CONTROL OF THE AIRCRAFT AND UNDERSTANDS ITS RESPONSIBILITIES FOR COMPLIANCE WITH THE APPLICABLE FEDERAL AVIATION REGULATIONS INCLUDING FAR PART 91; and
(c)THE PARTIES UNDERSTAND THAT AN EXPLANATION OF FACTORS AND PERTINENT FEDERAL AVIATION REGULATIONS BEARING ON OPERATIONAL CONTROL CAN BE OBTAINED FROM THE RESPONSIBLE FAA FLIGHT STANDARDS DISTRICT OFFICE, GENERAL AVIATION DISTRICT OFFICE, OR AIR CARRIER DISTRICT OFFICE. THE OWNER AGREES TO SEND AN EXECUTED COPY OF THIS AGREEMENT FOR AND ON BEHALF OF BOTH PARTIES TO: AIRCRAFT REGISTRATION BRANCH, ATTN: TECHNICAL SECTION, P.O. BOX 25724, OKLAHOMA CITY, OKLAHOMA 73125, WITHIN TWENTY-FOUR (24) HOURS OF ITS EXECUTION, AS PROVIDED BY FAR 91.23(C)(1).
IN WITNESS WHEREOF, the Parties hereto have caused the signature of their authorized representatives to be affixed below on the day and year first above written. The persons signing below warrant their authority to sign.

Owner:User:
Regions Financial Corporation
By:_______________________________By:_______________________________
Name:____________________________Name:____________________________
Title:____________________________Title:____________________________

EXHIBIT 31.1
CERTIFICATIONS
I, John M. Turner, Jr., certify that:
1.     I have reviewed this Quarterly Report on Form 10-Q of Regions Financial Corporation;
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(s) 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; and
5.     The registrant’s other certifying officer(s) 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.

Date: May 7, 2026
 
/S/    JOHN M. TURNER, JR.
John M. Turner, Jr.
Chairman, President and Chief Executive Officer

EXHIBIT 31.2
CERTIFICATIONS
I, Anil C. Chadha., certify that:
1.     I have reviewed this Quarterly Report on Form 10-Q of Regions Financial Corporation;
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(s) 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; and
5.     The registrant’s other certifying officer(s) 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.

Date: May 7, 2026
 
/S/    ANIL C. CHADHA
Anil C. Chadha
Senior Executive Vice President and
Chief Financial Officer

EXHIBIT 32
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Quarterly Report of Regions Financial Corporation (the “Company”) on Form 10-Q for the quarter ended March 31, 2026 (the “Report”), I, John M. Turner, Jr., Chief Executive Officer of the Company, and Anil C. Chadha., Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 906 of the Sarbanes-Oxley Act of 2002, that to our knowledge:
1)The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
2)The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
 
/S/    JOHN M. TURNER, JR.
 
/S/    ANIL C. CHADHA
John M. Turner, Jr.
Chairman, President and Chief Executive Officer		 Anil C. Chadha
Senior Executive Vice President and Chief Financial Officer
Date: May 7, 2026
A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signatures that appear in typed form within the electronic version of this written statement required by Section 906, has been provided to Regions Financial Corporation and will be retained by Regions Financial Corporation and furnished to the Securities and Exchange Commission or its staff upon request.