Employee Benefit Plans

12 Months Ended

Dec. 31, 2019

Defined Benefit Plans and Other Postretirement Benefit Plans Disclosures [Abstract]

Employee Benefit Plans

EMPLOYEE BENEFIT PLANS

Defined Benefit Pension and Postretirement Benefit Plans

The Corporation has a qualified and non-qualified defined benefit pension plan. In October 2016, the Corporation modified its defined benefit pension plans to freeze final average pay benefits as of December 31, 2016, other than for participants who were age 60 or older as of December 31, 2016, and added a cash balance plan provision effective January 1, 2017. Active pension plan participants 60 years or older as of December 31, 2016 receive the greater of the final average pay formula or the frozen final average pay benefit as of December 31, 2016 plus the cash balance benefit earned after January 1, 2017. Employees participating in the retirement account plan as of December 31, 2016 were eligible to participate in the cash balance pension plan effective January 1, 2017. Benefits earned under the cash balance pension formula, in the form of an account balance, include contribution credits based on eligible pay earned each month, age and years of service and monthly interest credits based on the 30-year Treasury rate.

The Corporation’s postretirement benefit plan provides postretirement health care and life insurance benefits for retirees as of December 31, 1992. The plan also provides certain postretirement health care and life insurance benefits for a limited number of retirees who retired prior to January 1, 2000. For all other employees hired prior to January 1, 2000, a nominal benefit is provided. Employees hired on or after January 1, 2000 and prior to January 1, 2007 are eligible to participate in the plan on a full contributory basis until Medicare-eligible based on age and service. Employees hired on or after January 1, 2007 are not eligible to participate in the plan. The Corporation funds the pre-1992 retiree plan benefits with bank-owned life insurance.

The following table sets forth reconciliations of plan assets and the projected benefit obligation, the weighted-average assumptions used to determine year-end benefit obligations, and the amounts recognized in accumulated other comprehensive income (loss) for the Corporation’s defined benefit pension plans and postretirement benefit plan at December 31, 2019 and 2018. The Corporation used a measurement date of December 31, 2019 for these plans.

	Defined Benefit Pension Plans
	Qualified						Non-Qualified						Postretirement Benefit Plan
(dollar amounts in millions)	2019			2018			2019			2018			2019			2018
Change in fair value of plan assets:
Fair value of plan assets at January 1	$	2,458		$	2,747		$	—		$	—		$	56		$	60
Actual return on plan assets	579			(167		)	—			—			5			(1		)
Employer contributions	—			—			—			—			1			1
Benefits paid	(104		)	(122		)	—			—			(5		)	(4		)
Fair value of plan assets at December 31	$	2,933		$	2,458		$	—		$	—		$	57		$	56
Change in projected benefit obligation:
Projected benefit obligation at January 1	$	1,901		$	2,061		$	211		$	212		$	46		$	51
Service cost	31			29			3			2			—			—
Interest cost	80			75			9			8			2			2
Actuarial loss (gain)	223			(142		)	25			—			5			(3		)
Benefits paid	(104		)	(122		)	(13		)	(11		)	(5		)	(4		)
Projected benefit obligation at December 31	$	2,131		$	1,901		$	235		$	211		$	48		$	46
Accumulated benefit obligation	$	2,121		$	1,893		$	234		$	209		$	48		$	46
Funded status at December 31 (a) (b)	$	802		$	557		$	(235	)	$	(211	)	$	9		$	10
Weighted-average assumptions used:
Discount rate	3.43		%	4.37		%	3.43		%	4.37		%	3.26		%	4.26		%
Rate of compensation increase	4.00			4.00			4.00			4.00			n/a			n/a
Healthcare cost trend rate:
Cost trend rate assumed for next year	n/a			n/a			n/a			n/a			6.25			6.50
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)	n/a			n/a			n/a			n/a			4.50			4.50
Year when rate reaches the ultimate trend rate	n/a			n/a			n/a			n/a			2027			2027
Amounts recognized in accumulated other comprehensive income (loss) before income taxes:
Net actuarial loss	$	(463	)	$	(687	)	$	(94	)	$	(76	)	$	(20	)	$	(19	)
Prior service credit	121			140			26			34			1			1
Balance at December 31	$	(342	)	$	(547	)	$	(68	)	$	(42	)	$	(19	)	$	(18	)

(a) Based on projected benefit obligation for defined benefit pension plans and accumulated benefit obligation for postretirement benefit plan.

(b) The Corporation recognizes the overfunded and underfunded status of the plans in accrued income and other assets and accrued expenses and other liabilities, respectively, on the Consolidated Balance Sheets.

n/a - not applicable

Because the non-qualified defined benefit pension plan has no assets, the accumulated benefit obligation exceeded the fair value of plan assets at December 31, 2019 and December 31, 2018.

The following table details the changes in plan assets and benefit obligations recognized in other comprehensive income (loss) for the year ended December 31, 2019.

	Defined Benefit Pension Plans
(in millions)	Qualified			Non-Qualified			Postretirement Benefit Plan			Total
Actuarial gain (loss) arising during the period	$	190		$	(25	)	$	(2	)	$	163
Amortization of net actuarial loss	34			7			1			42
Amortization of prior service credit	(19		)	(8		)	—			(27		)
Total recognized in other comprehensive income (loss)	$	205		$	(26	)	$	(1	)	$	178

Components of net periodic defined benefit cost and postretirement benefit cost, the actual return on plan assets and the weighted-average assumptions used were as follows:

	Defined Benefit Pension Plans
(dollar amounts in millions)	Qualified									Non-Qualified
Years Ended December 31	2019			2018			2017			2019			2018			2017
Service cost (a)	$	31		$	29		$	29		$	3		$	2		$	2
Other components of net benefit (credit) cost:
Interest cost	80			75			78			9			8			8
Expected return on plan assets	(166		)	(165		)	(159		)	—			—			—
Amortization of prior service credit	(19		)	(19		)	(19		)	(8		)	(8		)	(8		)
Amortization of net loss	34			51			43			7			9			8
Total other components of net benefit (credit) cost (b)	(71		)	(58		)	(57		)	8			9			8
Net periodic defined benefit (credit) cost	$	(40	)	$	(29	)	$	(28	)	$	11		$	11		$	10
Actual return on plan assets	$	579		$	(167	)	$	396		n/a			n/a			n/a
Actual rate of return on plan assets	24.07		%	(6.21		)%	16.48		%	n/a			n/a			n/a
Weighted-average assumptions used:
Discount rate	4.37		%	3.74		%	4.23		%	4.37		%	3.74		%	4.23		%
Expected long-term return on plan assets	6.50			6.50			6.50			n/a			n/a			n/a
Rate of compensation increase	4.00			3.75			3.50			4.00			3.75			3.50

(a) Included in salaries and benefits expense on the Consolidated Statements of Income.

(b) Included in other noninterest expenses on the Consolidated Statements of Income.

n/a - not applicable

(dollar amounts in millions)	Postretirement Benefit Plan
Years Ended December 31	2019			2018			2017
Other components of net benefit cost:
Interest cost	$	2		$	2		$	2
Expected return on plan assets	(3		)	(3		)	(3		)
Amortization of net loss	1			1			1
Net periodic postretirement benefit cost	$	—		$	—		$	—
Actual return on plan assets	$	5		$	(1	)	$	2
Actual rate of return on plan assets	9.14		%	(2.05		)%	3.52		%
Weighted-average assumptions used:
Discount rate	4.26		%	3.55		%	3.92		%
Expected long-term return on plan assets	5.00			5.00			5.00
Healthcare cost trend rate:
Cost trend rate assumed	6.50			6.50			6.50
Rate to which the cost trend rate is assumed to decline (the ultimate trend rate)	4.50			4.50			4.50
Year that the rate reaches the ultimate trend rate	2027			2027			2027

The expected long-term rate of return of plan assets is the average rate of return expected to be realized on funds invested or expected to be invested over the life of the plan, which has an estimated duration of approximately 12 years as of December 31, 2019. The expected long-term rate of return on plan assets is set after considering both long-term returns in the general market and long-term returns experienced by the assets in the plan. The returns on the various asset categories are blended to derive one long-term rate of return. The Corporation reviews its pension plan assumptions on an annual basis with its actuarial consultants to determine if assumptions are reasonable and adjusts the assumptions to reflect changes in future expectations.

The estimated portion of balances remaining in accumulated other comprehensive income (loss) that are expected to be recognized as a component of net periodic benefit cost in the year ended December 31, 2020 are as follows:

	Defined Benefit Pension Plans
(in millions)	Qualified			Non-Qualified			Postretirement Benefit Plan		Total
Net loss	$	54		$	9		$	1	$	64
Prior service credit	(19		)	(8		)	—		(27		)

Assumed healthcare cost trend rates have a significant effect on the amounts reported for the postretirement benefit plan. A one-percentage-point change in 2019 assumed healthcare and prescription drug cost trend rates would result in a five-percentage-point change in the postretirement benefit obligation.

Plan Assets

The Corporation’s overall investment goals for the qualified defined benefit pension plan are to maintain a portfolio of assets of appropriate liquidity and diversification; to generate investment returns (net of operating costs) that are reasonably anticipated to maintain the plan’s fully funded status or to reduce a funding deficit, after taking into account various factors, including reasonably anticipated future contributions and expense and the interest rate sensitivity of the plan’s assets relative to that of the plan’s liabilities; and to generate investment returns (net of operating costs) that meet or exceed a customized benchmark as defined in the plan investment policy. Derivative instruments are permissible for hedging and transactional efficiency, but only to the extent that the derivative use enhances the efficient execution of the plan’s investment policy. The plan does not directly invest in securities issued by the Corporation and its subsidiaries. The Corporation’s target allocations for plan investments are 45 percent to 55 percent for both equity securities and fixed income, including cash. Equity securities include collective investment and mutual funds and common stock. Fixed income securities include U.S. Treasury and other U.S. government agency securities, mortgage-backed securities, corporate bonds and notes, municipal bonds, collateralized mortgage obligations and money market funds.

Fair Value Measurements

The Corporation’s qualified defined benefit pension plan utilizes fair value measurements to record fair value adjustments and to determine fair value disclosures. The Corporation’s qualified benefit pension plan categorizes investments recorded at fair value into a three-level hierarchy, based on the markets in which the investment are traded and the reliability of the assumptions used to determine fair value. Refer to Note 1 for a description of the three-level hierarchy.

Following is a description of the valuation methodologies and key inputs used to measure the fair value of the Corporation’s qualified defined benefit pension plan investments, including an indication of the level of the fair value hierarchy in which the investments are classified.

Mutual funds

Fair value measurement is based upon the net asset value (NAV) provided by the administrator of the fund. Mutual fund NAVs are quoted in an active market exchange, such as the New York Stock Exchange, and are included in Level 1 of the fair value hierarchy.

Common stock

Fair value measurement is based upon the closing price quoted in an active market exchange, such as the New York Stock Exchange. Level 1 common stock includes domestic and foreign stock and real estate investment trusts.

U.S. Treasury and other U.S. government agency securities

Level 1 securities include U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets. Fair value measurement is based upon quoted prices in an active market exchange, such as the New York Stock Exchange. Level 2 securities include debt securities issued by U.S. government agencies and U.S. government-sponsored entities. The fair value of Level 2 securities is determined using quoted prices of securities with similar characteristics, or pricing models based on observable market data inputs, primarily interest rates and spreads.

Corporate and municipal bonds and notes

Fair value measurement is based upon quoted prices of securities with similar characteristics or pricing models based on observable market data inputs, primarily interest rates, spreads and prepayment information. Level 2 securities include corporate bonds, municipal bonds, foreign bonds and foreign notes.

Mortgage-backed securities

Fair value measurement is based upon independent pricing models or other model-based valuation techniques such as the present value of future cash flows, adjusted for the security's credit rating, prepayment assumptions and other factors, such as credit loss and liquidity assumptions, and are included in Level 2 of the fair value hierarchy.

Private placements

Fair value is measured using the NAV provided by fund management as quoted prices in active markets are not available. Management considers additional discounts to the provided NAV for market and credit risk. Private placements are included in Level 3 of the fair value hierarchy.

 Collective investment funds

Fair value measurement is based upon the NAV provided by the administrator of the fund as a practical expedient to estimate fair value. There are no unfunded commitments or redemption restrictions on the collective investment funds. The investments are redeemable daily.

 Fair Values

The fair values of the Corporation’s qualified defined benefit pension plan investments measured at fair value on a recurring basis at December 31, 2019 and 2018, by asset category and level within the fair value hierarchy, are detailed in the table below.

(in millions)	Total		Level 1		Level 2		Level 3
December 31, 2019
Equity securities:
Mutual funds	$	2	$	2	$	—	$	—
Common stock	1,086		1,086		—		—
Fixed income securities:
U.S. Treasury and other U.S. government agency securities	574		551		23		—
Corporate and municipal bonds and notes	734		—		734		—
Mortgage-backed securities	27		—		27		—
Private placements	57		—		—		57
Total investments in the fair value hierarchy	2,480		$	1,639	$	784	$	57
Investments measured at net asset value:
Collective investment funds	469
Total investments at fair value	$	2,949
December 31, 2018
Equity securities:
Mutual funds	$	3	$	3	$	—	$	—
Common stock	803		803		—		—
Fixed income securities:
U.S. Treasury and other U.S. government agency securities	496		482		14		—
Corporate and municipal bonds and notes	679		—		679		—
Mortgage-backed securities	29		—		29		—
Private placements	60		—		—		60
Total investments in the fair value hierarchy	2,070		$	1,288	$	722	$	60
Investments measured at net asset value:
Collective investment funds	392
Total investments at fair value	$	2,462

The table below provides a summary of changes in the Corporation’s qualified defined benefit pension plan’s Level 3 investments measured at fair value on a recurring basis for the years ended December 31, 2019 and 2018.

	Balance at Beginning of Period													Balance at End of Period
			Net Gains (Losses)
(in millions)			Realized			Unrealized			Purchases		Sales
Year Ended December 31, 2019
Private placements	$	60	$	3		$	8		$	49	$	(63	)	$	57
Year Ended December 31, 2018
Private placements	$	80	$	(1	)	$	(7	)	$	70	$	(82	)	$	60

There were no assets in the non-qualified defined benefit pension plan at December 31, 2019 and 2018. The postretirement benefit plan is fully invested in bank-owned life insurance policies. The fair value of bank-owned life insurance policies is based on the cash surrender values of the policies as reported by the insurance companies and is classified in Level 2 of the fair value hierarchy.

Cash Flows

The Corporation currently expects to make no employer contributions to the qualified and non-qualified defined benefit pension plans and postretirement benefit plan for the year ended December 31, 2020.

	Estimated Future Benefit Payments
(in millions) Years Ended December 31	Qualified Defined Benefit Pension Plan		Non-Qualified Defined Benefit Pension Plan		Postretirement Benefit Plan (a)
2020	$	134	$	14	$	5
2021	133		14		5
2022	136		14		5
2023	137		15		5
2024	139		15		4
2025 - 2029	683		74		16

(a) Estimated benefit payments in the postretirement benefit plan are net of estimated Medicare subsidies.

Defined Contribution Plans

Substantially all of the Corporation’s employees are eligible to participate in the Corporation’s principal defined contribution plan (a 401(k) plan). Under this plan, the Corporation makes core matching cash contributions of 100 percent of the first 4 percent of qualified earnings contributed by employees (up to the current IRS compensation limit), invested based on employee investment elections. Employee benefits expense included expense for the plan of $22 million for the year ended December 31, 2019, and $21 million for the years ended December 31, 2018 and 2017.

Deferred Compensation Plans

The Corporation offers optional deferred compensation plans under which certain employees and non-employee directors (participants) may make an irrevocable election to defer incentive compensation and/or a portion of base salary until retirement or separation from the Corporation. The participant may direct deferred compensation into one or more deemed investment options. Although not required to do so, the Corporation invests actual funds into the deemed investments as directed by participants, resulting in a deferred compensation asset, recorded in other short-term investments on the Consolidated Balance Sheets that offsets the liability to participants under the plan, recorded in accrued expenses and other liabilities. The earnings from the deferred compensation asset are recorded in interest on short-term investments and other noninterest income and the related change in the liability to participants under the plan is recorded in salaries and benefits expense on the Consolidated Statements of Income.