Earnings Per Share

12 Months Ended

Dec. 31, 2023

The computations of basic and diluted earnings per common share were as follows:

Table 8.15.1

EARNINGS PER SHARE COMPUTATIONS


(Dollars in millions, except per share data; shares in thousands)	2023		2022		2021
Net income	$	916	$	912	$	1,010
Net income attributable to noncontrolling interest	19		12		11
Net income attributable to controlling interest	897		900		999
Preferred stock dividends	32		32		37
Net income available to common shareholders	865		868		962

Weighted average common shares outstanding—basic	548,410		535,033		546,354
Effect of dilutive restricted stock, performance equity awards and options	3,802		7,830		4,887
Effect of dilutive convertible preferred stock (a)	9,520		23,141		—
Weighted average common shares outstanding—diluted	561,732		566,004		551,241

Basic earnings per common share	$	1.58	$	1.62	$	1.76
Diluted earnings per common share	$	1.54	$	1.53	$	1.74

(a) On February 28, 2022, FHN issued $494 million of Series G Convertible Preferred Stock, which was converted into common stock on June 26, 2023, following the termination of the TD Merger Agreement. Conversion occurred at the rate of 4,000 common shares per Series G preferred share resulting in 19,742,776 additional common shares outstanding. 2023 includes the impact of the Series G based on the final conversion rate and 2022 includes the impact based on the original maximum conversion rate. For more information on the convertible features, including the conversion rate, see Note 11 - Preferred Stock.

The following table presents outstanding options and other equity awards that were excluded from the calculation of diluted earnings per share because they were either anti-dilutive (the exercise price was higher

than the weighted-average market price for the period) or the performance conditions have not been met:

Table 8.15.2

ANTI-DILUTIVE EQUITY AWARDS


(Shares in thousands)	2023		2022		2021
Stock options excluded from the calculation of diluted EPS	—		29		1,366
Weighted average exercise price of stock options excluded from the calculation of diluted EPS	$	24.36	$	25.64	$	20.44
Other equity awards excluded from the calculation of diluted EPS	2,242		144		1,531