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Pay vs Performance Disclosure

12 Months Ended

Dec. 31, 2022

USD ($)

Dec. 31, 2021

USD ($)

Dec. 31, 2020

USD ($)

Pay vs Performance Disclosure [Table]

Pay vs Performance [Table Text Block]

Pay Versus Performance

As required by Section 953(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act, and Item 402(v) of

Regulation S-K,

we are providing the following information about the relationship between executive “compensation actually paid” and certain financial performance of the Company. For further information concerning the Company’s variable

pay-for-performance

philosophy and how the Company aligns executive compensation with the Company’s performance, refer to the CD&A.



Year (a)	Summary Compensation Table Total for PEO 1 (b)	Compensation Actually Paid to PEO 2 (c)	Average Summary Compensation Table Total for Non-PEO NEOs 3 (d)	Average Compensation Actually Paid to Non-PEO NEOs 4 (e)	Value of Initial Fixed $100 Investment Based On:		Net Income (millions) 7 (h)	ROTCE 8 (i)
					Total Shareholder Return 5 (f)	Peer Group Total Shareholder Return 6 (g)

2022	$24,642,526	$15,956,505	$12,217,547	$ 9,792,515	$83	$ 95	$13,182	9.0%

2021	$21,350,906	$46,809,640	$ 9,852,063	$17,287,555	$94	$118	$21,548	14.3%

2020	$20,392,046	$ 3,385,466	$10,573,259	$ 6,243,215	$58	$ 87	$ 3,377	1.3%

The dollar amounts reported in column (b) are the amounts reported for Mr. Scharf, our CEO (referred to in the table and related information as the “PEO” or principal executive officer), for each corresponding year in the Total column of the Summary Compensation Table. Refer to the

2022 Summary Compensation Table

The dollar amounts reported in column (c) represent the amount of “compensation actually paid” to Mr. Scharf, as computed in accordance with Item 402(v) of Regulation

S-K

and do not reflect the total compensation actually realized or received by Mr. Scharf. In accordance with these rules, these amounts reflect Total compensation as set forth in the Summary Compensation Table for each year, adjusted as shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of the grant.



Compensation Actually Paid to PEO	2022		2021		2020

Summary Compensation Table Total		24,642,526		21,350,906		20,392,046

Less, value of Stock Awards reported in Summary Compensation Table		(16,634,175)		(13,485,052)		(13,542,046)

Less, Change in Pension Value reported in Summary Compensation Table		—		—		—

Plus, year-end fair value of outstanding and unvested equity awards granted in the year		13,355,804		23,514,201		10,353,186

Plus (less), year over year change in fair value of outstanding and unvested equity awards granted in prior years		(5,744,858)		12,960,655		(10,330,147)

Plus, fair value as of vesting date of equity awards granted and vested in the year		—		—		—

Plus (less), year over year change in fair value of equity awards granted in prior years that vested in the year		337,208		2,468,930		(3,487,573)

Less, prior year-end fair value for any equity awards forfeited in the year		—		—		—

Plus, pension service cost for services rendered during the year		—		—		—

Compensation Actually Paid to Mr. Scharf	$	15,956,505		46,809,640		3,385,466

The dollar amounts reported in column (d) represent the average of the amounts reported for the Company’s NEOs as a group (excluding Mr. Scharf) in the Total column of the Summary Compensation Table in each applicable year. The names of each of the NEOs included for these purposes in each applicable year are as follows: (i) for 2022, Michael Santomassimo, Jonathan Weiss, Mary Mack, Scott Powell; (ii) for 2021, Michael Santomassimo, Scott Powell, Jonathan Weiss, Ather Williams III; and (iii) for 2020, Michael Santomassimo, John Shrewsberry, Mary Mack, Lester Owens, Scott Powell.

The dollar amounts reported in column (e) represent the average amount of “compensation actually paid” to the NEOs as a group (excluding Mr. Scharf), as computed in accordance with Item 402(v) of Regulation

S-K.

In accordance with these rules, these amounts refl

ct Total compensation as set forth in the Summary Compensation Table for each year, adjusted as shown below. Equity values are calculated in accordance with FASB ASC Topic 718, and the valuation assumptions used to calculate fair values did not materially differ from those disclosed at the time of the grant.



Average Compensation Actually Paid to Non-PEO NEOs	2022		2021		2020

Average Summary Compensation Table Total		12,217,547		9,852,063		10,573,259

Less, average value of Stock Awards reported in Summary Compensation Table		(7,443,343)		(5,598,051)		(6,997,186)

Less, average Change in Pension Value reported in Summary Compensation Table		—		—		(21,774)

Plus, average year-end fair value of outstanding and unvested equity awards granted in the year		5,949,708		9,761,452		6,712,640

Plus (less), average year over year change in fair value of outstanding and unvested equity awards granted in prior years		(1,534,977)		3,136,652		(2,420,766)

Plus, average fair value as of vesting date of equity awards granted and vested in the year		—		—		—

Plus (less), average year over year change in fair value of equity awards granted in prior years that vested in the year		603,580		135,438		(1,602,958)

Less, average prior year-end fair value for any equity awards forfeited in the year		—		—		—

Plus, average pension service cost for services rendered during the year		—		—		—

Average Compensation Actually Paid to Non-PEO NEOs	$	9,792,515		17,287,555		6,243,215

Cumulative TSR is calculated by dividing the sum of the cumulative amount of dividends for the measurement period, assuming dividend reinvestment, and the difference between the Company’s share price at the end of each fiscal year shown and the beginning of the measurement period by the Company’s share price at the beginning of the measurement period. The beginning of the measurement period for each year in the table is the closing price on December 31, 2019.

The peer group used for this purpose is the KBW Nasdaq Bank Index.

The amounts reported are from the Company’s audited financial statements for the applicable year.

ROTCE is a non-GAAP financial measure. For additional information, including a corresponding reconciliation to GAAP financial measures, see

Notes on Non-GAAP Financial Measures

on page 127.

Company Selected Measure Name

ROTCE

Named Executive Officers, Footnote [Text Block]

The names of each of the NEOs included for these purposes in each applicable year are as follows: (i) for 2022, Michael Santomassimo, Jonathan Weiss, Mary Mack, Scott Powell; (ii) for 2021, Michael Santomassimo, Scott Powell, Jonathan Weiss, Ather Williams III; and (iii) for 2020, Michael Santomassimo, John Shrewsberry, Mary Mack, Lester Owens, Scott Powell.

Peer Group Issuers, Footnote [Text Block]

The peer group used for this purpose is the KBW Nasdaq Bank Index.

PEO Total Compensation Amount

$ 24,642,526

$ 21,350,906

$ 20,392,046

PEO Actually Paid Compensation Amount

$ 15,956,505

46,809,640

3,385,466

Adjustment To PEO Compensation, Footnote [Text Block]



Compensation Actually Paid to PEO	2022		2021		2020

Summary Compensation Table Total		24,642,526		21,350,906		20,392,046

Less, value of Stock Awards reported in Summary Compensation Table		(16,634,175)		(13,485,052)		(13,542,046)

Less, Change in Pension Value reported in Summary Compensation Table		—		—		—

Plus, year-end fair value of outstanding and unvested equity awards granted in the year		13,355,804		23,514,201		10,353,186

Plus (less), year over year change in fair value of outstanding and unvested equity awards granted in prior years		(5,744,858)		12,960,655		(10,330,147)

Plus, fair value as of vesting date of equity awards granted and vested in the year		—		—		—

Plus (less), year over year change in fair value of equity awards granted in prior years that vested in the year		337,208		2,468,930		(3,487,573)

Less, prior year-end fair value for any equity awards forfeited in the year		—		—		—

Plus, pension service cost for services rendered during the year		—		—		—

Compensation Actually Paid to Mr. Scharf	$	15,956,505		46,809,640		3,385,466

Non-PEO NEO Average Total Compensation Amount

$ 12,217,547

9,852,063

10,573,259

Non-PEO NEO Average Compensation Actually Paid Amount

$ 9,792,515

17,287,555

6,243,215

Adjustment to Non-PEO NEO Compensation Footnote [Text Block]



Average Compensation Actually Paid to Non-PEO NEOs	2022		2021		2020

Average Summary Compensation Table Total		12,217,547		9,852,063		10,573,259

Less, average value of Stock Awards reported in Summary Compensation Table		(7,443,343)		(5,598,051)		(6,997,186)

Less, average Change in Pension Value reported in Summary Compensation Table		—		—		(21,774)

Plus, average year-end fair value of outstanding and unvested equity awards granted in the year		5,949,708		9,761,452		6,712,640

Plus (less), average year over year change in fair value of outstanding and unvested equity awards granted in prior years		(1,534,977)		3,136,652		(2,420,766)

Plus, average fair value as of vesting date of equity awards granted and vested in the year		—		—		—

Plus (less), average year over year change in fair value of equity awards granted in prior years that vested in the year		603,580		135,438		(1,602,958)

Less, average prior year-end fair value for any equity awards forfeited in the year		—		—		—

Plus, average pension service cost for services rendered during the year		—		—		—

Average Compensation Actually Paid to Non-PEO NEOs	$	9,792,515		17,287,555		6,243,215

Compensation Actually Paid vs. Total Shareholder Return [Text Block]

Compensation Actually Paid vs. Net Income [Text Block]

Compensation Actually Paid vs. Company Selected Measure [Text Block]

Total Shareholder Return Vs Peer Group [Text Block]

Tabular List [Table Text Block]

The most important financial performance measures used by the Company to link executive compensation actually paid to the Company’s NEOs, for the most recently completed fiscal year, to the Company’s performance are: (1) ROTCE; (2) Total Revenue; and (3) Efficiency Ratio. Each of these performance measures is included in the evaluation of Company performance as part of the variable compensation program, and PSAs carry performance requirements tied to relative and/or absolute ROTCE. In accordance with SEC rules, the Company is providing the following charts to reflect the relationships between the information presented in the Pay Versus Performance

table.

Total Shareholder Return Amount

$ 83

Peer Group Total Shareholder Return Amount

118

Net Income (Loss)

$ 13,182,000,000

$ 21,548,000,000

$ 3,377,000,000

Company Selected Measure Amount

14.3

1.3