STOCKHOLDERS' EQUITY

9 Months Ended

Sep. 30, 2019

NOTE 11 - STOCKHOLDERS’ EQUITY

Preferred Stock

The following table summarizes the Company’s preferred stock:



			September 30, 2019			December 31, 2018
(in millions, except per share and share data)	Liquidation value per share		Preferred Shares		Carrying Amount	Preferred Shares	Carrying Amount
Authorized ($25 par value)			100,000,000			100,000,000
Issued and outstanding:
Series A	$1,000		250,000		$247	250,000	$247
Series B	1,000		300,000		296	300,000	296
Series C	1,000		300,000		297	300,000	297
Series D	1,000	⁽¹⁾	300,000	⁽²⁾	293	—	—
Total			1,150,000		$1,133	850,000	$840

⁽¹⁾Equivalent to $25 per depositary share.

⁽²⁾Represented by 12,000,000 depositary shares each representing a 1/40th interest in the Series D Preferred Stock.

The following table provides information related to the Company’s preferred stock outstanding as of September 30, 2019:



(in millions, except share data)
Preferred Stock⁽¹⁾	Issue Date	Number of Shares Outstanding	Dividend Dates⁽²⁾	Annual Per Share Dividend Rate	Optional Redemption Date⁽³⁾
Series A	April 6, 2015	250,000	Semi-annually beginning October 6, 2015 until April 6, 2020	5.500% until April 6, 2020	April 6, 2020
			Quarterly beginning July 6, 2020	3 Mo. LIBOR plus 3.960% beginning April 6, 2020
Series B	May 24, 2018	300,000	Semi-annually beginning January 6, 2019 until July 6, 2023	6.000% until July 6, 2023	July 6, 2023
			Quarterly beginning October 6, 2023	3 Mo. LIBOR plus 3.003% beginning July 6, 2023
Series C	October 25, 2018	300,000	Quarterly beginning January 6, 2019 until April 6, 2024	6.375% until April 6, 2024	April 6, 2024
			Quarterly beginning July 6, 2024	3 Mo. LIBOR plus 3.157% beginning April 6, 2024
Series D	January 29, 2019	300,000⁽⁴⁾	Quarterly beginning April 6, 2019 until April 6, 2024	6.350% until April 6, 2024	April 6, 2024
			Quarterly beginning July 6, 2024	3 Mo. LIBOR plus 3.642% beginning April 6, 2024

⁽¹⁾ All outstanding series are non-cumulative fixed-to-floating rate perpetual preferred stock. Except in limited circumstances, the preferred stock does not have voting rights.

⁽²⁾ Dividends are payable when, and if, declared by the Company’s Board of Directors or an authorized committee thereof.

⁽³⁾ Redeemable at the Company’s option, in whole or in part, on any dividend payment date on or after the date stated, or in whole but not in part, at any time within 90 days following a regulatory capital treatment event a as defined in the applicable certificate of designations, in each case at a redemption price equal to $1,000 per share (equivalent to $25 per depositary share for the Series D Preferred Stock), plus any declared and unpaid dividends, without accumulation of any undeclared dividends. Under current rules, any redemption is subject to approval by the FRB.

⁽⁴⁾Represented by 12,000,000 depositary shares each representing a 1/40th interest in the Series D Preferred Stock.

On October 28, 2019, the Company issued $450 million, or 18,000,000 depositary shares, each representing a 1/40th interest in a share of its 5.000% fixed-rate non-cumulative perpetual Series E Preferred Stock, liquidation preference of $1,000 per share (equivalent to $25 per depositary share) (the “Series E Preferred Stock”). The Company received net proceeds of $437 million after the underwriting discount and other expenses. The Series E Preferred Stock has no stated maturity and will not be subject to any sinking fund or other obligation of the Company. Dividends, if declared, will accrue and be payable quarterly, in arrears, beginning January 6, 2020, at a rate equal to 5.000% per annum. The Series E Preferred Stock is redeemable at the Company’s option, in whole or in part, on any dividend payment date, on or after January 6, 2025, or in whole but not in part, at any time within the 90 days following a regulatory capital treatment event, in each case at a redemption price equal to $1,000 per share (equivalent to $25 per depositary share), plus any declared and unpaid dividends. The Company may not redeem shares of the Series E Preferred Stock without obtaining the prior approval of the FRB if then required under applicable capital guidelines. Except in certain limited circumstances, the Series E Preferred Stock does not have any voting rights.

Dividends

The following table provides information related to dividends per share and in the aggregate, declared and paid, for each type of stock issued and outstanding:



	Three Months Ended September 30, 2019						Three Months Ended September 30, 2018
(in millions, except per share data)	Dividends Declared per Share		Dividends Declared		Dividends Paid		Dividends Declared per Share		Dividends Declared		Dividends Paid
Common stock		$0.36		$162		$162		$0.27		$129		$129
Preferred stock
Series A		$27.50		$7		$—		$27.50		$7		$—
Series B	—		—		9		—		—		—
Series C	15.94		5		4		—		—		—
Series D	15.88		5		5		—		—		—
Total preferred stock				$17		$18				$7		$—



	Nine Months Ended September 30, 2019						Nine Months Ended September 30, 2018
(in millions, except per share data)	Dividends Declared per Share		Dividends Declared		Dividends Paid		Dividends Declared per Share		Dividends Declared		Dividends Paid
Common stock		$1.00		$459		$459		$0.71		$344		$344
Preferred stock
Series A		$55.00		$14		$7		$55.00		$14		$7
Series B	30.00		9		20		—		—		—
Series C	47.81		14		13		—		—		—
Series D	43.57		13		8		—		—		—
Total preferred stock				$50		$48				$14		$7

Treasury Stock

During the nine months ended September 30, 2019, the Company repurchased $820 million, or 23,399,661 shares, of its outstanding common stock, which are held in treasury stock.