Shareholders' Equity

12 Months Ended

Dec. 31, 2021

Equity [Abstract]

Shareholders' Equity

Shareholders' Equity

Preferred Stock

    The following table summarizes selected terms of each of the series of the preferred stock issued and outstanding as of December 31, 2021:

Preferred Stock(1):	Issuance Date	Depositary Shares Issued	Ownership Interest Per Depositary Share	Liquidation Preference Per Share	Liquidation Preference Per Depositary Share	Per Annum Dividend Rate	Dividend Payment Frequency	Carrying Value as of December 31, 2021 (In millions)		Redemption Date(2)
Series D	February 2014	30,000,000	1/4,000th	100,000	25	5.90% to but excluding March 15, 2024, then a floating rate equal to the three-month LIBOR plus 3.108%	Quarterly	$	742	March 15, 2024
Series F(3)	May 2015	250,000	1/100th	100,000	1,000	5.25% to but excluding September 15, 2020, then a floating rate equal to the three-month LIBOR plus 3.597%, or 3.7998% effective December 15, 2021	Quarterly	247		September 15, 2020
Series G	April 2016	20,000,000	1/4,000th	100,000	25	5.35% to but excluding March 15, 2026, then a floating rate equal to the three-month LIBOR plus 3.709%	Quarterly	493		March 15, 2026
Series H	September 2018	500,000	1/100th	100,000	1,000	5.625% to but excluding December 15, 2023, then a floating rate equal to the three-month LIBOR plus 2.539%	Semi-annually	494		December 15, 2023

(1) The preferred stock and corresponding depositary shares may be redeemed at our option in whole, but not in part, prior to the redemption date upon the occurrence of a regulatory capital treatment event, as defined in the certificate of designation, at a redemption price equal to the liquidation price per share and liquidation price per depositary share plus any declared and unpaid dividends, without accumulation of any undeclared dividends.

(2) On the redemption date, or any dividend payment date thereafter, the preferred stock and corresponding depositary shares may be redeemed by us, in whole or in part, at the liquidation price per share and liquidation price per depositary share plus any declared and unpaid dividends, without accumulation of any undeclared dividends.

(3) Series F preferred stock is redeemable on September 15, 2020 and on each succeeding dividend payment date.

On March 15, 2021, we redeemed an aggregate of $500 million, or 5,000 of the 7,500 outstanding shares of our non-cumulative perpetual preferred stock, Series F, for cash at a redemption price of $100,000 per share (equivalent to $1,000 per depositary share) plus all declared and unpaid dividends.

The following table presents the dividends declared for each of the series of preferred stock issued and outstanding for the periods indicated:

	Years Ended December 31,
	2021						2020
(Dollars in millions, except per share amounts)	Dividends Declared per Share		Dividends Declared per Depositary Share		Total		Dividends Declared per Share		Dividends Declared per Depositary Share		Total
Preferred Stock:
Series C	$	—	$	—	$	—	$	1,313	$	0.33	$	6
Series D	5,900		1.48		44		5,900		1.48		44
Series F	3,808		38.08		15		6,223		62.23		47
Series G	5,352		1.32		27		5,352		1.32		27
Series H	5,625		56.25		28		5,625		56.25		28
Total					$	114					$	152

In February 2022, we declared dividends on our series D, F, and G preferred stock of approximately $1,475, $950, and $1,338, respectively, per share, or approximately $0.37, $9.50, and $0.33, respectively, per depositary share. These dividends total approximately $11 million, $2 million, and $7 million on our series D, F, and G preferred stock, respectively, which will be paid in March 2022.

Common Stock

In September 2021, we completed a public offering of approximately 21.7 million shares of our common stock. The offering price was $87.60 per share and net proceeds totaled approximately $1.9 billion. We expect to use these net proceeds to finance our planned acquisition of the BBH Investor Services business.

In June 2019, our Board approved a common share repurchase program authorizing the purchase of up to $2.0 billion of our common stock from July 1, 2019 through June 30, 2020 (the 2019 Program). We repurchased $500 million of our common stock in each of the third and fourth quarters of 2019 and the first quarter of 2020 under the 2019 Program.

On March 16, 2020, we, along with the other U.S. G-SIBs, suspended common share repurchases and maintained this suspension through the fourth quarter of 2020 in response to the COVID-19 pandemic. This suspension was consistent with limitations imposed by the Federal Reserve beginning in the second quarter of 2020. As a result, we had no repurchases of our common stock in the second, third or fourth quarters of 2020.

In December 2020, the Federal Reserve issued results of 2020 resubmission stress tests and authorized us to continue to pay common stock dividends at current levels and to resume repurchasing common shares in the first quarter of 2021. In January 2021, our Board authorized a share repurchase program for the purchase of up to $475 million of our common stock through March 31, 2021. In April 2021, our Board authorized a share repurchase program for the repurchase of up to $425 million of our common stock through June 30, 2021, consistent with the limit set by the Federal Reserve. In July 2021, our Board authorized a share repurchase program for the repurchase of up to $3.0 billion of our common stock through the end of 2022.

In connection with our planned acquisition of the BBH Investor Services business, we did not repurchase any common stock during the third and fourth quarters of 2021 under the common share repurchase plan approved by our Board in July 2021, and we do not intend to repurchase any common stock during the first quarter of 2022. We intend to resume our common share repurchases during the second quarter of 2022.

The table below presents the activity under our common share repurchase program for the period indicated:

Year Ended December 31, 2021
Shares Acquired (In millions)	Average Cost per Share		Total Acquired (In millions)
11.2	$	80.00	$	900

	Year Ended December 31, 2020
	Shares Acquired (In millions)	Average Cost per Share		Total Acquired (In millions)
2019 Program	6.5	$	77.35	$	500

The table below presents the dividends declared on common stock for the periods indicated:

	Years Ended December 31,
	2021				2020
	Dividends Declared per Share		Total (In millions)		Dividends Declared per Share		Total (In millions)
Common Stock	$	2.18	$	779	$	2.08	$	734

Accumulated Other Comprehensive Income (Loss)

The following table presents the after-tax components of AOCI for the periods indicated:

	Years Ended December 31,
(In millions)	2021		2020		2019
Net unrealized gains (losses) on cash flow hedges	$	(2)	$	57	$	(70)
Net unrealized gains (losses) on available-for-sale securities portfolio	—		936		426
Net unrealized gains (losses) related to reclassified available-for-sale securities	(31)		(55)		19
Net unrealized gains (losses) on available-for-sale securities	(31)		881		445
Net unrealized (losses) on available-for-sale securities designated in fair value hedges	(17)		(33)		(36)
Net unrealized gains (losses) on hedges of net investments in non-U.S. subsidiaries	68		(204)		46
Other-than-temporary impairment on held-to-maturity securities related to factors other than credit	(2)		(2)		(2)
Net unrealized (losses) on retirement plans	(130)		(178)		(187)
Foreign currency translation	(1,019)		(334)		(1,072)
Total	$	(1,133)	$	187	$	(876)

The following table presents changes in AOCI by component, net of related taxes, for the periods indicated:

(In millions)	Net Unrealized Gains (Losses) on Cash Flow Hedges		Net Unrealized Gains (Losses) on Available-for-Sale Securities		Net Unrealized Gains (Losses) on Hedges of Net Investments in Non-U.S. Subsidiaries		Other-Than-Temporary Impairment on Held-to-Maturity Securities		Net Unrealized Losses on Retirement Plans		Foreign Currency Translation		Total
Balance as of December 31, 2019	$	(70)	$	409	$	46	$	(2)	$	(187)	$	(1,072)	$	(876)
Other comprehensive income (loss) before reclassifications	179		439		(250)		—		—		738		1,106
Amounts reclassified into (out of) accumulated other comprehensive loss	(52)		—		—		—		9		—		(43)
Other comprehensive income (loss)	127		439		(250)		—		9		738		1,063
Balance as of December 31, 2020	$	57	$	848	$	(204)	$	(2)	$	(178)	$	(334)	$	187
Other comprehensive income (loss) before reclassifications	11		(854)		272		—		1		(685)		(1,255)
Amounts reclassified into (out of) accumulated other comprehensive loss	(70)		(42)		—		—		47		—		(65)
Other comprehensive income (loss)	(59)		(896)		272		—		48		(685)		(1,320)
Balance as of December 31, 2021	$	(2)	$	(48)	$	68	$	(2)	$	(130)	$	(1,019)	$	(1,133)

The following table presents after-tax reclassifications into earnings for the periods indicated:

	Years Ended December 31,
	2021		2020
(In millions)	Amounts Reclassified (into) out of Earnings				Affected Line Item in Consolidated Statement of Income
Available-for-sale securities:
Net realized (gains) losses from sales of available-for-sale securities, net of related taxes of $(15) and $0, respectively	$	(42)	$	—	Net gains (losses) from sales of available-for-sale securities
Cash flow hedges:
(Gain) reclassified from accumulated other comprehensive income into income, net of related taxes of $25 and $20, respectively	(70)		(52)		Net interest income reclassified from other comprehensive income
Retirement plans:
Amortization of actuarial losses, net of related taxes of $16 and $3, respectively	47		9		Compensation and employee benefits expenses
Total reclassifications into (out of) accumulated other comprehensive loss	$	(65)	$	(43)