First Citizens BancShares issues new Series D preferred stock and closes $500 million depositary share offering

Published 18/11/2025, 22:20
First Citizens BancShares issues new Series D preferred stock and closes $500 million depositary share offering

First Citizens BancShares, Inc. (NASDAQ:FCNCA) announced Tuesday the closing of a public offering of 500,000 depositary shares, each representing a 1/100th interest in a share of its newly designated 7.000% Non-Cumulative Perpetual Preferred Stock, Series D. The offering was completed under an underwriting agreement dated last Thursday with J.P. Morgan Securities LLC, BofA Securities, Inc., Citigroup Global Markets Inc., and Morgan Stanley & Co. LLC.

According to a statement in the company’s SEC filing, the Series D Preferred Stock carries a liquidation preference of $100,000 per share. Dividends will be paid on a non-cumulative basis at a rate of 7.000% per annum until December 15, 2030, and will reset every five years thereafter at the five-year treasury rate plus 3.301%. Dividends are payable quarterly, beginning March 15, 2026. This new offering adds to First Citizens’ existing dividend program, which currently pays $8.40 per share annually, representing a 0.47% yield.

The Series D Preferred Stock ranks on parity with First Citizens BancShares’ existing Series A, B, and C preferred stock with respect to dividends and liquidation, and is senior to common stock and any junior securities. The preferred shares do not have a maturity date and are not subject to mandatory redemption. The company may redeem the Series D Preferred Stock, in whole or in part, on any dividend payment date on or after December 15, 2030, or within 90 days following a regulatory capital treatment event, subject to regulatory approval.

Holders of the Series D Preferred Stock generally have no voting rights except in certain circumstances, such as changes to the terms of the Series D Preferred Stock or if dividends have not been paid for dividend periods totaling 18 months. In a liquidation event, holders are entitled to $100,000 per share plus any declared and unpaid dividends, before any distribution to holders of common stock or junior securities.

The issuance of the Series D Preferred Stock was made effective by a certificate of designation filed with the Secretary of State of Delaware on Friday, amending the company’s certificate of incorporation. The depositary shares and the Series D Preferred Stock have been registered under the Securities Act of 1933.

This information is based on a press release statement included in the company’s Form 8-K filed with the Securities and Exchange Commission.

In other recent news, First Citizens BancShares reported its third-quarter 2025 earnings, exceeding expectations with an adjusted earnings per share of $44.62, surpassing the forecasted $41.94. This performance indicates the company’s strong financial health and effective strategic moves. In a significant development, Park National Corporation announced it will acquire First Citizens Bancshares in an all-stock transaction valued at approximately $317.3 million. Under the agreement, First Citizens shareholders will receive 0.52 shares of Park common stock for each share of First Citizens stock. Meanwhile, Keefe, Bruyette & Woods (KBW) reduced its price target for First Citizens BancShares to $2,050 from $2,100. Despite this reduction, KBW maintained its Outperform rating, highlighting the stock’s attractive valuation among large regional banks. These developments highlight the dynamic nature of First Citizens BancShares’ current market activities.

This article was generated with the support of AI and reviewed by an editor. For more information see our T&C.

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