AI interpretation based on checked source excerpts. Issuer assertions and evidence limitations remain explicit.
Policy quality-scores-2: six equally weighted categories. The overall score requires full coverage. Missing inputs are not zero. Qualitative grades are sourced interpretations, not probabilities. 2/6 · 18/10/2026
Moat—
Insufficient evidence for every rubric criterion; no category score is inferred.
structural advantage · — · Scale and efficiency are demonstrated, but a defensible relative advantage is not established.
durability · — · The passages cannot establish how long any relative advantage would persist.
customer dependency · — · Payment activity and deposits demonstrate demand, but not customer dependence or costly switching.
erosion resilience · — · Recent growth is favorable, but structural resilience against competing technologies is unestablished.
Pricing power—
Insufficient evidence for every rubric criterion; no category score is inferred.
realized pricing · 2/4 · Merchant revenue benefited from favorable rates in both disclosed 2026 quarters. This is positive realized pricing evidence, but lacks rate magnitudes, customer-level effects and broad franchise coverage.
retention · 2/4 · Higher payment sales volumes and noninterest-bearing deposits indicate continuing engagement indirectly. Consumer and Business Banking noninterest-bearing balances declined; net growth cannot distinguish retention from acquisition.
margin resilience · 2/4 · First-quarter taxable-equivalent net interest margin improved, principally through fixed asset repricing. Payment earnings were nearly flat for the half and declined in the second quarter despite revenue growth; this is mixed resilience rather than proven pricing protection.
contractual freedom · — · Competition on price is disclosed, but contract duration, repricing rights, termination provisions and fee-setting constraints are not.
Predictability—
Five consecutive annual periods with reported revenue and consolidated net income are required for financial-sector predictability.
Financial strength—
Insufficient current sector evidence for every criterion; no category score is inferred.
capital adequacy · — · December 2025 leverage compliance is disclosed, but actual regulatory capital ratios and applicable aggregate requirements and buffers are absent. Current capital sufficiency cannot be graded from compliance language alone.
liquidity funding · 2/4 · Average daily LCR increased to 107.6% from 106.5%, NSFR compliance was reported, and average deposits grew. Funding concentration, uninsured deposits and comprehensive liquidity resources are missing, limiting confidence beyond a mixed assessment.
asset liability risk · 2/4 · Annualized charge-offs declined and criticized loans fell from $8.420 billion to $7.787 billion. Modeled small-shock rate sensitivity is relatively neutral, but depends on customer behavior and does not establish resilience to larger shocks; securities repositioning produced losses.
earnings resilience · 3/4 · First-half attributable earnings increased to $4.122 billion from $3.524 billion while provisions also rose. Revenue diversification and expense control demonstrate recent earnings resilience, although the supplied period does not establish severe-cycle durability.
Capital allocation56
Qualitative bank assessment: equal-weight average of four current evidence-backed grades (0–4), scaled to 100. Policy financial-industry-1; not an industrial ratio score or credit rating.
capital efficiency · 3/4 · The proxy reconciliation reports return on tangible common equity of 18.1% versus 17.2%; excluding notable items, both periods were 18.1%. This supports strong tangible-equity returns, with explicit non-GAAP scope rather than an equivalent GAAP common-equity return.
distributions and buffers · 2/4 · Actual second-quarter repurchases of 3,560,020 shares occurred alongside positive earnings and disclosed quarterly dividends. Dividend amounts and current risk-based capital buffers are missing, preventing a stronger assessment of distribution capacity.
dilution and cost · 2/4 · Average diluted shares declined modestly in the proxy comparison, but stock-based compensation increased in second-quarter 2026. Announced BTIG consideration included shares; the supplied passages do not reconcile final acquisition issuance or net 2026 dilution.
investment discipline · 2/4 · The announced BTIG agreement included performance-contingent consideration, and the subsequent filing reports acquisition revenue contributions. Technology spending accompanied broader earnings growth, but acquisition returns, realized synergies and investment-specific paybacks remain unproven.
Management69
Equal-weight average of four evidence-backed rubric grades (0–4), scaled to 100.
capital discipline · 2/4 · Revenue and earnings grew faster than expenses, with actual repurchases. Acquisition spending and securities repositioning losses temper the assessment; full distribution coverage and capital buffers are unavailable.
incentive alignment · 3/4 · Actual 2025 equity grants included 60% performance awards over three years and 40% time-based awards; completed performance awards were earned using absolute and relative ROE. Hedging is prohibited. Detailed hurdles and ownership amounts remain incomplete.
execution · 3/4 · Reported 2025 efficiency improvement and first-half 2026 earnings and revenue growth outpacing expenses demonstrate execution. Attribution to management is partly indirect, and acquisition and market effects contribute.
governance · 3/4 · Disclosed Lead Independent Director powers and an internal audit reporting structure provide substantive oversight mechanisms. These establish governance arrangements, without proving exceptional control effectiveness.
Evidence
The Company operates a network of 4,428 ATMs as of December 31, 2025, and provides 24-hour, seven day a week telephone customer service.
Business: ATM distribution · Filed 23/02/2026
The Company is also one of the largest providers of corporate and purchasing card services and corporate trust services in the United States.
Business: corporate cards and corporate trust scale · Filed 23/02/2026
Bancorp common shareholders, excluding notable items (q) 7,194 6,207 Average diluted common shares outstanding (r) 1,558 1,561 Diluted earnings per common share (p) / (r) $ 4.62 $ 3.79 Percentage change 22% Diluted earnings per common share (q) / (r) $ 4.62 $ 3.98 Percentage change 16% Net interest income $ 16,649 $ 16,289 Taxable-equivalent adjustment(3) 116 120 Net interest income, on a taxable-equivalent basis 16,765 16,409 Net interest income, on a taxable-equivalent basis (as calculated above) 16,765 16,409 Noninterest income 11,891 11,046 Less: Securities gains (losses), net (61) (154) Total net revenue, excluding net securities gains (losses) (s) 28,717 27,609 Noninterest expense (t) 16,837 17,188 Less: Notable items(4) — 400 Noninterest expense, excluding notable items (u) 16,837 16,788 Efficiency ratio (t) / (s) 58.6% 62.3% Efficiency ratio, excluding notable items (u) / (s) 58.6% 60.8% 1.
Financial reconciliation: earnings, diluted shares and efficiency ratios · Filed 10/03/2026
Financial performance for the first six months of 2026, compared with the first six months of 2025, included the following: •Diluted earnings per common share of $2.53 in the first six months of 2026, representing an 18.2 percent increase compared with the first six months of 2025; •Net interest income increased $481 million (5.9 percent) primarily due to loan growth, improved earning asset mix, and fixed asset repricing; •Noninterest income increased $562 million (9.8 percent) driven by higher revenue across most categories and the contribution from the BTIG acquisition; •Noninterest expense increased $280 million (3.3 percent), reflecting the impact of the BTIG acquisition, higher technology and communications expense, higher marketing and business development expense and higher compensation and employee benefits expense; •Average loans increased $20.8 billion (5.5 percent) driven by higher commercial loans, credit card loans and commercial real estate loans; and •Average deposits increased $10.4 billion (2.1 percent), driven by an increase in savings account balances, partially offset by a decrease in time deposits.
MD&A: first-half 2026 operating results · Filed 06/08/2026
The financial services industry continues to become more competitive as new technological advances enable more companies to provide financial products and services, including electronic and internet-based financial solutions such as lending and payment solutions, digital currencies, digital wallets and alternative payment methods.
Competition: technology-enabled market entry · Filed 23/02/2026
Competition has also increased from companies that are not subject to the same regulatory restrictions as domestic banks and bank holding companies, including by financial technology companies, or “fintechs,” which may offer bank-like products or services that compete directly with the Company’s products and services.
Competition: differently regulated providers · Filed 23/02/2026
(b)Payment Services noninterest income presented net of related rewards and rebate costs and certain partner payments of $1.7 billion and $1.5 billion for the six months ended June 30, 2026 and 2025, respectively.
Segment presentation: rewards, rebates and partner payments · Filed 06/08/2026
Payment Services contributed $225 million of the Company’s net income in the second quarter and $497 million in the first six months of 2026, or a decrease of $10 million (4.3 percent) and an increase of $3 million (0.6 percent), respectively, compared with the same periods of 2025.
Payment Services: quarterly and first-half earnings · Filed 06/08/2026
Merchant processing services revenue increased due to favorable rates.
Noninterest income: merchant processing rates · Filed 06/08/2026
Merchant processing services increased due to favorable rates, while card revenue increased due to higher credit card sales volume.
Noninterest income: first-quarter merchant pricing and card volumes · Filed 04/05/2026
Card revenue and corporate payment and treasury management revenue increased mainly due to higher sales volume.
Noninterest income: payment sales volumes · Filed 06/08/2026
Average noninterest-bearing deposits for the second quarter and the first six months of 2026 were $1.5 billion (1.9 percent) and $1.2 billion (1.5 percent) higher, respectively, than the same periods of 2025, driven by an increase in Wealth, Corporate, Commercial and Institutional Banking balances, partially offset by a decrease in Consumer and Business Banking balances.
Balance sheet analysis: noninterest-bearing deposit growth and business mix · Filed 06/08/2026
The net interest margin, on a taxable-equivalent basis, in the first quarter of 2026 was 2.77 percent, compared with 2.72 percent in the first quarter of 2025.
Net interest income: taxable-equivalent net interest margin · Filed 04/05/2026
The increase was primarily due to the benefits from fixed asset repricing.
Net interest income: fixed asset repricing contribution · Filed 04/05/2026
In February 2025, consistent with the historical structure of our long-term incentive program, 60% of the value of each executive officer’s annual long-term incentive award was granted in the form of PRSUs that will cliff vest (if earned) on the third anniversary of the grant date, following a three-year performance period, and 40% was granted in the form of RSUs that vest ratably over three years from the date of grant.
Compensation: equity awards actually granted in February 2025 · Filed 10/03/2026
The PRSUs granted in 2023 were earned at 113.4% of the NEOs’ respective target amounts, based on absolute and relative return on equity (ROE) results for the 2023-2025 performance period.
Compensation: earned 2023–2025 performance awards · Filed 10/03/2026
The company’s Insider Trading Policy prohibits executive officers and directors of the company from hedging shares of the company’s common stock, including, but not limited to, using short sales, puts, calls, prepaid variable forwards, equity swaps, collars and exchange funds.
Compensation policies: prohibition on hedging · Filed 10/03/2026
Role of Lead Independent Director The independent directors entrust the Lead Independent Director with the following well-defined and robust responsibilities and authority: ▶ Board leadership – lead executive sessions of the Board’s independent or non-management directors, and preside at any session of the Board where the Chairman is not present; – have authority to call special Board meetings or special meetings of the independent directors; ▶ Board culture – act as a regular communication channel between the independent directors and the CEO, providing advice and feedback from the Board; – act as a “sounding board” and advisor to the CEO; – interview all Board candidates and make recommendations to the Governance Committee; ▶ Board performance – advise the CEO on the Board’s information needs, including recommendations for Board meeting topics and materials that reflect consultation with the other non-management directors and that are sufficient in scope, detail and analysis to enable the Board to make sound, well-informed decisions and consider potential risks, advise on Board communications to address various matters that may arise between Board meetings, and review and approve the Board meeting agendas; – review Board meeting schedules to ensure there is sufficient time for discussion of all agenda items; – approve, on behalf of the Board, the retention of consultants who report directly to the Board; – promote the efficient and effective performance and functioning of the Board by facilitating corporate governance best practices and compliance with our company’s Corporate Governance Guidelines; – advise the independent Board committee chairs in fulfilling their designated roles and responsibilities to the Board; ▶ Shareholders and other stakeholders – review communications from shareholders and other stakeholders that are addressed to the full Board or to the Lead Independent Director; – as appropriate, be the representative of the independent directors in discussions with our major shareholders regarding their concerns and expectations, and with other key stakeholders at the request of the Board; and – communicate with our banking regulators, at their request, regarding the Board’s oversight of management and our company.
Governance: Lead Independent Director authority · Filed 10/03/2026
The third line of defense, internal audit, is responsible for providing the Audit Committee of the Board of Directors and senior management with independent assessment and assurance regarding the effectiveness of the Company’s governance, risk management and control processes.
Risk governance: internal audit independent assessment · Filed 06/08/2026
For the three months ended June 30, 2026 and December 31, 2025, the Company’s average daily LCR was 107.6 percent and 106.5 percent, respectively.
Liquidity risk management: average daily LCR · Filed 06/08/2026
The Company was compliant with this requirement at June 30, 2026 and December 31, 2025.
Liquidity risk management: NSFR compliance · Filed 06/08/2026
The ratio of total loan net charge-offs to average loans outstanding on an annualized basis for the second quarter and first six months of 2026 was 0.53 percent and 0.55 percent, respectively, compared with 0.59 percent for both the second quarter and first six months of 2025.
Credit quality: annualized net charge-off ratios · Filed 06/08/2026
Bancorp The following table provides a summary of loans by portfolio class and the Company’s internal credit quality rating: June 30, 2026 December 31, 2025 Criticized Criticized (Dollars in Millions) Pass Special Mention Classified(a) Total Criticized Total Pass Special Mention Classified(a) Total Criticized Total Commercial Originated in 2026 $ 39,772 $ 472 $ 475 $ 947 $ 40,719 $ — $ — $ — $ — $ — Originated in 2025 56,378 224 527 751 57,129 72,416 219 762 981 73,397 Originated in 2024 17,410 188 353 541 17,951 24,344 168 637 805 25,149 Originated in 2023 5,084 8 88 96 5,180 7,532 47 278 325 7,857 Originated in 2022 5,474 89 90 179 5,653 10,045 23 287 310 10,355 Originated prior to 2022 5,888 2 38 40 5,928 6,934 23 84 107 7,041 Revolving(b) 26,329 398 368 766 27,095 23,494 484 384 868 24,362 Total commercial 156,335 1,381 1,939 3,320 159,655 144,765 964 2,432 3,396 148,161 Commercial real estate Originated in 2026 10,513 73 586 659 11,172 — — — — — Originated in 2025 14,113 114 590 704 14,817 15,466 143 981 1,124 16,590 Originated in 2024 5,387 85 286 371 5,758 6,368 88 338 426 6,794 Originated in 2023 2,245 51 219 270 2,515 3,232 65 444 509 3,741 Originated in 2022 3,770 81 627 708 4,478 5,211 242 613 855 6,066 Originated prior to 2022 10,741 203 408 611 11,352 12,784 301 558 859 13,643 Revolving 2,178 70 1 71 2,249 1,991 82 7 89 2,080 Revolving converted to term 6 — 1 1 7 5 — 1 1 6 Total commercial real estate 48,953 677 2,718 3,395 52,348 45,057 921 2,942 3,863 48,920 Residential mortgages(c) Originated in 2026 9,267 — — — 9,267 — — — — — Originated in 2025 9,836 — 2 2 9,838 11,917 — 1 1 11,918 Originated in 2024 5,790 — 14 14 5,804 7,249 — 14 14 7,263 Originated in 2023 7,028 — 32 32 7,060 7,758 — 35 35 7,793 Originated in 2022 23,803 — 69 69 23,872 24,620 — 61 61 24,681 Originated prior to 2022 61,170 — 300 300 61,470 63,891 — 339 339 64,230 Total residential mortgages 116,894 — 417 417 117,311 115,435 — 450 450 115,885 Credit card(d) 38,638 — 441 441 39,079 37,548 — 483 483 38,031 Other retail Originated in 2026 4,353 — 1 1 4,354 — — — — — Originated in 2025 5,466 — 5 5 5,471 6,290 — 4 4 6,294 Originated in 2024 4,401 — 11 11 4,412 5,075 — 10 10 5,085 Originated in 2023 2,224 — 10 10 2,234 2,720 — 11 11 2,731 Originated in 2022 2,035 — 9 9 2,044 2,571 — 11 11 2,582 Originated prior to 2022 6,567 — 22 22 6,589 7,875 — 26 26 7,901 Revolving 15,794 — 118 118 15,912 14,780 — 123 123 14,903 Revolving converted to term 853 — 38 38 891 799 — 43 43 842 Total other retail 41,693 — 214 214 41,907 40,110 — 228 228 40,338 Total loans $ 402,513 $ 2,058 $ 5,729 $ 7,787 $ 410,300 $ 382,915 $ 1,885 $ 6,535 $ 8,420 $ 391,335 Total outstanding commitments $ 862,862 $ 3,387 $ 7,070 $ 10,457 $ 873,319 $ 828,343 $ 3,094 $ 8,348 $ 11,442 $ 839,785 Note: Year of origination is based on the origination date of a loan, or for existing loans the date when the maturity date, pricing or commitment amount is amended.
Note on loans: internal credit quality ratings · Filed 06/08/2026
As of June 30, 2026, the Company maintains a relatively neutral interest rate profile to a parallel 50 basis point shift in interest rates as asset repricing continues to align closely with liability repricing.
Interest rate risk: modeled sensitivity to a parallel 50 basis point shift · Filed 06/08/2026
While the Company’s interest rate risk models incorporate historical data and expected customer behaviors, actual outcomes may differ significantly due to changes in macroeconomic conditions, competitive dynamics and customer preferences.
Interest rate risk: model and behavioral uncertainty · Filed 06/08/2026
The following table provides a detailed analysis of all shares of common stock of the Company purchased by the Company during the second quarter of 2026: Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Program Approximate Dollar Value of Shares that May Yet Be Purchased Under the Program (In Millions) April 2,375,092 $ 56.60 2,375,092 $ 3,979 May 1,184,814 55.98 1,184,814 3,912 June 114 54.62 114 3,912 Total 3,560,020 $ 56.39 3,560,020 $ 3,912 Refer to “Management’s Discussion and Analysis — Capital Management” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025, for further discussion on capital management.
Capital management: actual second-quarter 2026 repurchases · Filed 06/08/2026
Bancorp common shareholders, excluding intangibles amortization and notable items (n) 7,587 6,657 Average total equity 62,409 57,668 Less: Average preferred stock 6,808 6,808 Less: Average noncontrolling interests 458 462 Less: Average goodwill (net of deferred tax liability)(2) 11,566 11,485 Less: Average intangible assets (net of deferred tax liability), other than mortgage servicing rights 1,691 2,040 Average tangible common equity (o) 41,886 36,873 Return on tangible common equity (m) / (o) 18.1% 17.2% Return on tangible common equity, excluding notable items (n) / (o) 18.1% 18.1% Net income applicable to U.S.
Financial reconciliation: return on tangible common equity · Filed 10/03/2026
Compensation and employee benefits expense also increased in the second quarter of 2026, compared with the second quarter of 2025, due to higher stock-based compensation expense.
Noninterest expense: increased stock-based compensation · Filed 06/08/2026
Pending Acquisition of BTIG In January 2026, the Company announced that it entered into a definitive agreement to acquire BTIG for a purchase price of up to $1 billion, consisting of a targeted amount of $725 million ($362.5 million of cash and 6,600,594 shares of the Company’s common stock) to be paid at closing and up to an additional $275 million of cash consideration payable over three years, subject to achievement of defined performance targets.
Pending BTIG acquisition: announced consideration and contingent payments · Filed 23/02/2026
Capital markets revenue increased due to the contribution from BTIG following the acquisition in the second quarter of 2026, along with higher client-related derivative activity, corporate bond underwriting fees and favorable market conditions.
Noninterest income: completed BTIG acquisition contribution · Filed 06/08/2026
Noninterest income decreased $23 million (20.5 percent) in the first six months of 2026, compared with the first six months of 2025, primarily due to losses from repositioning a portion of the investment securities portfolio.
Treasury and Corporate Support: investment portfolio repositioning losses · Filed 06/08/2026
Bancorp Business segment results for the six months ended June 30 were as follows: Wealth, Corporate, Commercial and Institutional Banking Consumer and Business Banking Payment Services Treasury and Corporate Support Consolidated Company (Dollars in Millions) 2026 2025 2026 2025 2026 2025 2026 2025 2026 2025 Condensed Income Statement Net interest income (taxable-equivalent basis)(a) $ 3,811 $ 3,432 $ 3,635 $ 3,608 $ 1,568 $ 1,472 $ (336) $ (310) $ 8,678 $ 8,202 Noninterest income(b)(c) 3,442 2,918 1,052 1,058 1,963 1,896 (135) (112) 6,322 5,760 Total net revenue(d) 7,253 6,350 4,687 4,666 3,531 3,368 (471) (422) 15,000 13,962 Compensation and employee benefits 1,253 1,128 1,123 1,140 476 437 2,461 2,532 5,313 5,237 Other intangibles 84 92 103 117 37 38 — — 224 247 Net shared services 1,216 1,215 1,089 1,091 1,025 1,069 (3,330) (3,375) — — Other direct expenses(e) 526 499 677 679 598 464 1,355 1,287 3,156 2,929 Total noninterest expense 3,079 2,934 2,992 3,027 2,136 2,008 486 444 8,693 8,413 Income (loss) before provision and income taxes 4,174 3,416 1,695 1,639 1,395 1,360 (957) (866) 6,307 5,549 Provision for credit losses 194 220 150 99 732 701 38 18 1,114 1,038 Income (loss) before income taxes 3,980 3,196 1,545 1,540 663 659 (995) (884) 5,193 4,511 Income taxes and taxable-equivalent adjustment 995 799 386 386 166 165 (487) (376) 1,060 974 Net income (loss) 2,985 2,397 1,159 1,154 497 494 (508) (508) 4,133 3,537 Net (income) loss attributable to noncontrolling interests — — — — — — (11) (13) (11) (13) Net income (loss) attributable to U.S.
Segment financial results: consolidated revenue, expenses, provisions and earnings · Filed 06/08/2026
At December 31, 2025, the Company exceeded the applicable minimum tier 1 leverage ratio and SLR requirements.
Capital requirements: December 2025 leverage requirement compliance · Filed 23/02/2026
Bancorp currently pays quarterly dividends on our common stock on or about the 15th day of January, April, July and October, subject to approval by our Board of Directors.
Shareholder information: quarterly dividend practice · Filed 06/08/2026
3 Competition is based on a number of factors including, among others, customer service, quality and range of products and services offered, price, reputation, interest rates on loans and deposits, lending limits, experience, relationships and customer convenience, including the ability to address customer needs by using technology to provide products and services that customers want to adopt.
Competition: pricing, relationships and customer convenience · Filed 23/02/2026