CFG Advisory Board Agenda and Presentations

Information Classification: INTERNAL

October 2017

October 18 – 19, 2017 Boston, MA

CFG Advisory Board Agenda and Presentations

Information Classification: INTERNAL October 3, 2017 2

Citizens Commercial Banking Advisory Board Agenda Wednesday October 18, 2017 Boston Marriott Copley Place, Boston, MA Dinner: State Room Boston, Cityside Room 60 State Street, Boston, MA Subject Lead Time

Organize / finish prep work / Set up welcome desk at hotel Tim Lantzy, Ashley Lundh and Carlton Williams 12 noon

– 3:00pm

Check in lobby area Receive materials for meetings

All attendees Materials available for each attendee at check-in area

3:00pm - 5:00pm

Shuttle to Dinner Shuttle departs promptly at 5:15pm to State Room for dinner 5:00pm – 5:15pm

Reception – State Room All attendees 5:30pm

Welcome and introduction of guest speaker – State Room

Jerry Sargent and Larry Aubin welcome guests Jerry Sargent introduces dinner speaker

6:15pm

Dinner Speaker – State Room James (Jim) E. Rooney President & CEO, Greater Boston Chamber of Commerce

6:30pm

Dinner – State Room Dinner served 7:00pm

Next day instructions Jerry Sargent and Carlton Williams 8:45pm

Adjourn, Shuttle to Hotel Shuttle departs promptly at 9:00pm 9:00pm

Post-Dinner Discussion Hotel lounge area

Any interested attendees 9:15pm

Information Classification: INTERNAL October 3, 2017 3

Citizens Commercial Banking Advisory Board Agenda Thursday October 19, 2017 Boston Marriott Copley Place, Boston, MA Boylston Room (unless otherwise noted) Subject Lead Time

Breakfast All Attendees with Bruce Van Saun, CEO of Citizens Bank 7:30am Welcome & Opening Comments Review action items / updates

Jerry Sargent, Northeast Region Head (Co-Chair) Larry Aubin, President, Aubin Corporation (Co-Chair) 8:15am

Q217 Earnings Review and Business Updates

Don McCree, Head of Commercial Banking Steve Woods, Head of Corporate Banking Ted Swimmer, Head of Corporate Finance & Capital Markets Gary Magnuson, Head of Commercial Real Estate

8:30am

Risk Environment (Credit Conditions) Rob Allen, Chief Credit Officer, Commercial Banking 9:30am

Consumer Bank Update Brad Conner, Head of Consumer Bank 10:00am

Break All Attendees 10:45am

Executive Session Advisory Board members only (and Carlton Williams, CFG) 11:00am

Internal Discussion Room TBD

CFG attendees only 11:00am

Lunch and Executive Session / Feedback All Attendees / Board Roundtable 12:00pm

Current Banking Regulation (and influence on Citizens Bank) Steve Gannon, General Counsel Citizens Bank 1:30pm

Closing Remarks Jerry Sargent and Larry Aubin 2:30pm

Adjourn All Attendees 2:45pm

4 Information Classification: INTERNAL October 3, 2017

Advisory Board Member Listing

External Members

1. Alan Guttman, MidAtlantic Region 2. Baiju Shah, Midwest Region 3. David Hirsch, Northeast Region 4. Dian Taylor, MidAtlantic Region 5. Douglass Karp, Commercial Real Estate 6. Eugene Chaiken, MidAtlantic Region 7. Jim Conway, Northeast Region 8. John Morison, Northeast Region 9. Kevin Washington, Midwest Region 10. Lawrence Aubin, Northeast Region 11. Paul Glantz, Midwest Region 12. Regina Pisa, Northeast Region 13. Sharmain Matlock-Turner, MidAtlantic Region 14. Sam Heleba, Northeast Region

Internal Members

1. Don McCree 2. Steve Woods 3. Ralph Della Ratta 4. Ted Swimmer 5. Gary Magnuson 6. Jerry Sargent 7. Dan Fitzpatrick 8. Brian Peters 9. Chapin Bates 10. Joe Giampetroni 11. Peter Smyth 12. Carlton Williams


October 2017

Don McCree Vice Chairman and Head of Commercial Banking

CFG Advisory Board

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Commercial: Four strategic imperatives support our strategy

Deepening Product and Advisory Capabilities

Coverage Intensity

Balance Sheet Management

Execution Excellence / Efficient Client-Centric Delivery Model

We strive to be the “Lead Bank” for our target clients by delivering thought leadership

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Commercial: We’ve made strong progress on our initiatives…

Colleagues Industry Expertise Structured Finance Western Reserve Partners

Treasury Solutions FX Options Balance Sheet Relationship Manager

Enablement

40+ product launches /upgrades in past 2 years Treasury Solutions

re-platform in development

1st Offensive ABL Debtor-in-Position and Exit Facility ($60MM)

Supporting Commercial & Retail

Corporate Finance & Advisory alignment

Cash Management sector focus

New Liquidity Sales Team & Escrow Specialist

Attracting talent from top tier banks

New Associate RM role

6th annual Commercial Banking Development class commenced

Bus. Resource Groups

Recycling of Capital

Customer Profitability

CLO (Collateralized Loan Obligation)

Salesforce.com Mobile

Commercial Priority Services

Enhanced Account Planning

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…which is resulting in measurable success

2017 Barlow scores: • 96% for overall satisfaction • 96% for satisfaction with RM

(Peer banks 89% and 92%, respectively)

Q3 ‘17 Bookrunner Rankings

Middle Market Overall:

• 8th by Volume • 7th by # of Deals

Middle Market Sponsored:

• 5th by Volume • 4th by # of Deals

Net Income

Loan Balances

Deposit Balances

Efficiency Ratio

“Best Commercial Bank - 2017”

“50 Most Important People in Commercial Real Estate - 2017” Gary Magnuson and Patrick Burns

“Cross Border Deal of the Year” & Oaklins’ “Deal of the Year - 2017” – WRP

“2017 Women of Influence” – Kim Kashon

Non-Interest Income

Year-Over-Year Results June 30, 2017

“40 Under 40 Awards - 2017” Brian Baker and Dan Bolger

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Deals Done - Commercial Banking September 2017

Source: Commercial Banking Line of Business leaders

Taking the Lead Cap Markets Fees Cash and Deposits Drive Cross-Sell

22 Leadership Positions

Including 15 Lead Left and 7 Joint Lead Arranger Roles

High Yield Bonds $350M Bond Fees

Swap

$235M Revenue

$12MM Capital Markets fees

$ 9.1MM MCIV $ 1.7MM Middle Market $ 1.2MM CRE

$51MM New DDA

$130MM New DDA

Card Solution $204 Annual Revenue

$45MM New DDA

E-Payables $415M Revenue

Community Dev Lending $22.5MM Construction Loan

$4.1MM

Bond & Equity fees

Information Classification: CONFIDENTIAL

October 2017

CFG Advisory Board

Rob Allen Executive Vice President and Chief Credit Officer


October 2017


October 2017

The last official recession began in December 2007 and it wasn’t even a “traditional” recession given the unique drivers

We haven’t seen a “normal” recession since 2001. Before that? 1990. And then 1980….

The U.S. has not seen double digit inflation since 1981 and the last time it averaged over 5% in a year was in 1990

In 1984, 30-Year Fixed mortgages were over 14% and the most recent peak was 6.75% in 2008

Remember when?


October 2017

We have been living for over seven years in the financial equivalent of the land of rainbows and unicorns

Low (essentially zero) inflation

Low interest rates

Slow but steady economic growth

Low unemployment


October 2017

If the economy is so good, why aren’t companies borrowing more? Increasing risk appetite from non-bank lenders and overall lack of loan

demand has created the easiest (and cheapest) credit market in history.

How are the debt capital markets changing and how is it impacting the Middle Market?

o The rise of “economic” lenders versus traditional “relationship”

bankers is changing the lending landscape permanently. o Banks have clean balance sheets and are aggressively pursuing

growth in both the Commercial and Retail markets but will they stretch too far?

What will be the catalyst to change this dynamic (for better or worse)?


October 2017

CFG Advisory Board

Brad Conner Vice Chairman and Head of Consumer Banking

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Consumer Banking Landscape

Key Industry Trends

Challenges Unique to Citizens Bank

solutions

Digitization Customer behaviors Regulation Emerging role of FinTechs

Complex infrastructure RBS ownership/Investment history Fee businesses Distinct Advantages for Citizens Bank

Student Lending Apple/Merchant Financing Mass Affluent/Affluent Customer Segments

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Strategic priorities will drive our agenda for customers

Deliver a differentiated value proposition for Mass Affluent and Affluent

Re-position our physical and virtual distribution for the future

Grow Consumer Banking, prioritizing primary banking relationships

Deliver frictionless customer experiences while reducing risk and cost

Make break-out investments where we have or can build differentiated capabilities

Improve balance sheet position, with heavy focus on deposit growth

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We’re making great progress

Network Transformation Partnerships SpeciFi Digital

Advisor Customer Journeys

Colleague Development

Peer-to-peer payments

Delivering for Shareholders Serving Customers

solutions

• Net income up 31%

• Strong loan &

deposit growth

• Returns nearing 10%


October 2017

Steve Gannon Executive Vice President and General Counsel

CFG Advisory Board

Documents

CFG Advisory Board Agenda and Presentations