10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_____________________________________

FORM 10-Q

_____________________________________

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2024

or

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from         to                     

Commission File Number 001-15185

____________________________________ 

(Exact name of registrant as specified in its charter)

 ______________________________________  

TN		62-0803242
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification No.)
165 Madison Avenue
Memphis,	Tennessee	38103
(Address of principal executive offices)		(Zip Code)

(Registrant’s telephone number, including area code) (901) 523-4444

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol(s)	Name of Exchange on which Registered
$0.625 Par Value Common Capital Stock	FHN	New York Stock Exchange LLC
Depositary Shares, each representing a 1/400th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series B	FHN PR B	New York Stock Exchange LLC
Depositary Shares, each representing a 1/400th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series C	FHN PR C	New York Stock Exchange LLC
Depositary Shares, each representing a 1/4,000th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series E	FHN PR E	New York Stock Exchange LLC
Depositary Shares, each representing a 1/4,000th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series F	FHN PR F	New York Stock Exchange LLC

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    ☒  Yes    ☐  No

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    ☒  Yes    ☐  No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☒	Accelerated filer	☐	Non-accelerated filer	☐
Smaller reporting company	☐	Emerging growth company	☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). ☐ Yes ☒ No

APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Class	Outstanding on July 31, 2024
Common Stock, $0.625 par value	535,893,064

10-Q REPORT TABLE OF CONTENTS

Table of Contents

Glossary of Acronyms and Terms	1
Forward-Looking Statements	3
Non-GAAP Information	4
Part I. Financial Information	5
Item 1. Financial Statements	5
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	73
Item 3. Quantitative and Qualitative Disclosures about Market Risk	111
Item 4. Controls and Procedures	111
Part II. Other Information	112
Item 1. Legal Proceedings	112
Item 1A. Risk Factors	112
Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities	112
Item 3. Defaults Upon Senior Securities	112
Item 4. Mine Safety Disclosures	112
Item 5. Other Information	112
Item 6. Exhibits	113
Signatures	115

GLOSSARY OF ACRONYMS & TERMS

Glossary of Acronyms and Terms

The following is a list of common acronyms and terms used throughout this report:

ACL	Allowance for credit losses
AFS	Available for sale
AIR	Accrued interest receivable
ALCO	Asset/Liability Committee
ALLL	Allowance for loan and lease losses
ALM	Asset/liability management
AOCI	Accumulated other comprehensive income
ASC	FASB Accounting Standards Codification
Associate	Person employed by FHN
ASU	Accounting Standards Update
Bank	First Horizon Bank
BOLI	Bank-owned life insurance
C&I	Commercial, financial, and industrial loan portfolio
CBF	Capital Bank Financial
CECL	Current expected credit loss
CEO	Chief Executive Officer
CMO	Collateralized mortgage obligations
CODM	Chief Operating Decision-Maker
Company	First Horizon Corporation
Corporation	First Horizon Corporation
CRE	Commercial Real Estate
CRMC	Credit Risk Management Committee
DTA	Deferred tax asset
DTL	Deferred tax liability
EAD	Exposure as default
EPS	Earnings per share
Fannie Mae	Federal National Mortgage Association
FASB	Financial Accounting Standards Board
FDIC	Federal Deposit Insurance Corporation
Federal Reserve	Federal Reserve Board
Fed	Federal Reserve Board
FHA	Federal Housing Administration
FHLB	Federal Home Loan Bank
FHN	First Horizon Corporation
FHNF	FHN Financial; FHN's fixed income division
FICO	Fair Isaac Corporation
First Horizon	First Horizon Corporation
FRB	Federal Reserve Bank or the Federal Reserve Board
Freddie Mac	Federal Home Loan Mortgage Corporation
FTE	Fully taxable equivalent

GAAP	Generally accepted accounting principles (U.S.)
GHG	Greenhouse Gas
GNMA	Government National Mortgage Association or Ginnie Mae
GSE	Government sponsored enterprises, in this report references Fannie Mae and Freddie Mac
HELOC	Home equity line of credit
HFS	Held for Sale
HTC	Historic tax credit
HTM	Held to maturity
IBKC	IBERIABANK Corporation
IBKC merger	FHN's merger of equals with IBKC that closed July 2020
ISDA	International Swap and Derivatives Association
IRS	Internal Revenue Service
LGD	Loss given default
LIBOR	London Inter-Bank Offered Rate
LIHTC	Low Income Housing Tax Credit
LLC	Limited Liability Company
LMC	Loans to mortgage companies
LOCOM	Lower of cost or market
LRRD	Loan Rehab and Recovery Department
LTV	Loan-to-value
MBS	Mortgage-backed securities
MD&A	Management’s Discussion and Analysis of Financial Condition and Results of Operations
NAICS	North American Industry Classification System
NII	Net interest income
NM	Not meaningful
NMTC	New Market Tax Credit
NPA	Nonperforming asset
Non-PCD	Non-Purchased Credit Deteriorated Financial Assets
NPL	Nonperforming loan
OREO	Other Real Estate Owned
PAM	Proportional amortization method
PCAOB	Public Company Accounting Oversight Board
PCD	Purchased credit deteriorated financial assets
PCI	Purchased credit impaired
PD	Probability of default
PM	Portfolio managers

1 2Q24 FORM 10-Q REPORT

GLOSSARY OF ACRONYMS & TERMS

PPP	Paycheck Protection Program
PSU	Performance Stock Unit
RE	Real estate
RM	Relationship managers
ROA	Return on assets
RPL	Reasonably possible loss
SBA	Small Business Administration
SEC	Securities and Exchange Commission
SOFR	Secure Overnight Funding Rate
SVaR	Stressed Value-at-Risk
TD	The Toronto-Dominion Bank
TD Merger Agreement	Merger agreement between FHN, TD, and certain TD subsidiaries, which the parties mutually terminated on May 4, 2023
TD Transaction	The merger transactions contemplated by the TD Merger Agreement
TDR	Troubled Debt Restructuring
TRUP	Trust preferred loan
UPB	Unpaid principal balance
USDA	United States Department of Agriculture
VaR	Value-at-Risk
VIE	Variable Interest Entities
we / us / our	First Horizon Corporation

2 2Q24 FORM 10-Q REPORT

FORWARD-LOOKING STATEMENTS AND NON-GAAP INFORMATION

Forward-Looking Statements

This report, including materials incorporated into it, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, with respect to FHN's beliefs, plans, goals, expectations, and estimates. Forward-looking statements are not a representation of historical information, but instead pertain to future operations, strategies, financial results or other developments. The words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “should,” “is likely,” “will,” “going forward,” and other expressions that indicate future events and trends identify forward-looking statements.

Forward-looking statements are necessarily based upon estimates and assumptions that are inherently subject to significant business, operational, economic, and competitive uncertainties and contingencies, many of which are beyond our control, and many of which, with respect to future business decisions and actions (including acquisitions and divestitures), are subject to change and could cause our actual future results and outcomes to differ materially from those contemplated by forward-looking statements or historical performance. Examples of uncertainties and contingencies include, among other important factors:

•global, general and local economic and business conditions, including economic recession or depression;

•the stability or volatility of values and activity in the residential housing and commercial real estate markets;

•expectations of and actual timing and amount of interest rate movements, including the slope and shape of the yield curve, which can have a significant impact on a financial services institution;

•market and monetary fluctuations, including fluctuations in mortgage markets;

•the financial condition of borrowers and other counterparties;

•competition within and outside the financial services industry;

•the occurrence of natural or man-made disasters, global pandemics, conflicts, or terrorist attacks, or other adverse external events;

•effectiveness and cost-efficiency of FHN’s hedging practices;

•fraud, theft, or other incursions through conventional, electronic, or other means directly or

indirectly affecting FHN or its clients, business counterparties, or competitors;

•the ability to adapt products and services to changing industry standards and client preferences;

•risks inherent in originating, selling, servicing, and holding loans and loan-based assets, including prepayment risks, pricing concessions, fluctuation in U.S. housing and other real estate prices, fluctuation of collateral values, and changes in client profiles;

•changes in the regulation of the U.S. financial services industry;

•changes in laws, regulations, and administrative actions, including executive orders, whether or not specific to the financial services industry;

•potential claims alleging mortgage servicing failures, individually, on a class basis, or as master servicer of securitized loans;

•potential claims relating to participation in government programs, especially lending or other financial services programs;

•potential requirements for FHN to repurchase, or compensate for losses from, previously sold or securitized mortgages or securities based on such mortgages;

•changes in accounting policies, standards, and interpretations;

•evolving capital and liquidity standards under applicable regulatory rules;

•accounting policies and processes that require management to make estimates about matters that are uncertain;

•reputational risk and potential adverse reactions or changes to business or employee relationships; and

•other factors that may affect future results of FHN.

FHN assumes no obligation to update or revise any forward-looking statements that are made in this report or in any other statement, release, report, or filing from time to time. Actual results could differ and expectations could change, possibly materially, because of one or more factors, including those factors listed above or presented elsewhere in this report, those factors listed in material incorporated by reference into this report, and other factors not listed. In evaluating forward-looking statements and assessing our prospects, readers of this report should carefully consider the factors mentioned above along with the additional risk factors discussed in Item 2 of Part I and Item 1A of Part II of this report, and in the forepart, and in Items 1, 1A, and 7, of FHN’s most recent Annual Report on Form 10-K, among others.

3 2Q24 FORM 10-Q REPORT

FORWARD-LOOKING STATEMENTS AND NON-GAAP INFORMATION

Non-GAAP Information

Certain measures included in this report are “non-GAAP,” meaning they are not presented in accordance with U.S. GAAP and also are not codified in U.S. banking regulations currently applicable to FHN. Although other entities may use calculation methods that differ from those used by FHN for non-GAAP measures, FHN’s management believes such measures are relevant to understanding the financial condition, capital position, and financial results of FHN and its business segments. Non-GAAP measures are reported to FHN’s management and Board of Directors through various internal reports.

The non-GAAP measures presented in this report are: pre-provision net revenue, return on average tangible common equity, tangible common equity to tangible assets, adjusted tangible common equity to risk-weighted assets, and tangible book value per common share. Table I.2.26 appearing in the MD&A (Item 2 of Part I) of this report provides a reconciliation of non-GAAP items presented in this report to the most comparable GAAP presentation.

Presentation of regulatory measures, even those which are not GAAP, provide a meaningful base for comparability to other financial institutions subject to the same regulations as FHN, as demonstrated by their use by banking regulators in reviewing capital adequacy of financial institutions. Although not GAAP terms, these regulatory measures are not considered “non-GAAP” under U.S. financial reporting rules as long as their presentation conforms to regulatory standards. Regulatory measures used in this report include: common equity tier 1 capital, generally defined as common equity less goodwill, other intangibles, and certain other required regulatory deductions; tier 1 capital, generally defined as the sum of core capital (including common equity and instruments that cannot be redeemed at the option of the holder) adjusted for certain items under risk based capital regulations; and risk-weighted assets, which is a measure of total on- and off-balance sheet assets adjusted for credit and market risk, used to determine regulatory capital ratios.

4 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS

PART I. FINANCIAL INFORMATION

Item 1.    Financial Statements

Consolidated Balance Sheets (unaudited)	6
Consolidated Statements of Income (unaudited)	7
Consolidated Statements of Comprehensive Income (unaudited)	9
Consolidated Statements of Changes in Equity (unaudited)	10
Consolidated Statements of Cash Flows (unaudited)	12
Notes to the Consolidated Financial Statements (unaudited)	13
Note 1 Basis of Presentation and Accounting Policies	13
Note 2 Investment Securities	16
Note 3 Loans and Leases	19
Note 4 Allowance for Credit Losses	28
Note 5 Mortgage Banking Activity	31
Note 6 Goodwill and Other Intangible Assets	32
Note 7 Preferred Stock	33
Note 8 Components of Other Comprehensive Income (Loss)	34
Note 9 Earnings Per Share	36
Note 10 Contingencies and Other Disclosures	37
Note 11 Retirement Plans	39
Note 12 Business Segment Information	40
Note 13 Variable Interest Entities	45
Note 14 Derivatives	48
Note 15 Master Netting and Similar Agreements - Repurchase, Reverse Repurchase, and Securities Borrowing Transactions	55
Note 16 Fair Value of Assets and Liabilities	57

5 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEETS

	(Unaudited)
	June 30,		December 31,
(Dollars in millions, except per share amounts)	2024		2023
Assets
Cash and due from banks	$	969	$	1,012
Interest-bearing deposits with banks	1,452		1,328
Federal funds sold and securities purchased under agreements to resell	487		719
Trading securities	1,249		1,412
Securities available for sale at fair value	7,924		8,391
Securities held to maturity (fair value of $1,108 and $1,161, respectively)	1,297		1,323
Loans held for sale (including $117 and $68 at fair value, respectively)	471		502
Loans and leases	62,781		61,292
Allowance for loan and lease losses	(821)		(773)
Net loans and leases	61,960		60,519
Premises and equipment	584		590
Goodwill	1,510		1,510
Other intangible assets	165		186
Other assets	4,162		4,169
Total assets	$	82,230	$	81,661
Liabilities
Noninterest-bearing deposits	$	16,348	$	17,204
Interest-bearing deposits	48,446		48,576
Total deposits	64,794		65,780
Trading liabilities	423		509
Short-term borrowings	4,515		2,549
Term borrowings	1,175		1,150
Other liabilities	2,368		2,382
Total liabilities	73,275		72,370
Equity
Preferred stock, Non-cumulative perpetual, no par value; authorized 5,000,000 shares; issued 16,750 and 26,750 shares, respectively	426		520
Common stock, $0.625 par value; authorized 700,000,000 shares; issued 536,875,750 and 558,838,694 shares, respectively	336		349
Capital surplus	5,007		5,351
Retained earnings	4,172		3,964
Accumulated other comprehensive loss, net	(1,281)		(1,188)
FHN shareholders' equity	8,660		8,996
Noncontrolling interest	295		295
Total equity	8,955		9,291
Total liabilities and equity	$	82,230	$	81,661

See accompanying notes to consolidated financial statements.

6 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF INCOME

	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions, except per share data; shares in thousands) (Unaudited)	2024		2023		2024		2023
Interest income
Interest and fees on loans and leases	$	975	$	877	$	1,927	$	1,683
Interest and fees on loans held for sale	9		14		17		24
Interest on investment securities	59		63		119		125
Interest on trading securities	21		18		42		38
Interest on other earning assets	29		43		60		64
Total interest income	1,093		1,015		2,165		1,934
Interest expense
Interest on deposits	399		265		797		436
Interest on trading liabilities	7		2		12		5
Interest on short-term borrowings	41		99		70		136
Interest on term borrowings	17		19		33		39
Total interest expense	464		385		912		616
Net interest income	629		630		1,253		1,318
Provision for credit losses	55		50		105		100
Net interest income after provision for credit losses	574		580		1,148		1,218
Noninterest income
Deposit transactions and cash management	44		45		88		87
Fixed income	40		30		92		69
Brokerage, management fees and commissions	25		22		49		44
Card and digital banking fees	20		21		38		40
Other service charges and fees	14		14		27		27
Trust services and investment management	12		12		24		24
Mortgage banking income	10		6		19		11
Gain on merger termination	—		225		—		225
Securities gains (losses), net	1		—		1		1
Other income	20		25		43		43
Total noninterest income	186		400		381		571
Noninterest expense
Personnel expense	279		285		580		556
Net occupancy expense	31		30		62		61
Computer software	29		28		59		55
Operations services	23		22		45		44
Legal and professional fees	18		12		33		20
Deposit insurance expense	16		13		40		26
Contract employment and outsourcing	14		12		28		24
Advertising and public relations	14		17		22		31
Amortization of intangible assets	11		12		22		24
Equipment expense	11		10		22		21
Communications and delivery	8		9		16		18
Contributions	1		53		2		57
Other expense	45		52		84		96
Total noninterest expense	500		555		1,015		1,033
Income before income taxes	260		425		514		756
Income tax expense	56		96		113		171
Net income	$	204	$	329	$	401	$	585
Net income attributable to noncontrolling interest	5		4		10		9
Net income attributable to controlling interest	$	199	$	325	$	391	$	576
Preferred stock dividends	15		8		23		16
Net income available to common shareholders	$	184	$	317	$	368	$	560

7 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF INCOME (continued)
Basic earnings per common share	$	0.34	$	0.59	$	0.67	$	1.04
Diluted earnings per common share	$	0.34	$	0.56	$	0.67	$	1.00
Weighted average common shares	543,981		539,120		549,479		538,035
Diluted average common shares	547,093		560,878		552,539		562,188

See accompanying notes to consolidated financial statements.

8 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions) (Unaudited)	2024		2023		2024		2023
Net income	$	204	$	329	$	401	$	585
Other comprehensive income (loss), net of tax:
Net unrealized gains (losses) on securities available for sale	(10)		(105)		(65)		9
Net unrealized gains (losses) on cash flow hedges	(2)		(46)		(32)		(2)
Net unrealized gains (losses) on pension and other postretirement plans	2		—		4		2
Other comprehensive income (loss)	(10)		(151)		(93)		9
Comprehensive income (loss)	194		178		308		594
Comprehensive income attributable to noncontrolling interest	5		4		10		9
Comprehensive income (loss) attributable to controlling interest	$	189	$	174	$	298	$	585
Income tax expense (benefit) of items included in other comprehensive income:
Net unrealized gains (losses) on securities available for sale	$	(3)	$	(34)	$	(22)	$	2
Net unrealized gains (losses) on cash flow hedges	(1)		(15)		(10)		(1)
Net unrealized gains (losses) on pension and other postretirement plans	1		1		1		1

See accompanying notes to consolidated financial statements.

9 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

Six Months Ended June 30, 2024
	Preferred Stock			Common Stock
(Dollars in millions, except per share data; shares in thousands) (unaudited)	Shares	Amount		Shares	Amount		Capital Surplus		Retained Earnings		Accumulated Other Comprehensive Income (Loss) (a)		Noncontrolling Interest		Total
Balance, December 31, 2023	26,750	$	520	558,839	$	349	$	5,351	$	3,964	$	(1,188)	$	295	$	9,291
Adjustment to reflect adoption of ASU 2023-02	—	—		—	—		—		8		—		—		8
Net income	—	—		—	—		—		192		—		5		197
Other comprehensive income (loss)	—	—		—	—		—		—		(83)		—		(83)
Cash dividends declared:
Preferred stock	—	—		—	—		—		(8)		—		—		(8)
Common stock ($0.15 per share)	—	—		—	—		—		(84)		—		—		(84)
Common stock repurchased (b)	—	—		(11,052)	(7)		(152)		—		—		—		(159)
Excise tax on common stock repurchased	—	—		—	—		(2)		—		—		—		(2)
Common stock issued for:
Stock options exercised and restricted stock awards	—	—		850	—		—		—		—		—		—
Stock-based compensation expense	—	—		—	1		17		—		—		—		18
Dividends declared - noncontrolling interest of subsidiary preferred stock	—	—		—	—		—		—		—		(5)		(5)
Balance, March 31, 2024	26,750	520		548,637	343		5,214		4,072		(1,271)		295		9,173
Net income	—	—		—	—		—		199		—		5		204
Other comprehensive income (loss)	—	—		—	—		—		—		(10)		—		(10)
Cash dividends declared:
Preferred stock	—	—		—	—		—		(8)		—		—		(8)
Common stock ($0.15 per share)	—	—		—	—		—		(84)		—		—		(84)
Series D preferred stock redemption	(10,000)	(94)		—	—		—		(6)		—		—		(100)
Excise tax on preferred stock redemption	—	—		—	—		—		(1)		—		—		(1)
Common stock repurchased (b)	—	—		(14,896)	(9)		(219)		—		—		—		(228)
Excise tax on common stock repurchased	—	—		—	—		(1)		—		—		—		(1)
Common stock issued for:
Stock options exercised and restricted stock awards	—	—		3,135	1		1		—		—		—		2
Stock-based compensation expense	—	—		—	1		12		—		—		—		13
Dividends declared - noncontrolling interest of subsidiary preferred stock	—	—		—	—		—		—		—		(5)		(5)
Balance, June 30, 2024	16,750	$	426	536,876	$	336	$	5,007	$	4,172	$	(1,281)	$	295	$	8,955

(a)Due to the nature of the preferred stock issued by FHN and its subsidiaries, all components of other comprehensive income (loss) have been attributed solely to FHN as the controlling interest holder.

(b)Includes $154 million and $212 million repurchased during first and second quarter, respectively, under FHN's general purchase program.

10 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (continued)

Six Months Ended June 30, 2023
	Preferred Stock			Common Stock
(Dollars in millions, except per share data; shares in thousands) (unaudited)	Shares	Amount		Shares	Amount		Capital Surplus		Retained Earnings		Accumulated Other Comprehensive Income (Loss) (a)		Noncontrolling Interest		Total
Balance, December 31, 2022	31,686	$	1,014	537,101	$	336	$	4,840	$	3,430	$	(1,368)	$	295	$	8,547
Adjustment to reflect adoption of ASU 2022-02	—	—		—	—		—		4		—		—		4
Net income	—	—		—	—		—		251		—		4		255
Other comprehensive income	—	—		—	—		—		—		160		—		160
Cash dividends declared:
Preferred stock	—	—		—	—		—		(8)		—		—		(8)
Common stock ($0.15 per share)	—	—		—	—		—		(82)		—		—		(82)
Common stock repurchased	—	—		(159)	—		(4)		—		—		—		(4)
Common stock issued for:
Stock options exercised and restricted stock awards	—	—		677	—		5		—		—		—		5
Stock-based compensation expense	—	—		—	—		22		—		—		—		22
Dividends declared - noncontrolling interest of subsidiary preferred stock	—	—		—	—		—		—		—		(4)		(4)
Balance, March 31, 2023	31,686	1,014		537,619	336		4,863		3,595		(1,208)		295		8,895
Net income	—	—		—	—		—		325		—		4		329
Other comprehensive income	—	—		—	—		—		—		(151)		—		(151)
Cash dividends declared:
Preferred stock	—	—		—	—		—		(8)		—		—		(8)
Common stock ($0.15 per share)	—	—		—	—		—		(82)		—		—		(82)
Preferred stock conversion	(4,936)	(494)		—	—		—		—		—		—		(494)
Common stock repurchased	—	—		(575)	—		(5)		—		—		—		(5)
Common stock issued for:
Stock options exercised and restricted stock awards	—	—		1,872	—		—		—		—		—		—
Series G preferred stock conversion	—	—		19,743	12		481		—		—		—		493
Stock-based compensation expense	—	—		—	1		(14)		—		—		—		(13)
Dividends declared - noncontrolling interest of subsidiary preferred stock	—	—		—	—		—		—		—		(4)		(4)
Balance, June 30, 2023	26,750	$	520	558,659	$	349	$	5,325	$	3,830	$	(1,359)	$	295	$	8,960

(a)Due to the nature of the preferred stock issued by FHN and its subsidiaries, all components of other comprehensive income (loss) have been attributed solely to FHN as the controlling interest holder.

See accompanying notes to consolidated financial statements.

11 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF CASH FLOWS

	Six Months Ended June 30,
(Dollars in millions) (Unaudited)	2024		2023
Operating Activities
Net income	$	401	$	585
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Provision for credit losses	105		100
Deferred income tax expense (benefit)	(26)		1
Depreciation and amortization of premises and equipment	27		28
Amortization of intangible assets	22		24
Net other amortization and accretion	2		9
Net (increase) decrease in trading securities	712		860
Net (increase) decrease in derivatives	4		(298)
Stock-based compensation expense	31		8
Securities (gains) losses, net	(1)		(1)
Loans held for sale:
Purchases and originations	(1,372)		(1,286)
Gross proceeds from settlements and sales	867		527
(Gain) loss due to fair value adjustments and other	(15)		16
Other operating activities, net	(69)		(337)
Total adjustments	287		(349)
Net cash provided by (used in) operating activities	688		236
Investing Activities
Proceeds from maturities of securities available for sale	391		451
Purchases of securities available for sale	(24)		(221)
Proceeds from prepayments of securities held to maturity	28		24
Purchases of premises and equipment	(21)		(14)
Net (increase) decrease in loans and leases	(1,539)		(3,215)
Net (increase) decrease in interest-bearing deposits with banks	(124)		(3,139)
Other investing activities, net	5		8
Net cash provided by (used in) investing activities	(1,284)		(6,106)
Financing Activities
Common stock:
Stock options exercised	1		5
Cash dividends paid	(171)		(167)
Repurchase of shares	(387)		(10)
Preferred stock:
Series D preferred stock redemption	(100)		—
Cash dividends paid - preferred stock - noncontrolling interest	(10)		(8)
Cash dividends paid - preferred stock	(16)		(16)
Net increase (decrease) in deposits	(986)		1,944
Net increase (decrease) in short-term borrowings	1,966		4,440
Proceeds from issuance of term borrowings	18		—
Repayment of term borrowing	—		(450)
Increases (decreases) in term borrowings	6		8
Net cash provided by (used in) financing activities	321		5,746
Net increase (decrease) in cash and cash equivalents	(275)		(124)
Cash and cash equivalents at beginning of period	1,731		1,543
Cash and cash equivalents at end of period	$	1,456	$	1,419
Supplemental Disclosures
Total interest paid	$	964	$	530
Total taxes paid	88		37
Total taxes refunded	4		2
Transfer from loans to OREO	2		3
Transfer from loans HFS to trading securities	552		544
Preferred stock conversion to common stock	—		493

See accompanying notes to consolidated financial statements. 

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PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 1—BASIS OF PRESENTATION & ACCOUNTING POLICIES

Notes to the Consolidated Financial Statements (Unaudited)

Note 1—Basis of Presentation and Accounting Policies

The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and notes necessary for complete financial statements in accordance with GAAP. In the opinion of management, the accompanying unaudited consolidated financial statements contain all significant adjustments, consisting of normal and recurring items, considered necessary for fair presentation. These interim financial statements should be read in conjunction with FHN's audited consolidated financial statements and notes in FHN's Annual Report on Form 10-K for the year ended December 31, 2023. Operating results for the interim period are not necessarily indicative of the results that may be expected for the full year.

All significant intercompany balances and transactions have been eliminated in consolidation. Certain amounts reported in prior years have been reclassified to conform to the current period presentation. See the Glossary of Acronyms and Terms included in this Report for terms used herein.

Accounting Changes With Extended Transition Periods

In March 2020, the FASB issued ASU 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting” which provides several optional expedients and exceptions to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. The provisions of ASU 2020-04 primarily affect 1) contract modifications (e.g., loans, leases, debt, and derivatives) made in anticipation that a reference rate (e.g., LIBOR) will be discontinued and 2) the application of hedge accounting for existing relationships affected by those modifications. The provisions of ASU 2020-04 were effective upon release and apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. Including the adoption of ASU 2022-06 (discussed below), the expedients and exceptions provided by ASU 2020-04 do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2024, except for hedging relationships existing as of December 31, 2024, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship.

FHN identified contracts affected by reference rate reform, developed modification plans for those contracts

and implemented those modifications before the last quotation of LIBOR on June 30, 2023. FHN elected to utilize the optional expedients and exceptions provided by ASU 2020-04 for contract modifications that immediately converted the reference rate within each contract. FHN also elected that revisions to contractual fallback provisions, including modifications in accordance with the provisions of Regulation ZZ, did not require evaluation for modification accounting. Additionally, FHN elected that the revisions to derivative contracts implemented by central clearinghouses to convert centrally cleared derivative contracts from LIBOR to SOFR plus an appropriate spread adjustment were not considered changes requiring assessment for modification accounting.

During the transition period, for cash flow hedges that reference 1-Month USD LIBOR, FHN applied expedients related to 1) the assumption of probability of cash flows when reference rates are changed on hedged items 2) avoiding dedesignation when critical terms (i.e., reference rates) change and 3) the allowed assumption of shared risk exposure for hedged items. Additionally, for its cash flow hedges that reference 1-Month Term SOFR, FHN applied expedients related to 1) the allowed assumption of shared risk exposure for hedged items and 2) multiple allowed assumptions of conformity between hedged items and the hedging instrument when assessing effectiveness. FHN continued to utilize these expedients and exceptions through the final cash flows affected by the quotation of LIBOR.

In accordance with the provisions of ASU 2020-04, effective immediately after the end of the transition period for its cash flow hedges (i.e., no more cash flows were affected by LIBOR), FHN elected that the cessation of effectiveness assessments under the transition guidance and subsequent initiation of hedge effectiveness assessments under ASC 815 did not require dedesignation of the hedge relationships.

In December 2022, the FASB issued ASU 2022-06, "Deferral of the Sunset Date of Topic 848" which extends the transition window for ASU 2020-04 from December 31, 2022 to December 31, 2024, consistent with key USD LIBOR tenors continuing to be published through June 30, 2023.

In January 2021, the FASB issued ASU 2021-01, "Scope" to expand the scope of ASU 2020-04 to apply to certain contract modifications that were implemented in October 2020 by derivative clearinghouses for the use of the Secured Overnight Funding Rate (SOFR) in discounting, margining and price alignment for centrally cleared derivatives, including derivatives utilized in hedging relationships. ASU 2021-01 also applies to derivative

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Table of Contents	NOTE 1—BASIS OF PRESENTATION & ACCOUNTING POLICIES

contracts affected by the change in discounting convention regardless of whether they are centrally cleared (i.e., bilateral contracts can also be modified) and regardless of whether they reference LIBOR. ASU 2021-01 was effective immediately upon issuance with retroactive application permitted. FHN elected to retroactively apply the provisions of ASU 2021-01 because FHN's centrally cleared derivatives were affected by the change in discounting convention and because FHN has other bilateral derivative contracts that may be modified to conform to the use of SOFR for discounting. Adoption did not have a significant effect on FHN's reported financial condition or results of operations.

Summary of Accounting Changes

ASU 2023-02

In March 2023, the FASB issued ASU 2023-02, “Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method” which permits investors to elect to account for their tax equity investments, regardless of the tax credit program from which the income tax credits are received, using the proportional amortization method if certain conditions are met. The proportional amortization method results in the cost of the investment being amortized in proportion to the income tax credits and other income tax benefits received, with the amortization of the investment and the income tax credits being presented net in the income statement as a component of income tax provision (benefit). Prior to ASU 2023-02, the proportional amortization method was only available to qualifying low income housing equity investments. An investor is required to make an accounting policy election to apply the proportional amortization method on a tax-credit-program-by-tax-credit-program basis. An investor that applies the proportional amortization method to qualifying tax equity investments must account for the receipt of the investment tax credits using the flow-through method, even if the entity applies the deferral method for other investment tax credits received. ASU 2023-02 also requires specific disclosures that must be applied to all investments that generate income tax credits and other income tax benefits from a tax credit program for which the entity has elected to apply the proportional amortization method.

ASU 2023-02 was effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Adoption of ASU 2023-02 is applied on either a modified retrospective (cumulative catch up) or a retrospective (restatement of prior years) basis. FHN has assessed the applicability of ASU 2023-02 to its tax credit program equity investments, determined that its New Markets Tax Credit and Historic Tax Credit programs qualified, and made the proportional method election for them. The use of the proportional amortization method continued for FHN's Low-Income Housing Tax Credits

program. Upon adoption of ASU 2023-02, FHN recognized a cumulative effect adjustment that increased retained earnings by $8 million, net of tax, on January 1, 2024.

The adoption of ASU 2023-02 resulted in a revision to FHN’s accounting policy for equity investments in tax credit programs. FHN’s election to utilize the deferral method for investments that generate Investment Tax Credits is now made subsequent to the determination of whether a tax credit program will apply the proportional amortization method. This includes both solar and non-qualifying historic tax credit investments. Under the deferral approach the investment tax credits are recorded as an offset to the related investment on the balance sheet. Credit amounts are recognized in earnings over the life of the investment within the same income or expense accounts as used for the investment.

Accounting Changes Issued But Not Currently Effective

ASU 2023-07

In November 2023, the FASB issued ASU 2023-07, "Improvements to Reportable Segment Disclosures" that requires public entities to provide disclosures of significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment's profit or loss and assets that are currently required annually. The ASU requires a public entity to disclose, for each reportable segment, the significant expense categories and amounts that are regularly provided to the chief operating decision-maker (CODM) and included in each reported measure of a segment's profit or loss. ASU 2023-07 also requires disclosure of the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources.

ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and for interim periods beginning after December 15, 2024. Early adoption is permitted. The guidance is applied retrospectively to all periods presented in the financial statements, unless it is impracticable. FHN will adopt ASU 2023-07 as of December 31, 2024 and is currently assessing the effect on its reportable segment disclosures.

ASU 2023-09

In December 2023, the FASB issued ASU 2023-09, "Improvements to Income Tax Disclosures" to enhance transparency and decision usefulness of income tax disclosures. The provisions of this ASU require disaggregated information about a reporting entity's effective tax rate reconciliation in both percentages and reporting currency amounts. Certain categories of reconciling items are required by the ASU with additional categories required if a specified quantitative threshold is met. Reporting entities are also required to provide a qualitative discussion of the primary state and local

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PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 1—BASIS OF PRESENTATION & ACCOUNTING POLICIES

jurisdictions for income taxes and the type of reconciling categories. ASU 2023-09 also requires disaggregation of income taxes paid by jurisdiction.

For public business entities, ASU 2023-09 is effective for annual periods beginning after December 31, 2024. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. FHN is currently assessing the impact of adopting ASU 2023-09 on its income tax disclosures.

SEC Final Rule

In March 2024, the SEC adopted final rules, “The Enhancement and Standardization of Climate-Related Disclosures for Investors” (the “Climate Disclosures Rules”) to require registrants to disclose certain climate-related information in registration statements and annual reports. Information required for inclusion within the footnotes to the financial statements for severe weather events and other natural conditions includes 1) income statement effects before insurance recoveries above 1% of pre-tax income/loss, 2) balance sheet effects above 1% of shareholders’ equity, and 3) certain carbon offsets and renewable energy credits. Qualitative discussion is also required for material impacts on financial estimates and assumptions that are due to severe weather events and other natural conditions or disclosed climate-related targets or transition plans.

In April 2024 the SEC issued a stay of the Climate Disclosures Rules pending the completion of judicial review of various legal challenges. Therefore, the actual timing of the implementation of the Climate Disclosure Rules, if sustained through the judicial process, is uncertain. FHN is assessing the potential effects of the Climate Disclosure Rules on its financial statements.

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PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 2—INVESTMENT SECURITIES

Note 2—Investment Securities

The following tables summarize FHN’s investment securities as of June 30, 2024 and December 31, 2023:

INVESTMENT SECURITIES AT JUNE 30, 2024
	June 30, 2024
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Securities available for sale:
Government agency issued MBS	$	4,852	$	1	$	(622)	$	4,231
Government agency issued CMO	2,374		—		(354)		2,020
Other U.S. government agencies	1,282		—		(164)		1,118
States and municipalities	608		1		(54)		555
Total securities available for sale (a)	$	9,116	$	2	$	(1,194)	$	7,924
Securities held to maturity:
Government agency issued MBS	$	828	$	—	$	(113)	$	715
Government agency issued CMO	469		—		(76)		393
Total securities held to maturity (a)	$	1,297	$	—	$	(189)	$	1,108

(a)Includes $6.9 billion of securities available for sale and $1.3 billion of securities held to maturity pledged to secure public deposits, securities sold under agreements to repurchase, and for other purposes.

INVESTMENT SECURITIES AT DECEMBER 31, 2023
	December 31, 2023
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Securities available for sale:
Government agency issued MBS	$	5,061	$	2	$	(579)	$	4,484
Government agency issued CMO	2,487		—		(341)		2,146
Other U.S. government agencies	1,321		2		(151)		1,172
States and municipalities	627		3		(41)		589
Total securities available for sale (a)	$	9,496	$	7	$	(1,112)	$	8,391
Securities held to maturity:
Government agency issued MBS	$	852	$	—	$	(96)	$	756
Government agency issued CMO	471		—		(66)		405
Total securities held to maturity (a)	$	1,323	$	—	$	(162)	$	1,161

(a)Includes $7.6 billion of securities available for sale and $1.3 billion of securities held to maturity pledged to secure public deposits, securities sold under agreements to repurchase, and for other purposes.

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PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 2—INVESTMENT SECURITIES

The amortized cost and fair value by contractual maturity for the debt securities portfolio as of June 30, 2024 is provided below:

DEBT SECURITIES PORTFOLIO MATURITIES
	Held to Maturity				Available for Sale
(Dollars in millions)	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Within 1 year	$	—	$	—	$	44	$	44
After 1 year through 5 years	—		—		137		127
After 5 years through 10 years	—		—		369		332
After 10 years	—		—		1,340		1,170
Subtotal	—		—		1,890		1,673
Government agency issued MBS and CMO (a)	1,297		1,108		7,226		6,251
Total	$	1,297	$	1,108	$	9,116	$	7,924

(a)Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

There were no sales of AFS securities for the three and six months ended June 30, 2024 and 2023.

The following tables provide information on investments within the available-for-sale portfolio that had unrealized losses as of June 30, 2024 and December 31, 2023:

AFS INVESTMENT SECURITIES WITH UNREALIZED LOSSES

	As of June 30, 2024
	Less than 12 months				12 months or longer				Total
(Dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Government agency issued MBS	$	83	$	(1)	$	4,102	$	(621)	$	4,185	$	(622)
Government agency issued CMO	28		—		1,992		(354)		2,020		(354)
Other U.S. government agencies	104		(1)		971		(164)		1,075		(165)
States and municipalities	33		(1)		452		(52)		485		(53)
Total	$	248	$	(3)	$	7,517	$	(1,191)	$	7,765	$	(1,194)

 

	As of December 31, 2023
	Less than 12 months				12 months or longer				Total
(Dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Government agency issued MBS	$	140	$	(2)	$	4,231	$	(577)	$	4,371	$	(579)
Government agency issued CMO	32		—		2,098		(341)		2,130		(341)
Other U.S. government agencies	114		(2)		905		(149)		1,019		(151)
States and municipalities	14		—		465		(41)		479		(41)
Total	$	300	$	(4)	$	7,699	$	(1,108)	$	7,999	$	(1,112)

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PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 2—INVESTMENT SECURITIES

FHN has evaluated all AFS debt securities that were in unrealized loss positions in accordance with its accounting policy for recognition of credit losses. No AFS debt securities were determined to have credit losses. Total AIR not included in the fair value or amortized cost basis of AFS debt securities was $31 million and $32 million as of June 30, 2024 and December 31, 2023, respectively. Consistent with FHN's review of the related securities, there were no credit-related write downs of AIR for AFS debt securities during the reporting periods. Additionally, for AFS debt securities with unrealized losses, FHN does not intend to sell them, and it is more likely than not that FHN will not be required to sell them prior to recovery. Therefore, no write downs of these investments to fair value occurred during the reporting periods. There were no transfers to or from AFS or HTM during the three and six month periods ended June 30, 2024 and 2023.

For HTM securities, an allowance for credit losses is required to absorb estimated lifetime credit losses. Total AIR not included in the fair value or amortized cost basis of HTM debt securities was $3 million as of both June 30, 2024 and December 31, 2023. FHN has assessed the risk of credit loss and has determined that no allowance for credit losses for HTM securities was necessary as of June 30, 2024 and December 31, 2023. The evaluation of credit risk includes consideration of third-party and government guarantees (both explicit and implicit), senior or subordinated status, credit ratings of the issuer, the effects of interest rate changes since purchase and observable market information such as issuer-specific credit spreads.

The carrying amount of equity investments without a readily determinable fair value was $92 million and $89 million at June 30, 2024 and December 31, 2023, respectively. The year-to-date 2024 and 2023 gross amounts of upward and downward valuation adjustments were not significant.

Unrealized gains of $2 million and $7 million were recognized in the three and six months ended June 30, 2024, respectively, for equity investments with readily determinable fair values. Unrealized gains of $4 million and $6 million were recognized in the three and six months ended June 30, 2023, respectively, for equity investments with readily determinable fair values.

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PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 3—LOANS & LEASES

Note 3—Loans and Leases

The loans and leases portfolio is disaggregated into portfolio segments and then further disaggregated into classes for certain disclosures. GAAP defines a portfolio segment as the level at which an entity develops and documents a systematic method for determining its allowance for credit losses. A class is generally a disaggregation of a portfolio segment and is generally determined based on risk characteristics of the loan and FHN’s method for monitoring and assessing credit risk and performance. FHN's loan and lease portfolio segments are commercial and consumer. The classes of loans and leases are: (1) commercial, financial, and industrial, which

includes commercial and industrial loans and leases and loans to mortgage companies, (2) commercial real estate, (3) consumer real estate, which includes both real estate installment and home equity lines of credit, and (4) credit card and other.

The following table provides the amortized cost basis of loans and leases by portfolio segment and class as of June 30, 2024 and December 31, 2023, excluding accrued interest of $294 million and $287 million, respectively, which is included in other assets in the Consolidated Balance Sheets.

LOANS AND LEASES BY PORTFOLIO SEGMENT
(Dollars in millions)	June 30, 2024		December 31, 2023
Commercial:
Commercial and industrial (a) (b)	$	30,518	$	30,609
Loans to mortgage companies	2,934		2,024
Total commercial, financial, and industrial	33,452		32,633
Commercial real estate	14,669		14,216
Consumer:
HELOC	2,122		2,219
Real estate installment loans	11,787		11,431
Total consumer real estate	13,909		13,650
Credit card and other (c)	751		793
Loans and leases	$	62,781	$	61,292
Allowance for loan and lease losses	(821)		(773)
Net loans and leases	$	61,960	$	60,519

(a)Includes equipment financing leases of $1.3 billion and $1.2 billion for June 30, 2024 and December 31, 2023, respectively.

(b)Includes PPP loans fully guaranteed by the SBA of $19 million and $29 million as of June 30, 2024 and December 31, 2023, respectively.

(c)Includes $190 million and $180 million of commercial credit card balances as of June 30, 2024 and December 31, 2023, respectively.

Restrictions

Loans and leases with carrying values of $46.5 billion and $46.1 billion were pledged as collateral for borrowings at June 30, 2024 and December 31, 2023, respectively.

Concentrations of Credit Risk

Most of FHN’s business activity is with clients located in the southern United States. FHN’s lending activity is concentrated in its market areas within those states. As of June 30, 2024, FHN had loans to mortgage companies of $2.9 billion and loans to finance and insurance companies of $3.8 billion. As a result, 20% of the C&I portfolio is sensitive to impacts on the financial services industry.

Credit Quality Indicators

FHN employs a dual grade commercial risk grading methodology to assign an estimate for the probability of default and the loss given default for each commercial loan using factors specific to various industry, portfolio, or product segments that result in a rank ordering of risk and

the assignment of grades PD 1 to PD 16. This credit grading system is intended to identify and measure the credit quality of the loan and lease portfolio by analyzing the migration between grading categories. It is also integral to the estimation methodology utilized in determining the ALLL since an allowance is established for pools of commercial loans based on the credit grade assigned. Each PD grade corresponds to an estimated one-year default probability percentage. PD grades are continually evaluated but require a formal scorecard annually.

PD 1 through PD 12 are “pass” grades. PD grades 13-16 correspond to the regulatory-defined categories of special mention (13), substandard (14), doubtful (15), and loss (16). Special mention loans and leases have potential weaknesses that, if left uncorrected, may result in deterioration of FHN's credit position at some future date. Substandard commercial loans and leases have well-defined weaknesses and are characterized by the distinct possibility that FHN will sustain some loss if the

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Table of Contents	NOTE 3—LOANS & LEASES

deficiencies are not corrected. Doubtful commercial loans and leases have the same weaknesses as substandard loans and leases with the added characteristics that the probability of loss is high, and collection of the full amount is improbable.

The following tables provide the amortized cost basis of the commercial loan portfolio by year of origination and credit quality indicator as of June 30, 2024 and December 31, 2023:

C&I PORTFOLIO
	June 30, 2024
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		LMC (a)		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
Credit Quality Indicator:
Pass (PD grades 1 through 12) (b)	$	1,623	$	3,772	$	5,184	$	3,139	$	1,446	$	4,569	$	2,934	$	8,963	$	278	$	31,908
Special Mention (PD grade 13)	45		133		71		65		18		149		—		361		28		870
Substandard, Doubtful, or Loss (PD grades 14,15, and 16)	1		48		108		110		25		173		—		188		21		674
Total C&I loans	$	1,669	$	3,953	$	5,363	$	3,314	$	1,489	$	4,891	$	2,934	$	9,512	$	327	$	33,452

	December 31, 2023
(Dollars in millions)	2023		2022		2021		2020		2019		Prior to 2019		LMC (a)		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
Credit Quality Indicator:
Pass (PD grades 1 through 12) (b)	$	4,008	$	5,637	$	3,506	$	1,636	$	1,665	$	3,448	$	2,019	$	9,087	$	327	$	31,333
Special Mention (PD grade 13)	75		60		64		56		101		57		—		186		—		599
Substandard, Doubtful, or Loss (PD grades 14,15, and 16)	41		135		94		51		39		100		5		187		49		701
Total C&I loans	$	4,124	$	5,832	$	3,664	$	1,743	$	1,805	$	3,605	$	2,024	$	9,460	$	376	$	32,633

(a)    LMC includes non-revolving commercial lines of credit to qualified mortgage companies primarily for the temporary warehousing of eligible mortgage loans prior to the borrower's sale of those mortgage loans to third-party investors. The loans are of short duration with maturities less than one year.

(b)    Balances include PPP loans.

CRE PORTFOLIO
	June 30, 2024
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
Credit Quality Indicator:
Pass (PD grades 1 through 12)	$	288	$	1,046	$	3,580	$	3,470	$	1,071	$	3,635	$	356	$	—	$	13,446
Special Mention (PD grade 13)	—		1		209		94		31		134		—		—		469
Substandard, Doubtful, or Loss (PD grades 14,15, and 16)	—		3		67		114		112		452		6		—		754
Total CRE loans	$	288	$	1,050	$	3,856	$	3,678	$	1,214	$	4,221	$	362	$	—	$	14,669

20 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 3—LOANS & LEASES

	December 31, 2023
(Dollars in millions)	2023		2022		2021		2020		2019		Prior to 2019		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
Credit Quality Indicator:
Pass (PD grades 1 through 12)	$	853	$	3,473	$	3,518	$	1,162	$	1,216	$	2,853	$	393	$	18	$	13,486
Special Mention (PD grade 13)	5		1		129		86		175		82		—		—		478
Substandard, Doubtful, or Loss (PD grades 14,15, and 16)	—		2		5		11		175		59		—		—		252
Total CRE loans	$	858	$	3,476	$	3,652	$	1,259	$	1,566	$	2,994	$	393	$	18	$	14,216

The consumer portfolio is comprised primarily of smaller-balance loans which are very similar in nature in that most are standard products and are backed by residential real estate. Because of the similarities of consumer loan types, FHN is able to utilize the FICO score, among other attributes, to assess the credit quality of consumer borrowers. FICO scores are refreshed on a quarterly basis in an attempt to reflect the recent risk profile of the borrowers. Accruing delinquency amounts are indicators of asset quality within the credit card and other consumer portfolio.

The following table reflects the amortized cost basis by year of origination and refreshed FICO scores for

consumer real estate loans as of June 30, 2024 and December 31, 2023. Within consumer real estate, classes include HELOC and real estate installment loans. HELOCs are loans which during their draw period are classified as revolving loans. Once the draw period ends and the loan enters its repayment period, the loan converts to a term loan and is classified as a revolving loan converted to a term loan. All loans classified in the following tables as revolving loans or revolving loans converted to term loans are HELOCs. Real estate installment loans are originated as fixed term loans and are classified below in their vintage year. All loans in the following tables classified in a vintage year are real estate installment loans.

21 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 3—LOANS & LEASES

CONSUMER REAL ESTATE PORTFOLIO
	June 30, 2024
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
FICO score 740 or greater	$	557	$	1,550	$	2,063	$	1,657	$	706	$	1,670	$	1,448	$	45	$	9,696
FICO score 720-739	80		203		282		223		105		296		192		14		1,395
FICO score 700-719	57		151		223		185		75		264		155		16		1,126
FICO score 660-699	70		166		188		108		79		318		162		17		1,108
FICO score 620-659	5		11		17		23		21		132		34		5		248
FICO score less than 620	6		19		19		19		18		221		24		10		336
Total	$	775	$	2,100	$	2,792	$	2,215	$	1,004	$	2,901	$	2,015	$	107	$	13,909

	December 31, 2023
(Dollars in millions)	2023		2022		2021		2020		2019		Prior to 2019		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
FICO score 740 or greater	$	1,572	$	2,099	$	1,720	$	730	$	465	$	1,332	$	1,522	$	50	$	9,490
FICO score 720-739	205		286		227		107		88		230		192		15		1,350
FICO score 700-719	154		232		193		81		52		224		159		17		1,112
FICO score 660-699	170		198		113		83		53		290		168		18		1,093
FICO score 620-659	11		20		23		22		36		106		36		7		261
FICO score less than 620	18		19		15		20		12		225		24		11		344
Total	$	2,130	$	2,854	$	2,291	$	1,043	$	706	$	2,407	$	2,101	$	118	$	13,650

The following tables reflect the amortized cost basis by year of origination and refreshed FICO scores for credit card and other loans as of June 30, 2024 and December 31, 2023.

CREDIT CARD & OTHER PORTFOLIO
	June 30, 2024
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
FICO score 740 or greater	$	13	$	34	$	18	$	7	$	3	$	25	$	191	$	7	$	298
FICO score 720-739	8		5		2		1		1		5		21		1		44
FICO score 700-719	1		4		3		1		1		4		22		1		37
FICO score 660-699	1		3		2		1		—		7		21		—		35
FICO score 620-659	1		1		—		—		—		2		6		—		10
FICO score less than 620	4		13		8		6		7		109		179		1		327
Total	$	28	$	60	$	33	$	16	$	12	$	152	$	440	$	10	$	751

22 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 3—LOANS & LEASES

	December 31, 2023
(Dollars in millions)	2023		2022		2021		2020		2019		Prior to 2019		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
FICO score 740 or greater	$	52	$	26	$	10	$	5	$	3	$	27	$	207	$	5	$	335
FICO score 720-739	5		3		1		1		1		5		24		1		41
FICO score 700-719	5		4		1		1		1		4		25		1		42
FICO score 660-699	4		3		1		1		1		8		23		—		41
FICO score 620-659	2		1		1		—		—		3		7		—		14
FICO score less than 620	12		9		6		8		13		103		168		1		320
Total	$	80	$	46	$	20	$	16	$	19	$	150	$	454	$	8	$	793

Nonaccrual and Past Due Loans and Leases

Loans and leases are placed on nonaccrual if it becomes evident that full collection of principal and interest is at risk, impairment has been recognized as a partial charge-off of principal balance due to insufficient collateral value and past due status, or on a case-by-case basis if FHN continues to receive payments but there are other borrower-specific issues. Included in nonaccrual are loans

for which FHN continues to receive payments including residential real estate loans where the borrower has been discharged of personal obligation through bankruptcy.

Past due loans are loans contractually past due as to interest or principal payments, but which have not yet been put on nonaccrual status.

The following table reflects accruing and non-accruing loans and leases by class on June 30, 2024 and December 31, 2023:

ACCRUING & NON-ACCRUING LOANS AND LEASES
	June 30, 2024
	Accruing								Non-Accruing
(Dollars in millions)	Current		30-89 Days Past Due		90+ Days Past Due		Total Accruing		Current		30-89 Days Past Due		90+ Days Past Due		Total Non- Accruing		Total Loans and Leases
Commercial, financial, and industrial:
C&I (a)	$	30,318	$	32	$	1	$	30,351	$	87	$	3	$	77	$	167	$	30,518
Loans to mortgage companies	2,934		—		—		2,934		—		—		—		—		2,934
Total commercial, financial, and industrial	33,252		32		1		33,285		87		3		77		167		33,452
Commercial real estate:
CRE (b)	14,404		4		—		14,408		137		29		95		261		14,669
Consumer real estate:
HELOC (c)	2,068		9		3		2,080		29		4		9		42		2,122
Real estate installment loans (d)	11,645		40		—		11,685		38		13		51		102		11,787
Total consumer real estate	13,713		49		3		13,765		67		17		60		144		13,909
Credit card and other:
Credit card	276		4		2		282		—		—		—		—		282
Other	465		2		—		467		1		—		1		2		469
Total credit card and other	741		6		2		749		1		—		1		2		751
Total loans and leases	$	62,110	$	91	$	6	$	62,207	$	292	$	49	$	233	$	574	$	62,781

23 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 3—LOANS & LEASES

	December 31, 2023
	Accruing								Non-Accruing
(Dollars in millions)	Current		30-89 Days Past Due		90+ Days Past Due		Total Accruing		Current		30-89 Days Past Due		90+ Days Past Due		Total Non- Accruing		Total Loans and Leases
Commercial, financial, and industrial:
C&I (a)	$	30,398	$	31	$	1	$	30,430	$	108	$	18	$	53	$	179	$	30,609
Loans to mortgage companies	2,018		1		—		2,019		5		—		—		5		2,024
Total commercial, financial, and industrial	32,416		32		1		32,449		113		18		53		184		32,633
Commercial real estate:
CRE (b)	14,072		8		—		14,080		41		—		95		136		14,216
Consumer real estate:
HELOC (c)	2,158		11		4		2,173		30		6		10		46		2,219
Real estate installment loans (d)	11,295		29		13		11,337		43		6		45		94		11,431
Total consumer real estate	13,453		40		17		13,510		73		12		55		140		13,650
Credit card and other:
Credit card	271		3		3		277		—		—		—		—		277
Other	512		2		—		514		1		—		1		2		516
Total credit card and other	783		5		3		791		1		—		1		2		793
Total loans and leases	$	60,724	$	85	$	21	$	60,830	$	228	$	30	$	204	$	462	$	61,292

(a)    $158 million and $178 million of C&I loans are nonaccrual loans that have been specifically reviewed for impairment with no related allowance in 2024 and 2023, respectively.

(b)    $255 million and $129 million of CRE loans are nonaccrual loans that have been specifically reviewed for impairment with no related allowance in 2024 and 2023, respectively.

(c)    $4 million of HELOC loans are nonaccrual loans that have been specifically reviewed for impairment with no related allowance in both 2024 and 2023.

(d)    $10 million of real estate installment loans are nonaccrual loans that have been specifically reviewed for impairment with no related allowance in both 2024 and 2023.

Collateral-Dependent Loans

Collateral-dependent loans are defined as loans for which repayment is expected to be derived substantially through the operation or sale of the collateral and where the borrower is experiencing financial difficulty. At a minimum, the estimated value of the collateral for each loan equals the current book value.

As of June 30, 2024 and December 31, 2023, FHN had commercial loans with amortized cost of approximately $310 million and $250 million, respectively, that were based on the value of underlying collateral. Collateral-dependent C&I and CRE loans totaled $121 million and $189 million, respectively, at June 30, 2024. The collateral for these loans generally consists of business assets including land, buildings, equipment, and financial assets. During the three and six months ended June 30, 2024, FHN recognized charge-offs of $19 million and $40 million, respectively, on these loans related to reductions in estimated collateral values.

Consumer HELOC and real estate installment loans with amortized cost based on the value of underlying real estate collateral were approximately $7 million and $27 million, respectively, as of June 30, 2024 and $6 million and $27 million, respectively, as of December 31, 2023. Charge-offs relating to collateral-dependent consumer loans were $1 million for the six months ended June 30, 2024 and June 30, 2023.

Loan Modifications to Troubled Borrowers

As part of FHN’s ongoing risk management practices, FHN attempts to work with borrowers when necessary to extend or modify loan terms to better align with their current ability to repay. Modifications could include extension of the maturity date, reductions of the interest rate, reduction or forgiveness of accrued interest, or principal forgiveness. Combinations of these modifications may also be made for individual loans. Extensions and modifications to loans are made in accordance with internal policies and guidelines which conform to regulatory guidance. Principal reductions may be made in limited circumstances, typically for specific commercial loan workouts, and in the event of borrower bankruptcy. Each occurrence is unique to the borrower and is evaluated separately.

Troubled loans are considered those in which the borrower is experiencing financial difficulty. The assessment of whether a borrower is experiencing financial difficulty can be subjective in nature and management’s judgment may be required in making this determination. FHN may determine that a borrower is experiencing financial difficulty if the borrower is currently in default on any of its debt, or if it is probable that a borrower may default in the foreseeable future absent a modification. Many aspects of a borrower’s financial situation are assessed when determining whether they are experiencing financial difficulty.

24 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 3—LOANS & LEASES

Troubled commercial loans are typically modified through forbearance agreements which could include reduced interest rates, reduced payments, term extension, or entering into short sale agreements. Principal reductions may occur in specific circumstances.

Modifications for troubled consumer loans are generally structured using parameters of U.S. government-sponsored programs. For HELOC and real estate installment loans, troubled loans are typically modified by an interest rate reduction and a possible maturity date extension to reach an affordable housing debt-to-income ratio. Despite the absence of a loan modification by FHN, the discharge of personal liability through bankruptcy proceedings is considered a court-imposed modification.

For the credit card portfolio, troubled loan modifications are typically enacted through either a short-term credit

card hardship program or a longer-term credit card workout program. In the credit card hardship program, borrowers may be granted rate and payment reductions for six months to one year. In the credit card workout program, borrowers are granted a rate reduction to 0% and a term extension for up to five years.

Modifications to Borrowers Experiencing Financial Difficulty

The following tables present the amortized cost basis at the end of the reporting period of loans modified to borrowers experiencing financial difficulty, disaggregated by class of financing receivable and type of modification made, as well as the financial effect of the modifications made as of June 30, 2024:

LOAN MODIFICATIONS TO BORROWERS EXPERIENCING FINANCIAL DIFFICULTY

	Interest Rate Reduction
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
Consumer real estate (a)	$	—	—	%	Reduced weighted-average contractual interest rate from 9.87% to 6.52%	$	1	—	%	Reduced weighted-average contractual interest rate from 8.70% to 3.60%
Credit card and other (a)	—		—		Reduced weighted-average contractual interest rate from 5.77% to 4.41%	—		—		Reduced weighted-average contractual interest rate from 14.70% to 0.00%
Total	$	—	—	%		$	1	—	%
(a) Balance less than $1 million.

	Term Extension
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
C&I	$	95	0.3	%	Added an estimated weighted-average 1.2 years to the life of loans, which reduced monthly payment amounts for the borrowers	$	73	0.2	%	Added an estimated weighted-average 1 year to the life of loans, which reduced monthly payment amounts for the borrowers
CRE	28		0.2		Added an estimated weighted-average 2.4 years to the life of loans, which reduced monthly payment amounts for the borrowers	46		0.3		Added an estimated weighted-average 1 year to the life of loans, which reduced monthly payment amounts for the borrowers
Consumer real estate (a)	—		—		Added a weighted-average 22 years to the life of loans, which reduced monthly payment amounts for the borrowers	1		—		Added a weighted-average 13 years to the life of loans, which reduced monthly payment amounts for the borrowers
Total	$	123	0.2	%		$	120	0.2	%
(a) Balance less than $1 million.

25 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 3—LOANS & LEASES

	Principal Forgiveness
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
Consumer real estate (a)	$	—	—	%	Less than $1 million of the principal of consumer real estate loan was legally discharged in bankruptcy during the period and the borrowers have not re-affirmed the debt as of period end	$	1	—	%	$1 million of the principal of consumer loans was legally discharged in bankruptcy during the period and the borrowers have not re-affirmed the debt as of period end. Less than $1 million of this principal continues to experience payments in accordance with the original loan terms
Total	$	—	—	%		$	1	—	%
(a) Balance less than $1 million.

	Payment Deferrals
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
Consumer real estate	$	—	—	%	N/A	$	3	—	%	Payment deferral for 11 months, with a balloon payment at the end of the term
Total	$	—	—	%		$	3	—	%

	Combination - Term Extension and Interest Rate Reduction
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
Consumer real estate	$	3	—	%	Added an estimated weighted-average 10.8 years to the life of loans and reduced weighted-average contractual interest rate from 8.39% to 3.67%	$	3	—	%	Added a weighted-average 13.1 years to the life of loans and reduced weighted-average contractual interest rate from 5.40% to 3.90%
Total	$	3	—	%		$	3	—	%

	Combination - Principal Forgiveness, Term Extension, and Payment Deferrals
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
C&I	$	—	—	%	N/A	$	16	—	%	Reduced the balance of the loans by $2 million and added a weighted-average 6.2 years to the life of loans
Total	$	—	—	%		$	16	—	%

26 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 3—LOANS & LEASES

	Combination - Term Extension, Interest Rate Reduction, and Interest Forgiveness
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
C&I	$	—	—	%	N/A	$	2	—	%	Added a weighted-average 3.7 years to the life of loans, reduced weighted-average contractual interest rate from 11.30% to 7.50% and provided less than $1 million in interest forgiveness
Total	$	—	—	%		$	2	—	%

	Combination - Term Extension, Interest Rate Reduction, and Interest Deferrals
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
CRE	$	—	—	%	N/A	$	17	—	%	Added a weighted-average 1.0 year to the life of loans, reduced weighted-average contractual interest rate from 8.70% to 8.00% and provided less than $1 million in deferred interest
Total	$	—	—	%		$	17	—	%

Loan modifications to borrowers experiencing financial difficulty that had a payment default during the period and were modified in the 12 months before default totaled $8 million and $25 million for the six months ended June 30, 2024 and June 30, 2023, respectively. FHN closely monitors the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts.

The following table depicts the performance of loans that have been modified in the last 12 months:

PERFORMANCE OF LOANS THAT HAVE BEEN MODIFIED IN THE LAST 12 MONTHS
	June 30, 2024
(Dollars in millions)	Current		30-89 Days Past Due		90+ Days Past Due		Non-Accruing
C&I	$	110	$	—	$	—	$	13
CRE	29		—		—		—
Consumer Real Estate	3		—		—		3
Credit Card and Other	—		—		—		—
Total	$	142	$	—	$	—	$	16

27 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 4—ALLOWANCE FOR CREDIT LOSSES

Note 4—Allowance for Credit Losses

Management's estimate of expected credit losses in the loan and lease portfolios is recorded in the ALLL and the reserve for unfunded lending commitments, collectively referred to as the Allowance for Credit Losses, or the ACL. The ALLL and the reserve for unfunded lending commitments are reported on the Consolidated Balance Sheets in the allowance for loan and lease losses and in other liabilities, respectively. Provisions for credit losses related to loans and leases and unfunded lending commitments are reported in the Consolidated Statements of Income as provision for credit losses.

The ACL is maintained at a level management believes to be appropriate to absorb expected lifetime credit losses over the contractual life of the loan and lease portfolio and unfunded lending commitments. The determination of the ACL is based on periodic evaluation of the loan and lease portfolios and unfunded lending commitments considering a number of relevant underlying factors, including key assumptions and evaluation of quantitative and qualitative information.

The expected loan losses are the product of multiplying FHN’s estimates of probability of default (PD), loss given default (LGD), and individual loan level exposure at default (EAD), including amortization and prepayment assumptions, on an undiscounted basis. FHN uses models or assumptions to develop the expected loss forecasts, which incorporate multiple macroeconomic forecasts over a four-year reasonable and supportable forecast period. After the reasonable and supportable forecast period, the Company immediately reverts to its historical loss averages, evaluated over the historical observation period, for the remaining estimated life of the loans. In order to capture the unique risks of the loan portfolio within the PD, LGD, and prepayment models, FHN segments the portfolio into pools, generally incorporating loan grades for commercial loans. As there can be no certainty that actual economic performance will precisely follow any specific macroeconomic forecast, FHN uses qualitative adjustments where current loan characteristics or current or forecasted economic conditions differ from historical periods.

The evaluation of quantitative and qualitative information is performed through assessments of groups of assets that share similar risk characteristics and certain individual loans and leases that do not share similar risk characteristics with the collective group. As described in Note 3 - Loans and Leases, loans are grouped generally by product type and significant loan portfolios are assessed for credit losses using analytical or statistical models. The quantitative component utilizes economic forecast information as its foundation and is primarily based on analytical models that use known or estimated data as of the balance sheet date and forecasted data over the reasonable and supportable period. The ACL is also

affected by qualitative factors that FHN considers to reflect current judgment of various events and risks that are not measured in the quantitative calculations, including alternative economic forecasts.

In accordance with its accounting policy elections, FHN does not recognize a separate allowance for expected credit losses for AIR and records reversals of AIR as reductions of interest income. FHN reverses previously accrued but uncollected interest when an asset is placed on nonaccrual status. AIR and the related allowance for expected credit losses is included as a component of other assets. The total amount of interest reversals from loans placed on nonaccrual status and the amount of income recognized on nonaccrual loans during the three and six months ended June 30, 2024 and 2023 were not material.

Expected credit losses for unfunded commitments are estimated for periods where the commitment is not unconditionally cancellable. The measurement of expected credit losses for unfunded commitments mirrors that of loans and leases with the additional estimate of future draw rates (timing and amount).

The increase in the ACL balance as of June 30, 2024, as compared to December 31, 2023, largely reflects downgrades, net commercial loan balance increases, and an evolving macroeconomic outlook. In developing credit loss estimates for its loan and lease portfolios, FHN utilized two Moody’s forecast scenarios for its macroeconomic inputs. As of June 30, 2024, among other things, FHN's scenario selection process factored in the outlook for production, inflation, interest rates, employment, real estate prices and international conflict. FHN selected one scenario as its base case, which was the Moody's baseline scenario. The heaviest weight was placed on this scenario. A smaller weight was placed on the FHN-selected downside scenario which was the Moody's S3 alternative scenario. FHN's scenario selection process was consistent with the prior quarter.

Management also made qualitative adjustments to reflect estimated recoveries based on a review of prior charge-off and recovery levels, for default risk associated with large balances with individual borrowers, for estimated loss amounts not reflected in historical factors due to specific portfolio risk, and for instances where limited data for acquired loans is considered to affect modeled results.

The following table provides a rollforward of the ALLL and the reserve for unfunded lending commitments by portfolio type for the three and six months ended June 30, 2024 and 2023:

28 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 4—ALLOWANCE FOR CREDIT LOSSES

ROLLFORWARD OF ALLL & RESERVE FOR UNFUNDED LENDING COMMITMENTS
(Dollars in millions)	Commercial, Financial, and Industrial (a)		Commercial Real Estate		Consumer Real Estate		Credit Card and Other		Total
	Three Months Ended June 30, 2024
Allowance for loan and lease losses:
Balance as of April 1, 2024	$	348	$	181	$	231	$	27	$	787
Charge-offs	(24)		(19)		(1)		(5)		(49)
Recoveries	12		—		2		1		15
Provision for loan and lease losses	8		59		(1)		2		68
Balance as of June 30, 2024	$	344	$	221	$	231	$	25	$	821
Reserve for remaining unfunded commitments:
Balance as of April 1, 2024	$	49	$	18	$	12	$	—	$	79
Provision for remaining unfunded commitments	(5)		(8)		—		—		(13)
Balance as of June 30, 2024	44		10		12		—		66
Allowance for credit losses as of June 30, 2024	$	388	$	231	$	243	$	25	$	887
	Three Months Ended June 30, 2023
Allowance for loan and lease losses:
Balance as of April 1, 2023	$	325	$	150	$	209	$	31	$	715
Charge-offs	(19)		(8)		(1)		(5)		(33)
Recoveries	5		1		3		1		10
Provision for loan and lease losses	15		16		10		4		45
Balance as of June 30, 2023	$	326	$	159	$	221	$	31	$	737
Reserve for remaining unfunded commitments:
Balance as of April 1, 2023	$	53	$	21	$	11	$	—	$	85
Provision for remaining unfunded commitments	2		3		—		—		5
Balance as of June 30, 2023	55		24		11		—		90
Allowance for credit losses as of June 30, 2023	$	381	$	183	$	232	$	31	$	827

29 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 4—ALLOWANCE FOR CREDIT LOSSES

(Dollars in millions)	Commercial, Financial, and Industrial (a)		Commercial Real Estate		Consumer Real Estate		Credit Card and Other		Total
	Six Months Ended June 30, 2024
Allowance for loan and lease losses:
Balance as of January 1, 2024	$	339	$	172	$	233	$	29	$	773
Charge-offs	(52)		(32)		(1)		(10)		(95)
Recoveries	14		—		4		3		21
Provision for loan and lease losses	43		81		(5)		3		122
Balance as of June 30, 2024	$	344	$	221	$	231	$	25	$	821
Reserve for remaining unfunded commitments:
Balance as of January 1, 2024	$	49	$	22	$	12	$	—	$	83
Provision for remaining unfunded commitments	(5)		(12)		—		—		(17)
Balance as of June 30, 2024	44		10		12		—		66
Allowance for credit losses as of June 30, 2024	$	388	$	231	$	243	$	25	$	887
	Six Months Ended June 30, 2023
Allowance for loan and lease losses:
Balance as of January 1, 2023	$	308	$	146	$	200	$	31	$	685
Adoption of ASU 2022-02	1		—		(7)		—		(6)
Charge-offs	(33)		(10)		(1)		(10)		(54)
Recoveries	7		1		5		2		15
Provision for loan and lease losses	43		22		24		8		97
Balance as of June 30, 2023	$	326	$	159	$	221	$	31	$	737
Reserve for remaining unfunded commitments:
Balance as of January 1, 2023	$	55	$	22	$	10	$	—	$	87
Provision for remaining unfunded commitments	—		2		1		—		3
Balance as of June 30, 2023	55		24		11		—		90
Allowance for credit losses as of June 30, 2023	$	381	$	183	$	232	$	31	$	827

(a) C&I loans as of June 30, 2024 and 2023 include $19 million and $44 million in PPP loans, respectively, which due to the government guarantee and forgiveness provisions are considered to have no credit risk and therefore have no allowance for loan and lease losses.

The following table presents gross charge-offs by year of origination for the six months ended June 30, 2024 and 2023:

GROSS CHARGE-OFFS
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		Revolving Loans		Total
C&I	$	—	$	9	$	11	$	20	$	1	$	9	$	2	$	52
CRE	—		—		—		—		9		23		—		32
Consumer Real Estate	—		—		—		—		—		1		—		1
Credit Card and Other	4		—		1		—		—		1		4		10
Total	$	4	$	9	$	12	$	20	$	10	$	34	$	6	$	95

	2023		2022		2021		2020		2019		Prior to 2019		Revolving Loans		Total
C&I	$	1	$	5	$	6	$	4	$	6	$	10	$	1	$	33
CRE	—		—		—		—		2		8		—		10
Consumer Real Estate	—		—		—		—		—		1		—		1
Credit Card and Other	6		—		—		—		—		1		3		10
Total	$	7	$	5	$	6	$	4	$	8	$	20	$	4	$	54

30 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 5—MORTGAGE BANKING ACTIVITY

Note 5—Mortgage Banking Activity

FHN originates mortgage loans for sale into the secondary market. These loans primarily consist of residential first lien mortgages that conform to standards established by GSEs that are major investors in U.S. home mortgages, but can also consist of junior lien and jumbo loans secured by residential property. These loans are primarily sold to private companies that are unaffiliated with the GSEs on a servicing-released basis. Gains and losses on these mortgage loans are included in mortgage banking income on the Consolidated Statements of Income.

At June 30, 2024, FHN had approximately $32 million of loans that remained from pre-2009 mortgage business

operations of legacy First Horizon. Activity related to the pre-2009 mortgage loans was primarily limited to payments and write-offs in 2024 and 2023, with no new originations or loan sales, and only an insignificant amount of repurchases. These loans are excluded from the disclosure below.

The following table summarizes activity related to residential mortgage loans held for sale as of and for the six months ended June 30, 2024 and the year ended December 31, 2023.

MORTGAGE LOAN ACTIVITY
(Dollars in millions)	June 30, 2024		December 31, 2023
Balance at beginning of period	$	62	$	44
Originations and purchases	485		692
Sales, net of gains	(436)		(674)
Balance at end of period	$	111	$	62

Mortgage Servicing Rights

FHN records mortgage servicing rights at the lower of cost or market value and amortizes them over the remaining servicing life of the loans, with consideration given to prepayment assumptions.

Mortgage servicing rights are included in other assets on the Consolidated Balance Sheets. Mortgage servicing rights had the following carrying values as of the dates indicated in the table below.

MORTGAGE SERVICING RIGHTS
	June 30, 2024						December 31, 2023
(Dollars in millions)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Mortgage servicing rights	$	28	$	(8)	$	20	$	25	$	(7)	$	18

In addition, there was an insignificant amount of non-mortgage and commercial servicing rights as of June 30, 2024 and December 31, 2023. Total mortgage servicing fees included in mortgage banking income were $2 million for the six months ended June 30, 2024 and 2023.

31 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 6—GOODWILL & OTHER INTANGIBLE ASSETS

Note 6—Goodwill and Other Intangible Assets

Goodwill

The following is a summary of goodwill by reportable segment included in the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023.

GOODWILL
(Dollars in millions)	Regional Banking		Specialty Banking		Total
December 31, 2022 (a)	$	825	$	686	$	1,511
Additions	—		—		—
Divestitures (b)	—		(1)		(1)
December 31, 2023	$	825	$	685	$	1,510
Additions	—		—		—
Divestitures	—		—		—
June 30, 2024	$	825	$	685	$	1,510

(a)FHN reorganized its internal management structure and reallocated goodwill in its reportable segments effective January 1, 2024. Prior periods have been revised to reflect this reallocation.

(b)Reduction in goodwill is related to the divestiture of FHN Financial Main Street Advisors assets in December 2023.

FHN performed the required annual goodwill impairment test as of October 1, 2023. The annual qualitative impairment test did not indicate impairment in any of FHN’s reporting units as of the testing date. Following the testing date, management evaluated the events and circumstances that could indicate that goodwill might be impaired and concluded that it is not more likely than not that goodwill was impaired. If there are any triggering events between annual periods, management will evaluate whether an impairment analysis is warranted. FHN will conduct its next annual impairment analysis as of October 1, 2024.

Accounting estimates and assumptions were made about FHN's future performance and cash flows, as well as other

prevailing market factors (e.g., interest rates, economic trends, etc.) when determining fair value as part of the goodwill impairment test. While management used the best information available to estimate future performance for each reporting unit, future adjustments to management's projections may be necessary if conditions differ substantially from the assumptions used in making the estimates.

Other intangible assets

The following table, which excludes fully amortized intangibles, presents other intangible assets included in the Consolidated Balance Sheets:

OTHER INTANGIBLE ASSETS
	June 30, 2024						December 31, 2023
(Dollars in millions)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Value		Gross Carrying Amount		Accumulated Amortization		Net Carrying Value
Core deposit intangibles	$	368	$	(227)	$	141	$	368	$	(208)	$	160
Client relationships	32		(17)		15		32		(16)		16
Other (a)	27		(18)		9		27		(17)		10
Total	$	427	$	(262)	$	165	$	427	$	(241)	$	186

(a)Includes non-compete covenants and purchased credit card intangible assets. Also includes state banking licenses which are not subject to amortization.

32 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 7—PREFERRED STOCK

Note 7—Preferred Stock

The following table presents a summary of FHN's non-cumulative perpetual preferred stock:

PREFERRED STOCK
(Dollars in millions)									June 30, 2024		December 31, 2023
	Issuance Date	Earliest Redemption Date (a)	Annual Dividend Rate		Dividend Payments	Shares Outstanding	Liquidation Amount		Carrying Amount		Carrying Amount
Series B	7/2/2020	8/1/2025	6.625%	(b)	Semi-annually	8,000	$	80	$	77	$	77
Series C	7/2/2020	5/1/2026	6.600%	(c)	Quarterly	5,750	58		59		59
Series D	7/2/2020	5/1/2024	6.100%	(d)	Semi-annually	—	—		—		94
Series E	5/28/2020	10/10/2025	6.500%		Quarterly	1,500	150		145		145
Series F	5/3/2021	7/10/2026	4.700%		Quarterly	1,500	150		145		145
						16,750	$	438	$	426	$	520

                                                                                                

(a) Denotes earliest optional redemption date. Earlier redemption is possible, at FHN's election, if certain regulatory capital events occur.

(b) As a result of LIBOR transition, the fixed dividend rate will reset on August 1, 2025 to three-month CME Term SOFR plus 4.52361% (0.26161% plus 4.262%).

(c) As a result of LIBOR transition, the fixed dividend rate will reset on May 1, 2026 to three-month CME Term SOFR plus 5.18161% (0.26161% plus 4.920%).

(d) On May 1, 2024, FHN redeemed all outstanding shares of its Series D Preferred Stock. The fixed dividend rate was set to convert to three-month CME Term SOFR plus 4.12061% (0.26161% plus 3.859%) on May 1, 2024.

FHN redeemed all outstanding shares of Series D Preferred Stock effective May 1, 2024. The difference between the $100 million outstanding liquidation preference amount and the $94 million carrying value of the Series D Preferred Stock along with the related share repurchase tax resulted in $7 million in deemed dividends that were included in net income available to common shareholders and EPS for the three and six months ended June 30, 2024. The Series D redemption date was also a dividend payment date, and the regular Series D semi-annual dividend declared in first quarter 2024 was paid separately in the customary manner on May 1, 2024 to shareholders of record at the close of business on April 16, 2024.

Subsidiary Preferred Stock

First Horizon Bank has issued 300,000 shares of Class A Non-Cumulative Perpetual Preferred Stock (Class A Preferred Stock) with a liquidation preference of $1,000 per share. Dividends on the Class A Preferred Stock, if declared, accrue and are payable each quarter, in arrears, at a floating rate equal to the greater of three-month CME Term SOFR plus 1.11161% (0.26161% plus 0.85%) or 3.75% per annum. These securities qualify fully as Tier 1 capital for both First Horizon Bank and FHN. On June 30, 2024 and December 31, 2023, $295 million of Class A Preferred Stock was recognized as noncontrolling interest on the Consolidated Balance Sheets.

FT Real Estate Securities Company, Inc. (FTRESC), an indirect subsidiary of FHN, has issued 50 shares of 9.50% Cumulative Preferred Stock, Class B (Class B Preferred Shares), with a liquidation preference of $1 million per

share; of those shares, 47 were issued to nonaffiliates. FTRESC is a real estate investment trust established for the purpose of acquiring, holding, and managing real estate mortgage assets. Dividends on the Class B Preferred Shares are cumulative and are payable semi-annually. At June 30, 2024 and December 31, 2023, the Class B Preferred Shares qualified as Tier 2 regulatory capital. For all periods presented, these securities are presented in the Consolidated Balance Sheets as term borrowings.

The Class B Preferred Shares are mandatorily redeemable on March 31, 2031, and redeemable at the discretion of FTRESC in the event that the Class B Preferred Shares cannot be accounted for as Tier 2 regulatory capital or there is more than an insubstantial risk that dividends paid with respect to the Class B Preferred Shares will not be fully deductible for tax purposes.

33 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 8—COMPONENTS OF OTHER COMPREHENSIVE INCOME (LOSS)

Note 8—Components of Other Comprehensive Income (Loss)

The following table provides the changes in accumulated other comprehensive income (loss) by component, net of tax, for the three and six months ended June 30, 2024 and 2023:

ACCUMULATED OTHER COMPREHENSIVE INCOME

(Dollars in millions)	Securities AFS		Cash Flow Hedges		Pension and Post-retirement Plans		Total
Balance as of April 1, 2024	$	(891)	$	(110)	$	(270)	$	(1,271)
Net unrealized gains (losses)	(10)		(15)		—		(25)
Amounts reclassified from AOCI	—		13		2		15
Other comprehensive income (loss)	(10)		(2)		2		(10)
Balance as of June 30, 2024	$	(901)	$	(112)	$	(268)	$	(1,281)
(Dollars in millions)	Securities AFS		Cash Flow Hedges		Pension and Post-retirement Plans		Total
Balance as of January 1, 2024	$	(836)	$	(80)	$	(272)	$	(1,188)
Net unrealized gains (losses)	(65)		(58)		—		(123)
Amounts reclassified from AOCI	—		26		4		30
Other comprehensive income (loss)	(65)		(32)		4		(93)
Balance as of June 30, 2024	$	(901)	$	(112)	$	(268)	$	(1,281)

(Dollars in millions)	Securities AFS		Cash Flow Hedges		Pension and Post-retirement Plans		Total
Balance as of April 1, 2023	$	(859)	$	(83)	$	(266)	$	(1,208)
Net unrealized gains (losses)	(105)		(59)		(2)		(166)
Amounts reclassified from AOCI	—		13		2		15
Other comprehensive income (loss)	(105)		(46)		—		(151)
Balance as of June 30, 2023	$	(964)	$	(129)	$	(266)	$	(1,359)
(Dollars in millions)	Securities AFS		Cash Flow Hedges		Pension and Post-retirement Plans		Total
Balance as of January 1, 2023	$	(973)	$	(127)	$	(268)	$	(1,368)
Net unrealized gains (losses)	9		(26)		(2)		(19)
Amounts reclassified from AOCI	—		24		4		28
Other comprehensive income (loss)	9		(2)		2		9
Balance as of June 30, 2023	$	(964)	$	(129)	$	(266)	$	(1,359)

34 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 8—COMPONENTS OF OTHER COMPREHENSIVE INCOME (LOSS)

Reclassifications from AOCI, and related tax effects, were as follows:

RECLASSIFICATIONS FROM AOCI
(Dollars in millions)	Three Months Ended June 30,				Six Months Ended June 30,
Details about AOCI	2024		2023		2024		2023		Affected line item in the statement where net income is presented
Cash Flow Hedges:
Realized (gains) losses on cash flow hedges	$	17	$	17	$	34	$	32	Interest and fees on loans and leases
Tax expense (benefit)	(4)		(4)		(8)		(8)		Income tax expense
	13		13		26		24
Pension and Postretirement Plans:
Amortization of prior service cost and net actuarial (gain) loss	$	3	$	2	$	6	$	5	Other expense
Tax expense (benefit)	(1)		—		(2)		(1)		Income tax expense
	2		2		4		4
Total reclassification from AOCI	$	15	$	15	$	30	$	28

35 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 9—EARNINGS PER SHARE

Note 9—Earnings Per Share

The computations of basic and diluted earnings per common share were as follows:

EARNINGS PER SHARE COMPUTATIONS
	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions, except per share data; shares in thousands)	2024		2023		2024		2023
Net income	$	204	$	329	$	401	$	585
Net income attributable to noncontrolling interest	5		4		10		9
Net income attributable to controlling interest	199		325		391		576
Preferred stock dividends	15		8		23		16
Net income available to common shareholders	$	184	$	317	$	368	$	560
Weighted average common shares outstanding—basic	543,981		539,120		549,479		538,035
Effect of dilutive restricted stock, performance equity awards and options	3,112		3,100		3,060		4,956
Effect of dilutive convertible preferred stock (a)	—		18,658		—		19,197
Weighted average common shares outstanding—diluted	547,093		560,878		552,539		562,188
Basic earnings per common share	$	0.34	$	0.59	$	0.67	$	1.04
Diluted earnings per common share	$	0.34	$	0.56	$	0.67	$	1.00

(a) On February 28, 2022, FHN issued $494 million of Series G Convertible Preferred Stock, which was converted into common stock on June 26, 2023, following the termination of the TD Merger Agreement. Conversion occurred at the rate of 4,000 common shares per Series G preferred share resulting in 19,742,776 additional common shares outstanding. 2023 includes the impact of the Series G preferred shares based on the final conversion rate.

The following table presents average outstanding options and other equity awards that were excluded from the calculation of diluted earnings per share because they were either anti-dilutive (the exercise price was higher

than the weighted-average market price for the period) or the performance conditions have not been met:

ANTI-DILUTIVE EQUITY AWARDS
	Three Months Ended June 30,				Six Months Ended June 30,
(Shares in thousands)	2024		2023		2024		2023
Stock options excluded from the calculation of diluted EPS	1,388		1,942		1,458		—
Weighted average exercise price of stock options excluded from the calculation of diluted EPS	$	16.48	$	16.46	$	16.59	$	24.36
Other equity awards excluded from the calculation of diluted EPS	6,828		8,676		6,819		3,063

36 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 10—CONTINGENCIES & OTHER DISCLOSURES

Note 10—Contingencies and Other Disclosures

Contingencies

Contingent Liabilities Overview

Contingent liabilities arise in the ordinary course of business. Often, they are related to lawsuits, arbitration, mediation, and other forms of litigation. Various litigation matters currently are threatened or pending against FHN and its subsidiaries. Also, FHN at times receives requests for information, subpoenas, or other inquiries from federal, state, and local regulators, from other government authorities, and from other parties concerning various matters relating to FHN’s current or former businesses. Certain matters of that sort are pending at most times, and FHN generally cooperates when those matters arise. Pending and threatened litigation matters sometimes are settled by the parties, and sometimes pending matters are resolved in court or before an arbitrator, or are withdrawn. Regardless of the manner of resolution, frequently the most significant changes in status of a matter occur over a short time period, often following a lengthy period of little substantive activity. In view of the inherent difficulty of predicting the outcome of these matters, particularly where the claimants seek very large or indeterminate damages, or where the cases present novel legal theories or involve a large number of parties, or where claims or other actions may be possible but have not been brought, FHN cannot reasonably determine what the eventual outcome of the matters will be, what the timing of the ultimate resolution of these matters may be, or what the eventual loss or impact related to each matter may be. FHN establishes a loss contingency liability for a litigation matter when loss is both probable and reasonably estimable as prescribed by applicable financial accounting guidance. If loss for a matter is probable and a range of possible loss outcomes is the best estimate available, accounting guidance requires a liability to be established at the low end of the range.

Based on current knowledge, and after consultation with counsel, management is of the opinion that loss contingencies related to threatened or pending litigation matters should not have a material adverse effect on the consolidated financial condition of FHN but may be material to FHN’s operating results for any particular reporting period depending, in part, on the results from that period.

Material Loss Contingency Matters

As used in this Note, except for matters that are reported as having been substantially settled or otherwise substantially resolved, FHN's “material loss contingency matters” generally fall into at least one of the following categories: (i) FHN has determined material loss to be probable and has established a material loss liability in accordance with applicable financial accounting guidance;

(ii) FHN has determined material loss to be probable but is not reasonably able to estimate an amount or range of material loss liability; or (iii) FHN has determined that material loss is not probable but is reasonably possible, and the amount or range of that reasonably possible material loss is estimable. As defined in applicable accounting guidance, loss is reasonably possible if there is more than a remote chance of a material loss outcome for FHN. FHN provides contingencies note disclosures for certain pending or threatened litigation matters each quarter, including all matters mentioned in categories (i) or (ii) and, occasionally, certain matters mentioned in category (iii). In addition, in this Note, certain other matters, or groups of matters, are discussed relating to FHN’s pre-2009 mortgage origination and servicing businesses. In all litigation matters discussed in this Note, unless settled or otherwise resolved, FHN believes it has meritorious defenses and intends to pursue those defenses vigorously.

FHN reassesses the liability for litigation matters each quarter as the matters progress. At June 30, 2024, the aggregate amount of liabilities established for all such loss contingency matters was $1 million. These liabilities are separate from those discussed under the heading Mortgage Loan Repurchase and Foreclosure Liability below.

In each material loss contingency matter, except as otherwise noted, there is more than a remote chance that any of the following outcomes will occur: the plaintiff will substantially prevail; the defense will substantially prevail; the plaintiff will prevail in part; or the matter will be settled by the parties. At June 30, 2024, FHN estimates that for all material loss contingency matters, estimable reasonably possible losses in future periods in excess of currently established liabilities could aggregate in a range from zero to less than $1 million.

As a result of the general uncertainties discussed above and the specific uncertainties discussed for each matter mentioned below, it is possible that the ultimate future loss experienced by FHN for any particular matter may materially exceed the amount, if any, of currently established liability for that matter.

Mortgage Loan Repurchase and Foreclosure Liability

FHN’s repurchase and foreclosure liability, primarily related to its pre-2009 mortgage origination, sale, securitization, and servicing businesses, is comprised of accruals to cover estimated loss content in the active pipeline, estimated future inflows, and estimated loss content related to certain known claims not currently included in the active pipeline. The active pipeline consists of mortgage loan repurchase and make-whole demands from loan purchasers or securitization participants, foreclosure/servicing demands from borrowers, and

37 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 10—CONTINGENCIES & OTHER DISCLOSURES

certain related exposures. FHN compares the estimated probable incurred losses determined under the applicable loss estimation approaches for the respective periods with current reserve levels. Changes in the estimated required liability levels are recorded as necessary through the repurchase and foreclosure provision.

Based on currently available information and experience to date, FHN has evaluated its loan repurchase, make-whole, foreclosure, and certain related exposures and has accrued for losses of $16 million as of both June 30, 2024 and December 31, 2023. Accrued liabilities for FHN’s estimate of these obligations are reflected in other liabilities on the Consolidated Balance Sheets. Charges/expense reversals to increase/decrease the liability are included within other income on the Consolidated Statements of Income. The estimates are based upon currently available information and fact patterns that exist as of each balance sheet date and could be subject to future changes. Changes to any one of these factors could significantly impact the estimate of FHN’s liability.

The most significant outstanding claim associated with FHN's pre-2009 businesses is a servicing indemnification claim asserted by Nationstar Mortgage LLC, currently doing business as “Mr. Cooper.” Nationstar was the purchaser of FHN’s mortgage servicing obligations and assets in 2013 and 2014 and was FHN’s subservicer. Nationstar asserts several categories of indemnity obligations in connection with mortgage loans under the

subservicing arrangement and under the purchase transaction. This matter currently is not in litigation, but litigation in the future is possible. FHN is unable to estimate an RPL range for this matter due to significant uncertainties regarding: the exact nature of each of Nationstar’s claims and its position in respect of each; the number of, and the facts underlying, the claimed instances of indemnifiable events; the applicability of FHN’s contractual indemnity covenants to those facts and events; and, in those cases where the facts and events might support an indemnity claim, whether any legal defenses, counterclaims, other counter-positions, or third-party claims might eliminate or reduce claims against FHN or their impact on FHN.

Other Disclosures

Indemnification Agreements and Guarantees

In the ordinary course of business, FHN enters into indemnification agreements for legal proceedings against its directors and officers and standard representations and warranties for underwriting agreements, merger and acquisition agreements, loan sales, contractual commitments, and various other business transactions or arrangements.

The extent of FHN’s obligations under these agreements depends upon the occurrence of future events; therefore, it is not possible to estimate a maximum potential amount of payouts that could be required by such agreements.

38 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 11—RETIREMENT PLANS

Note 11—Retirement Plans

FHN sponsors a noncontributory, qualified defined benefit pension plan to employees hired or re-hired on or before September 1, 2007. Pension benefits are based on years of service, average compensation near retirement or other termination, and estimated social security benefits at age 65. Benefits under the plan are “frozen” so that years of service and compensation changes after 2012 do not affect the benefit owed. Minimum contributions are based upon actuarially determined amounts necessary to fund the total benefit obligation. Decisions to contribute to the plan are based upon pension funding requirements under the Pension Protection Act, the maximum amount deductible under the Internal Revenue Code, the actual performance of plan assets, and trends in the regulatory environment. FHN made no contributions to the qualified pension plan in 2023. Management does not currently anticipate that FHN will make a contribution to the qualified pension plan in 2024.

FHN also maintains non-qualified plans including a supplemental retirement plan that covers certain

employees whose benefits under the qualified pension plan have been limited by tax rules. These other non-qualified plans are unfunded, and contributions to these plans cover all benefits paid under the non-qualified plans. Payments made under the non-qualified plans were $6 million for 2023. FHN anticipates making benefit payments under the non-qualified plans of $5 million in 2024.

Service cost is included in personnel expense in the Consolidated Statements of Income. All other components of net periodic benefit cost are included in other expense.

For more information on FHN's pension plan and other postretirement benefit plans, see Note 17 - Retirement Plans and Other Employee Benefits in FHN's 2023 Annual Report on Form 10-K.

The components of net periodic benefit cost for the three and six months ended June 30 were as follows:

COMPONENTS OF NET PERIODIC BENEFIT COST
	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions)	2024		2023		2024		2023
Components of net periodic benefit cost
Interest cost	$	9	$	8	$	17	$	16
Expected return on plan assets	(8)		(8)		(16)		(16)
Amortization of unrecognized:
Actuarial (gain) loss	3		3		6		6
Net periodic benefit cost	$	4	$	3	$	7	$	6

39 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 12—BUSINESS SEGMENT INFORMATION

Note 12—Business Segment Information

FHN's operating segments are composed of the following:

•Regional Banking segment offers financial products and services, including traditional lending and deposit taking, to commercial and consumer clients primarily in the southern U.S. and other selected markets. Regional Banking also provides investment, wealth management, financial planning, trust and asset management services for consumer clients.

•Specialty Banking segment consists of lines of business that deliver product offerings and services with specialized industry knowledge. Specialty Banking’s lines of business include asset-based lending, mortgage warehouse lending, commercial real estate, franchise finance, correspondent banking, equipment finance, and mortgage. In addition to traditional lending and deposit taking, Specialty Banking also delivers treasury management solutions, loan syndications, and international banking. Additionally, Specialty Banking has a line of business focused on fixed income securities sales, trading, underwriting, and strategies for institutional clients in the U.S. and abroad, as well as loan sales, portfolio advisory services, and derivative sales.

•Corporate segment consists primarily of corporate support functions including risk management, audit, accounting, finance, executive office, and corporate communications. Shared support services such as human resources, properties, technology, credit risk

and bank operations are allocated to the activities of Regional Banking, Specialty Banking and Corporate. Additionally, the Corporate segment includes centralized management of capital and funding to support the business activities of the company including management of wholesale funding, liquidity, and capital management and allocation. The Corporate segment also includes the revenue and expense associated with run-off businesses such as pre-2009 mortgage banking elements, run-off consumer and trust preferred loan portfolios, and other exited businesses.

Periodically, FHN adapts its segments to reflect managerial or strategic changes. FHN may also modify its methodology of allocating expenses and equity among segments which could change historical segment results. During the first quarter of 2024, FHN made organizational changes in its internal management structure, and accordingly, its segment reporting structure. Prior period segment information has been reclassified to conform to the current period presentation. Business segment revenue, expense, asset, and equity levels reflect those which are specifically identifiable, or which are allocated based on an internal allocation method. Because the allocations are based on internally developed assignments and allocations, to an extent they are subjective. Generally, all assignments and allocations have been consistently applied for all periods presented.

40 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 12—BUSINESS SEGMENT INFORMATION

The following tables present financial information for each reportable business segment for the three and six months ended June 30, 2024 and 2023:

SEGMENT FINANCIAL INFORMATION
	Three Months Ended June 30, 2024
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Net interest income (expense)	$	522	$	158	$	(51)	$	629
Provision for credit losses	57		1		(3)		55
Noninterest income	109		64		13		186
Noninterest expense (a)	333		103		64		500
Income (loss) before income taxes	241		118		(99)		260
Income tax expense (benefit)	56		29		(29)		56
Net income (loss)	$	185	$	89	$	(70)	$	204
Average assets	$	43,519	$	24,592	$	13,610	$	81,721
	Three Months Ended June 30, 2023
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Net interest income (expense)	$	585	$	156	$	(111)	$	630
Provision for credit losses	36		18		(4)		50
Noninterest income (b)	106		50		244		400
Noninterest expense (a)	313		95		147		555
Income (loss) before income taxes	342		93		(10)		425
Income tax expense (benefit)	80		23		(7)		96
Net income (loss)	$	262	$	70	$	(3)	$	329
Average assets	$	42,302	$	23,329	$	16,673	$	82,304

(a)2024 includes $3 million of restructuring costs and an FDIC special assessment of $2 million in the Corporate segment. 2023 includes a $50 million contribution to the First Horizon Foundation, $30 million in merger and integration expenses related to the TD Transaction, and $15 million in Visa derivative valuation expenses in the Corporate segment.

(b)2023 includes a $225 million gain on merger termination in the Corporate segment.

41 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 12—BUSINESS SEGMENT INFORMATION

	Six Months Ended June 30, 2024
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Net interest income (expense)	$	1,054	$	310	$	(111)	$	1,253
Provision for credit losses	86		23		(4)		105
Noninterest income	214		137		30		381
Noninterest expense (a)	657		207		151		1,015
Income (loss) before income taxes	525		217		(228)		514
Income tax expense (benefit)	122		53		(62)		113
Net income (loss)	$	403	$	164	$	(166)	$	401
Average assets	$	43,283	$	24,194	$	14,005	$	81,482
	Six Months Ended June 30, 2023
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Net interest income (expense)	$	1,146	$	307	$	(135)	$	1,318
Provision for credit losses	72		33		(5)		100
Noninterest income (b)	210		106		255		571
Noninterest expense (a)	626		195		212		1,033
Income (loss) before income taxes	658		185		(87)		756
Income tax expense (benefit)	154		45		(28)		171
Net income (loss)	$	504	$	140	$	(59)	$	585
Average assets	$	41,800	$	22,978	$	15,804	$	80,582

(a)2024 includes $9 million in restructuring costs and an FDIC special assessment of $12 million in the Corporate segment. 2023 includes a $50 million contribution to the First Horizon Foundation, $51 million in merger and integration expenses related to the TD Transaction, and $15 million in Visa derivative valuation expenses in the Corporate segment.

(b)2023 includes a $225 million gain on merger termination in the Corporate Segment.

42 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 12—BUSINESS SEGMENT INFORMATION

The following tables reflect a disaggregation of FHN’s noninterest income by major product line and reportable segment for the three and six months ended June 30, 2024 and 2023:

NONINTEREST INCOME DETAIL BY SEGMENT
	Three Months Ended June 30, 2024
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Noninterest income:
Deposit transactions and cash management	$	39	$	3	$	2	$	44
Fixed income (a)	—		40		—		40
Brokerage, management fees and commissions	25		—		—		25
Card and digital banking fees	17		1		2		20
Other service charges and fees	6		8		—		14
Trust services and investment management	12		—		—		12
Mortgage banking income	—		10		—		10
Securities gains (losses), net (b)	—		—		1		1
Other income (c)	10		2		8		20
Total noninterest income	$	109	$	64	$	13	$	186

	Three Months Ended June 30, 2023
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Noninterest income:
Deposit transactions and cash management	$	40	$	3	$	2	$	45
Fixed income (a)	—		31		(1)		30
Brokerage, management fees and commissions	22		—		—		22
Card and digital banking fees	18		1		2		21
Other service charges and fees	6		8		—		14
Trust services and investment management	12		—		—		12
Mortgage banking income	—		6		—		6
Gain on merger termination	—		—		225		225
Other income (c)	8		1		16		25
Total noninterest income	$	106	$	50	$	244	$	400

(a)2024 and 2023 each includes $9 million of underwriting, portfolio advisory, and other noninterest income in scope of ASC 606, "Revenue From Contracts With Customers."

(b)Represents noninterest income excluded from the scope of ASC 606. Amount is presented for informational purposes to reconcile total noninterest income.

(c)Includes letter of credit fees and insurance commissions in scope of ASC 606.

43 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 12—BUSINESS SEGMENT INFORMATION

	Six Months Ended June 30, 2024
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Noninterest income:
Deposit transactions and cash management	$	78	$	6	$	4	$	88
Fixed income (a)	—		92		—		92
Brokerage, management fees and commissions	49		—		—		49
Card and digital banking fees	34		1		3		38
Other service charges and fees	12		15		—		27
Trust services and investment management	24		—		—		24
Mortgage banking income	—		19		—		19
Securities gains (losses), net (b)	—		—		1		1
Other income (c)	17		4		22		43
Total noninterest income	$	214	$	137	$	30	$	381
	Six Months Ended June 30, 2023
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Noninterest income:
Deposit transactions and cash management	$	77	$	6	$	4	$	87
Fixed income (a)	—		70		(1)		69
Brokerage, management fees and commissions	44		—		—		44
Card and digital banking fees	35		1		4		40
Other service charges and fees	13		14		—		27
Trust services and investment management	24		—		—		24
Mortgage banking income	—		11		—		11
Gain on merger termination	—		—		225		225
Securities gains (losses), net (b)	—		—		1		1
Other income (c)	17		4		22		43
Total noninterest income	$	210	$	106	$	255	$	571

(a)2024 and 2023 includes $20 million and $19 million, respectively, of underwriting, portfolio advisory, and other noninterest income in scope of ASC 606, "Revenue From Contracts With Customers."

(b)Represents noninterest income excluded from the scope of ASC 606. Amount is presented for informational purposes to reconcile total noninterest income.

(c)Includes letter of credit fees and insurance commissions in scope of ASC 606.

44 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 13—VARIABLE INTEREST ENTITIES

Note 13—Variable Interest Entities

FHN makes equity investments in various entities that are considered VIEs, as defined by GAAP. A VIE typically does not have sufficient equity at risk to finance its activities without additional subordinated financial support from other parties. The Company’s variable interest arises from contractual, ownership, or other monetary interests in the entity, which change with fluctuations in the fair value of the entity's net assets. FHN consolidates a VIE if FHN is the primary beneficiary of the entity. FHN is the primary beneficiary of a VIE if FHN's variable interest provides it with the power to direct the activities that most significantly impact the VIE and the right to receive benefits (or the obligation to absorb losses) that could potentially be significant to the VIE. To determine whether or not a variable interest held could potentially be significant to the VIE, FHN considers both qualitative and quantitative factors regarding the nature, size and form of its involvement with the VIE. FHN assesses whether or not it is the primary beneficiary of a VIE on an ongoing basis.

Consolidated Variable Interest Entities

FHN has established certain rabbi trusts related to deferred compensation plans offered to its employees.

FHN contributes employee cash compensation deferrals to the trusts and directs the underlying investments made by the trusts. The assets of these trusts are available to FHN’s creditors only in the event that FHN becomes insolvent. These trusts are considered VIEs as there is no equity at risk in the trusts since FHN provided the equity interest to its employees in exchange for services rendered. FHN is considered the primary beneficiary of the rabbi trusts as it has the power to direct the activities that most significantly impact the economic performance of the rabbi trusts through its ability to direct the underlying investments made by the trusts. Additionally, FHN could potentially receive benefits or absorb losses that are significant to the trusts due to its right to receive any asset values in excess of liability payoffs and its obligation to fund any liabilities to employees that are in excess of a rabbi trust’s assets.

The following table summarizes the carrying value of assets and liabilities associated with rabbi trusts used for deferred compensation plans which are consolidated by FHN as of June 30, 2024 and December 31, 2023:

CONSOLIDATED VIEs
(Dollars in millions)	June 30, 2024		December 31, 2023
Assets:
Other assets	$	187	$	177
Liabilities:
Other liabilities	$	163	$	150

Nonconsolidated Variable Interest Entities

Tax Credit Investments

Through designated wholly-owned subsidiaries, First Horizon Bank makes equity investments as a limited partner in various partnerships that sponsor affordable housing projects utilizing the LIHTC. Through designated subsidiaries, First Horizon Bank periodically makes equity investments as a non-managing member in various LLCs that sponsor community development projects utilizing the NMTC. First Horizon Bank also makes equity investments as a limited partner or non-managing member in entities that receive historic tax credits. The purpose of these investments is to achieve a satisfactory return on capital and to support FHN’s community reinvestment initiatives. These entities are considered VIEs as First Horizon Bank's subsidiaries represent the holders of the equity investment at risk, but do not have the ability to direct the activities that most significantly affect the performance of the entities. FHN is therefore not the primary beneficiary of any of these entities.

Accordingly, FHN does not consolidate these VIEs and accounts for these investments in other assets on the Consolidated Balance Sheets.

FHN accounts for qualifying LIHTC investments under the proportional amortization method (PAM). Effective for periods after 2023, all LIHTC investments qualify for the PAM. Commencing in 2024, FHN has determined that its equity investments in NMTC and historic tax credit entities qualify for the PAM and has made the election to apply the PAM for these programs. Under this method an entity amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received and recognizes the net investment performance as a component of income tax expense. Prior to 2024, LIHTC investments that did not qualify for the PAM were accounted for using the equity method. Expenses associated with non-qualifying LIHTC investments were not material for the three and six months ended June 30, 2024 and 2023.

45 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 13—VARIABLE INTEREST ENTITIES

The following table summarizes the impact to income tax expense on the Consolidated Statements of Income for the three and six months ended June 30, 2024 and 2023 for investments accounted for under the PAM. The impact of these investments is Included in other operating activities, net in the Consolidated Statements of Cash Flows.

TAX CREDIT IMPACTS ON TAX EXPENSE
	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions)	2024		2023		2024		2023
Income tax expense (benefit):
Amortization of qualifying investments	$	15	$	13	$	30	$	26
Tax credits	(17)		(14)		(33)		(28)
Other tax benefits related to qualifying investments	(3)		(3)		(5)		(5)

Small Issuer Trust Preferred Holdings

First Horizon Bank holds variable interests in trusts which have issued mandatorily redeemable preferred capital securities (“trust preferreds”) for smaller banking and insurance enterprises. First Horizon Bank has no voting rights for the trusts’ activities. The trusts’ only assets are junior subordinated debentures of the issuing enterprises. The creditors of the trusts hold no recourse to the assets of First Horizon Bank. Since First Horizon Bank is solely a holder of the trusts’ securities, it has no rights which would give it the power to direct the activities that most significantly impact the trusts’ economic performance and thus it is not considered the primary beneficiary of the trusts. First Horizon Bank has no contractual requirements to provide financial support to the trusts.

On-Balance Sheet Trust Preferred Securitization

In 2007, First Horizon Bank executed a securitization of certain small issuer trust preferreds for which the underlying trust meets the definition of a VIE as the holders of the equity investment at risk do not have the power through voting rights, or similar rights, to direct the activities that most significantly impact the entity’s economic performance. Since First Horizon Bank did not retain servicing or other decision-making rights, First Horizon Bank is not the primary beneficiary as it does not have the power to direct the activities that most significantly impact the trust’s economic performance. Accordingly, First Horizon Bank has accounted for the funds received through the securitization as a term borrowing in its Consolidated Balance Sheets. First Horizon Bank has no contractual requirements to provide financial support to the trust.

Holdings in Agency Mortgage-Backed Securities

FHN holds securities issued by various Agency securitization trusts. Based on their restrictive nature, the trusts meet the definition of a VIE since the holders of the equity investments at risk do not have the power through voting rights, or similar rights, to direct the activities that most significantly impact the entities’ economic performance. FHN could potentially receive benefits or

absorb losses that are significant to the trusts based on the nature of the trusts’ activities and the size of FHN’s holdings. However, FHN is solely a holder of the trusts’ securities and does not have the power to direct the activities that most significantly impact the trusts’ economic performance and is not considered the primary beneficiary of the trusts. FHN has no contractual requirements to provide financial support to the trusts.

Commercial Loan Modifications to Borrowers Experiencing Financial Difficulty

For certain troubled commercial loans, First Horizon Bank modifies the terms of the borrower’s debt in an effort to increase the probability of receipt of amounts contractually due. Following a modification to borrowers experiencing financial difficulty, the borrower entity typically meets the definition of a VIE as the initial determination of whether an entity is a VIE must be reconsidered as events have proven that the entity’s equity is not sufficient to permit it to finance its activities without additional subordinated financial support or a restructuring of the terms of its financing. As First Horizon Bank does not have the power to direct the activities that most significantly impact such troubled commercial borrowers’ operations, it is not considered the primary beneficiary even in situations where, based on the size of the financing provided, First Horizon Bank is exposed to potentially significant benefits and losses of the borrowing entity. First Horizon Bank has no contractual requirements to provide financial support to the borrowing entities beyond certain funding commitments established upon restructuring of the terms of the debt that allows for preparation of the underlying collateral for sale.

Proprietary Trust Preferred Issuances

In conjunction with its acquisitions, FHN acquired junior subordinated debt underlying multiple issuances of trust preferred debt. All of the trusts are considered VIEs because the ownership interests from the capital contributions to these trusts are not considered “at risk” in evaluating whether the holders of the equity investments at risk in the trusts have the ability to direct the activities that most significantly impact the entities’

46 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 13—VARIABLE INTEREST ENTITIES

economic performance. Thus, FHN cannot be the trusts’ primary beneficiary because its ownership interests in the trusts are not considered variable interests as they are not considered “at risk”. Consequently, none of the trusts are

consolidated by FHN. The following tables summarize FHN’s nonconsolidated VIEs as of June 30, 2024 and December 31, 2023:

NONCONSOLIDATED VIEs AT JUNE 30, 2024
(Dollars in millions)	Maximum Loss Exposure		Liability Recognized		Classification
Type
Low income housing partnerships	$	572	$	194	(a)
Other tax credit investments (b)	97		82		Other assets
Small issuer trust preferred holdings (c)	171		—		Loans and leases
On-balance sheet trust preferred securitization	26		88		(d)
Holdings of agency mortgage-backed securities (c)	7,823		—		(e)
Commercial loan modifications to borrowers experiencing financial difficulty (f)	193		—		Loans and leases
Proprietary trust preferred issuances (g)	—		167		Term borrowings

(a)Maximum loss exposure represents $378 million of current investments and $194 million of accrued contractual funding commitments. Accrued funding commitments represent unconditional contractual obligations for future funding events and are also recognized in other liabilities. FHN currently expects to be required to fund these accrued commitments by the end of 2024.

(b)Maximum loss exposure represents the value of current investments.

(c)Maximum loss exposure represents the value of current investments. A liability is not recognized as FHN is solely a holder of the trusts’ securities.

(d)Includes $113 million classified as loans and leases and $2 million classified as trading securities, which are offset by $88 million classified as term borrowings.

(e)Includes $275 million classified as trading securities, $1.3 billion classified as held to maturity, and $6.3 billion classified as securities available for sale.

(f)Maximum loss exposure represents $193 million of current receivables with no additional contractual funding commitments on loans related to commercial loan modifications to borrowers experiencing financial difficulty.

(g)No exposure to loss due to nature of FHN's involvement.

NONCONSOLIDATED VIEs AT DECEMBER 31, 2023
(Dollars in millions)	Maximum Loss Exposure		Liability Recognized		Classification
Type
Low income housing partnerships	$	587	$	223	(a)
Other tax credit investments (b)	79		64		Other assets
Small issuer trust preferred holdings (c)	173		—		Loans and leases
On-balance sheet trust preferred securitization	26		88		(d)
Holdings of agency mortgage-backed securities (c)	8,402		—		(e)
Commercial loan modifications to borrowers experiencing financial difficulty (f)	129		—		Loans and leases
Proprietary trust preferred issuances (g)	—		167		Term borrowings

(a)Maximum loss exposure represents $364 million of current investments and $223 million of accrued contractual funding commitments. Accrued funding commitments represent unconditional contractual obligations for future funding events and are also recognized in other liabilities. FHN currently expects to be required to fund these accrued commitments by the end of 2024.

(b)Maximum loss exposure represents current investments.

(c)Maximum loss exposure represents the value of current investments. A liability is not recognized as FHN is solely a holder of the trusts’ securities.

(d)Includes $113 million classified as loans and leases and $2 million classified as trading securities, which are offset by $88 million classified as term borrowings.

(e)Includes $450 million classified as trading securities, $1.3 billion classified as held to maturity, and $6.6 billion classified as securities available for sale.

(f)Maximum loss exposure represents $129 million of current receivables with no additional contractual funding commitments on loans related to commercial loan modifications to borrowers experiencing financial difficulty.

(g)No exposure to loss due to nature of FHN's involvement.

47 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 14—DERIVATIVES

Note 14—Derivatives

In the normal course of business, FHN utilizes various financial instruments (including derivative contracts and credit-related agreements) through its fixed income and risk management operations, as part of its risk management strategy and as a means to meet clients’ needs. Derivative instruments are subject to credit and market risks in excess of the amount recorded on the balance sheet as required by GAAP. The contractual or notional amounts of these financial instruments do not necessarily represent the amount of credit or market risk. However, they can be used to measure the extent of involvement in various types of financial instruments. Controls and monitoring procedures for these instruments have been established and are routinely reevaluated. The ALCO controls, coordinates, and monitors the usage and effectiveness of these financial instruments.

Credit risk represents the potential loss that may occur if a party to a transaction fails to perform according to the terms of the contract. The measure of credit exposure is the replacement cost of contracts with a positive fair value. FHN manages credit risk by entering into financial instrument transactions through national exchanges, primary dealers or approved counterparties, and by using mutual margining and master netting agreements whenever possible to limit potential exposure. FHN also maintains collateral posting requirements with certain counterparties to limit credit risk. Daily margin posted or received with central clearinghouses is considered a legal settlement of the related derivative contracts which results in a net presentation for each contract in the Consolidated Balance Sheets. Treatment of daily margin as a settlement has no effect on hedge accounting or gains/losses for the applicable derivative contracts. On June 30, 2024 and December 31, 2023, respectively, FHN had $648 million and $406 million of cash receivables and $22 million and $33 million of cash payables related to collateral posting under master netting arrangements, inclusive of collateral posted related to contracts with adjustable collateral posting thresholds and over-collateralized positions, with derivative counterparties. With exchange-traded contracts, the credit risk is limited to the clearinghouse used. For non-exchange traded instruments, credit risk may occur when there is a gain in the fair value of the financial instrument and the counterparty fails to perform according to the terms of the contract and/or when the collateral proves to be of insufficient value. See additional discussion regarding master netting agreements and collateral posting requirements later in this note under the heading “Master Netting and Similar Agreements.”

Market risk represents the potential loss due to the decrease in the value of a financial instrument caused primarily by changes in interest rates or the prices of debt instruments. FHN manages market risk by establishing and

monitoring limits on the types and degree of risk that may be undertaken. FHN continually measures this risk through the use of models that measure value-at-risk and earnings-at-risk.

Derivative Instruments

FHN enters into various derivative contracts both to facilitate client transactions and as a risk management tool. Where contracts have been created for clients, FHN enters into upstream transactions with dealers to offset its risk exposure. Contracts with dealers that require central clearing are novated to a clearing agent who becomes FHN’s counterparty. Derivatives are also used as a risk management tool to hedge FHN’s exposure to changes in interest rates or other defined market risks.

Forward contracts are over-the-counter contracts where two parties agree to purchase and sell a specific quantity of a financial instrument at a specified price, with delivery or settlement at a specified date. Futures contracts are exchange-traded contracts where two parties agree to purchase and sell a specific quantity of a financial instrument at a specified price, with delivery or settlement at a specified date. Interest rate option contracts give the purchaser the right, but not the obligation, to buy or sell a specified quantity of a financial instrument, at a specified price, during a specified period of time. Caps and floors are options that are linked to a notional principal amount and an underlying indexed interest rate. Interest rate swaps involve the exchange of interest payments at specified intervals between two parties without the exchange of any underlying principal. Swaptions are options on interest rate swaps that give the purchaser the right, but not the obligation, to enter into an interest rate swap agreement during a specified period of time.

Trading Activities

FHNF trades U.S. Treasury, U.S. Agency, government-guaranteed loan, mortgage-backed, corporate and municipal fixed income securities, and other securities for distribution to clients. When these securities settle on a delayed basis, they are considered forward contracts. FHNF also enters into interest rate contracts, including caps, swaps, and floors, for its clients. In addition, FHNF enters into futures and option contracts to economically hedge interest rate risk associated with a portion of its securities inventory. These transactions are measured at fair value, with changes in fair value recognized in noninterest income. Related assets and liabilities are recorded on the Consolidated Balance Sheets as derivative assets and derivative liabilities within other assets and other liabilities. The FHNF Risk Committee and the Credit Risk Management Committee collaborate to mitigate credit risk related to these transactions. Credit risk is controlled through credit approvals, risk control limits, and ongoing monitoring procedures. Total trading

48 2Q24 FORM 10-Q REPORT

PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 14—DERIVATIVES

revenues were $31 million and $22 million for the three months ended June 30, 2024 and 2023, and $75 million and $49 million for the six months ended June 30, 2024 and 2023, respectively. Trading revenues are inclusive of both derivative and non-derivative financial instruments and are included in fixed income on the Consolidated Statements of Income.

The following table summarizes derivatives associated with FHNF's trading activities as of June 30, 2024 and December 31, 2023:

DERIVATIVES ASSOCIATED WITH TRADING
	June 30, 2024
(Dollars in millions)	Notional		Assets		Liabilities
Customer interest rate contracts	$	4,155	$	7	$	230
Offsetting upstream interest rate contracts	4,328		165		8
Forwards and futures purchased	1,891		3		3
Forwards and futures sold	1,949		3		2

 

	December 31, 2023
(Dollars in millions)	Notional		Assets		Liabilities
Customer interest rate contracts	$	4,067	$	22	$	197
Offsetting upstream interest rate contracts	4,273		135		23
Forwards and futures purchased	777		9		—
Forwards and futures sold	912		—		9

Interest Rate Risk Management

FHN’s ALCO focuses on managing market risk by controlling and limiting earnings volatility attributable to changes in interest rates. Interest rate risk exists to the extent that interest-earning assets and interest-bearing liabilities have different maturity or repricing characteristics. FHN uses derivatives, primarily swaps, that are designed to moderate the impact on earnings as interest rates change. Interest paid or received for swaps utilized by FHN to hedge the fair value of long-term debt is recognized as an adjustment of the interest expense of the liabilities whose risk is being managed. FHN’s interest rate risk management policy is to use derivatives to hedge interest rate risk or market value of assets or liabilities,

not to speculate. In addition, FHN has entered into certain interest rate swaps and caps as a part of a product offering to commercial clients that includes customer derivatives paired with upstream offsetting market instruments that, when completed, are designed to mitigate interest rate risk. These contracts do not qualify for hedge accounting and are measured at fair value with gains or losses included in current earnings in noninterest expense on the Consolidated Statements of Income.

The following table summarizes FHN’s derivatives associated with interest rate risk management activities as of June 30, 2024 and December 31, 2023:

DERIVATIVES ASSOCIATED WITH INTEREST RATE RISK MANAGEMENT
	June 30, 2024
(Dollars in millions)	Notional		Assets		Liabilities
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer interest rate contracts	$	8,427	$	7	$	456
Offsetting upstream interest rate contracts	8,427		453		8

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Table of Contents	NOTE 14—DERIVATIVES

	December 31, 2023
(Dollars in millions)	Notional		Assets		Liabilities
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer interest rate contracts	$	8,375	$	21	$	392
Offsetting upstream interest rate contracts	8,375		389		22

The following table summarizes gains (losses) on FHN’s derivatives associated with interest rate risk management activities for the three and six months ended June 30, 2024 and 2023:

DERIVATIVE GAINS (LOSSES) ASSOCIATED WITH INTEREST RATE RISK MANAGEMENT
	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
(Dollars in millions)	Gains (Losses)		Gains (Losses)		Gains (Losses)		Gains (Losses)
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer interest rate contracts (a)	$	9	$	(130)	$	(77)	$	31
Offsetting upstream interest rate contracts (a)	(9)		130		77		(31)

(a)Gains (losses) included in other expense within the Consolidated Statements of Income.

Cash Flow Hedges

Prior to 2021, FHN entered into pay floating, receive fixed interest rate swaps designed to manage its exposure to the variability in cash flows related to interest payments on debt instruments. The debt instruments primarily consist of held-to-maturity commercial loans that have variable interest payments that historically were based on 1-month LIBOR. In second quarter 2023, the remaining hedge was revised to reference 1-month Term SOFR after the cessation of LIBOR-based cash flows. This hedge matured in first quarter 2024. In conjunction with the IBKC merger, FHN acquired interest rate contracts (floors and collars) which were re-designated as cash flow hedges. The debt instruments associated with these hedges also primarily consisted of held-to-maturity commercial loans that had variable interest payments that were based on 1-month LIBOR. The last hedge acquired in conjunction with the IBKC merger matured in second quarter 2023.

In 2022, FHN entered into interest rate contracts (floors and swaps) which have been designated as cash flow hedges. These hedges reference 1-month Term SOFR and FHN made certain elections under ASU 2020-04 to facilitate qualification for hedge accounting during the time that hedged items transitioned away from 1-Month LIBOR.

In a cash flow hedge, the entire change in the fair value of the interest rate derivatives included in the assessment of hedge effectiveness is initially recorded in OCI and is subsequently reclassified from OCI to current period earnings (interest income or interest expense) in the same period that the hedged item affects earnings.

The following tables summarize FHN’s derivative activities associated with cash flow hedges as of June 30, 2024 and December 31, 2023:

DERIVATIVES ASSOCIATED WITH CASH FLOW HEDGES
	June 30, 2024
(Dollars in millions)	Notional		Assets		Liabilities
Cash Flow Hedges
Hedging Instruments:
Interest rate contracts	$	5,000	$	—	$	82
Hedged Items:
Variability in cash flows related to debt instruments (primarily loans)	N/A		$	5,000	N/A

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	December 31, 2023
(Dollars in millions)	Notional		Assets		Liabilities
Cash Flow Hedges
Hedging Instruments:
Interest rate contracts	$	5,200	$	—	$	32
Hedged Items:
Variability in cash flows related to debt instruments (primarily loans)	N/A		$	5,200	N/A

The following table summarizes gains (losses) on FHN’s derivatives associated with cash flow hedges for the three and six months ended June 30, 2024 and 2023:

DERIVATIVE GAINS (LOSSES) ASSOCIATED WITH CASH FLOW HEDGES
	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
(Dollars in millions)	Gains (Losses)		Gains (Losses)		Gains (Losses)		Gains (Losses)
Cash Flow Hedges
Hedging Instruments:
Interest rate contracts (a)	$	(2)	$	(66)	$	(41)	$	(13)
Gain (loss) recognized in other comprehensive income (loss)	(15)		(59)		(58)		(26)
Gain (loss) reclassified from AOCI into interest income	13		13		26		24

(a)Approximately $23 million of pre-tax losses are expected to be reclassified into earnings in the next twelve months.

Other Derivatives

FHN has mortgage banking operations that include the origination and sale of loans into the secondary market. As part of the origination of loans, FHN enters into interest rate lock commitments with borrowers. Additionally, FHN

enters into forward sales contracts with buyers for delivery of loans at a future date. Both of these contracts qualify as freestanding derivatives and are recognized at fair value through earnings. The notional and fair values of these contracts are presented in the table below.

DERIVATIVES ASSOCIATED WITH MORTGAGE BANKING HEDGES
	June 30, 2024
(Dollars in millions)	Notional		Assets		Liabilities
Mortgage Banking Hedges
Option contracts written	$	82	$	1	$	—
Forward contracts written	154		1		—

	December 31, 2023
(Dollars in millions)	Notional		Assets		Liabilities
Mortgage Banking Hedges
Option contracts written	$	55	$	1	$	—
Forward contracts written	93		—		1

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Table of Contents	NOTE 14—DERIVATIVES

The following table summarizes gains (losses) on FHN's derivatives associated with mortgage banking activities for the three and six months ended June 30, 2024 and 2023:

DERIVATIVE GAINS (LOSSES) ASSOCIATED WITH MORTGAGE BANKING HEDGES
	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
(Dollars in millions)	Gains (Losses)		Gains (Losses)		Gains (Losses)		Gains (Losses)
Mortgage Banking Hedges
Option contracts written	$	1	$	—	$	—	$	2
Forward contracts written	—		(2)		1		6

In conjunction with pre-2020 sales of Visa Class B shares, FHN entered into derivative transactions whereby FHN will make or receive cash payments whenever the conversion ratio of the Visa Class B shares into Visa Class A shares is adjusted. As of June 30, 2024 and December 31, 2023, the derivative liabilities associated with the sales of Visa Class B shares were $18 million and $23 million, respectively. FHN recognized $15 million in derivative valuation adjustments related to prior sales of Visa Class B shares for the year ended December 31, 2023. See Note 16 - Fair Value of Assets and Liabilities for discussion of the valuation inputs and processes for these Visa-related derivatives.

FHN utilizes cross currency swaps and cross currency interest rate swaps to economically hedge its exposure to foreign currency risk and interest rate risk associated with non-U.S. dollar denominated loans. As of June 30, 2024 and December 31, 2023, these loans were valued at $9 million and $17 million, respectively. The balance sheet amount and the gains/losses associated with these derivatives were not significant.

Related to its loan participation/syndication activities, FHN enters into risk participation agreements, under which it assumes exposure for, or receives indemnification for, borrowers’ performance on underlying interest rate derivative contracts. FHN's counterparties in these contracts are other lending institutions involved in the loan participation/syndication arrangements for which the underlying interest rate derivative contract is intended to hedge interest rate risk for the borrower. FHN will make (other institution is the lead bank) or receive (FHN is the lead bank) payments for risk participations if the borrower defaults on its obligation to perform under the terms of its interest rate derivative agreement with the lead bank in the participation.

As of June 30, 2024 and December 31, 2023, the notional values of FHN’s risk participations were $368 million and $351 million of derivative assets and $894 million and $874 million of derivative liabilities, respectively. The notional value for risk participation/syndication agreements is consistent with the percentage of participation in the lending arrangement. FHN's maximum

exposure or benefit in the risk participation agreements is contingent on the fair value of the underlying interest rate derivative contracts for which the borrower is in a liability position at the time of default. FHN monitors the credit risk associated with the borrowers to which the risk participations relate through the same credit risk assessment process utilized for establishing credit loss estimates for its loan portfolio. These credit risk estimates are included in the determination of fair value for the risk participations. Assuming all underlying third-party customers referenced in the swap contracts defaulted at June 30, 2024 and December 31, 2023, the exposure from these agreements would not be material based on the fair value of the underlying swaps.

FHN holds certain certificates of deposit with the rate of return based on an equity index which is considered an embedded derivative as a written option that must be separately recognized. The risks of the written option are offset by purchasing an option with terms that mirror the written option, which is also carried at fair value on the Company’s Consolidated Balance Sheets. As of June 30, 2024 and December 31, 2023, FHN had recognized an insignificant amount of assets and liabilities associated with these contracts.

Master Netting and Similar Agreements

FHN uses master netting agreements, mutual margining agreements and collateral posting requirements to minimize credit risk on derivative contracts. Master netting and similar agreements are used when counterparties have multiple derivatives contracts that allow for a “right of setoff,” meaning that a counterparty may net offsetting positions and collateral with the same counterparty under the contract to determine a net receivable or payable. The following discussion provides an overview of these arrangements which may vary due to the derivative type and market in which a derivative transaction is executed.

Interest rate derivatives are subject to agreements consistent with standard agreement forms of the ISDA. Currently, all interest rate derivative contracts are entered into as over-the-counter transactions and collateral

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Table of Contents	NOTE 14—DERIVATIVES

posting requirements are based on the net asset or liability position with each respective counterparty. For contracts that require central clearing, novation to a counterparty with access to a clearinghouse occurs and initial margin is posted.

Cash margin received (posted) that is considered settlements for the derivative contracts is included in the respective derivative asset (liability) value. Cash margin that is considered collateral received (posted) for interest rate derivatives is recognized as a liability (asset) on FHN’s Consolidated Balance Sheets.

Interest rate derivatives with clients that are smaller financial institutions typically require posting of collateral by the counterparty to FHN. This collateral is subject to a threshold with daily adjustments based upon changes in the level or fair value of the derivative position. Positions and related collateral can be netted in the event of default. Collateral pledged by a counterparty is typically cash or securities. The securities pledged as collateral are not recognized within FHN’s Consolidated Balance Sheets. Interest rate derivatives associated with lending arrangements share the collateral with the related loan(s). The derivative and loan positions may be netted in the event of default. For disclosure purposes, the entire collateral amount is allocated to the loan.

Interest rate derivatives with larger financial institutions typically contain provisions whereby the collateral posting thresholds under the agreements adjust based on the credit ratings of both counterparties. If the credit rating of FHN and/or First Horizon Bank is lowered, FHN could be required to post additional collateral with the counterparties. Conversely, if the credit rating of FHN and/or First Horizon Bank is increased, FHN could have collateral released and be required to post less collateral in the future. Also, if a counterparty’s credit ratings were to decrease, FHN and/or First Horizon Bank could require the posting of additional collateral; whereas if a counterparty’s credit ratings were to increase, the counterparty could require the release of excess collateral. Collateral for these arrangements is adjusted daily based on changes in the net fair value position with each counterparty.

The net fair value, determined by individual counterparty, of all derivative instruments with adjustable collateral posting thresholds was $3 million of assets and $227

million of liabilities on June 30, 2024, and $12 million of assets and $188 million of liabilities on December 31, 2023. As of June 30, 2024 and December 31, 2023, FHN had received collateral of $80 million and $95 million and posted collateral of $105 million and $83 million, respectively, in the normal course of business related to these agreements.

Certain agreements also contain accelerated termination provisions, inclusive of the right of offset, if a counterparty’s credit rating falls below a specified level. If a counterparty’s debt rating (including FHN’s and First Horizon Bank’s) were to fall below these minimums, these provisions would be triggered, and the counterparties could terminate the agreements and require immediate settlement of all derivative contracts under the agreements. The net fair value, determined by individual counterparty, of all interest rate derivative instruments with credit-risk-related contingent accelerated termination provisions was $4 million of assets and $227 million of liabilities on June 30, 2024, and $12 million of assets and $188 million of liabilities on December 31, 2023. As of June 30, 2024 and December 31, 2023, FHN had received collateral of $81 million and $95 million and posted collateral of $105 million and $83 million, respectively, in the normal course of business related to these contracts.

FHNF buys and sells various types of securities for its clients. When these securities settle on a delayed basis, they are considered forward contracts, and are generally not subject to master netting agreements. For futures and options, FHN transacts through a third party, and the transactions are subject to margin and collateral maintenance requirements. In the event of default, open positions can be offset along with the associated collateral.

For this disclosure, FHN considers the impact of master netting and other similar agreements which allow FHN to settle all contracts with a single counterparty on a net basis and to offset the net derivative asset or liability position with the related securities and cash collateral. The application of the collateral cannot reduce the net derivative asset or liability position below zero, and therefore any excess collateral is not reflected in the following tables.

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Table of Contents	NOTE 14—DERIVATIVES

The following table provides details of derivative assets and collateral received as presented on the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023:

DERIVATIVE ASSETS & COLLATERAL RECEIVED
							Gross amounts not offset in the Balance Sheets
(Dollars in millions)	Gross amounts of recognized assets		Gross amounts offset in the Balance Sheets		Net amounts of assets presented in the Balance Sheets (a)		Derivative liabilities available for offset		Collateral received		Net amount
Derivative assets:
June 30, 2024
Interest rate derivative contracts	$	633	$	—	$	633	$	(79)	$	(533)	$	21
Forward contracts	6		—		6		(3)		—		3
	$	639	$	—	$	639	$	(82)	$	(533)	$	24
December 31, 2023
Interest rate derivative contracts	$	567	$	—	$	567	$	(75)	$	(486)	$	6
Forward contracts	9		—		9		(4)		(3)		2
	$	576	$	—	$	576	$	(79)	$	(489)	$	8

(a)Included in other assets on the Consolidated Balance Sheets. As of June 30, 2024 and December 31, 2023, $1 million and $1 million, respectively, of derivative assets have been excluded from these tables because they are generally not subject to master netting or similar agreements.

The following table provides details of derivative liabilities and collateral pledged as presented on the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023:

DERIVATIVE LIABILITIES & COLLATERAL PLEDGED
							Gross amounts not offset  in the Balance Sheets
(Dollars in millions)	Gross amounts of recognized liabilities		Gross amounts offset in the Balance Sheets		Net amounts of liabilities presented in the Balance Sheets (a)		Derivative assets  available for offset		Collateral pledged		Net amount
Derivative liabilities:
June 30, 2024
Interest rate derivative contracts	$	784	$	—	$	784	$	(79)	$	(193)	$	512
Forward contracts	5		—		5		(3)		—		2
	$	789	$	—	$	789	$	(82)	$	(193)	$	514
December 31, 2023
Interest rate derivative contracts	$	666	$	—	$	666	$	(75)	$	(164)	$	427
Forward contracts	9		—		9		(4)		(5)		—
	$	675	$	—	$	675	$	(79)	$	(169)	$	427

(a)Included in other liabilities on the Consolidated Balance Sheets. As of June 30, 2024 and December 31, 2023, $19 million and $24 million, respectively, of derivative liabilities (primarily Visa-related derivatives) have been excluded from these tables because they are generally not subject to master netting or similar agreements.

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Table of Contents	NOTE 15—MASTER NETTING & SIMILAR AGREEMENTS

Note 15—Master Netting and Similar Agreements—Repurchase, Reverse Repurchase, and Securities Borrowing Transactions

For repurchase, reverse repurchase and securities borrowing transactions, FHN and each counterparty have the ability to offset all open positions and related collateral in the event of default. Due to the nature of these transactions, the value of the collateral for each transaction approximates the value of the corresponding receivable or payable. For repurchase agreements through FHN’s fixed income business (securities purchased under agreements to resell and securities sold under agreements to repurchase), transactions are collateralized by securities and/or government guaranteed loans which are delivered on the settlement date and are maintained throughout the term of the transaction. For FHN’s repurchase agreements through banking activities (securities sold under agreements to repurchase), securities are typically pledged at settlement and not released until maturity. For asset positions, the collateral is not included on FHN’s Consolidated Balance Sheets. For liability positions, securities collateral pledged by FHN is generally represented within FHN’s trading or available-for-sale securities portfolios.

For this disclosure, FHN considers the impact of master netting and other similar agreements that allow FHN to settle all contracts with a single counterparty on a net basis and to offset the net asset or liability position with the related securities collateral. The application of the collateral cannot reduce the net asset or liability position below zero, and therefore any excess collateral is not reflected in the tables below.

Securities purchased under agreements to resell is included in federal funds sold and securities purchased under agreements to resell in the Consolidated Balance Sheets. Securities sold under agreements to repurchase is included in short-term borrowings.

The following table provides details of securities purchased under agreements to resell and collateral pledged by counterparties as of June 30, 2024 and December 31, 2023:

SECURITIES PURCHASED UNDER AGREEMENTS TO RESELL
							Gross amounts not offset in the Balance Sheets
(Dollars in millions)	Gross amounts of recognized assets		Gross amounts offset in the Balance Sheets		Net amounts of assets presented in the Balance Sheets		Offsetting securities sold under agreements to repurchase		Securities collateral (not recognized on FHN’s Balance Sheets)		Net amount
Securities purchased under agreements to resell:
June 30, 2024	$	424	$	—	$	424	$	—	$	(418)	$	6
December 31, 2023	519		—		519		—		(516)		3

The following table provides details of securities sold under agreements to repurchase and collateral pledged by FHN as of June 30, 2024 and December 31, 2023:

SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE
							Gross amounts not offset in the Balance Sheets
(Dollars in millions)	Gross amounts of recognized liabilities		Gross amounts offset in the Balance Sheets		Net amounts of liabilities presented in the Balance Sheets		Offsetting securities purchased under agreements to resell		Securities/ government guaranteed loans collateral		Net amount
Securities sold under agreements to repurchase:
June 30, 2024	$	1,948	$	—	$	1,948	$	—	$	(1,948)	$	—
December 31, 2023	1,921		—		1,921		—		(1,921)		—

Due to the short duration of securities sold under agreements to repurchase and the nature of collateral involved, the risks associated with these transactions are considered minimal.

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Table of Contents	NOTE 15—MASTER NETTING & SIMILAR AGREEMENTS

The following table provides details, by collateral type, of the remaining contractual maturity of securities sold under agreements to repurchase as of June 30, 2024 and December 31, 2023:

MATURITIES OF SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE
	June 30, 2024
(Dollars in millions)	Overnight and Continuous		Up to 30 Days		Total
Securities sold under agreements to repurchase:
Government agency issued MBS	$	1,579	$	—	$	1,579
Government agency issued CMO	326		—		326
Other U.S. government agencies	43		—		43
Total securities sold under agreements to repurchase	$	1,948	$	—	$	1,948
	December 31, 2023
(Dollars in millions)	Overnight and Continuous		Up to 30 Days		Total
Securities sold under agreements to repurchase:
Government agency issued MBS	$	1,717	$	—	$	1,717
Government agency issued CMO	161		—		161
Other U.S. government agencies	43		—		43
Total securities sold under agreements to repurchase	$	1,921	$	—	$	1,921

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Table of Contents	NOTE 16—FAIR VALUE OF ASSETS AND LIABILITIES

Note 16—Fair Value of Assets and Liabilities

FHN groups its assets and liabilities measured at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. This hierarchy requires FHN to maximize the use of observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Each fair value measurement is placed into the proper level based on the lowest level of significant input. These levels are:

•Level 1—Valuation is based upon quoted prices for identical instruments traded in active markets.

•Level 2—Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.

•Level 3—Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include use of option pricing models, discounted cash flow models, and similar techniques.

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Table of Contents	NOTE 16—FAIR VALUE OF ASSETS AND LIABILITIES

Recurring Fair Value Measurements

The following table presents the balances of assets and liabilities measured at fair value on a recurring basis as of June 30, 2024 and December 31, 2023:

BALANCES OF ASSETS & LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS
	June 30, 2024
(Dollars in millions)	Level 1		Level 2		Level 3		Total
Trading securities:
U.S. treasuries	$	—	$	12	$	—	$	12
Government agency issued MBS	—		83		—		83
Government agency issued CMO	—		192		—		192
Other U.S. government agencies	—		116		—		116
States and municipalities	—		31		—		31
Corporate and other debt	—		799		—		799
Interest-only strips	—		—		16		16
Total trading securities	—		1,233		16		1,249
Loans held for sale (elected fair value)	—		102		15		117
Securities available for sale:
Government agency issued MBS	—		4,231		—		4,231
Government agency issued CMO	—		2,020		—		2,020
Other U.S. government agencies	—		1,118		—		1,118
States and municipalities	—		555		—		555
Total securities available for sale	—		7,924		—		7,924
Other assets:
Deferred compensation mutual funds	107		—		—		107
Equity, mutual funds, and other	34		—		—		34
Derivatives, forwards and futures	6		—		—		6
Derivatives, interest rate contracts	—		634		—		634
Total other assets	147		634		—		781
Total assets	$	147	$	9,893	$	31	$	10,071
Trading liabilities:
U.S. treasuries	$	—	$	342	$	—	$	342
Corporate and other debt	—		81		—		81
Total trading liabilities	—		423		—		423
Other liabilities:
Derivatives, forwards and futures	5		—		—		5
Derivatives, interest rate contracts	—		785		—		785
Derivatives, other	—		—		18		18
Total other liabilities	5		785		18		808
Total liabilities	$	5	$	1,208	$	18	$	1,231

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Table of Contents	NOTE 16—FAIR VALUE OF ASSETS AND LIABILITIES

	December 31, 2023
(Dollars in millions)	Level 1		Level 2		Level 3		Total
Trading securities:
U.S. treasuries	$	—	$	3	$	—	$	3
Government agency issued MBS	—		114		—		114
Government agency issued CMO	—		336		—		336
Other U.S. government agencies	—		152		—		152
States and municipalities	—		17		—		17
Corporate and other debt	—		777		—		777
Interest-only strips	—		—		13		13
Total trading securities	—		1,399		13		1,412
Loans held for sale (elected fair value)	—		42		26		68
Securities available for sale:
Government agency issued MBS	—		4,484		—		4,484
Government agency issued CMO	—		2,146		—		2,146
Other U.S. government agencies	—		1,172		—		1,172
States and municipalities	—		589		—		589
Total securities available for sale	—		8,391		—		8,391
Other assets:
Deferred compensation mutual funds	102		—		—		102
Equity, mutual funds, and other	34		—		—		34
Derivatives, forwards and futures	9		—		—		9
Derivatives, interest rate contracts	—		568		—		568
Total other assets	145		568		—		713
Total assets	$	145	$	10,400	$	39	$	10,584
Trading liabilities:
U.S. treasuries	$	—	$	426	$	—	$	426
Government agency issued MBS	—		1		—		1
Corporate and other debt	—		82		—		82
Total trading liabilities	—		509		—		509
Other liabilities:
Derivatives, forwards and futures	10		—		—		10
Derivatives, interest rate contracts	—		666		—		666
Derivatives, other	—		—		23		23
Total other liabilities	10		666		23		699
Total liabilities	$	10	$	1,175	$	23	$	1,208

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PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 16—FAIR VALUE OF ASSETS AND LIABILITIES

Changes in Recurring Level 3 Fair Value Measurements

The changes in Level 3 assets and liabilities measured at fair value for the three months ended June 30, 2024 and 2023 on a recurring basis are summarized as follows:

CHANGES IN LEVEL 3 ASSETS & LIABILITIES MEASURED AT FAIR VALUE
	Three Months Ended June 30, 2024
(Dollars in millions)	Interest-only strips			Loans held for sale			Net  derivative liabilities
Balance on April 1, 2024	$	19		$	14		$	(20)
Total net gains (losses) included in net income	(1)			—			—
Purchases	—			1			—
Sales	(8)			—			—
Settlements	—			(1)			2
Net transfers into (out of) Level 3	6		(b)	1			—
Balance on June 30, 2024	$	16		$	15		$	(18)
Net unrealized gains (losses) included in net income	$	—	(c)	$	—	(a)	$	—	(d)

	Three Months Ended June 30, 2023
(Dollars in millions)	Interest-only strips			Loans held for sale			Net  derivative liabilities
Balance on April 1, 2023	$	28		$	21		$	(21)
Total net gains (losses) included in net income	(3)			—			(15)
Purchases	—			1			—
Sales	(5)			—			—
Settlements	—			—			2
Net transfers into (out of) Level 3	16		(b)	—			—
Balance on June 30, 2023	$	36		$	22		$	(34)
Net unrealized gains (losses) included in net income	$	(2)	(c)	$	—	(a)	$	(15)	(d)

(a)Primarily included in mortgage banking income on the Consolidated Statements of Income.

(b)Transfers into interest-only strips Level 3 measured on a recurring basis reflect movements from loans held for sale (Level 2 nonrecurring).

(c)Primarily included in fixed income on the Consolidated Statements of Income.

(d)Included in other expense on the Consolidated Statements of Income.

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The changes in Level 3 assets and liabilities measured at fair value for the six months ended June 30, 2024 and 2023 on a recurring basis are summarized as follows:

CHANGES IN LEVEL 3 ASSETS & LIABILITIES MEASURED AT FAIR VALUE
	Six Months Ended June 30, 2024
(Dollars in millions)	Interest-only strips			Loans held for sale			Net  derivative liabilities
Balance on January 1, 2024	$	13		$	26		$	(23)
Total net gains (losses) included in net income	(2)			—			—
Purchases	—			2			—
Sales	(10)			(13)			—
Settlements	—			(1)			5
Net transfers into (out of) Level 3	15		(b)	1			—
Balance on June 30, 2024	$	16		$	15		$	(18)
Net unrealized gains (losses) included in net income	$	(1)	(c)	$	—	(a)	$	—	(d)

	Six Months Ended June 30, 2023
(Dollars in millions)	Interest-only strips			Loans held for sale			Net  derivative liabilities
Balance on January 1, 2023	$	25		$	22		$	(27)
Total net gains (losses) included in net income	(6)			—			(15)
Purchases	—			2			—
Sales	(8)			(2)			—
Settlements	—			—			8
Net transfers into (out of) Level 3	25		(b)	—			—
Balance on June 30, 2023	$	36		$	22		$	(34)
Net unrealized gains (losses) included in net income	$	(3)	(c)	$	—	(a)	$	(15)	(d)

(a)Primarily included in mortgage banking income on the Consolidated Statements of Income.

(b)Transfers into interest-only strips Level 3 measured on a recurring basis reflect movements from loans held for sale (Level 2 nonrecurring).

(c)Primarily included in fixed income on the Consolidated Statements of Income.

(d)Included in other expense on the Consolidated Statements of Income.

There were no net unrealized gains (losses) for Level 3 assets and liabilities included in other comprehensive income as of June 30, 2024 and 2023.

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Nonrecurring Fair Value Measurements

From time to time, FHN may be required to measure certain other financial assets at fair value on a nonrecurring basis in accordance with GAAP. These adjustments to fair value usually result from the application of lower of cost or market (LOCOM) accounting or write-downs of individual assets. For assets

measured at fair value on a nonrecurring basis which were still held on the Consolidated Balance Sheets at June 30, 2024, and December 31, 2023, respectively, the following tables provide the level of valuation assumptions used to determine each adjustment and the related carrying value.

LEVEL OF VALUATION ASSUMPTIONS FOR ASSETS MEASURED AT FAIR VALUE ON A NONRECURRING BASIS
	Carrying value at June 30, 2024
(Dollars in millions)	Level 1		Level 2		Level 3		Total
Loans held for sale—SBAs and USDA	$	—	$	327	$	—	$	327
Loans and leases (a)	—		—		308		308
OREO (b)	—		—		4		4

	Carrying value at December 31, 2023
(Dollars in millions)	Level 1		Level 2		Level 3		Total
Loans held for sale—SBAs and USDA	$	—	$	406	$	—	$	406
Loans and leases (a)	—		—		245		245
OREO (b)	—		—		4		4
Other assets (c)	—		—		90		90

(a)Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral less estimated costs to sell. Write-downs on these loans are recognized as part of provision for credit losses.

(b)Represents the fair value and related losses of foreclosed properties that were measured subsequent to their initial classification as OREO. Balance excludes OREO related to government-insured mortgages.

(c)Represents tax credit investments accounted for under the equity method.

For assets measured on a nonrecurring basis which were still held on the Consolidated Balance Sheets at period end, the following table provides information about the fair value adjustments recorded during the three and six months ended June 30, 2024 and 2023:

FAIR VALUE ADJUSTMENTS ON ASSETS MEASURED ON A NONRECURRING BASIS
	Net gains (losses) Three Months Ended June 30,				Net gains (losses) Six Months Ended June 30,
(Dollars in millions)	2024		2023		2024		2023
Loans held for sale—SBAs and USDA	$	(1)	$	(1)	$	(1)	$	(2)
Loans and leases (a)	(31)		(19)		(56)		(23)
Other assets (b)	—		(1)		—		(1)
	$	(32)	$	(21)	$	(57)	$	(26)

(a)Write-downs on these loans are recognized as part of provision for credit losses.

(b)Represents tax credit investments accounted for under the equity method.

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Lease asset impairments recognized represent the reduction in value of the right-of-use assets associated with leases that are being exited in advance of the contractual lease expiration.

Impairments are measured using a discounted cash flow methodology, which is considered a Level 3 valuation.

Impairments of long-lived tangible assets reflect locations where the associated land and building are either owned or leased. The fair values of owned sites were determined using estimated sales prices from appraisals and broker opinions less estimated costs to sell with adjustments upon final disposition. The fair values of owned assets in

leased sites (e.g., leasehold improvements) were determined using a discounted cash flow approach, based on the revised estimated useful lives of the related assets. Both measurement methodologies are considered Level 3 valuations. Impairment adjustments recognized upon disposition of a location are considered Level 2 valuations.

Fixed asset and leased asset impairments were immaterial for the three and six months ended June 30, 2024. For the three and six months ended June 30, 2023, FHN recognized $1 million of leased asset impairments for both periods. Fixed asset impairments were immaterial for both periods in 2023.

Level 3 Measurements

The following table provides information regarding the unobservable inputs utilized in determining the fair value of Level 3 recurring and nonrecurring measurements as of June 30, 2024 and December 31, 2023:

UNOBSERVABLE INPUTS USED IN LEVEL 3 FAIR VALUE MEASUREMENTS
(Dollars in millions)					Values Utilized
Level 3 Class	Fair Value at June 30, 2024		Valuation Techniques	Unobservable Input	Range	Weighted Average (c)
Trading securities - SBA interest-only strips	$	16	Discounted cash flow	Constant prepayment rate	14% - 20%	15%
				Bond equivalent yield	10% - 19%	18%
Loans held for sale - residential real estate	$	15	Discounted cash flow	Prepayment speeds - First mortgage	2% - 6%	3%
				Foreclosure losses	64% - 65%	65%
				Loss severity trends - First mortgage	0% - 2% of UPB	1%
Derivative liabilities, other	$	18	Discounted cash flow	Visa covered litigation resolution amount	$1.8 billion - $2.8 billion	$2.5 billion
				Probability of resolution scenarios	10% - 20%	18%
				Time until resolution	6 - 36 months	25 months
Loans and leases (a)	$	308	Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal	NM
			Other collateral valuations	Borrowing base certificates liquidation adjustment	25% - 50% of gross value	NM
				Financial Statements liquidation adjustment	50% - 100% of reported value	NM
				Auction appraisals marketability adjustment	0% - 10% of reported value	NM
OREO (b)	$	4	Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal	NM

 NM - Not meaningful

(a)Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral less estimated costs to sell. Write-downs on these loans are recognized as part of provision for credit losses.

(b)Represents the fair value of foreclosed properties that were measured subsequent to their initial classification as OREO. Balance excludes OREO related to government-insured mortgages.

(c)Weighted averages are determined by the relative fair value of the instruments or the relative contribution to an instrument's fair value.

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(Dollars in millions)					Values Utilized
Level 3 Class	Fair Value at December 31, 2023		Valuation Techniques	Unobservable Input	Range	Weighted Average (c)
Trading securities - SBA interest-only strips	$	13	Discounted cash flow	Constant prepayment rate	14% - 15%	14%
				Bond equivalent yield	18% - 21%	18%
Loans held for sale - residential real estate	$	26	Discounted cash flow	Prepayment speeds - First mortgage	2% - 7%	3%
				Foreclosure losses	64% - 68%	65%
				Loss severity trends - First mortgage	0% - 3% of UPB	2%
Derivative liabilities, other	$	23	Discounted cash flow	Visa covered litigation resolution amount	$5.7 billion - $6.7 billion	$6.3 billion
				Probability of resolution scenarios	10% - 25%	18%
				Time until resolution	6 - 36 months	24 months
Loans and leases (a)	$	245	Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal	NM
			Other collateral valuations	Borrowing base certificates liquidation adjustment	25% - 50% of gross value	NM
				Financial Statements liquidation adjustment	50% - 100% of reported value	NM
				Auction appraisals marketability adjustment	0% - 10% of reported value	NM
OREO (b)	$	4	Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal	NM
Other assets (d)	$	90	Discounted cash flow	Adjustments to current sales yields for specific properties	0% - 15% adjustment to yield	NM
			Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal	NM

NM - Not meaningful

(a)Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral less estimated costs to sell. Write-downs on these loans are recognized as part of provision for credit losses.

(b)Represents the fair value of foreclosed properties that were measured subsequent to their initial classification as OREO. Balance excludes OREO related to government-insured mortgages.

(c)Weighted averages are determined by the relative fair value of the instruments or the relative contribution to an instrument's fair value.

(d)Represents tax credit investments accounted for under the equity method.

Trading Securities - SBA interest-only strips

Increases (decreases) in estimated prepayment rates and bond equivalent yields negatively (positively) affect the value of SBA interest-only strips. Management additionally considers whether the loans underlying related SBA interest-only strips are delinquent, in default or prepaying, and adjusts the fair value down 20 - 100% depending on the length of time in default.

Loans held for sale

Foreclosure losses and prepayment rates are significant unobservable inputs used in the fair value measurement

of FHN’s residential real estate loans held for sale. Loss severity trends are also assessed to evaluate the reasonableness of fair value estimates resulting from discounted cash flows methodologies as well as to estimate fair value for newly repurchased loans and loans that are near foreclosure. Significant increases (decreases) in any of these inputs in isolation would result in significantly lower (higher) fair value measurements. All observable and unobservable inputs are re-assessed quarterly.

Increases (decreases) in estimated prepayment rates and bond equivalent yields negatively (positively) affect the value of unguaranteed interests in SBA loans.

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Unguaranteed interest in SBA loans held for sale are carried at less than the outstanding balance due to credit risk estimates. Credit risk adjustments may be reduced if prepayment is likely or as consistent payment history is realized. Management also considers other factors such as delinquency or default and adjusts the fair value accordingly.

Derivative liabilities

In conjunction with pre-2020 sales of Visa Class B shares, FHN and the purchasers entered into derivative transactions whereby FHN will make, or receive, cash payments whenever the conversion ratio of the Visa Class B shares into Visa Class A shares is adjusted. FHN uses a discounted cash flow methodology in order to estimate the fair value of FHN’s derivative liabilities associated with its prior sales of Visa Class B shares. The methodology includes estimation of both the resolution amount for Visa’s Covered Litigation matters as well as the length of time until the resolution occurs. Significant increases (decreases) in either of these inputs in isolation would result in significantly higher (lower) fair value measurements for the derivative liabilities. Additionally, FHN performs a probability weighted multiple resolution scenario to calculate the estimated fair value of these derivative liabilities. Assignment of higher (lower) probabilities to the larger potential resolution scenarios would result in an increase (decrease) in the estimated fair value of the derivative liabilities. Since this estimation process requires application of judgment in developing significant unobservable inputs used to determine the possible outcomes and the probability weighting assigned to each scenario, these derivatives have been classified within Level 3 in fair value measurements disclosures.

Loans and leases and Other Real Estate Owned

Collateral-dependent loans and OREO are primarily valued using appraisals based on sales of comparable properties in the same or similar markets. Other collateral (receivables, inventory, equipment, etc.) is valued through borrowing base certificates, financial statements and/or auction valuations. These valuations are discounted based on the quality of reporting, knowledge of the marketability/collectability of the collateral and historical disposition rates.

Other assets – tax credit investments

Prior to 2024, the estimated fair value of tax credit investments accounted for under the equity method was

generally determined in relation to the yield (i.e., future tax credits to be received) an acquirer of these investments expected in relation to the yields experienced on current new issue and/or secondary market transactions. Thus, as tax credits were recognized, the future yield to a market participant was reduced, resulting in consistent impairment of the individual investments. Individual investments were reviewed for impairment quarterly, which included the consideration of additional marketability discounts related to specific investments which typically included consideration of the underlying property’s appraised value.

Fair Value Option

FHN previously elected the fair value option on a prospective basis for substantially all types of mortgage loans originated for sale purposes except for mortgage origination operations which utilize the platform acquired from CBF. FHN determined that the election reduces certain timing differences and better matches changes in the value of such loans with changes in the value of derivatives and forward delivery commitments used as economic hedges for these assets at the time of election.

Repurchased loans relating to mortgage banking operations conducted prior to the IBKC merger are recognized within loans held for sale at fair value at the time of repurchase, which includes consideration of the credit status of the loans and the estimated liquidation value. FHN has elected to continue recognition of these loans at fair value in periods subsequent to reacquisition. Due to the credit-distressed nature of the vast majority of repurchased loans and the related loss severities experienced upon repurchase, FHN believes that the fair value election provides a more timely recognition of changes in value for these loans that occur subsequent to repurchase. Absent the fair value election, these loans would be subject to valuation at the LOCOM value, which would prevent subsequent values from exceeding the initial fair value, determined at the time of repurchase, but would require recognition of subsequent declines in value. Thus, the fair value election provides for a more timely recognition of any potential future recoveries in asset values while not affecting the requirement to recognize subsequent declines in value.

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The following table reflects the differences between the fair value carrying amount of residential real estate loans held for sale measured at fair value in accordance with management’s election and the aggregate unpaid principal amount FHN is contractually entitled to receive at maturity.

DIFFERENCES BETWEEN FAIR VALUE CARRYING AMOUNTS AND CONTRACTUAL AMOUNTS OF RESIDENTIAL REAL ESTATE LOANS REPORTED AT FAIR VALUE
	June 30, 2024
(Dollars in millions)	Fair value carrying amount		Aggregate unpaid principal		Fair value carrying amount less aggregate unpaid principal
Residential real estate loans held for sale reported at fair value:
Total loans	$	117	$	121	$	(4)
Nonaccrual loans	3		5		(2)
Loans 90 days or more past due and still accruing	1		1		—
	December 31, 2023
(Dollars in millions)	Fair value carrying amount		Aggregate unpaid principal		Fair value carrying amount less aggregate unpaid principal
Residential real estate loans held for sale reported at fair value:
Total loans	$	68	$	73	$	(5)
Nonaccrual loans	2		5		(3)
Loans 90 days or more past due and still accruing	1		1		—

Assets and liabilities accounted for under the fair value election are initially measured at fair value with subsequent changes in fair value recognized in earnings. Such changes in the fair value of assets and liabilities for which FHN elected the fair value option are included in current period earnings with classification in the income statement line item reflected in the following table:

CHANGES IN FAIR VALUE RECOGNIZED IN NET INCOME
	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions)	2024		2023		2024		2023
Changes in fair value included in net income:
Mortgage banking noninterest income
Loans held for sale	$	1	$	—	$	1	$	1

For the three and six months ended June 30, 2024 and 2023, the amount for residential real estate loans held for sale included an insignificant amount of gains in pre-tax earnings that are attributable to changes in instrument-specific credit risk. The portion of the fair value adjustments related to credit risk was determined based on estimated default rates and estimated loss severities. Interest income on residential real estate loans held for sale measured at fair value is calculated based on the note rate of the loan and is recorded in the interest income section of the Consolidated Statements of Income as interest on loans held for sale.

Determination of Fair Value

Fair values are based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the

measurement date. The following describes the assumptions and methodologies used to estimate the fair value of financial instruments recorded at fair value in the Consolidated Balance Sheets and for estimating the fair value of financial instruments for which fair value is disclosed.

Short-term financial assets

Federal funds sold, securities purchased under agreements to resell, and interest-bearing deposits with other financial institutions and the Federal Reserve are carried at historical cost. The carrying amount is a reasonable estimate of fair value because of the relatively short time between the origination of the instrument and its expected realization.

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Trading securities and trading liabilities

Trading securities and trading liabilities are recognized at fair value through current earnings. Trading inventory held for broker-dealer operations is included in trading securities and trading liabilities. Broker-dealer long positions are valued at bid price in the bid-ask spread. Short positions are valued at the ask price. Inventory positions are valued using observable inputs including current market transactions, benchmark yields, credit spreads, and consensus prepayment speeds. Trading loans are valued using observable inputs including current market transactions, swap rates, mortgage rates, and consensus prepayment speeds.

Trading securities - SBA interest-only strips

Interest-only strips are valued at fair value based on an income approach using an internal valuation model. The internal valuation model includes assumptions regarding projections of future cash flows, prepayment rates, default rates and interest-only strip terms. These securities bear the risk of loan prepayment or default that may result in FHN not recovering all or a portion of its recorded investment. When appropriate, valuations are adjusted for various factors including default or prepayment status of the underlying SBA loans. Because of the inherent uncertainty of valuation, those estimated values may be higher or lower than the values that would have been used had a ready market for the securities existed, and may change in the near term.

Securities available for sale and held to maturity

Valuations of debt securities are performed using observable inputs obtained from market transactions in similar securities. Typical inputs include benchmark yields, consensus prepayment speeds, and credit spreads. Trades from similar securities and broker quotes are used to support these valuations.

Loans held for sale

FHN determines the fair value of loans held for sale using either current transaction prices or discounted cash flow models. Fair values are determined using current transaction prices and/or values on similar assets when available, including committed bids for specific loans or loan portfolios. Uncommitted bids may be adjusted based on other available market information.

Fair value of residential real estate loans held for sale determined using a discounted cash flow model incorporates both observable and unobservable inputs. Inputs in the discounted cash flow model include current mortgage rates for similar products, estimated prepayment rates, foreclosure losses, and various loan performance measures (delinquency, LTV, credit score). Adjustments for delinquency and other differences in loan characteristics are typically reflected in the model’s discount rates. Loss severity trends and the value of

underlying collateral are also considered in assessing the appropriate fair value for severely delinquent loans and loans in foreclosure. The valuation of HELOCs also incorporates estimated cancellation rates for loans expected to become delinquent.

Non-mortgage consumer loans held for sale are valued using committed bids for specific loans or loan portfolios or current market pricing for similar assets with adjustments for differences in credit standing (delinquency, historical default rates for similar loans), yield, collateral values and prepayment rates. If pricing for similar assets is not available, a discounted cash flow methodology is utilized, which incorporates all of these factors into an estimate of investor required yield for the discount rate.

FHN utilizes quoted market prices of similar instruments or broker and dealer quotations to value the SBA and USDA guaranteed loans. FHN values SBA-unguaranteed interests in loans held for sale based on individual loan characteristics, such as industry type and pay history which generally follows an income approach. Furthermore, these valuations are adjusted for changes in prepayment estimates and are reduced due to restrictions on trading. The fair value of other non-residential real estate loans held for sale is approximated by their carrying values based on current transaction values.

Mortgage loans held for investment at fair value option

The fair value of mortgage loans held for investment at fair value option is determined by a third party using a discounted cash flow model using various assumptions about future loan performance (constant prepayment rate, constant default rate and loss severity trends) and market discount rates.

Loans held for investment

The fair values of mortgage loans are estimated using an exit price methodology that is based on present values using the interest rate that would be charged for a similar loan to a borrower with similar risk, weighted for varying maturity dates and adjusted for a liquidity discount based on the estimated time period to complete a sale transaction with a market participant.

Other loans and leases are valued based on present values using the interest rate that would be charged for a similar instrument to a borrower with similar risk, applicable to each category of instruments, and adjusted for a liquidity discount based on the estimated time period to complete a sale transaction with a market participant.

For loans measured using the estimated fair value of collateral less costs to sell, fair value is estimated using appraisals of the collateral. Collateral values are monitored and additional write-downs are recognized if it is determined that the estimated collateral values have declined further. Estimated costs to sell are based on

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current amounts of disposal costs for similar assets. Carrying value is considered to reflect fair value for these loans.

Derivative assets and liabilities

The fair value for forwards and futures contracts is based on current transactions involving identical securities. Futures contracts are exchange-traded and thus have no credit risk factor assigned as the risk of non-performance is limited to the clearinghouse used.

Valuations of other derivatives (primarily interest rate contracts) are based on inputs observed in active markets for similar instruments. Typical inputs include benchmark yields, option volatility and option skew. Centrally cleared derivatives are discounted using SOFR as required by clearinghouses. In measuring the fair value of these derivative assets and liabilities, FHN has elected to consider credit risk based on the net exposure to individual counterparties. Credit risk is mitigated for these instruments through the use of mutual margining and master netting agreements as well as collateral posting requirements. For derivative contracts with daily cash margin requirements that are considered settlements, the daily margin amount is netted within derivative assets or liabilities. Any remaining credit risk related to interest rate derivatives is considered in determining fair value through evaluation of additional factors such as client loan grades and debt ratings. Foreign currency related derivatives also utilize observable exchange rates in the determination of fair value. The determination of fair value for FHN’s derivative liabilities associated with its prior sales of Visa Class B shares are classified within Level 3 in the fair value measurements disclosure as previously discussed in the unobservable inputs discussion.

The fair value of risk participations is determined in reference to the fair value of the related derivative contract between the borrower and the lead bank in the participation structure, which is determined consistent with the valuation process discussed above. This value is adjusted for the pro rata portion of the reference derivative’s notional value and an assessment of credit risk for the referenced borrower.

OREO

OREO primarily consists of properties that have been acquired in satisfaction of debt. These properties are carried at the lower of the outstanding loan amount or estimated fair value less estimated costs to sell the real estate. Estimated fair value is determined using appraised values with subsequent adjustments for deterioration in values that are not reflected in the most recent appraisal.

Other assets

For disclosure purposes, other assets consist of tax credit investments, FRB and FHLB Stock, deferred compensation mutual funds and equity investments (including other

mutual funds) with readily determinable fair values. For periods prior to 2024, tax credit investments accounted for under the equity method were written down to estimated fair value quarterly based on the estimated value of the associated tax credits which incorporated estimates of required yield for hypothetical investors. Subsequent to 2023, the fair value of tax credit investments is estimated using recent transaction information with adjustments for differences in individual investments. Deferred compensation mutual funds are recognized at fair value, which is based on quoted prices in active markets. Investments in the stock of the Federal Reserve Bank and Federal Home Loan Banks are recognized at historical cost in the Consolidated Balance Sheets which is considered to approximate fair value. Investments in mutual funds are measured at the funds’ reported closing net asset values. Investments in equity securities are valued using quoted market prices when available.

Defined maturity deposits

The fair value of these deposits is estimated by discounting future cash flows to their present value. Future cash flows are discounted by using the current market rates of similar instruments applicable to the remaining maturity. For disclosure purposes, defined maturity deposits include all time deposits.

Short-term financial liabilities

The fair value of federal funds purchased, securities sold under agreements to repurchase, and other short-term borrowings are approximated by the book value. The carrying amount is a reasonable estimate of fair value because of the relatively short time between the origination of the instrument and its expected realization.

Loan commitments

Fair values of these commitments are based on fees charged to enter into similar agreements taking into account the remaining terms of the agreements and the counterparties’ credit standing.

Other commitments

Fair values of these commitments are based on fees charged to enter into similar agreements.

The following fair value estimates are determined as of a specific point in time utilizing various assumptions and estimates. The use of assumptions and various valuation techniques, as well as the absence of secondary markets for certain financial instruments, reduces the comparability of fair value disclosures between financial institutions. Due to market illiquidity, the fair values for loans and leases, loans held for sale, and term borrowings as of June 30, 2024 and December 31, 2023, involve the use of significant internally-developed pricing assumptions for certain components of these line items. The assumptions and valuations utilized for this disclosure are

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considered to reflect inputs that market participants would use in transactions involving these instruments as of the measurement date. The valuations of legacy assets, particularly consumer loans and TRUPS loans within the Corporate segment, are influenced by changes in economic conditions since origination and risk perceptions of the financial sector. These considerations affect the estimate of a potential acquirer’s cost of capital and cash flow volatility assumptions from these assets and the resulting fair value measurements may depart significantly from FHN’s internal estimates of the intrinsic value of these assets.

Assets and liabilities that are not financial instruments have not been included in the following table such as the

value of long-term relationships with deposit and trust clients, premises and equipment, goodwill and other intangibles, deferred taxes, and certain other assets and other liabilities. Additionally, these measurements are solely for financial instruments as of the measurement date and do not consider the earnings potential of our various business lines. Accordingly, the total of the fair value amounts does not represent, and should not be construed to represent, the underlying value of FHN.

The following table summarizes the book value and estimated fair value of financial instruments recorded in the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023:

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BOOK VALUE AND ESTIMATED FAIR VALUE OF FINANCIAL INSTRUMENTS
	June 30, 2024
	Book Value		Fair Value
(Dollars in millions)			Level 1		Level 2		Level 3		Total
Assets:
Loans and leases, net of allowance for loan and lease losses
Commercial:
Commercial, financial and industrial	$	33,108	$	—	$	—	$	32,427	$	32,427
Commercial real estate	14,448		—		—		14,214		14,214
Consumer:
Consumer real estate	13,678		—		—		13,004		13,004
Credit card and other	726		—		—		717		717
Total loans and leases, net of allowance for loan and lease losses	61,960		—		—		60,362		60,362
Short-term financial assets:
Interest-bearing deposits with banks	1,452		1,452		—		—		1,452
Federal funds sold	63		—		63		—		63
Securities purchased under agreements to resell	424		—		424		—		424
Total short-term financial assets	1,939		1,452		487		—		1,939
Trading securities (a)	1,249		—		1,233		16		1,249
Loans held for sale:
Mortgage loans (elected fair value) (a)	117		—		102		15		117
USDA & SBA loans - LOCOM	327		—		327		—		327
Mortgage loans - LOCOM	27		—		—		27		27
Total loans held for sale	471		—		429		42		471
Securities available for sale (a)	7,924		—		7,924		—		7,924
Securities held to maturity	1,297		—		1,108		—		1,108
Derivative assets (a)	640		6		634		—		640
Other assets:
Tax credit investments	668		—		—		656		656
Deferred compensation mutual funds	107		107		—		—		107
Equity, mutual funds, and other (b)	323		34		—		289		323
Total other assets	1,098		141		—		945		1,086
Total assets	$	76,578	$	1,599	$	11,815	$	61,365	$	74,779
Liabilities:
Defined maturity deposits	$	7,163	$	—	$	7,205	$	—	$	7,205
Trading liabilities (a)	423		—		423		—		423
Short-term financial liabilities:
Federal funds purchased	624		—		624		—		624
Securities sold under agreements to repurchase	1,948		—		1,948		—		1,948
Other short-term borrowings	1,943		—		1,943		—		1,943
Total short-term financial liabilities	4,515		—		4,515		—		4,515
Term borrowings:
Real estate investment trust-preferred	47		—		—		47		47
Term borrowings—new market tax credit investment	83		—		—		78		78
Secured borrowings	9		—		—		9		9
Junior subordinated debentures	151		—		—		150		150
Other long-term borrowings	885		—		847		—		847
Total term borrowings	1,175		—		847		284		1,131
Derivative liabilities (a)	808		5		785		18		808
Total liabilities	$	14,084	$	5	$	13,775	$	302	$	14,082

(a)Classes are detailed in the recurring and nonrecurring measurement tables.

(b)Level 1 primarily consists of mutual funds with readily determinable fair values. Level 3 includes restricted investments in FHLB-Cincinnati stock of $86 million and FRB stock of $203 million.

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PART I, ITEM 1. FINANCIAL STATEMENTS
Table of Contents	NOTE 16—FAIR VALUE OF ASSETS AND LIABILITIES

	December 31, 2023
	Book Value		Fair Value
(Dollars in millions)			Level 1		Level 2		Level 3		Total
Assets:
Loans and leases, net of allowance for loan and lease losses
Commercial:
Commercial, financial and industrial	$	32,294	$	—	$	—	$	31,673	$	31,673
Commercial real estate	14,044		—		—		13,831		13,831
Consumer:
Consumer real estate	13,417		—		—		12,605		12,605
Credit card and other	764		—		—		742		742
Total loans and leases, net of allowance for loan and lease losses	60,519		—		—		58,851		58,851
Short-term financial assets:
Interest-bearing deposits with banks	1,328		1,328		—		—		1,328
Federal funds sold	200		—		200		—		200
Securities purchased under agreements to resell	519		—		519		—		519
Total short-term financial assets	2,047		1,328		719		—		2,047
Trading securities (a)	1,412		—		1,399		13		1,412
Loans held for sale:
Mortgage loans (elected fair value) (a)	68		—		42		26		68
USDA & SBA loans - LOCOM	406		—		407		—		407
Mortgage loans - LOCOM	28		—		—		28		28
Total loans held for sale	502		—		449		54		503
Securities available for sale (a)	8,391		—		8,391		—		8,391
Securities held to maturity	1,323		—		1,161		—		1,161
Derivative assets (a)	577		9		568		—		577
Other assets:
Tax credit investments	665		—		—		653		653
Deferred compensation mutual funds	102		102		—		—		102
Equity, mutual funds, and other (b)	261		34		—		227		261
Total other assets	1,028		136		—		880		1,016
Total assets	$	75,799	$	1,473	$	12,687	$	59,798	$	73,958
Liabilities:
Defined maturity deposits	$	6,804	$	—	$	6,851	$	—	$	6,851
Trading liabilities (a)	509		—		509		—		509
Short-term financial liabilities:
Federal funds purchased	302		—		302		—		302
Securities sold under agreements to repurchase	1,921		—		1,921		—		1,921
Other short-term borrowings	326		—		326		—		326
Total short-term financial liabilities	2,549		—		2,549		—		2,549
Term borrowings:
Real estate investment trust-preferred	47		—		—		47		47
Term borrowings—new market tax credit investment	65		—		—		60		60
Secured borrowings	3		—		—		3		3
Junior subordinated debentures	150		—		—		150		150
Other long-term borrowings	885		—		824		—		824
Total term borrowings	1,150		—		824		260		1,084
Derivative liabilities (a)	699		10		666		23		699
Total liabilities	$	11,711	$	10	$	11,399	$	283	$	11,692

(a)Classes are detailed in the recurring and nonrecurring measurement tables.

(b)Level 1 primarily consists of mutual funds with readily determinable fair values. Level 3 includes restricted investments in FHLB-Cincinnati stock of $24 million and FRB stock of $203 million.

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Table of Contents	NOTE 16—FAIR VALUE OF ASSETS AND LIABILITIES

The following table presents the contractual amount and fair value of unfunded loan commitments and standby and other commitments as of June 30, 2024 and December 31, 2023:

UNFUNDED COMMITMENTS
	Contractual Amount				Fair Value
(Dollars in millions)	June 30, 2024		December 31, 2023		June 30, 2024		December 31, 2023
Unfunded Commitments:
Loan commitments	$	21,990	$	24,579	$	1	$	1
Standby and other commitments	752		746		7		8

72 2Q24 FORM 10-Q REPORT

PART I, ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS (MD&A)

Item 2.     Management's Discussion and
Analysis of Financial Condition and Results of Operations

TABLE OF ITEM 2 TOPICS

Introduction	74
Executive Overview	74
Results of Operations	76
Analysis of Financial Condition	85
Capital	97
Risk Management	99
Repurchase Obligations	103
Market Uncertainties and Prospective Trends	104
Critical Accounting Policies and Estimates	108
Accounting Changes	108
Non-GAAP Information	110

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PART I, ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS (MD&A)

Introduction

First Horizon Corporation (NYSE common stock trading symbol “FHN”) is a financial holding company headquartered in Memphis, Tennessee. FHN’s principal subsidiary, and only banking subsidiary, is First Horizon Bank. Through the Bank and other subsidiaries, FHN offers commercial, private banking, consumer, small business, wealth and trust management, retail brokerage, capital markets, fixed income, and mortgage banking services.

At June 30, 2024, FHN had over 450 business locations in 24 states, including over 400 banking centers in 12 states, and employed approximately 7,300 associates.

This MD&A should be read in conjunction with the accompanying unaudited Consolidated Financial Statements and Notes to Consolidated Financial Statements in Part I, Item 1, as well as other information contained in this document and FHN's 2023 Annual Report on Form 10-K.

Executive Overview

Significant Events and Transactions

Preferred Stock Redemption

On May 1, 2024, FHN redeemed all outstanding shares of its Series D Preferred Stock. The difference between the $100 million outstanding liquidation preference amount and the $94 million carrying value of the Series D Preferred Stock along with the related share repurchase tax resulted in $7 million in deemed dividends that were

included in net income available to common shareholders and EPS for the three and six months ended June 30, 2024. The Series D Preferred Stock did not qualify as Tier 1 capital because the earliest redemption date was less than five years from the issuance date. Therefore, the redemption did not impact FHN's regulatory capital ratios. See Note 7 — Preferred Stock for more information.

Financial Performance Summary

Second Quarter 2024 Highlights

FHN reported second quarter 2024 net income available to common shareholders of $184 million, or $0.34 per diluted share, compared to $184 million, or $0.33 per diluted share, in first quarter 2024 and $317 million, or $0.56 per diluted share, in second quarter 2023.

Net interest income of $629 million increased $4 million compared to first quarter 2024 from the benefit of higher loan volumes and yields, partially offset by continued mix shift within interest-bearing deposit products, higher use of wholesale funds, and seasonally lower public fund DDA. Net interest income declined $1 million compared to second quarter 2023 driven by the impact of higher funding costs partially offset by higher yields on earning assets.

Provision for credit losses was $55 million for second quarter 2024 compared to $50 million for both first quarter 2024 and second quarter 2023. Net charge-offs were $34 million, or 22 basis points, compared to $40 million, or 27 basis points, in first quarter 2024 and $23 million, or 16 basis points, in second quarter 2023.

Noninterest income of $186 million decreased $8 million compared to first quarter 2024 largely driven by a decrease in fixed income production partially offset by higher traditional banking fees. Noninterest income for second quarter 2024 decreased $214 million, or 54%,

compared to second quarter 2023, primarily driven by the gain on merger termination in 2023.

Noninterest expense of $500 million decreased $15 million from first quarter 2024, largely reflecting lower personnel and deposit insurance expense partially offset by increases in outside services expense. Compared with second quarter 2023, noninterest expense decreased $55 million, or 10%, largely reflecting a decline tied to the $50 million contribution to the First Horizon Foundation in second quarter 2023.

Year-to-Date and Period End Highlights

For the six months ended June 30, 2024, net income available to common shareholders was $368 million, or $0.67 per diluted share, compared to $560 million, or $1.00 per diluted share, for the six months ended June 30, 2023.

Net interest income decreased $65 million largely driven by higher funding costs partially offset by higher earning asset yields and loan growth.

Provision for credit losses of $105 million increased $5 million for the year-to-date period of 2024 compared to the same period of 2023.

Noninterest income decreased $190 million, or 33%, primarily from the gain on merger termination in 2023,

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PART I, ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS (MD&A)

partially offset by higher fixed income and mortgage banking income.

Noninterest expense decreased $18 million, or 2%, largely attributable to lower contributions expense tied to the $50 million contribution made to the First Horizon Foundation in 2023 and $15 million in Visa derivative valuation expense in 2023, partially offset by higher personnel expense, deposit insurance expense and legal and professional fees.

Period-end loans and leases of $62.8 billion increased $1.5 billion, or 2%, from December 31, 2023 as commercial loan growth of $1.3 billion was driven by growth in loans to mortgage companies and CRE loans.

Period-end deposits of $64.8 billion decreased $986 million compared to December 31, 2023. Interest-bearing

deposits decreased $130 million and noninterest-bearing deposits decreased $856 million.

Tier 1 risk-based capital and total risk-based capital ratios at June 30, 2024 were 12.05% and 13.67%, down from 12.42% and 13.96% at December 31, 2023, respectively. The CET1 ratio was 11.05% at June 30, 2024 compared to 11.40% at December 31, 2023.

The following portions of this MD&A focus in more detail on the results of operations for the three and six months ended June 30, 2024, the three months ended March 31, 2024, and the three and six months ended June 30, 2023 and on information about FHN's financial condition, loan and lease portfolio, liquidity, funding sources, capital and other matters.

Table I.2.1

KEY PERFORMANCE INDICATORS

	As of or for the three months ended									As of or for the six months ended
(Dollars in millions, except per share data)	June 30, 2024			March 31, 2024			June 30, 2023			June 30, 2024			June 30, 2023
Pre-provision net revenue (a)	$	315		$	304		$	475		$	619		$	856
Diluted earnings per common share	$	0.34		$	0.33		$	0.56		$	0.67		$	1.00
Return on average assets (b)	1.00		%	0.97		%	1.60		%	0.99		%	1.46		%
Return on average common equity (c)	8.98		%	8.76		%	16.40		%	8.87		%	14.91		%
Return on average tangible common equity (a) (d)	11.29		%	10.95		%	21.10		%	11.12		%	19.33		%
Net interest margin (e)	3.38		%	3.37		%	3.38		%	3.38		%	3.62		%
Noninterest income to total revenue (f)	22.75		%	23.72		%	38.80		%	23.24		%	30.21		%
Efficiency ratio (g)	61.44		%	62.92		%	53.89		%	62.18		%	54.70		%
Allowance for loan and lease losses to total loans and leases	1.31		%	1.27		%	1.20		%	1.31		%	1.20		%
Net charge-offs (recoveries) to average loans and leases (annualized)	0.22		%	0.27		%	0.16		%	0.24		%	0.13		%
Total period-end equity to period-end assets	10.89		%	11.21		%	10.53		%	10.89		%	10.53		%
Tangible common equity to tangible assets (a)	8.14		%	8.33		%	7.71		%	8.14		%	7.71		%
Cash dividends declared per common share	$	0.15		$	0.15		$	0.15		$	0.30		$	0.30
Book value per common share	$	15.34		$	15.23		$	14.58		$	15.34		$	14.58
Tangible book value per common share (a)	$	12.22		$	12.16		$	11.50		$	12.22		$	11.50
Common equity Tier 1	11.05		%	11.31		%	11.08		%	11.05		%	11.08		%
Market capitalization	$	8,467		$	8,449		$	6,296		$	8,467		$	6,296

(a)    Represents a non-GAAP measure which is reconciled in the non-GAAP to GAAP reconciliation in Table I.2.26.

(b)    Calculated using annualized net income divided by average assets.

(c)    Calculated using annualized net income available to common shareholders divided by average common equity.

(d)    Calculated using annualized net income available to common shareholders divided by average tangible common equity.

(e)    Net interest margin is computed using total net interest income adjusted to an FTE basis assuming a statutory federal income tax rate of 21% and, where applicable, state income taxes.

(f)    Ratio is noninterest income excluding securities gains (losses) to total revenue excluding securities gains (losses).

(g)    Ratio is noninterest expense to total revenue excluding securities gains (losses).

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PART I, ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS (MD&A)

Results of Operations

Net Interest Income

Net interest income is FHN's largest source of revenue and is the difference between the interest earned on interest-earning assets (generally loans, leases and investment securities) and the interest expense incurred in connection with interest-bearing liabilities (generally deposits and borrowed funds). The level of net interest income is primarily a function of the difference between the effective yield on average interest-earning assets and the effective cost of interest-bearing liabilities. These factors are influenced by the pricing and mix of interest-earning assets and interest-bearing liabilities which, in turn, are impacted by external factors such as local economic conditions, competition for loans and deposits, the monetary policy of the FRB and market interest rates.

The following tables present the major components of net interest income and net interest margin:

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PART I, ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS (MD&A)

Table I.2.2

QUARTER-TO-DATE AVERAGE BALANCES, NET INTEREST INCOME & YIELDS/RATES

	Three Months Ended
(Dollars in millions)	June 30, 2024						March 31, 2024						June 30, 2023
	Average Balance		Interest Income/Expense		Yield/Rate		Average Balance		Interest Income/Expense		Yield/Rate		Average Balance		Interest Income/Expense		Yield/Rate
Assets:
Loans and leases:
Commercial loans and leases	$	47,485	$	799	6.78	%	$	46,756	$	782	6.73	%	$	46,051	$	727	6.34	%
Consumer loans	14,544		179		4.91		14,396		173		4.80		13,873		153		4.39
Total loans and leases	62,029		978		6.34		61,152		955		6.28		59,924		880		5.89
Loans held for sale	462		9		7.50		454		9		7.80		731		14		7.58
Investment securities	9,261		60		2.58		9,590		61		2.54		10,192		63		2.49
Trading securities	1,367		21		6.30		1,245		20		6.48		1,110		19		6.67
Federal funds sold	55		1		5.64		73		1		5.63		41		1		5.58
Securities purchased under agreements to resell	621		8		5.28		471		6		5.09		238		2		4.73
Interest-bearing deposits with banks	1,448		20		5.46		1,793		25		5.46		3,110		40		5.13
Total earning assets / Total interest income	$	75,243	$	1,097	5.86	%	$	74,778	$	1,077	5.78	%	$	75,346	$	1,019	5.42	%
Cash and due from banks	904						948						1,024
Goodwill and other intangible assets, net	1,680						1,691						1,726
Premises and equipment, net	585						587						598
Allowance for loan and lease losses	(810)						(789)						(728)
Other assets	4,119						4,028						4,338
Total assets	$	81,721					$	81,243					$	82,304
Liabilities and Shareholders' Equity:
Interest-bearing deposits:
Savings	$	25,462	$	208	3.29	%	$	25,390	$	206	3.27	%	$	21,542	$	141	2.63	%
Other interest-bearing deposits	16,484		117		2.86		16,735		119		2.86		14,719		75		2.06
Time deposits	6,683		74		4.45		6,628		73		4.42		5,520		49		3.56
Total interest-bearing deposits	48,629		399		3.30		48,753		398		3.28		41,781		265		2.55
Federal funds purchased	531		7		5.53		339		5		5.50		330		4		5.15
Securities sold under agreements to repurchase	1,677		17		3.99		1,675		16		3.98		1,304		11		3.39
Trading liabilities	605		7		4.46		462		5		4.31		216		2		3.82
Other short-term borrowings	1,267		17		5.48		537		7		5.43		6,365		84		5.25
Term borrowings	1,170		17		5.64		1,156		17		5.71		1,428		19		5.21
Total interest-bearing liabilities / Total interest expense	$	53,879	$	464	3.46	%	$	52,922	$	448	3.40	%	$	51,424	$	385	3.00	%
Noninterest-bearing liabilities:
Noninterest-bearing deposits	16,332						16,626						19,664
Other liabilities	2,561						2,444						2,187
Total liabilities	72,772						71,992						73,275
Shareholders' equity	8,654						8,956						8,734
Noncontrolling interest	295						295						295
Total shareholders' equity	8,949						9,251						9,029
Total liabilities and shareholders' equity	$	81,721					$	81,243					$	82,304
Net earnings assets / Net interest income (TE) / Net interest spread	$	21,364	$	633	2.40	%	$	21,856	$	629	2.38	%	$	23,922	$	634	2.42	%
Taxable equivalent adjustment			(4)		0.98				(4)		0.99				(4)		0.96
Net interest income / Net interest margin (a)			$	629	3.38	%			$	625	3.37	%			$	630	3.38	%

(a) Calculated using total net interest income adjusted for FTE assuming a statutory federal income tax rate of 21% and, where applicable, state income taxes.

77 2Q24 FORM 10-Q REPORT

PART I, ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS (MD&A)

Second Quarter 2024 versus First Quarter 2024

Net interest income of $629 million in second quarter 2024 increased $4 million from first quarter 2024 and the net interest margin increased 1 basis point to 3.38% from the benefit of higher loan volumes and yields, partially offset by continued mix shift within interest-bearing deposit products, increased use of wholesale funds, and seasonally lower public fund DDA. Loan yield increased 6 basis points and the cost of interest-bearing deposits increased 2 basis points.

Average earning assets of $75.2 billion in second quarter 2024 increased $465 million from first quarter 2024 largely due to an $877 million increase in average loans and leases, a $150 million increase in average securities purchased under agreements to resell and a $122 million increase in average trading securities, partially offset by a $345 million decrease in average interest-bearing deposits with banks and a $329 million decrease in average investment securities. Average interest-bearing liabilities increased $957 million largely reflecting a $730 million

increase in other short-term borrowings and a $192 million increase in federal funds purchased.

Second Quarter 2024 versus Second Quarter 2023

Net interest income decreased $1 million from second quarter 2023 and the net interest margin remained unchanged at 3.38% in second quarter 2024, driven by the impact of higher funding costs partially offset by higher yields on earning assets. Funding costs increased 46 basis points while yields on earning assets increased 44 basis points.

Average earning assets decreased $103 million from second quarter 2023 largely attributable to a $2.1 billion increase in average loans and leases offset by a $1.7 billion decrease in average interest-bearing deposits with banks and a $931 million decrease in average investment securities. Average interest-bearing liabilities increased $2.5 billion largely driven by a $6.8 billion increase in average interest-bearing deposits partially offset by a $5.1 billion decrease in average other short-term borrowings.

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PART I, ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS (MD&A)

Table I.2.3

YEAR-TO-DATE AVERAGE BALANCES, NET INTEREST INCOME & YIELDS/RATES

	Six Months Ended
	June 30, 2024						June 30, 2023
(Dollars in millions)	Average Balance		Interest Income/Expense		Yield/Rate		Average Balance		Interest Income/Expense		Yield/Rate
Assets:
Loans and leases:
Commercial loans and leases	$	47,120	$	1,582	6.75	%	$	45,453	$	1,395	6.19	%
Consumer loans	14,471		351		4.85		13,551		294		4.33
Total loans and leases	61,591		1,933		6.31		59,004		1,689		5.77
Loans held for sale	458		17		7.65		664		24		7.35
Investment securities	9,425		121		2.56		10,227		126		2.47
Trading securities	1,306		42		6.38		1,197		38		6.43
Federal funds sold	64		2		5.63		44		2		5.38
Securities purchased under agreements to resell	546		14		5.20		291		5		4.44
Interest-bearing deposits with banks	1,620		44		5.46		2,294		57		4.96
Total earning assets / Total interest income	$	75,010	$	2,173	5.82	%	$	73,721	$	1,941	5.30	%
Cash and due from banks	926						1,030
Goodwill and other intangible assets, net	1,685						1,732
Premises and equipment, net	586						602
Allowance for loan and lease losses	(799)						(710)
Other assets	4,074						4,207
Total assets	$	81,482					$	80,582
Liabilities and Shareholders' Equity:
Interest-bearing liabilities:
Interest-bearing deposits:
Savings	$	25,426	$	414	3.28	%	$	21,682	$	238	2.21	%
Other interest-bearing deposits	16,609		236		2.86		14,754		133		1.83
Time deposits	6,656		147		4.44		4,435		65		2.96
Total interest-bearing deposits	48,691		797		3.29		40,871		436		2.15
Federal funds purchased	435		12		5.52		395		9		4.86
Securities sold under agreements to repurchase	1,675		33		3.99		1,176		18		3.04
Trading liabilities	534		12		4.40		270		5		3.83
Other short-term borrowings	902		25		5.46		4,288		109		5.14
Term borrowings	1,163		33		5.68		1,514		39		5.09
Total interest-bearing liabilities / Total interest expense	$	53,400	$	912	3.43	%	$	48,514	$	616	2.56	%
Noninterest-bearing liabilities:
Noninterest-bearing deposits	16,479						20,962
Other liabilities	2,503						2,237
Total liabilities	72,382						71,713
Shareholders' equity	8,805						8,574
Noncontrolling interest	295						295
Total shareholders' equity	9,100						8,869
Total liabilities and shareholders' equity	$	81,482					$	80,582
Net earnings assets / Net interest income (TE) / Net interest spread	$	21,610	$	1,261	2.39	%	$	25,207	$	1,325	2.74	%
Taxable equivalent adjustment			(8)		0.99				(7)		0.88
Net interest income / Net interest margin (a)			$	1,253	3.38	%			$	1,318	3.62	%

(a) Calculated using total net interest income adjusted for FTE assuming a statutory federal income tax rate of 21% and, where applicable, state income taxes.

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For the six months ended June 30, 2024, net interest income of $1.3 billion decreased $65 million from the same period one year ago largely driven by higher funding costs partially offset by higher earning asset yields and loan growth.

Total average earning assets increased $1.3 billion in the first six months of 2024 largely driven by average loan growth of $2.6 billion partially offset by lower levels of investment securities and interest-bearing cash.

The year-to-date net interest margin of 3.38% decreased 24 basis points compared to 3.62% for the same period of 2023 as earning asset yields increased 52 basis points and the cost of interest-bearing liabilities increased 87 basis points.

Noninterest Income

The following table presents the significant components of noninterest income for each of the periods presented:

Table I.2.4

NONINTEREST INCOME

	Three Months Ended						2Q24 vs. 1Q24				2Q24 vs. 2Q23
(Dollars in millions)	June 30, 2024		March 31, 2024		June 30, 2023		$ Change		% Change		$ Change		% Change
Noninterest income:
Deposit transactions and cash management	$	44	$	44	$	45	$	—	—	%	$	(1)	(2)	%
Fixed income	40		52		30		(12)		(23)		10		33
Brokerage, management fees and commissions	25		24		22		1		4		3		14
Card and digital banking fees	20		19		21		1		5		(1)		(5)
Other service charges and fees	14		13		14		1		8		—		—
Trust services and investment management	12		11		12		1		9		—		—
Mortgage banking income	10		9		6		1		11		4		67
Securities gains (losses), net	1		—		—		1		100		1		100
Gain on merger termination	—		—		225		—		—		(225)		(100)
Other income	20		22		25		(2)		(9)		(5)		(20)
Total noninterest income	$	186	$	194	$	400	$	(8)	(4)	%	$	(214)	(54)	%

Second Quarter 2024 versus First Quarter 2024

Noninterest income of $186 million decreased $8 million, or 4%, from first quarter 2024, largely driven by a decrease in fixed income production partially offset by higher traditional banking fees.

Fixed income of $40 million decreased $12 million from the prior quarter driven by a reduction in the market's rate cut expectations and lower portfolio restructuring activity. Fixed income average daily revenue of $488 thousand decreased 33% from $731 thousand in first quarter 2024.

Mortgage banking income of $10 million increased $1 million driven by higher origination volume during the spring home-buying season.

Other income decreased $2 million largely driven by a $6 million decrease in deferred compensation income partially offset by an increase in swap fees.

Second Quarter 2024 versus Second Quarter 2023

Noninterest income for second quarter 2024 decreased $214 million, or 54%, compared to second quarter 2023, primarily driven by the gain on merger termination in 2023.

Fixed income of $40 million increased $10 million from second quarter 2023, largely reflecting more favorable market conditions. Fixed income average daily revenue of $488 thousand increased $140 thousand, or 40%, compared to the same quarter of 2023.

Mortgage banking income of $10 million increased $4 million driven by higher origination volume and improvement in gain-on-sale spreads.

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Table I.2.5

NONINTEREST INCOME

	Six Months Ended
(Dollars in millions)	June 30, 2024		June 30, 2023		$ Change		% Change
Noninterest income:
Fixed income	$	92	$	69	$	23	33	%
Deposit transactions and cash management	88		87		1		1
Brokerage, management fees and commissions	49		44		5		11
Card and digital banking fees	38		40		(2)		(5)
Other service charges and fees	27		27		—		—
Trust services and investment management	24		24		—		—
Mortgage banking income	19		11		8		73
Securities gains (losses), net	1		1		—		—
Gain on merger termination	—		225		(225)		(100)
Other income	43		43		—		—
Total noninterest income	$	381	$	571	$	(190)	(33)	%

For the six months ended June 30, 2024, noninterest income of $381 million decreased $190 million, or 33%, compared to the same period in 2023, primarily from the gain on merger termination in 2023, partially offset by higher fixed income and mortgage banking income.

Fixed income product revenue of $76 million increased $27 million largely driven by more favorable market conditions. Revenue from other products of $16 million decreased $4 million primarily driven by lower investment

advisory fees, reflecting the sale of the assets of FHN Financial Main Street Advisors, and lower derivative sales.

Mortgage banking income of $19 million increased $8 million driven by higher origination volume and gain-on-sale spreads.

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Noninterest Expense

The following tables present the significant components of noninterest expense for each of the periods presented:

Table I.2.6

NONINTEREST EXPENSE

	Three Months Ended						2Q24 vs. 1Q24				2Q24 vs. 2Q23
(Dollars in millions)	June 30, 2024		March 31, 2024		June 30, 2023		$ Change		% Change		$ Change		% Change
Noninterest expense:
Personnel expense	$	279	$	301	$	285	$	(22)	(7)	%	$	(6)	(2)	%
Net occupancy expense	31		31		30		—		—		1		3
Computer software	29		30		28		(1)		(3)		1		4
Operations services	23		21		22		2		10		1		5
Legal and professional fees	18		14		12		4		29		6		50
Deposit insurance expense	16		24		13		(8)		(33)		3		23
Contract employment and outsourcing	14		13		12		1		8		2		17
Advertising and public relations	14		8		17		6		75		(3)		(18)
Amortization of intangible assets	11		11		12		—		—		(1)		(8)
Equipment expense	11		11		10		—		—		1		10
Communications and delivery	8		8		9		—		—		(1)		(11)
Contributions	1		1		53		—		—		(52)		(98)
Other expense	45		42		52		3		7		(7)		(13)
Total noninterest expense	$	500	$	515	$	555	$	(15)	(3)	%	$	(55)	(10)	%

Second Quarter 2024 versus First Quarter 2024

Noninterest expense of $500 million decreased $15 million, or 3%, compared with first quarter 2024.

Personnel expense of $279 million decreased $22 million compared to the linked quarter. Incentive-based compensation decreased $13 million, largely due to lower fixed income revenue and a decline in merger retention expense, partially offset by a true-up to long-term performance awards. Deferred compensation expense decreased $6 million reflecting fluctuations in equity market valuations relative to the linked quarter.

Deposit insurance expense declined $8 million reflecting a reduction in the impact of the FDIC special assessment compared to first quarter 2024.

Advertising and public relations expense increased $6 million largely attributable to elevated levels of expense from the launch of new marketing campaigns for checking accounts in second quarter 2024.

Second Quarter 2024 versus Second Quarter 2023

Noninterest expense of $500 million decreased $55 million, or 10%, from second quarter 2023, largely reflecting a decline related to the $50 million contribution to the First Horizon Foundation in second quarter 2023.

Personnel expense decreased $6 million compared to second quarter 2023. Incentive-based compensation decreased $8 million largely reflecting a decline from 2023 merger-related expense, partially offset by an increase in compensation tied to higher fixed income and mortgage banking revenue. Deferred compensation expense decreased $5 million reflecting fluctuations in equity market valuations relative to the prior year. These decreases were partially offset by an increase of $7 million in salaries and benefits largely attributable to annual merit adjustments.

Legal and professional fees increased $6 million largely attributable to strategic investment initiatives in second quarter 2024.

Advertising and public relations expense decreased $3 million largely attributable to strategy and timing differences for various advertising campaigns when comparing the periods.

Other expense decreased $7 million largely from derivative valuation adjustments related to prior Visa Class-B share sales in second quarter 2023.

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Table I.2.7

NONINTEREST EXPENSE

	Six Months Ended
(Dollars in millions)	June 30, 2024		June 30, 2023		$ Change		% Change
Noninterest expense:
Personnel expense	$	580	$	556	$	24	4	%
Net occupancy expense	62		61		1		2
Computer software	59		55		4		7
Operations services	45		44		1		2
Legal and professional fees	33		20		13		65
Deposit insurance expense	40		26		14		54
Contract employment and outsourcing	28		24		4		17
Advertising and public relations	22		31		(9)		(29)
Amortization of intangible assets	22		24		(2)		(8)
Equipment expense	22		21		1		5
Communications and delivery	16		18		(2)		(11)
Contributions	2		57		(55)		(96)
Other expense	84		96		(12)		(13)
Total noninterest expense	$	1,015	$	1,033	$	(18)	(2)	%

For the six months ended June 30, 2024, noninterest expense of $1.0 billion decreased $18 million, or 2%, compared to the same period of 2023.

Contributions expense declined $55 million largely attributable to the $50 million contribution made to the First Horizon Foundation in 2023.

Personnel expense of $580 million increased $24 million largely reflecting higher salaries and benefits expense.

Deposit insurance expense of $40 million increased $14 million reflecting the impact of the FDIC special assessment.

Advertising and public relations expense decreased $9 million largely attributable to a new-to-bank deposit

campaign and brand awareness initiatives that were launched during the first half of 2023.

Legal and professional fees increased $13 million largely attributable to third party services for strategic investments.

Other expense decreased $12 million largely driven by $15 million in Visa Class B share derivative valuation expense during 2023.

There were no merger and integration related expenses in the first six months of 2024 compared to $51 million for the same period of 2023.

Provision for Credit Losses

Provision for credit losses includes the provision for loan and lease losses and the provision for unfunded lending commitments. The provision for credit losses is the expense necessary to maintain the ALLL and the accrual for unfunded lending commitments at levels appropriate to absorb management’s estimate of credit losses expected over the life of the loan and lease portfolio and the portfolio of unfunded loan commitments.

Provision for credit losses increased to $55 million for the second quarter 2024 compared to $50 million for both

first quarter 2024 and second quarter 2023. For the six months ended June 30, 2024, provision for credit losses was $105 million compared to $100 million for the same period of 2023. The increase in provision was largely tied to modest grade migration and an evolving macroeconomic forecast. For additional information about general asset quality trends, refer to the Asset Quality section in this MD&A.

Income Taxes

FHN recorded income tax expense of $56 million in second quarter 2024 compared to $57 million in first quarter 2024

and $96 million in second quarter 2023. For the six months ended June 30, 2024 and 2023, FHN recorded

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income tax expense of $113 million and $171 million, respectively.

The effective tax rate was approximately 21.5%, 22.5%, and 22.6% for the three months ended June 30, 2024, March 31, 2024, and June 30, 2023, respectively. The effective tax rate was approximately 22.0% and 22.7% for the six months ended June 30, 2024 and 2023, respectively.

FHN’s effective tax rate is favorably affected by recurring items such as tax credits and other tax benefits from tax credit investments, tax-exempt income, and bank-owned life insurance. The effective rate is unfavorably affected by the non-deductible portions of FDIC premium, executive compensation and merger expenses. FHN’s effective tax rate also may be affected by items that may occur in any given period but are not consistent from period to period, such as changes in unrecognized tax benefits. The rate also may be affected by items resulting from business combinations. For the six months ended June 30, 2023, the increase in the rate was primarily related to the gain on merger termination.

A deferred tax asset or deferred tax liability is recognized for the tax consequences of temporary differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities. The tax consequence is calculated by applying current enacted statutory tax rates to these temporary differences in future years. As of June 30, 2024, FHN’s gross DTA and gross DTL were $776 million and $499 million, respectively, resulting in a net DTA of $277 million at June 30, 2024, compared with a net DTA of $215 million at December 31, 2023.

As of June 30, 2024, FHN had deferred tax asset balances related to federal and state income tax carryforwards of $29 million and $3 million, respectively, which will expire at various dates.

Based on current analysis, FHN believes that its ability to realize the DTA is more likely than not. FHN monitors its DTA and the need for a valuation allowance on a quarterly basis. A significant adverse change in FHN’s taxable earnings outlook could result in the need for a valuation allowance.

Business Segment Results

FHN's reportable segments include Regional Banking, Specialty Banking and Corporate. See Note 12 - Business Segment Information for additional disclosures related to FHN's segments.

Regional Banking

The Regional Banking segment generated pre-tax income of $241 million for second quarter 2024, a decrease of $44 million compared to first quarter 2024. Net interest income of $522 million decreased $10 million driven by a decline in average noninterest-bearing deposits and thus lower earnings credit under the funds transfer pricing methodology, as well as higher interest-bearing deposit costs, partially offset by higher loan balances and yields. Provision for credit losses of $57 million increased $29 million from the prior quarter. Noninterest income increased $4 million compared to the prior quarter. Noninterest expense increased $9 million compared to first quarter 2024 largely from an increase in outside services.

Pre-tax income for second quarter 2024 decreased $101 million compared to $342 million for second quarter 2023. Net interest income decreased $63 million from second quarter 2023 driven by a decline in average noninterest-bearing deposits and thus lower earnings credit under the funds transfer pricing methodology, as well as higher interest-bearing deposit costs, partially offset by higher loan balances and yields. The provision for credit losses increased $21 million. Noninterest expense increased $20 million compared to second quarter 2023 largely due to higher personnel expense and other losses.

Results also reflect a $3 million increase in noninterest income compared to second quarter 2023.

Pre-tax income of $525 million for the six months ended June 30, 2024 decreased $133 million compared to the same period of 2023, largely from a $88 million decrease in revenue primarily driven by lower net interest income. Provision for credit losses increased $14 million. Noninterest expense increased $31 million largely attributable to higher personnel expense, legal and professional fees, and other losses.

Specialty Banking

Pre-tax income in the Specialty Banking segment of $118 million for second quarter 2024 increased $20 million compared to first quarter 2024 largely driven by a $22 million decrease in provision for credit losses. Revenue declined $3 million and noninterest expense declined $1 million.

Fixed income of $40 million decreased $12 million driven by a reduction in the number of rate cuts expected by the market and lower portfolio restructuring activity. Mortgage banking income of $10 million increased $1 million driven by higher origination volume during the spring home-buying season.

Pre-tax income in the Specialty Banking segment increased $25 million compared to second quarter 2023. Revenue increased $16 million primarily driven by higher fixed income and mortgage banking income. Provision for credit losses declined $17 million. Noninterest expense increased $8 million largely driven by higher incentive-

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based compensation expense tied to the improvement in fixed income and mortgage income.

Pre-tax income of $217 million for the six months ended June 30, 2024 increased $32 million from the same period of 2023 largely reflecting a $31 million increase in noninterest income and a $10 million decrease in provision for credit losses partially offset by a $12 million increase in noninterest expense. The increase in noninterest expense was largely attributable to higher personnel expense. Noninterest income increased largely as a result of higher fixed income and mortgage banking income.

Corporate

Pre-tax loss for the Corporate segment was $99 million for second quarter 2024 compared to $129 million for first quarter 2024, largely reflecting a $5 million increase in revenue and a $23 million decrease in noninterest expense. The increase in revenue was largely driven by a $9 million increase in net interest income. The decline in noninterest expense was largely attributable to lower personnel and deposit insurance expense. Results for second quarter 2024 also reflect $3 million in restructuring costs compared to $5 million in the prior quarter.

Pre-tax loss for the Corporate segment was $99 million compared to $10 million for second quarter 2023, largely reflecting a $231 million decline in noninterest income tied to the gain on merger termination in 2023 offset by an $83 million decrease in noninterest expense and a $60 million increase in net interest income. The increase in net interest income was tied to the impact of funds transfer pricing. The decrease in noninterest expense was largely driven by the $50 million contribution to the First Horizon Foundation and $15 million in derivative valuation adjustments from prior Visa Class B share sales in 2023 as well as lower personnel expense of $14 million. The decline in personnel expense reflected lower incentive-based compensation and deferred compensation expense.

Pre-tax loss of $228 million for the six months ended June 30, 2024 compared to $87 million for the same period of 2023 largely driven by the $225 million gain on merger termination offset by the $50 million contribution to the First Horizon Foundation. Results also reflect a $51 million decrease in merger and integration related expense, $12 million in FDIC special assessment expense and $8 million in restructuring expense.

Analysis of Financial Condition

Total period-end assets were $82.2 billion as of June 30, 2024 compared to $81.7 billion at December 31, 2023.

Earning assets consist of loans and leases, loans held for sale, investment securities, and other earning assets, such

as trading securities and interest-bearing deposits with banks. A detailed discussion of the major components of earning assets is provided in the following sections.

Loans and Leases

Period-end loans and leases of $62.8 billion as of June 30, 2024 increased $1.5 billion, or 2%, compared to December 31, 2023. Year-to-date loan growth included a $1.3 billion increase in commercial loans and leases primarily from growth in loans to mortgage companies and commercial real estate loans and a $217 million

increase in consumer loans primarily from growth in consumer real estate partially offset by a decline in consumer construction and other consumer loans.

The following table provides detail regarding FHN's loans and leases as of June 30, 2024 and December 31, 2023.

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Table I.2.8

LOANS & LEASES

	As of June 30, 2024				As of December 31, 2023
(Dollars in millions)	Amount		Percent of total		Amount		Percent of total		Growth Rate
Commercial:
Commercial, financial, and industrial (a)	$	33,452	53	%	$	32,633	53	%	3	%
Commercial real estate	14,669		24		14,216		23		3
Total commercial	48,121		77		46,849		76		3
Consumer:
Consumer real estate	13,909		22		13,650		23		2
Credit card and other	751		1		793		1		(5)
Total consumer	14,660		23		14,443		24		2
Total loans and leases	$	62,781	100	%	$	61,292	100	%	2	%

(a)Includes equipment financing loans and leases.

Loans Held for Sale

Loans held for sale primarily consists of government guaranteed loans under SBA and USDA lending programs. Smaller amounts of other consumer and home equity loans are also included in loans HFS. Additionally, FHN's mortgage banking operations includes origination and servicing of residential first lien mortgages that conform to standards established by GSEs that are major investors in U.S. home mortgages but can also consist of junior lien and jumbo loans secured by residential property. These

non-conforming loans are primarily sold to private companies that are unaffiliated with the GSEs on a servicing-released basis. For further detail, see Note 5 - Mortgage Banking Activity.

On June 30, 2024 and December 31, 2023, loans HFS were $471 million and $502 million, respectively. Held-for-sale consumer mortgage loans secured by residential real estate in process of foreclosure totaled $2 million for both June 30, 2024 and December 31, 2023.

Asset Quality

Loan and Lease Portfolio Composition

FHN groups its loans into portfolio segments based on internal classifications reflecting the manner in which the ALLL is established and how credit risk is measured, monitored, and reported. From time to time, and if conditions are such that certain subsegments are uniquely affected by economic or market conditions or are experiencing greater deterioration than other components of the loan portfolio, management may determine the ALLL at a more granular level. Commercial loans and leases are composed of C&I loans and leases and CRE loans. Consumer loans are composed of consumer real estate loans and credit card and other loans. FHN has a concentration of residential real estate

loans of 22% and 23% of total loans at June 30, 2024 and December 31, 2023, respectively. Industry concentrations are discussed under the C&I heading below.

Credit underwriting guidelines are outlined in Item 7 of FHN’s Annual Report on Form 10-K for the year ended December 31, 2023 in the Asset Quality Section within the Analysis of Financial Condition discussion. FHN’s credit underwriting guidelines and loan product offerings as of June 30, 2024 are generally consistent with those reported and disclosed in FHN’s Form 10-K for the year ended December 31, 2023.

Commercial Loan and Lease Portfolios

C&I

C&I loans are the largest component of the loan and lease portfolio, comprising 53% of total loans as of both June 30, 2024 and December 31, 2023. The C&I portfolio increased $819 million to $33.5 billion as of June 30, 2024 compared to $32.6 billion at December 31, 2023. The C&I portfolio is comprised of loans and leases used for general business purposes. Products offered in the C&I portfolio

include term loan financing of owner-occupied real estate and fixed assets, direct financing and sales-type leases, working capital lines of credit, and trade credit enhancement through letters of credit.

The increase in C&I loans from December 31, 2023 was largely driven by growth in loans to mortgage companies and the wholesale trade portfolio, offset by a decline in the finance and insurance portfolio. The largest

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geographical concentrations of balances in the C&I portfolio as of June 30, 2024 were in Tennessee (20%), Florida (12%), Texas (11%), North Carolina (7%), Louisiana (6%), California (6%), and Georgia (5%). No other state represented more than 5% of the portfolio.

The following table provides the composition of the C&I portfolio by industry as of June 30, 2024, and

December 31, 2023. For purposes of this disclosure, industries are determined based on the North American Industry Classification System (NAICS) industry codes used by Federal statistical agencies in classifying business establishments for the collection, analysis, and publication of statistical data related to the U.S. business economy.

Table I.2.9

C&I PORTFOLIO BY INDUSTRY

	June 30, 2024				December 31, 2023
(Dollars in millions)	Amount		Percent		Amount		Percent
Industry:
Real estate and rental and leasing (a)	$	3,834	11	%	$	3,858	12	%
Finance and insurance	3,770		11		4,083		12
Loans to mortgage companies	2,934		9		2,024		6
Health care and social assistance	2,759		8		2,676		8
Wholesale trade	2,324		7		2,147		7
Manufacturing	2,319		7		2,267		7
Accommodation and food service	2,306		7		2,288		7
Retail trade	1,854		6		1,866		6
Transportation and warehousing	1,558		5		1,580		5
Energy	1,282		4		1,293		4
Other (professional, construction, education, etc.) (b)	8,512		25		8,551		26
Total C&I loan portfolio	$	33,452	100	%	$	32,633	100	%

(a)Leasing, rental of real estate, equipment, and goods.

(b)Industries in this category each comprise less than 5%.

Industry Concentrations

Loan concentrations are considered to exist for a financial institution when there are loans to numerous borrowers engaged in similar activities that would cause them to be similarly impacted by economic or other conditions. Loans to borrowers in the finance and insurance industry and loans to mortgage companies were 20% and 18% of FHN’s C&I loan portfolio as of June 30, 2024 and December 31, 2023, respectively, and as a result could be affected by items that uniquely impact the financial services industry. Loans to borrowers in the real estate and rental and leasing industry were 11% and 12% of FHN's C&I portfolio as of June 30, 2024 and December 31, 2023, respectively. As of June 30, 2024, FHN did not have any other concentrations of C&I loans in any single industry of 10% or more of total loans.

Finance and Insurance

The finance and insurance component represented 11% and 12% of the C&I portfolio as of June 30, 2024 and December 31, 2023, respectively, and includes TRUPs (i.e., long-term unsecured loans to bank and insurance-related businesses), loans to bank holding companies, and asset-based lending to consumer finance companies. As of June 30, 2024, asset-based lending to consumer finance

companies represented approximately $1.9 billion of the finance and insurance component.

Loans to Mortgage Companies

Loans to mortgage companies were 9% and 6% of the C&I portfolio as of June 30, 2024 and December 31, 2023, respectively. This portfolio includes commercial lines of credit to qualified mortgage companies primarily for the temporary warehousing of eligible mortgage loans prior to the borrower’s sale of those mortgage loans to third-party investors. Balances in this portfolio generally fluctuate with mortgage rates and seasonal factors. Generally, new loan originations to mortgage lenders increase when there is a decline in mortgage rates and decrease when rates rise. In periods of economic uncertainty, this trend may not occur even if interest rates are declining. In second quarter 2024, 83% of the loan originations were home purchases and 17% were refinance transactions.

Real Estate and Rental and Leasing

Loans to borrowers in the real estate and rental and leasing industry were 11% and 12% of FHN's C&I portfolio as of June 30, 2024 and December 31, 2023, respectively. This portfolio primarily consists of equipment financing loans and leases to clients across FHN's footprint in a broad range of industries and asset types. This portfolio

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also includes a smaller balance of loans and leases for solar and wind generating facilities.

Commercial Real Estate

The CRE portfolio totaled $14.7 billion as of June 30, 2024 and $14.2 billion as of December 31, 2023. The CRE portfolio includes financings for both commercial construction and non-construction loans. This portfolio contains loans, draws on lines, and letters of credit to commercial real estate developers for the construction and mini-permanent financing of income-producing real estate.

The largest geographical concentrations of CRE loan balances as of June 30, 2024 were in Florida (26%), Texas (13%), North Carolina (12%), Georgia (10%), Tennessee (9%), and Louisiana (8%). No other state represented more than 5% of the portfolio. The following table represents subcategories of CRE loans by property type:

Table I.2.10

CRE PORTFOLIO BY PROPERTY TYPE

	June 30, 2024				December 31, 2023
(Dollars in millions)	Amount		Percent		Amount		Percent
Property Type:
Multi-family	$	4,976	34	%	$	4,409	31	%
Office	2,751		19		2,782		20
Industrial	2,386		16		2,236		16
Retail	2,233		15		2,310		16
Hospitality	1,393		9		1,467		10
Land/land development	267		2		307		2
Other CRE (a)	663		5		705		5
Total CRE loan portfolio	$	14,669	100	%	$	14,216	100	%

(a) Property types in this category each comprise less than 5%.

Consumer Loan Portfolios

Consumer Real Estate

The consumer real estate portfolio totaled $13.9 billion and $13.7 billion as of June 30, 2024 and December 31, 2023, respectively, and is primarily composed of home equity lines and installment loans. The largest geographical concentrations of balances as of June 30, 2024 were in Florida (29%), Tennessee (22%), Texas (12%), Louisiana (8%), North Carolina (7%), Georgia (5%), and New York (5%). No other state represented more than 5% of the portfolio.

As of June 30, 2024, approximately 89% of the consumer real estate portfolio was in a first lien position. At origination, the weighted average FICO score of this portfolio was 759 and the refreshed FICO scores averaged 756 as of June 30, 2024, no change from FICO scores as of December 31, 2023. Generally, performance of this portfolio is affected by life events that affect borrowers’ finances, the level of unemployment, and home prices.

As of June 30, 2024 and December 31, 2023, FHN had held-for-investment consumer mortgage loans secured by real estate that were in the process of foreclosure totaling $25 million and $29 million, respectively.

HELOCs comprised $2.1 billion and $2.2 billion of the consumer real estate portfolio as of June 30, 2024 and December 31, 2023, respectively. FHN’s HELOCs typically have a 5 or 10 year draw period followed by a 10 or 20 year repayment period, respectively. During the draw period, a borrower is able to draw on the line and is only required to make interest payments. The line is frozen if a borrower becomes past due on payments. Once the draw period has ended, the line is closed and the borrower is required to make both principal and interest payments monthly until the loan matures. The principal payment generally is fully amortizing, but payment amounts will adjust when variable rates reset to reflect changes in the prime rate.

As of June 30, 2024, approximately 95% of FHN's HELOCs were in the draw period compared to 94% at December 31, 2023. It is expected that $574 million, or 28%, of HELOCs currently in the draw period will enter the repayment period during the next 60 months, based on current terms. Generally, delinquencies for HELOCs that have entered the repayment period are initially higher than HELOCs still in the draw period because of the increased minimum payment requirement. However, over time, performance of these loans usually begins to

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stabilize. HELOCs nearing the end of the draw period are closely monitored.

The following table presents HELOCs currently in the draw period, broken down by months remaining in the draw period.

Table I.2.11

HELOC DRAW TO REPAYMENT SCHEDULE

	June 30, 2024				December 31, 2023
(Dollars in millions)	Repayment Amount		Percent		Repayment Amount		Percent
Months remaining in draw period:
0-12	$	49	2	%	$	30	1	%
13-24	89		4		90		4
25-36	117		6		110		5
37-48	161		8		163		8
49-60	158		8		178		9
>60	1,445		72		1,530		73
Total	$	2,019	100	%	$	2,101	100	%

Credit Card and Other

The credit card and other consumer loan portfolio totaled $751 million as of June 30, 2024 and $793 million as of December 31, 2023. This portfolio primarily consists of consumer-related credits, including home equity and

other personal consumer loans, credit card receivables, and automobile loans. The $42 million decrease was primarily driven by net repayments in the overall portfolio.

Allowance for Credit Losses

The ACL is maintained at a level sufficient to provide appropriate reserves to absorb estimated future credit losses in accordance with GAAP. For additional information regarding the ACL, see Note 4 of this Report and “Critical Accounting Policies and Estimates” and Note 4 in FHN's 2023 Form 10-K.

The ALLL increased to $821 million as of June 30, 2024 from $773 million as of December 31, 2023. The increase in the ALLL balance as of June 30, 2024 reflects

downgrades, net commercial loan balance increases, and an evolving macroeconomic outlook. The ALLL to total loans and leases ratio increased 5 basis points to 1.31% compared to 1.26% as of December 31, 2023. The ACL to total loans and leases ratio was 1.41% and 1.40% as of June 30, 2024 and December 31, 2023, respectively.

Consolidated Net Charge-offs

Net charge-offs in second quarter 2024 were $34 million, or an annualized 22 basis points of total loans and leases, compared to net charge-offs of $23 million, or 16 basis points of total loans and leases, in second quarter 2023.

The $11 million increase in net charge-offs was primarily driven by higher charge-offs in the commercial real estate portfolio.

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Table I.2.12

ANALYSIS OF ALLOWANCE FOR CREDIT LOSSES AND CHARGE-OFFS

(Dollars in millions)		June 30, 2024			December 31, 2023			June 30, 2023
Allowance for loan and lease losses
	C&I	$	344		$	339		$	326
	CRE	221			172			159
	Consumer real estate	231			233			221
	Credit card and other	25			29			31
	Total allowance for loan and lease losses	$	821		$	773		$	737
Reserve for remaining unfunded commitments
	C&I	$	44		$	49		$	55
	CRE	10			22			24
	Consumer real estate	12			12			11
	Total reserve for remaining unfunded commitments	$	66		$	83		$	90
Allowance for credit losses
	C&I	$	388		$	388		$	381
	CRE	231			194			183
	Consumer real estate	243			245			232
	Credit card and other	25			29			31
	Total allowance for credit losses	$	887		$	856		$	827
Period-end loans and leases
	C&I	$	33,452		$	32,633		$	33,116
	CRE	14,669			14,216			13,891
	Consumer real estate	13,909			13,650			13,475
	Credit card and other	751			793			813
	Total period-end loans and leases	$	62,781		$	61,292		$	61,295
ALLL / loans and leases %
	C&I	1.03		%	1.04		%	0.98		%
	CRE	1.51			1.21			1.14
	Consumer real estate	1.66			1.71			1.64
	Credit card and other	3.26			3.63			3.79
	Total ALLL / loans and leases %	1.31		%	1.26		%	1.20		%
ACL / loans and leases %
	C&I	1.16		%	1.19		%	1.15		%
	CRE	1.58			1.36			1.32
	Consumer real estate	1.75			1.79			1.73
	Credit card and other	3.26			3.63			3.79
	Total ACL / loans and leases %	1.41		%	1.40		%	1.35		%
Quarter-to-date net charge-offs (recoveries)
	C&I	$	13		$	29		$	14
	CRE	19			2			7
	Consumer real estate	(1)			—			(2)
	Credit card and other	3			5			4
	Total net charge-offs (recoveries)	$	34		$	36		$	23

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Average loans and leases
	C&I	$	32,909		$	32,520		$	32,423
	CRE	14,576			14,211			13,628
	Consumer real estate	13,783			13,664			13,058
	Credit card and other	761			802			815
	Total average loans and leases	$	62,029		$	61,197		$	59,924
Charge-off % (annualized)
	C&I	0.16		%	0.36		%	0.18		%
	CRE	0.53			0.06			0.23
	Consumer real estate	(0.04)			—			(0.06)
	Credit card and other	1.79			2.36			1.65
	Total charge-off %	0.22		%	0.23		%	0.16		%
ALLL / annualized net charge-offs
	C&I	672		%	292		%	572		%
	CRE	287			2,201			517
	Consumer real estate	NM			NM			NM
	Credit card and other	179			152			229
	Total ALLL / net charge-offs	603		%	543		%	792		%

NM - not meaningful

Nonperforming Assets

Nonperforming loans are loans placed on nonaccrual if it becomes evident that full collection of principal and interest is at risk, if impairment has been recognized as a partial charge-off of principal balance due to insufficient collateral value and past due status, or (on a case-by-case basis) if FHN continues to receive payments but there are other borrower-specific issues. Included in nonaccrual are loans for which FHN continues to receive payments, including residential real estate loans where the borrower has been discharged of personal obligation through bankruptcy. NPAs consist of nonperforming loans and OREO (excluding OREO from government insured mortgages).

Total NPAs (including NPLs HFS) increased to $582 million as of June 30, 2024 from $469 million as of December 31,

2023, largely driven by an increase in non-accrual CRE loans partially offset by a decline in nonaccrual C&I loans. The increase in nonaccrual CRE loans was largely driven by the non-medical office property type. This portfolio continues to maintain strong underwriting and client selection. In addition, over 50% of the commercial nonaccrual loan balance was current on payments as of June 30, 2024. The nonperforming loans and leases ratio increased 16 basis points to 0.91% as of June 30, 2024 compared to 0.75% as of December 31, 2023.

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Table I.2.13

NONACCRUAL/NONPERFORMING LOANS, FORECLOSED ASSETS, & OTHER DISCLOSURES

(Dollars in millions)
Nonperforming loans and leases		June 30, 2024			December 31, 2023
	C&I	$	168		$	184
	CRE	261			136
	Consumer real estate	143			140
	Credit card and other	2			2
	Total nonperforming loans and leases (a)	$	574		$	462
Nonperforming loans held for sale (a)		$	4		$	3
Foreclosed real estate and other assets (b)		4			4
	Total nonperforming assets (a) (b)	$	582		$	469
Nonperforming loans and leases to total loans and leases
	C&I	0.50		%	0.57		%
	CRE	1.78			0.96
	Consumer real estate	1.03			1.02
	Credit card and other	0.25			0.30
	Total NPL %	0.91		%	0.75		%
ALLL / NPLs
	C&I	205		%	184		%
	CRE	85			126
	Consumer real estate	161			167
	Credit card and other	1,295			1,202
	Total ALLL / NPLs	143		%	167		%

(a)Excludes loans and leases that are 90 or more days past due and still accruing interest.

(b)Excludes government-insured foreclosed real estate. There were no foreclosed real estate balances from GNMA loans at June 30, 2024 and December 31, 2023.

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The following table provides nonperforming assets by business segment:

Table I.2.14

NONPERFORMING ASSETS BY SEGMENT

(Dollars in millions)
Nonperforming loans and leases (a) (b)		June 30, 2024			December 31, 2023
	Regional Banking	$	425		$	323
	Specialty Banking	128			116
	Corporate	21			23
	Consolidated	$	574		$	462
Foreclosed real estate (c)
	Regional Banking	$	1		$	1
	Specialty Banking	2			3
	Corporate	1			—
	Consolidated	$	4		$	4
Nonperforming Assets (a) (b) (c)
	Regional Banking	$	426		$	324
	Specialty Banking	130			119
	Corporate	22			23
	Consolidated	$	578		$	466
Nonperforming loans and leases to loans and leases
	Regional Banking	1.03		%	0.74		%
	Specialty Banking	0.60			0.68
	Corporate	6.44			4.87
	Consolidated	0.91		%	0.75		%
NPA % (d)
	Regional Banking	1.04		%	0.74		%
	Specialty Banking	0.61			0.70
	Corporate	6.62			4.96
	Consolidated	0.92		%	0.76		%

(a)Excludes loans and leases that are 90 or more days past due and still accruing interest.

(b)Excludes loans classified as held for sale.

(c)Excludes foreclosed real estate and receivables related to government-insured mortgages. There were no foreclosed real estate balances from GNMA loans at June 30, 2024 and December 31, 2023.

(d)Ratio is non-performing assets to total loans and leases plus foreclosed real estate.

Past Due Loans and Potential Problem Assets

Past due loans are loans contractually past due as to interest or principal payments, but which have not yet been put on nonaccrual status.

Loans 90 days or more past due and still accruing were $6 million as of June 30, 2024 compared to $21 million as of December 31, 2023. Loans 30 to 89 days past due and still

accruing increased to $91 million as of June 30, 2024 compared to $85 million as of December 31, 2023, driven by an increase of $9 million in consumer real estate loans and an increase of $1 million in credit card and other loans, offset by a decrease of $4 million in commercial real estate loans.

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Table I.2.15

ACCRUING DELINQUENCIES & OTHER CREDIT DISCLOSURES

(Dollars in millions)
Accruing loans and leases 30+ days past due		June 30, 2024			December 31, 2023
	C&I	$	33		$	33
	CRE	4			8
	Consumer real estate	52			57
	Credit card and other	8			8
	Total accruing loans and leases 30+ days past due	$	97		$	106
Accruing loans and leases 30+ days past due %
	C&I	0.10		%	0.10		%
	CRE	0.03			0.06
	Consumer real estate	1.37			0.42
	Credit card and other	1.00			1.03
	Total accruing loans and leases 30+ days past due %	0.15		%	0.17		%
Accruing loans and leases 90+ days past due (a) (b) (c):
	C&I	$	1		$	1
	Consumer real Estate	3			17
	Credit card and other	2			3
	Total accruing loans and leases 90+ days past due	$	6		$	21
Loans held for sale
30 to 89 days past due		$	13		$	12
30 to 89 days past due - guaranteed portion (d)		10			8
90+ days past due		15			9
90+ days past due - guaranteed portion (d)		9			4

(a)Excludes loans classified as held for sale.

(b)Amounts are not included in nonperforming/nonaccrual loans.

(c)Amounts are also included in accruing loans and leases 30+ days past due.

(d)Guaranteed loans include FHA, VA, and GNMA loans repurchased through the GNMA buyout program.

Potential problem assets represent those assets where information about possible credit problems of borrowers has caused management to have serious doubts about the borrower’s ability to comply with present repayment terms. This definition is believed to be substantially consistent with the standards established by Federal banking regulators for loans classified as substandard. Potential problem assets in the loan portfolio increased to $1.0 billion as of June 30, 2024 compared to $666 million

as of December 31, 2023, reflecting an increase in CRE loans partially offset by a decrease in C&I loans. The increase in CRE loans was largely attributable to grade migration in the office and multi-family portfolios. The current expectation of losses from potential problem assets has been included in management’s analysis for assessing the adequacy of the allowance for loan and lease losses.

Modifications to Borrowers Experiencing Financial Difficulty

As part of FHN’s ongoing risk management practices, FHN attempts to work with borrowers when appropriate to extend or modify loan terms to better align with their current ability to repay. Modifications to loans are made in accordance with internal policies and guidelines which

conform to regulatory guidance. Each occurrence is unique to the borrower and is evaluated separately. See Note 1 - Basis of Presentation and Accounting Policies, Note 3 - Loans and Leases, and Note 4 - Allowance for

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Credit Losses for further discussion regarding troubled loan modifications.

Commercial Loan Modifications

As part of FHN’s credit risk management governance processes, the Loan Rehab and Recovery Department (LRRD) is responsible for managing most commercial relationships with borrowers whose financial condition has deteriorated to such an extent that the credits are individually reviewed for expected credit losses, classified as substandard or worse, placed on nonaccrual status, foreclosed or in process of foreclosure, or in active or contemplated litigation. LRRD has the authority and responsibility to enter into workout and/or rehabilitation agreements with troubled commercial borrowers in order to mitigate and/or minimize the amount of credit losses recognized from these problem assets. While every circumstance is different, LRRD will generally use forbearance agreements (generally 6-12 months) as an element of commercial loan workouts, which might include reduced interest rates, reduced payments, release of guarantor, term extensions or entering into short sale agreements. Principal forgiveness may be granted in specific workout circumstances.

The individual expected credit loss assessments completed on commercial loans are used in evaluating the appropriateness of qualitative adjustments to quantitatively modeled loss expectations for loans that are not considered collateral dependent. If a loan is collateral dependent, the carrying amount of a loan is written down to the net realizable value of the collateral. Each assessment considers any modified terms and is comprehensive to ensure appropriate assessment of expected credit losses.

Consumer Loan Modifications

FHN does not currently participate in any of the loan modification programs sponsored by the U.S. government

but does generally structure modified consumer loans using the parameters of the former Home Affordable Modification Program.

Within the HELOC and real estate installment loans classes of the consumer portfolio segment, troubled loans are typically modified by reducing the interest rate (in increments of 25 basis points to a minimum of 1% for up to 5 years) and a possible maturity date extension to reach an affordable housing debt-to-income ratio. After 5 years, the interest rate generally returns to the original interest rate prior to modification; for certain modifications, the modified interest rate increases 2% per year until the original interest rate prior to modification is achieved.

Permanent mortgage troubled loans are typically modified by reducing the interest rate (in increments of 25 basis points to a minimum of 2% for up to 5 years) and a possible maturity date extension to reach an affordable housing debt-to-income ratio. After 5 years, the interest rate steps up 1 percent every year until it reaches the Federal Home Loan Mortgage Corporation Weekly Survey Rate cap. Contractual maturities may be extended to 40 years on permanent mortgages and to 30 years for consumer real estate loans.

Within the credit card class of the consumer portfolio segment, troubled loans are typically modified through either a short-term credit card hardship program or a longer-term credit card workout program. In the credit card hardship program, borrowers may be granted rate and payment reductions for 6 months to 1 year. In the credit card workout program, clients are granted a rate reduction to 0% and term extensions for up to 5 years to pay off the remaining balance.

Consumer loans may also be modified through court-imposed principal reductions in bankruptcy proceedings, which FHN is required to honor unless a borrower reaffirms the related debt.

Investment Securities

FHN’s investment securities portfolio consists principally of debt securities available for sale. FHN maintains a highly-rated securities portfolio consisting primarily of government agency issued mortgage-backed securities and collateralized mortgage obligations. The securities portfolio provides a source of income and liquidity and is an important tool used to balance the interest rate risk of the loan and deposit portfolios. The securities portfolio is periodically evaluated in light of established ALM objectives, changing market conditions that could affect

the profitability of the portfolio, the regulatory environment, and the level of interest rate risk to which FHN is exposed. These evaluations may result in steps taken to adjust the overall balance sheet positioning.

Investment securities were $9.2 billion and $9.7 billion on June 30, 2024 and December 31, 2023, respectively, representing 11% and 12% of total assets. See Note 2 - Investment Securities for more information about the securities portfolio.

Deposits

Total deposits of $64.8 billion as of June 30, 2024 decreased $986 million, or 1%, compared to December 31, 2023 and included a $452 million decline in public funds,

which was impacted by seasonality in the second quarter. Interest-bearing deposits decreased $130 million and noninterest-bearing deposits decreased $856 million.

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FHN continues to maintain a well-diversified and stable funding mix across its footprint and specialty lines of business. At June 30, 2024, commercial deposits were $35.8 billion, or 55% of total deposits and consumer deposits were $29.0 billion, or 45% of total deposits. At December 31, 2023, commercial deposits were $35.9 billion, or 55% of total deposits and consumer deposits were $29.9 billion, or 45% of total deposits.

At June 30, 2024, 37% of deposits were associated with Tennessee, 19% with Florida, 13% with North Carolina, and 12% with Louisiana, with no other state above 10%. This mix remained consistent with December 31, 2023.

Total estimated uninsured deposits were $26.8 billion as of both June 30, 2024 and December 31, 2023, representing approximately 41% of total deposits for both periods. Of the uninsured deposits at June 30, 2024, $4.8 billion, or 7% of total deposits, were collateralized. At December 31, 2023, collateralized deposits were $5.3 billion, or 8% of total deposits.

See Tables I.2.2 and I.2.3 - Average Balances, Net Interest Income and Yields/Rates in this Report for information on average deposits including average rates paid.

The following table summarizes the major components of deposits as of June 30, 2024 and December 31, 2023.

Table I.2.16

DEPOSITS

	June 30, 2024				December 31, 2023
(Dollars in millions)	Amount		Percent of total		Amount		Percent of total		Change		Percent
Savings	$	25,438	39	%	$	25,082	38	%	$	356	1	%
Time deposits	7,163		11		6,804		10		359		5
Other interest-bearing deposits	15,845		25		16,690		26		(845)		(5)
Total interest-bearing deposits	48,446		75		48,576		74		(130)		—
Noninterest-bearing deposits	16,348		25		17,204		26		(856)		(5)
Total deposits	$	64,794	100	%	$	65,780	100	%	$	(986)	(1)	%

Short-Term Borrowings

Short-term borrowings include federal funds purchased, securities sold under agreements to repurchase, trading liabilities, and other short-term borrowings. Total short-term borrowings increased to $4.9 billion as of June 30, 2024 compared to $3.1 billion as of December 31, 2023, largely from an increase in FHLB borrowings.

Short-term borrowings balances fluctuate largely based on the level of FHLB borrowing as a result of loan demand, deposit levels and balance sheet funding strategies.

Trading liabilities fluctuate based on various factors, including levels of trading securities and hedging strategies. Federal funds purchased fluctuates depending on the amount of excess funding of FHN’s correspondent bank customers. Balances of securities sold under agreements to repurchase fluctuate based on cost attractiveness relative to FHLB borrowing levels and the ability to pledge securities toward such transactions.

Term Borrowings

Term borrowings include senior and subordinated borrowings with original maturities greater than one year. Total term borrowings were $1.2 billion as of both June 30, 2024 and December 31, 2023.

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Capital

Management’s objectives are to provide capital sufficient to cover the risks inherent in FHN’s businesses, to maintain excess capital to well-capitalized standards, and to assure ready access to the capital markets.

Total equity was $9.0 billion at June 30, 2024 and $9.3 billion at December 31, 2023. Significant changes included net income of $401 million offset by $387 million in common stock repurchases, $184 million in common

and preferred dividends, and $100 million from the Series D Preferred Stock redemption.

The following tables provide a reconciliation of shareholders’ equity from the Consolidated Balance Sheets to Common Equity Tier 1, Tier 1 and Total Regulatory Capital as well as certain selected capital ratios:

Table I.2.17

REGULATORY CAPITAL DATA

(Dollars in millions)	June 30, 2024		December 31, 2023
Shareholders’ equity	$	8,660	$	8,996
Modified CECL transitional amount (a)	28		57
FHN non-cumulative perpetual preferred stock	(426)		(520)
Common equity tier 1 before regulatory adjustments	$	8,262	$	8,533
Regulatory adjustments:
Disallowed goodwill and other intangibles	(1,597)		(1,617)
Net unrealized (gains) losses on securities available for sale	901		836
Net unrealized (gains) losses on pension and other postretirement plans	268		273
Net unrealized (gains) losses on cash flow hedges	112		79
Disallowed deferred tax assets	(1)		—
Common equity tier 1	$	7,945	$	8,104
FHN non-cumulative perpetual preferred stock	426		426
Qualifying noncontrolling interest— First Horizon Bank preferred stock	295		295
Tier 1 capital	$	8,666	$	8,825
Tier 2 capital	1,165		1,097
Total regulatory capital	$	9,831	$	9,922
Risk-Weighted Assets
First Horizon Corporation	$	71,913	$	71,074
First Horizon Bank	71,135		70,635
Average Assets for Leverage
First Horizon Corporation	81,697		82,540
First Horizon Bank	80,893		81,898

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Table I.2.18

REGULATORY RATIOS & AMOUNTS

	June 30, 2024				December 31, 2023
	Ratio		Amount		Ratio		Amount
Common Equity Tier 1
First Horizon Corporation	11.05	%	$	7,945	11.40	%	$	8,104
First Horizon Bank	11.31		8,049		11.40		8,055
Tier 1
First Horizon Corporation	12.05		8,666		12.42		8,825
First Horizon Bank	11.73		8,344		11.82		8,350
Total
First Horizon Corporation	13.67		9,831		13.96		9,922
First Horizon Bank	13.16		9,363		13.17		9,303
Tier 1 Leverage
First Horizon Corporation	10.61		8,666		10.69		8,825
First Horizon Bank	10.31		8,344		10.20		8,350
Other Capital Ratios
Total period-end equity to period-end assets	10.89				11.38
Tangible common equity to tangible assets (b)	8.14				8.48
Adjusted tangible common equity to risk-weighted assets (b)	10.37				10.72

(a)The modified CECL transitional amount includes the impact to retained earnings from the initial adoption of CECL plus 25% of the change in the adjusted allowance for credit losses since FHN’s initial adoption of CECL through December 31, 2021. For June 30, 2024 and December 31, 2023, 25% and 50%, respectively, of the full amount is phased out and not included in Common Equity Tier 1 capital.

(b)Tangible common equity to tangible assets and adjusted tangible common equity to risk-weighted assets are non-GAAP measures and are reconciled to total equity to total assets (GAAP) in the Non-GAAP to GAAP Reconciliation - Table I.2.26.

Banking regulators define minimum capital ratios for bank holding companies and their bank subsidiaries. Based on the capital rules and definitions prescribed by the banking regulators, should any depository institution’s capital ratios decline below predetermined levels, it would become subject to a series of increasingly restrictive regulatory actions.

The system categorizes a depository institution’s capital position into one of five categories ranging from well-capitalized to critically under-capitalized. For an institution the size of FHN to qualify as well-capitalized, Common Equity Tier 1, Tier 1 Capital, Total Capital, and Leverage capital ratios must be at least 6.50%, 8.00%, 10.00%, and 5.00%, respectively. Furthermore, a capital conservation buffer of 50 basis points above these levels must be maintained on the Common Equity Tier 1, Tier 1 Capital and Total Capital ratios to avoid restrictions on dividends, share repurchases and certain discretionary bonuses.

As of June 30, 2024, both FHN and First Horizon Bank had sufficient capital to qualify as well-capitalized institutions and to meet the capital conservation buffer requirement. Capital ratios for both FHN and First Horizon Bank are

calculated under the final rule issued by the banking regulators in 2020 to delay the effects of CECL on regulatory capital for two years, followed by a three-year transition period.

For both FHN and First Horizon Bank, the risk-based regulatory capital ratios decreased in second quarter 2024 relative to year-end 2023 primarily from the impact of common share repurchases, net income less dividends and an increase in risk-weighted assets. The Tier 1 Leverage ratio for FHN decreased from year-end 2023 largely as a result of common share repurchases and net income less dividends. The Tier 1 Leverage ratio for First Horizon Bank increased from year-end 2023 largely driven by a decrease in average assets. The Series D Preferred Stock redemption did not impact FHN's regulatory capital ratios as it did not qualify as Tier 1 capital because the earliest redemption date was less than five years from the issuance date.

During 2024, capital ratios are expected to remain above well-capitalized standards plus the required capital conservation buffer.

Common Stock Purchases

FHN may purchase shares of its common stock from time to time, subject to legal and regulatory restrictions. FHN's Board has authorized the common stock purchase program described below. FHN’s Board has not authorized a preferred stock purchase program.

2024 General Purchase Program

On January 23, 2024, FHN announced that its Board of Directors approved a new $650 million common share purchase program that is scheduled to expire on January 31, 2025. Purchases may be made in the open market or through privately negotiated transactions, including under

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Rule 10b5-1 plans as well as accelerated share repurchase and other structured transactions. The timing and exact amount of common share repurchases are subject to various factors, including FHN's capital position, financial performance, expected capital impacts of strategic initiatives, market conditions, business conditions, and regulatory considerations. Absent a Rule 10b5-1 plan, FHN does not purchase shares under this program during blackout periods when senior executives are prohibited from purchasing FHN stock on the open market.

As of June 30, 2024, $366 million in purchases had been made life-to-date under the 2024 program at an average price per share of $14.88, or $14.86, excluding commissions. Program purchases made during the quarter ended June 30, 2024 are summarized in the following table.

Table I.2.19

COMMON STOCK PURCHASES—2024 PROGRAM

(Dollar values and volume in thousands, except per share data)	Total number of shares purchased	Average price paid per share (a)		Total number of shares purchased as part of publicly announced programs	Maximum approximate dollar value that may yet be purchased under the programs
2024
April 1 to April 30	1,885	$	14.79	1,885	$	467,695
May 1 to May 31	4,678	15.75		4,678	394,024
June 1 to June 30	7,321	15.06		7,321	283,743
Total	13,884	$	15.26	13,884

(a) Represents total costs including commissions paid. Average price paid does not reflect the one percent excise tax charged on public company share repurchases.

Stock Award Purchases

As authorized by the Board's Compensation Committee, FHN makes automatic stock purchases by withholding stock-based award shares to cover tax obligations associated with those awards. Those limited, off-market purchases are not associated with an announced purchase

program and are made any time an associated tax obligation arises, whether or not a blackout period is in effect. Tax withholding purchases made during the quarter ended June 30, 2024 are summarized in the following table.

Table I.2.20

COMMON STOCK PURCHASES—TAX WITHHOLDING FOR STOCK AWARDS

(Dollar values and volume in thousands, except per share data)	Total number of shares purchased	Average price paid per share		Total number of shares purchased as part of publicly announced programs	Maximum number of shares that may yet be purchased under the programs
2024
April 1 to April 30	3	$	15.00	N/A	N/A
May 1 to May 31	1,001	15.79		N/A	N/A
June 1 to June 30	8	14.71		N/A	N/A
Total	1,012	$	15.78	N/A

Risk Management

There have been no significant changes to FHN’s risk management practices as described under “Risk Management” included in Item 7 of FHN’s 2023 Annual Report on Form 10-K.

Market Risk Management

Value-at-Risk and Stress Testing

VaR is a statistical risk measure used to estimate the potential loss in value from adverse market movements

over an assumed fixed holding period within a stated confidence level. FHN employs a model to compute daily VaR measures for its trading securities inventory. FHN

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computes VaR using historical simulation with a 1-year lookback period at a 99% confidence level with 1-day and 10-day time horizons. Additionally, FHN computes a Stressed VaR measure. The SVaR computation uses the

same model but with model inputs reflecting historical data from a continuous 12-month period that reflects a period of significant financial stress appropriate for our trading securities portfolio.

A summary of FHN’s VaR and SVaR measures for 1-day and 10-day time horizons is presented in the following table:

Table I.2.21

VaR & SVaR MEASURES

	Three Months Ended June 30, 2024						Six Months Ended June 30, 2024						As of June 30, 2024
(Dollars in millions)	Mean		High		Low		Mean		High		Low
1-day
VaR	$	3	$	3	$	2	$	3	$	3	$	2	$	3
SVaR	7		8		5		6		8		4		7
10-day
VaR	9		10		7		8		10		6		8
SVaR	33		40		24		29		40		21		31
	Three Months Ended June 30, 2023						Six Months Ended June 30, 2023						As of June 30, 2023
(Dollars in millions)	Mean		High		Low		Mean		High		Low
1-day
VaR	$	3	$	3	$	2	$	3	$	4	$	2	$	3
SVaR	4		6		3		5		7		3		4
10-day
VaR	8		10		6		9		11		6		7
SVaR	20		25		12		23		30		12		20

	Year Ended December 31, 2023						As of December 31, 2023
(Dollars in millions)	Mean		High		Low
1-day
VaR	$	3	$	4	$	2	$	3
SVaR	6		8		3		6
10-day
VaR	8		11		4		10
SVaR	24		34		12		28

FHN’s overall VaR measure includes both interest rate risk and credit spread risk. Separate measures of these component risks are as follows:

Table I.2.22

SCHEDULE OF RISKS INCLUDED IN VaR

	As of June 30, 2024				As of June 30, 2023				As of December 31, 2023
(Dollars in millions)	1-day		10-day		1-day		10-day		1-day		10-day
Interest rate risk	$	—	$	1	$	1	$	2	$	1	$	2
Credit spread risk	—		1		—		2		1		1

The potential risk of loss reflected by FHN’s VaR measures assumes the trading securities inventory is static. Because FHN Financial procures fixed income securities for purposes of distribution to clients, its trading securities

inventory turns over regularly. Additionally, FHNF traders actively manage the trading securities inventory continuously throughout each trading day. Accordingly, FHNF’s trading securities inventory is highly dynamic,

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rather than static. As a result, it would be rare for FHNF to incur a negative revenue day in its fixed income activities at the levels indicated by its VaR measures.

In addition to being used in FHN’s daily market risk management process, the VaR and SVaR measures are also used by FHN in computing its regulatory market risk capital requirements in accordance with the Market Risk Capital rules. For additional information regarding FHN's capital adequacy refer to the Capital section of this MD&A.

FHN also performs stress tests on its trading securities portfolio to calculate the potential loss under various assumed market scenarios. Key assumed stresses used in those tests are:

Down 25 bps - assumes an instantaneous downward move in interest rates of 25 basis points at all points on the interest rate yield curve.

Up 25 bps - assumes an instantaneous upward move in interest rates of 25 basis points at all points on the interest rate yield curve.

Curve flattening - assumes an instantaneous flattening of the interest rate yield curve through an increase in short-term rates and a decrease in long-term rates. The 2-year point on the Treasury yield curve is assumed to increase 15 basis points and the 10-year point on the Treasury yield curve is assumed to decrease 15 basis points. Shifts in other points on the yield curve are

predicted based on their correlation to the 2-year and 10-year points.

Curve steepening - assumes an instantaneous steepening of the interest rate yield curve through a decrease in short-term rates and an increase in long-term rates. The 2-year point on the Treasury yield curve is assumed to decrease 15 basis points and the 10-year point on the Treasury yield curve is assumed to increase 15 basis points. Shifts in other points on the yield curve are predicted based on their correlation to the 2-year and 10-year points.

Credit spread widening - assumes an instantaneous increase in credit spreads (the difference between yields on Treasury securities and non-Treasury securities) of 25 basis points.

Model Validation

Trading risk management personnel within FHN Financial have primary responsibility for model risk management with respect to the model used by FHN to compute its VaR measures and perform stress testing on the trading inventory. Among other procedures, these personnel monitor model results and perform periodic backtesting as part of an ongoing process of validating the accuracy of the model. These model risk management activities are subject to annual review by FHN’s Model Validation Group, an independent assurance group charged with oversight responsibility for FHN’s model risk management.

Interest Rate Risk Management

Net Interest Income Simulation Analysis

The information provided in this section, including the discussion regarding the outcomes of simulation analysis and rate shock analysis, is forward-looking. Actual results, if the assumed scenarios were to occur, could differ because of interest rate movements, the ability of management to execute its business plans, and other factors, including those presented in the Forward-Looking Statements section of this Report.

Management uses a simulation model to measure interest rate risk and to formulate strategies to improve balance sheet positioning, earnings, or both, within FHN’s interest rate risk, liquidity, and capital guidelines. Interest rate exposure is measured by forecasting 12 months of NII under various interest rate scenarios and comparing the percentage change in NII for each scenario to a base case scenario where interest rates remain unchanged. Assumptions are made regarding future balance sheet composition, interest rate movements, and loan and deposit pricing. In addition, assumptions are made about the magnitude of asset prepayments and earlier than anticipated deposit withdrawals. The results of these scenarios help FHN develop strategies for managing exposure to interest rate risk. While management believes the assumptions used and scenarios selected in its

simulations are reasonable, simulation modeling provides only an estimate, not a precise calculation, of exposure to any given change in interest rates.

Based on a static balance sheet as of June 30, 2024, NII exposures over the next 12 months assuming rate shocks of plus/minus 25 basis points, plus/minus 50 basis points, plus/minus 100 basis points, and plus/minus 200 basis points are estimated to have variances as shown in the table below.

Table I.2.23

INTEREST RATE SENSITIVITY

Shifts in Interest Rates (in bps)	% Change in Projected Net Interest Income
-200	(3.9)%
-100	(2.1)%
-50	(1.0)%
-25	(0.5)%
+25	0.4%
+50	0.7%
+100	1.2%
+200	0.6%

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A steepening yield curve scenario, where long-term rates increase by 50 basis points and short-term rates are static, results in a favorable NII variance of 0.2%. A flattening yield curve scenario, where long-term rates decrease by 50 basis points and short-term rates are static, results in an unfavorable NII variance of 0.3%. These hypothetical scenarios are used to create a risk measurement framework, and do not necessarily represent management’s current view of future interest rates or market developments.

Short-term interest rates have reached their highest levels in 15 years, which coupled with market disruption from

recent high profile bank failures, has increased competitive pressures on deposit costs.

The yield curve was inverted for much of the last half of 2022, throughout 2023, and during the first half of 2024. The inverted yield curve indicates market expectations that short-term rates have likely peaked and then could decline in future periods. Market participants are now projecting one or two rate cuts in the last four months of 2024. FHN continues to monitor current economic trends and potential exposures closely. For additional information, see Yield Curve within Market Uncertainties and Prospective Trends below.

Liquidity Risk Management

Among other things, ALCO is responsible for liquidity management: the funding of assets with liabilities of appropriate duration, while mitigating the risk of unexpected cash needs. ALCO and the Board of Directors have adopted a Liquidity Policy of which the objective is to ensure that FHN meets its cash and collateral obligations promptly, in a cost-effective manner and with the highest degree of reliability. The maintenance of adequate levels of asset and liability liquidity should provide FHN with the ability to meet both expected and unexpected cash and collateral needs. Key liquidity ratios, asset liquidity levels, and the amount available from funding sources are reported to ALCO on a regular basis. FHN’s Liquidity Policy establishes liquidity limits that are deemed appropriate for FHN’s risk profile.

In accordance with the Liquidity Policy, ALCO manages FHN’s exposure to liquidity risk through a dynamic, real time forecasting methodology. Base liquidity forecasts are reviewed by ALCO and are updated as financial conditions dictate. In addition to the baseline liquidity reports, robust stress testing of assumptions and funds availability are periodically reviewed. FHN maintains a contingency funding plan that may be executed should unexpected difficulties arise in accessing funding that affects FHN, the industry, or both. As of June 30, 2024, available liquidity sources included cash, incremental borrowing capacity at the FHLB, access to Federal Reserve Bank borrowings through the discount window, and unencumbered securities. Additional sources of liquidity included dealer and commercial customer repurchase agreements, access to the overnight and term Federal Funds markets, brokered deposits, loan sales, and syndications. The table below details FHN's sources of available liquidity at June 30, 2024.

Table I.2.24

AVAILABLE LIQUIDITY

as of June 30, 2024

(Dollars in millions)	Total Capacity		Outstanding Borrowings		Available Liquidity
Cash on deposit with FRB (a)	$	1,298	$	—	$	1,298
FHLB	9,286		1,400		7,886
Discount Window	24,195		—		24,195
Unencumbered securities (b)	978		—		978
Total Available Liquidity					$	34,357

(a) Included in interest-bearing deposits with banks on the Consolidated Balance Sheets.

(b) Subject to market haircuts on collateral.

Generally, a primary source of funding for a bank is core deposits from the bank's client base. The period-end loans-to-deposits ratio was 97% as of June 30, 2024 and 93% as of December 31, 2023.

FHN may also use unsecured short-term borrowings as a source of liquidity. Federal funds purchased from correspondent bank clients are considered to be substantially more stable than funds purchased in the national broker markets for federal funds due to the long, historical, and reciprocal nature of banking services provided by FHN to these correspondent banks. The remainder of FHN’s wholesale short-term borrowings consists of securities sold under agreements to repurchase transactions accounted for as secured borrowings with business clients or broker dealer counterparties.

Both FHN and First Horizon Bank have the ability to generate liquidity by issuing senior or subordinated unsecured debt, preferred equity, and common equity, subject to market conditions and compliance with applicable regulatory requirements. As of June 30, 2024, FHN had outstanding $798 million in senior and subordinated unsecured debt and $426 million in non-cumulative perpetual preferred stock. FHN redeemed all

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outstanding shares of its Series D Non-Cumulative Perpetual Preferred Stock effective May 1, 2024. Refer to Note 7 - Preferred Stock for additional information. As of June 30, 2024, First Horizon Bank and subsidiaries had outstanding preferred shares of $295 million, which are reflected as noncontrolling interest on the Consolidated Balance Sheets.

Parent company liquidity is primarily provided by cash flows stemming from dividends and interest payments collected from subsidiaries. These sources of cash represent the primary sources of funds to pay cash dividends to shareholders and principal and interest to debt holders of FHN. Applying the dividend restrictions imposed under applicable federal and state rules, the Bank’s total amount available for dividends was $1.2 billion as of July 1, 2024.

In March 2022, FHN agreed to suspend the Dividend Reinvestment Plan in connection with the TD Transaction. During the suspension period, dividend payments of FHN are not automatically reinvested in additional shares of FHN common stock and participants in the Plan are not able to purchase shares of FHN common stock through optional cash investments under the Plan.

First Horizon Bank declared and paid a common dividend to the parent company in the amount of $310 million in first quarter 2024, $150 million in second quarter 2024 and $350 million in third quarter 2024. Total common dividends of $220 million were declared and paid to the parent company in 2023. First Horizon Bank declared and paid preferred dividends in first and second quarter 2024 and in each quarter of 2023. Additionally, First Horizon Bank declared preferred dividends in third quarter 2024, payable in October 2024.

Payment of a dividend to shareholders of FHN is dependent on several factors which are considered by the Board. These factors include FHN’s current and prospective capital, liquidity, and other needs, applicable regulatory restrictions (including capital conservation buffer requirements) and availability of funds to FHN through a dividend from First Horizon Bank. Additionally,

banking regulators generally require insured banks and bank holding companies to pay cash dividends only out of current operating earnings. Consequently, the decision of whether FHN will pay future dividends and the amount of dividends will be affected by current operating results.

FHN paid a cash dividend of $0.15 per common share on July 1, 2024. FHN paid cash dividends of $1,625 per Series E preferred share and $1,175 per Series F preferred share on July 10, 2024 and $331.25 per Series B preferred share and $165 per Series C preferred share on August 1, 2024. In addition, in July 2024, the Board approved cash dividends per share in the following amounts:

Table I.2.25

CASH DIVIDENDS

APPROVED BUT NOT PAID

	Dividend/Share		Record Date	Payment Date
Common Stock	$	0.15	09/13/2024	10/01/2024
Preferred Stock
Series C	$	165.00	10/17/2024	11/01/2024
Series E	$	1,625.00	09/25/2024	10/10/2024
Series F	$	1,175.00	09/25/2024	10/10/2024

Off-Balance Sheet Arrangements

In the normal course of business, FHN is a party to a number of activities that contain credit, market and operational risk that are not reflected in whole or in part in the consolidated financial statements. Such activities include traditional off-balance sheet credit-related financial instruments. FHN enters into commitments to extend credit to borrowers, including loan commitments, lines of credit, standby letters of credit, and commercial letters of credit. Many of the commitments are expected to expire unused or be only partially used; therefore, the total amount of commitments does not necessarily represent future cash requirements. Based on its available liquidity and available borrowing capacity, FHN anticipates it will continue to have sufficient funds to meet its current commitments.

Repurchase Obligations

Prior to September 2008, legacy First Horizon originated loans through its pre-2009 mortgage business, primarily first lien home loans, with the intention of selling them. FHN's principal remaining exposures for those activities relate to (i) indemnification claims by underwriters, loan purchasers, and other parties which assert that FHN-originated loans caused or contributed to losses which FHN is legally obliged to indemnify, and (ii) indemnification or other claims related to FHN's servicing of pre-2009 mortgage loans.

FHN’s approach for determining the adequacy of the repurchase and foreclosure reserve has evolved, sometimes substantially, based on changes in information available. Repurchase/make-whole rates vary based on purchaser, vintage, and claim type. For those loans repurchased or covered by a make-whole payment, cumulative average loss severities range between 50 and 60 percent of the UPB.

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Repurchase Accrual Approach

In determining potential loss content, claims are analyzed by purchaser, vintage, and claim type. FHN considers various inputs including claim rate estimates, historical average repurchase and loss severity rates, mortgage insurance cancellations, and mortgage insurance curtailment requests. Inputs are applied to claims in the

active pipeline, as well as to historical average inflows to estimate loss content related to potential future inflows. Management also evaluates the nature of claims from purchasers and/or servicers of loans sold to determine if qualitative adjustments are appropriate.

Repurchase and Foreclosure Liability

As discussed in Note 10 - Contingencies and Other Disclosures, FHN’s repurchase and foreclosure liability, primarily related to its pre-2009 mortgage origination, sale, securitization, and servicing businesses, is comprised of accruals to cover estimated loss content in the active pipeline, estimated future inflows, and estimated loss content related to certain known claims not currently included in the active pipeline. The active pipeline consists of mortgage loan repurchase and make-whole demands from loan purchasers or securitization participants, foreclosure/servicing demands from borrowers, and certain related exposures. The liability contemplates repurchase/make-whole and damages obligations and estimates for probable incurred losses associated with

loan populations excluded from the settlements with the GSEs, as well as other whole loans sold, mortgage insurance cancellation rescissions, and loans included in bulk servicing sales effected prior to the settlements with the GSEs. FHN compares the estimated probable incurred losses determined under the applicable loss estimation approaches for the respective periods with current reserve levels. Changes in the estimated required liability levels are recorded as necessary through the repurchase and foreclosure provision. The total repurchase and foreclosure liability, which includes both the legacy pre-2009 business and the current mortgage business, was $16 million as of both June 30, 2024 and December 31, 2023.

Market Uncertainties and Prospective Trends

FHN’s future results could be affected both positively and negatively by several known trends. Key among those are changes in the U.S. and global economy and outlook, government actions affecting interest rates, and government actions and proposals which could have positive or negative impacts on the economy at large or on certain businesses, industries, or sectors. Additional risks relate to political uncertainty, changes in federal policies (including those publicly discussed, formally

proposed, or recently implemented) and the potential impacts of those changes on our businesses and clients, and whether FHN’s strategic initiatives will succeed.

In addition to trends and events noted elsewhere in this MD&A, FHN believes the following trends and events are noteworthy at this time.

Inflation, Recession, and Federal Reserve Policy

Economic Overview

The post-COVID economy in the U.S. has been marked by: strong inflation, which began in 2021, peaked in 2022, and abated, though not fully, starting in 2023; the Federal Reserve "tightening" in 2022 and the first half of 2023 to contain inflation by rapidly increasing short-term interest rates and ending asset purchases; low unemployment rates; moderate economic growth; and a profoundly inverted yield curve. Key aspects were:

•Although the U.S. economy flirted with recession in 2022, it did not officially enter one. In 2023 recession concerns moderated significantly. In 2024, recession expectations have remained generally low.

•The rise in short-term interest rates by the Federal Reserve in 2022 was both rapid and substantial, taking the overnight Fed Funds rate from 0.20% in March 2022 to 4.65% a year later. Hikes after that were much more modest and infrequent.

•In 2023 the Federal Reserve signaled that hikes likely have ended and that a short term rate cut might become appropriate at some point in the future. No rate actions have been taken since then, and no policy or timing commitments have been made. Future actions continue to depend upon future data.

•In response to 2022's extremely rapid and vigorous tightening of monetary policy, the inflation rate in the U.S. now is well below 2022's levels. However, measures of inflation generally remain higher than the Federal Reserve's stated long-term goal of 2%, and the trend is uncertain.

•Monetary tightening often creates yield curve inversion for a time. In the current cycle, traditional inversion (when ten-year treasury rates are below two-year rates) has been both very deep and unusually sustained, with the current inversion having begun in the summer of 2022.

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•A short-term rate cut by the Federal Reserve should lessen inversion, but only if long-term rates do not likewise drop.

Key events and circumstances are noted in the following discussions.

Federal Reserve and Rates

The Federal Reserve raised short-term rates several times in 2022 and in the first part of 2023. All but one of the raises in 2022 were 75 and 50 basis points each—aggressive by historical standards—while the 2023 raises were the more-typical 25 basis points each. The Federal Reserve has expressed its intent to bring inflation under control even at the risk of creating or deepening an economic recession. The Federal Reserve has indicated that future decisions will be heavily impacted by economic data, especially inflation-rate and -trend data, available at each decision point. Most recently the Federal Reserve has indicated an expectation that its next action, at an unspecified future point, will be a rate cut rather than a rate hike.

FHN cannot predict exactly when or how much short-term rates will be changed, how market-driven long-term rates will behave, nor how those actions may affect financial markets, during the next several quarters.

Yield Curve

Unusual yield curve effects, including inversion, are common when monetary policy changes. A traditional measure of inversion occurs when the two-year U.S. Treasury rate is higher than the ten-year rate. Traditional inversion has been sustained continuously since the summer of 2022, an unusually long period. The degree of inversion has varied during that period, but often has been much deeper than is typical. Sustained traditional yield curve inversion is viewed, with statistical support, as a harbinger of economic recession, but recession has not yet occurred and the U.S. economy currently does not appear close to entering one.

The most recent period with deep and longer-lasting inversion was over 40 years ago. That 4-5 year period was marked by stagflation (low economic growth coupled with high inflation), followed by extremely robust interest rate hikes and a severe recession.

Yield curve flattening and inversion generally reduces the profit FHN can make from lending by compressing FHN's net interest margin, and also generally reduces FHN's revenues from bond trading. Refer to Interest Rate & Yield Curve Risks, located in Item 1A. Risk Factors of FHN's Annual Report on Form 10-K for the year ended December 31, 2023, for a discussion of the risks to FHN associated with flattening and inversion.

Recession

The U.S. economy contracted (experienced negative growth) during the first two quarters of 2022, in both

cases modestly. Although two consecutive quarters of contraction often coincides with recession, in 2022 it did not. The economy expanded in each quarter since then. The expansion rate has varied without a sustained trend.

Recession expectations in the U.S. were high in 2022 and early 2023. They moderated significantly after that. In 2024 recession expectations have fluctuated but generally have remained low.

Fiscal Policy

The Federal Reserve controls monetary policy for the U.S. government, but not fiscal policy (spending and taxation). Fiscal policy often has a significant impact on the U.S. economy. Some of the unusual or unexpected aspects of the post-COVID economy likely were created or supported by historically unusual fiscal stimulus and other stimulative policies which pushed substantial amounts of money into the economy. Actions under these policies included: cash distributions to most households in 2020-21; cash distributions to many small and medium businesses in 2020-21; and legislation authorizing substantial new spending, which continues currently, in several sectors of the economy.

The federal elections in November 2024 could result in significant changes in U.S. fiscal policy in 2025 and 2026.

2023 Banking Crisis

In March 2023, two large regional U.S. banks failed after sudden large deposit outflows, and a major Swiss bank was acquired by another bank at the behest of regulators. In the aftermath of the two U.S. failures, bank investors and clients across the U.S. became more focused on deposit mix, funding risk management, and other safety-soundness concerns. The market values of virtually all U.S. bank stocks fell quickly and strongly in March last year, with a few falling about 90%.

Most U.S. banks saw net outflows of deposits in 2022 and early 2023 as the impacts of COVID-19 crisis programs faded and rates available from non-bank-account investments improved. According to Federal Reserve data, starting in mid-March 2023, the two failures triggered an abrupt and substantial net deposit outflow from all but the largest U.S. banks. The March crisis shock was short-lived, however. During the final week of March both large and small U.S. banks collectively experienced net inflows of deposits, roughly mirroring the first week of March, before the crisis emerged.

In early May 2023, a third large regional U.S. bank failed after experiencing very large deposit outflows in March. Although this failure was widely anticipated, volatility in regional bank stocks reappeared in May. By June bank-stock volatility had abated again, but with regional bank prices well below pre-crisis levels. Although regional bank stock values have recovered significantly in the past year, the market remains highly sensitive to actual and feared weaknesses.

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Impacts on FHN

In 2022, FHN benefited significantly from rising rates as the rise in lending rates outpaced the rise in deposit and other funding rates. In the first quarter of 2023, that outpacing ended, and FHN's net interest margin started to compress. FHN was able to reverse the compression during the year fueled in part by using increased deposits and capital to reduce borrowings. FHN's net interest margin improved in first quarter 2024 compared with the previous quarter, and was flat in second quarter 2024. Second quarter improvements in loan spreads largely were offset by higher funding costs.

In 2022 and early 2023, FHN experienced a normalization of deposit levels since first quarter 2020 as it allowed surge deposits resulting from COVID-driven stimulus programs to move off its balance sheet. Net deposit outflows ranged from roughly $2.0 to $4.0 billion in each of the last three quarters of 2022, and fell again by roughly $2.5 billion in first quarter 2023. That outflow trend ended in second quarter as FHN had net deposit inflows of $4.0 billion. For the year 2023, net deposits increased over $2 billion. However, FHN increased deposit rates appreciably in 2023, particularly in May and June. Deposit costs abated somewhat in first quarter 2024 as 2023's promotional rates reverted to market norms. Deposit costs started to increase during second quarter 2024 in response to heightened competition in many of FHN's markets, and that competitive environment is expected to continue during the second half of 2024.

In addition, some of FHN's businesses have been negatively impacted by higher rates and inversion. Rate increases have pushed home mortgage rates in the U.S. much higher than in early 2022, reducing demand. FHN's direct mortgage lending and lending to mortgage companies saw business decline significantly in 2022 and 2023. Moreover, FHN's revenues from bond trading and related activities fell significantly in 2022 and 2023 due to rising rates coupled with elevated market volatility. In first quarter 2024, bond trading revenues and mortgage activity improved. Bond revenues likely benefited from the market's expectation that short-term rates had peaked and soon would be cut, coupled with improved liquidity conditions in the banking sector. In second quarter, however, bond revenues reverted to lower levels as it became clear to the market that rate cuts in 2024 would be fewer and later than had been expected.

A recession, if one were to occur, likely would have a negative impact on FHN's businesses overall. Demand for loans likely would fall, loan losses and provision expense likely would rise, many commercial activities that generate fee income likely would decline, and competition for clients likely would sharpen. The deeper or longer a recession lasts, the more significant these negative impacts are likely to be for FHN. As mentioned above, recessionary expectations remain low currently. However, just as expectations in early 2023 proved to be wrong, current expectations may be just as incorrect.

Other Regulatory Proposals

In 2023 the Board of Governors of the Federal Reserve and other regulators proposed regulatory changes that would, if implemented, significantly increase regulatory constraints and costs on all U.S. banks with assets over $100 billion. A few new requirements would apply to banks, like FHN, with assets over $50 billion, but by far the main impacts would fall on banks greater than $100 billion in assets.

The proposals touch upon many regulatory requirements, including debt and equity capital requirements, credit risk standards, asset risk-weighting, and resolution planning. The increased requirements also would entail additional compliance costs.

The triggering of significant cost increases based on a single threshold financial measure—$100 billion in assets—has been in place for many years and has impacted the U.S. banking industry. Compliance restrictions and costs increase as the threshold is approached but a step-up

pattern remains. Banks near the threshold may be likely to slow or even halt asset growth, at least for a period, and start to implement the higher-level compliance systems. Banks modestly over the threshold, in contrast, may be likely to expand their asset base as quickly as possible to generate additional revenues to cover those costs. Those effects have added to the incentives for banks to consolidate, and the proposed new rules are likely to enhance that.

It appears likely that, if adopted as proposed, significant parts of the proposals will be challenged in court as being inconsistent with legislation enacted by Congress in 2018. Such a challenge would be technical and complex, and likely would take many years to resolve. Moreover, even if a challenge of that sort were successful, many parts of the proposals likely would remain intact and others might be modified without being rescinded.

Greenhouse Gas (GHG) Reporting Regimes

In October 2023 the state of California enacted laws which, taken together, will require most larger companies doing business in California to report annually their

greenhouse gas ("GHG") emissions, with an external assurance requirement, and to report biennially their climate-related financial risks and risk-mitigation

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measures. The California laws include multi-year phase in periods and encompass Scope 1, Scope 2, and Scope 3 GHG emissions. Those periods appear likely to be extended somewhat as California reportedly considers supplemental legislation and rule-making.

In March 2024 the U.S. Securities and Exchange Commission ("SEC") adopted final rules, “The Enhancement and Standardization of Climate-Related Disclosures for Investors” (the “Climate Disclosures Rules”). These rules would require all U.S. companies with publicly-traded securities to report annually their Scope 1 and 2 GHG emissions and related risk management processes, and would include a related financial statement and audit requirement, among other things. Refer to "Accounting Changes" below for additional information. The SEC's Climate Disclosures Rules also have a lengthy phase-in period.

Europe also has adopted a GHG reporting regime. It is not applicable to FHN and is not further discussed here.

Three GHG Scopes

Scope 1 GHG emissions are those from a source the company owns or controls directly, such as a manufacturing plant. Scope 2 emissions are indirect emissions from company activities, such as from power consumed by company operations. Scope 1 and 2 emissions generally can be measured or estimated using information a company normally can obtain without significant external inquiry.

Scope 3 GHG emissions are those from sources and activities that a company neither owns nor controls. Scope 3 emissions are from a wide range of sources that touch upon a company, such as: vendors; employees (commuting, business travel, etc.); and customers. Scope 3 information generally is unknown to a company without significant external inquiry and/or estimation.

Potential Business Impacts

Direct compliance costs will include creating systems to measure or estimate and capture relevant data, staffing, and engagement of vendors, including a firm to provide required assurances (somewhat analogous to a financial statement auditor).

Potentially of more significance: California may require inquiry of customers rather than merely estimation about them. If FHN is allowed merely to estimate emissions from customers, that process may be costly but would not interfere with its business relationships. If, however, FHN is required to support Scope 3 reporting by obtaining GHG-related information from customers, including customers that are not public companies and that do no business in California, then the California disclosure laws could interfere with FHN's business. In that case, effectively FHN would be required to impose costs and/or inconveniences on its customers. Other banks in FHN's markets, particularly those that are private and not doing business in California, could provide financial services without those requirements, putting FHN at a competitive disadvantage.

Legal Challenges

The California laws, especially the application of those laws to companies outside of California, have been challenged in court. Challengers assert that the laws, among other things, unconstitutionally burden interstate commerce, are pre-empted by federal law, and unconstitutionally compel or burden speech. Challenges could take many years to resolve. A key practical question will be whether the courts maintain a legal stay (a moratorium) on these laws nationwide while challenges are pending.

The SEC's Climate Disclosures rules likewise are being challenged in court. Challengers assert, among other things, that the SEC lacks explicit Congressional authorization to create a regulatory reporting regime pertaining to GHG emissions. The several challenges have been consolidated in the U.S. (federal) 8th Circuit. Possibly anticipating a court-ordered stay, the SEC has suspended the effectiveness of its rules while the court challenges are pending.

Assuming that the various legal challenges leave the SEC's Climate Disclosures Rules entirely or largely intact, the California laws might be further challenged by public companies as having been pre-empted by the SEC's rules.

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Coastal Market Growth and Rising Costs

FHN's principal markets are in the southern and southeastern United States, including most of the major gulf coast markets and several markets on the southern Atlantic seacoast. Many of FHN's markets have experienced significant population growth over at least the past twenty years, outpacing the growth rate for the U.S. as a whole. That population growth generally has been accompanied by economic growth.

Many of FHN's fastest growing markets, including most significantly those in Florida, can be impacted significantly by hurricanes and other severe coastal weather events. As those markets grow, FHN's economic commitment to them grows, as does FHN's financial exposure to those events.

In 2023 and this year it has been widely reported that the economic costs of hurricane events in the U.S. gulf and southern Atlantic coastal areas have been rising significantly. FHN believes that rising costs are directly related to growth in those areas.

For example, much of the growth in Florida has been along the coast moving out from older cities. A gulf coast hurricane 50 or 60 years ago had a fair chance of making landfall in a relatively unpopulated area. Now, the chances of directly hitting a population center are much higher, the average population in that center is much higher, and the average value per building is much higher.

The reported significant increase in casualty risks and costs is being reflected in property insurance practices which currently are in significant flux. The insurance

industry is being forced to revise its risk assessment and premium pricing practices in coastal areas as loss experience has deviated from earlier predictions, sometimes badly. In Florida, for example, some smaller carriers have failed, some larger carriers have left markets, and remaining carriers have significantly increased the premiums of hurricane-related insurance, narrowed coverage, or both.

Coastal states such as Florida and Louisiana have created last-resort insurance pools for residents who cannot obtain or afford private property insurance. However, as the costs borne by those pools increase, either the premiums will have to rise or general taxation will have to cover the difference. In addition, those programs generally do not help business clients.

State and local building and water-control codes are being revised, but often unevenly and often not retroactive to pre-existing structures and developments. The current transition period could be lengthy.

The availability, reliability, and cost of adequate property insurance is a significant concern for FHN as well as FHN's clients in affected markets. Instability in property insurance has made, and continues to make, FHN's business decisions more difficult. That instability increases FHN's risks of loan loss and business downturn.

More fundamentally, elevated insurance and casualty costs blunt a key factor driving growth in many of these high-growth markets: lower costs of living. If market growth slows, FHN's business will be impacted.

Critical Accounting Policies and Estimates

FHN has made no significant changes in its critical accounting policies and estimates from those disclosed in its 2023 Annual Report on Form 10-K.

Accounting Changes

In March 2024, the SEC adopted its Climate Disclosures Rules (refer to "Greenhouse Gas (GHG) Reporting Regimes" above). Those Rules, when effective, will require registrants to disclose certain climate-related information in registration statements and financial reports. Information required for inclusion within the footnotes to the financial statements for severe weather events and other natural conditions includes 1) income statement effects before insurance recoveries above 1% of pre-tax income/loss, 2) balance sheet effects above 1% of shareholders’ equity, and 3) certain carbon offsets and renewable energy credits. Qualitative discussion is also required for material impacts on financial estimates and assumptions that are due to severe weather events and other natural conditions or disclosed climate-related targets or transition plans.

Disclosures that are outside the financial statements include 1) Scope 1 and Scope 2 GHG emissions, if material, 2) how the Board of Directors oversees the assessment and management of climate-related risks, 3) management’s role in assessing and managing climate-related risks if the risks are material, 4) climate-related risks that have had or are reasonably likely to have a material effect on its business strategy, results of operations, or financial condition, including whether the risks are expected to manifest in the short term (i.e., next 12 months) and, separately, in the long term (i.e., beyond the next 12 months), 5) if a registrant has adopted a plan to manage material climate transition risks the plan should be described and updated annually to specify its progress toward completing the transition plan, including any actions taken under the plan and how those actions

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PART I, ITEM 2. MANAGEMENT'S DISCUSSION & ANALYSIS (MD&A)

have affected the registrant’s business, results of operations, or financial condition, 6) if a registrant has adopted a plan to manage material climate transition risks the plan should be described and updated annually to specify its progress toward completing the transition plan, including any actions taken under the plan and how those actions have affected the registrant’s business, results of operations, or financial condition, 7) if a registrant uses an internal carbon price (e.g., a monetary cost assigned to carbon emissions for budgeting, forecasting, or performance management) and this use is material to how it evaluates material climate-related risks, 8) if a registrant uses a scenario analysis to assess its business in the context of climate-related risks and, on the basis of that analysis, determines that a climate-related risk is reasonably likely to have a material impact, the registrant must describe each scenario, including the parameters, assumptions, and projected financial impacts, 9) a registrant is required to disclose its processes for “identifying, assessing and managing” material climate-related risks, 10) registrants must disclose information about their publicly announced or internal climate-related targets or goals if they materially affect or are reasonably likely to materially affect the business, results of operations, or financial condition (e.g., expenditures or operational changes needed to meet the targets or goals) and 11) registrants must describe quantitatively and qualitatively the material expenditures incurred and material impacts on financial estimates and assumptions that, in management’s assessment, directly result from activities to mitigate or adapt to material climate-related risks.

In April 2024, the SEC issued a stay of the Climate Disclosures Rules pending the completion of judicial review of various legal challenges. Therefore, the actual timing of the implementation of the Climate Disclosure Rules, if sustained through the judicial process, is uncertain. FHN is assessing the potential effects of the Climate Disclosure Rules on its registration statements and financial statements.

Refer to Note 1 – Basis of Presentation and Accounting Policies for a detail of accounting changes with extended transition periods, accounting changes adopted in the current year and accounting changes issued but not currently effective, which section is incorporated into MD&A by this reference.

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Non-GAAP Information

Table I.2.26

NON-GAAP TO GAAP RECONCILIATION

	Three Months Ended									Six Months Ended
(Dollars in millions; shares in thousands)	June 30, 2024			March 31, 2024			June 30, 2023			June 30, 2024			June 30, 2023
Pre-provision Net Revenue (Non-GAAP)
Net interest income (GAAP)	$	629		$	625		$	630		$	1,253		$	1,318
Plus: Noninterest income (GAAP)	186			194			400			381			571
Total revenues (GAAP)	815			819			1,030			1,634			1,889
Less: Noninterest expense (GAAP)	500			515			555			1,015			1,033
Pre-provision net revenue (Non-GAAP)	$	315		$	304		$	475		$	619		$	856
Average Tangible Common Equity (Non-GAAP)
Average total equity (GAAP)	$	8,949		$	9,251		$	9,029		$	9,100		$	8,869
Less: Average noncontrolling interest (a)	295			295			295			295			295
Less: Average preferred stock (a)	426			520			986			473			1,000
(A) Total average common equity	$	8,228		$	8,436		$	7,748		$	8,332		$	7,574
Less: Average goodwill and other intangible assets (GAAP)(b)	1,680			1,691			1,726			1,685			1,732
(B) Average tangible common equity (Non-GAAP)	$	6,548		$	6,745		$	6,022		$	6,647		$	5,842
Net Income Available to Common Shareholders
(C) Net income available to common shareholders (annualized) (GAAP)	$	739		$	739		$	1,270		$	739		$	1,129
Tangible Common Equity (Non-GAAP)
(D) Total equity (GAAP)	$	8,955		$	9,173		$	8,960		$	8,955		$	8,960
Less: Noncontrolling interest (a)	295			295			295			295			295
Less: Preferred stock (a)	426			520			520			426			520
(E) Total common equity	$	8,234		$	8,358		$	8,145		$	8,234		$	8,145
Less: Goodwill and other intangible assets (GAAP)(b)	1,675			1,685			1,721			1,675			1,721
(F) Tangible common equity (Non-GAAP)	6,559			6,673			6,424			6,559			6,424
Less: Unrealized gains (losses) on AFS securities, net of tax	(901)			(891)			(964)			(901)			(964)
(G) Adjusted tangible common equity (Non-GAAP)	$	7,460		$	7,564		$	7,388		$	7,460		$	7,388
Tangible Assets (Non-GAAP)
(H) Total assets (GAAP)	$	82,230		$	81,799		$	85,071		$	82,230		$	85,071
Less: Goodwill and other intangible assets (GAAP) (b)	1,675			1,685			1,721			1,675			1,721
(I) Tangible assets (Non-GAAP)	$	80,555		$	80,114		$	83,350		$	80,555		$	83,350
Risk-Weighted Assets
(J) Risk-weighted assets (c)	$	71,913		$	71,145		$	71,517		$	71,913		$	71,517
Period-end Shares Outstanding
(K) Period-end shares outstanding	536,876			548,637			558,659			536,876			558,659
Ratios
(C)/(A) Return on average common equity (GAAP)	8.98		%	8.76		%	16.40		%	8.87		%	14.91		%
(C)/(B) Return on average tangible common equity (Non-GAAP)	11.29			10.95			21.10			11.12			19.33
(D)/(H) Total period-end equity to period-end assets (GAAP)	10.89			11.21			10.53			10.89			10.53
(F)/(I) Tangible common equity to tangible assets (Non-GAAP)	8.14			8.33			7.71			8.14			7.71
(G)/(J) Adjusted tangible common equity to risk-weighted assets (Non-GAAP)	10.37			10.63			10.33			10.37			10.33
(E)/(K) Book value per common share (GAAP)	$	15.34		$	15.23		$	14.58		$	15.34		$	14.58
(F)/(K) Tangible book value per common share (Non-GAAP)	$	12.22		$	12.16		$	11.50		$	12.22		$	11.50

(a) Included in total equity on the Consolidated Balance Sheets.

(b) Includes goodwill and other intangible assets, net of amortization.

(c) Defined by and calculated in conformity with bank regulations applicable to FHN.

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PART I, ITEM 3. DISCLOSURES ABOUT MARKET RISK AND ITEM 4. CONTROLS & PROCEDURES

Item 3.    Quantitative and Qualitative Disclosures About Market Risk

The information called for by this item is contained in

(a) Management’s Discussion and Analysis of Financial Condition and Results of Operations included as Item 2 of Part I of this report, including in particular the section entitled “Risk Management” beginning on page 99 of this report and the subsections entitled “Market Risk Management” beginning on page 99 and “Interest Rate Risk Management” beginning on page 101 of this report, and

(b) Note 14 to the Consolidated Financial Statements appearing on pages 48-54 of this report, all of which materials are incorporated herein by reference. For additional information concerning market risk and our

management of it, refer to: Management’s Discussion and Analysis of Financial Condition and Results of Operations appearing in Item 7 to FHN’s Annual Report on Form 10-K for the year ended December 31, 2023, including in particular the section entitled “Risk Management” beginning on page 81 of that Report and the subsections entitled “Market Risk Management” beginning on page 82 and “Interest Rate Risk Management” beginning on page 84 of that Report; and Note 21 to the Consolidated Financial Statements appearing on pages 178-184 of Item 8 to FHN’s Annual Report on Form 10-K for the year ended December 31, 2023.

Item 4.    Controls and Procedures

(a)Evaluation of Disclosure Controls and Procedures. Our management, with the participation of our chief executive officer and chief financial officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rule 13a-15(e)) as of the end of the period covered by this quarterly report. Based on that evaluation, the chief executive officer and the chief financial officer have concluded that our disclosure controls and procedures

were effective as of the end of the period covered by this report.

(b)Changes in Internal Control over Financial Reporting. There have not been any changes in our internal control over financial reporting during the second fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

111 2Q24 FORM 10-Q REPORT

PART II—OTHER INFORMATION, ITEMS 1. THROUGH 5.

PART II. OTHER INFORMATION

Item 1.    Legal Proceedings

The “Contingencies” section of Note 10 to the Consolidated Financial Statements beginning on page 37 of this Report is incorporated into this Item by reference.

Item 1A. Risk Factors

Material changes from risk factor disclosures in FHN's Annual Report on Form 10-K for the year ended December 31, 2023:

Not applicable.

Item 2.    Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities

(a) Unregistered Equity Securities Sold

Not applicable

(b) Use of Proceeds If Rule 463 is Applicable

Not applicable

(c) Equity Repurchases

The "Common Stock Purchases” section including tables I.2.19 and I.2.20 and explanatory discussions included in

Item 2 of Part I of this report under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” beginning on page 98 of this report, is incorporated herein by reference.

Items 3. and 4.

Not applicable

Item 5.    Other Information

(a) Previously Unreported 8-K Disclosures

Not applicable

(b) Change in Nomination Procedures

Not applicable

(c) Trading Arrangement Disclosures

During the second quarter of 2024, the following directors or executive officers (those officers who are required to file stock ownership reports on SEC Forms 3, 4, and 5) adopted, modified, or terminated the Rule 10b5-1 trading arrangements, and the non-Rule 10b5-1 trading arrangements, shown in Table II.5c below.

Unless otherwise explicitly indicated in a footnote to the Table, each arrangement marked in the Table as "10b5-1" under the "Arrangement Type" column is intended by its maker, as reported to FHN, to satisfy the affirmative defense requirements of SEC Rule 10b5-1(c).

If "Not applicable" appears in the Table, then for the second quarter of 2024 no director or executive officer of FHN adopted, modified, or terminated any Rule 10b5-1 trading arrangement or any non-Rule 10b5-1 trading arrangement.

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PART II—OTHER INFORMATION, ITEMS 1. THROUGH 5.

Table II.5c

TRADING ARRANGEMENTS CREATED, MODIFIED, OR TERMINATED MOST RECENT QUARTER

	Arrangement Type		Type of Action Taken During Quarter	Date Action Taken	Duration or Expiration Date	Total Shares to be
Name & Title	10b5-1	non-10b5-1				Bought	Sold
Not applicable

Item 6.    Exhibits

10-Q EXHIBIT TABLE

Exh. No.	Description of Exhibit to this Report	Filed Here	Mngt Exh	Furn-ished	Incorporated by Reference to
					Form	Exh. No.	Filing Date
3.1	Amended and Restated Charter of First Horizon Corporation [2024]				8-K	3.1	7/24/2024
3.2	Bylaws of First Horizon Corporation, as amended and restated effective January 22, 2024				8-K	3.1	1/23/2024
4.1	Description of Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934	X
4.2	FHN agrees to furnish to the Securities and Exchange Commission upon request a copy of each instrument defining the rights of the holders of the senior and subordinated long-term debt of FHN and its consolidated subsidiaries
10.1	Director Compensation Policy (as amended April 2024)	X	X
31(a)	Rule 13a-14(a) Certifications of CEO (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002)	X
31(b)	Rule 13a-14(a) Certifications of CFO (pursuant to Section 302 of the Sarbanes-Oxley Act of 2002)	X
32(a)	18 USC 1350 Certifications of CEO (pursuant to Section 906 of the Sarbanes-Oxley Act of 2002)	X		X
32(b)	18 USC 1350 Certifications of CFO (pursuant to Section 906 of the Sarbanes-Oxley Act of 2002)	X		X
	XBRL Exhibits
101	The following financial information from First Horizon Corporation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024, formatted in Inline XBRL: (i) Consolidated Balance Sheets at June 30, 2024 and December 31, 2023; (ii) Consolidated Statements of Income for the Three and Six Months Ended June 30, 2024 and 2023; (iii) Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2024 and 2023; (iv) Consolidated Statements of Changes in Equity for the Three and Six Months Ended June 30, 2024 and 2023; (v) Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2024 and 2023; and (vi) Notes to the Consolidated Financial Statements.	X
101. INS	XBRL Instance Document -- the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101. SCH	Inline XBRL Taxonomy Extension Schema	X
101. CAL	Inline XBRL Taxonomy Extension Calculation Linkbase	X
101. LAB	Inline XBRL Taxonomy Extension Label Linkbase	X
101. PRE	Inline XBRL Taxonomy Extension Presentation Linkbase	X

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PART II—OTHER INFORMATION, ITEM 6. EXHIBITS

Exh. No.	Description of Exhibit to this Report	Filed Here	Mngt Exh	Furn-ished	Incorporated by Reference to
					Form	Exh. No.	Filing Date
101. DEF	Inline XBRL Taxonomy Extension Definition Linkbase	X
104	Cover Page Interactive Data File, formatted in Inline XBRL (included in Exhibit 101)	X

In the Exhibit Table: the “Filed Here” column denotes each exhibit which is filed or furnished (as applicable) with this report; the “Mngt Exh” column denotes each exhibit that represents a management contract or compensatory plan or arrangement required to be identified as such; the “Furnished” column denotes each exhibit that is “furnished” pursuant to 18 U.S.C. Section 1350 or otherwise, and is not “filed” as part of this Report or as a separate disclosure document; and the phrase “2023 named executive officers” refers to those executive officers whose 2023 compensation was described in our 2024 Proxy Statement.

In many agreements filed as exhibits, each party makes representations and warranties to other parties. Those representations and warranties are made only to and for the benefit of those other parties in the context of a business contract. Exceptions to such representations and warranties may be partially or fully waived by such parties, or not enforced by such parties, in their discretion. No such representation or warranty may be relied upon by any other person for any purpose.

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SIGNATURES

Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	FIRST HORIZON CORPORATION (Registrant)
Date: August 2, 2024	By:	/s/ Hope Dmuchowski
	Name:	Hope Dmuchowski
	Title:	Senior Executive Vice President and Chief Financial Officer
		(Duly Authorized Officer and Principal Financial Officer)

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EX-4.1

EXHIBIT 4.1
	Description of Securities

Description of Securities Registered

Pursuant to Section 12 of the

Securities Exchange Act of 1934

Exhibit Table of Contents

Overview	1
Authorized Capital Stock	4
Description of Common Stock	5
Series A Depositary Shares and Series A Preferred Stock (Redeemed in 2021)	6
Description of Series B Depositary Shares and Series B Preferred Stock	7
Description of Series C Depositary Shares and Series C Preferred Stock	17
Series D Depositary Shares and Series D Preferred Stock (Redeemed in 2024)	27
Description of Series E Depositary Shares and Series E Preferred Stock	28
Description of Series F Depositary Shares and Series F Preferred Stock	36
Ranking of the Outstanding Preferred Series with respect to Each Other	44
Other Depositary Share Matters	44
Charter and Bylaw Provisions which Might Operate to Deter a Change in Control Event	44

Overview

At July 31, 2024, First Horizon Corporation (“First Horizon”) had registered the following securities under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”):

(1)First Horizon’s common stock, par value $0.625 per share (“Common Stock”);

(2)First Horizon’s depositary shares (“Series B Depositary Shares”), each representing a 1/400th interest in a share of First Horizon’s 6.625% Fixed-to-Floating Non-Cumulative Perpetual Preferred Stock, Series B (“Series B Preferred Stock”);

(3)First Horizon’s depositary shares (“Series C Depositary Shares”), each representing a 1/400th interest in a share of First Horizon’s 6.60% Fixed-to-Floating Non-Cumulative Perpetual Preferred Stock, Series C (“Series C Preferred Stock”);

(4)First Horizon’s depositary shares (“Series E Depositary Shares”), each representing a 1/4,000th interest in a share of First Horizon’s Non-Cumulative Perpetual Preferred Stock, Series E (“Series E Preferred Stock”); and

(5)First Horizon’s depositary shares (“Series F Depositary Shares”), each representing a 1/4,000th interest in a share of First Horizon’s Non-Cumulative Perpetual Preferred Stock, Series F (“Series F Preferred Stock”).

The description of securities in this exhibit is a summary and does not purport to be complete. It is subject to and qualified in its entirety by reference to First Horizon’s Amended and Restated Charter (the

1 2Q24 FORM 10-Q REPORT

EXHIBIT 4.1
	Description of Securities

“Charter”) and First Horizon’s Bylaws (the “Bylaws”). At the time this exhibit is filed, the most recent version of the Charter is exhibit 3.1 to First Horizon’s Current Report on Form 8-K filed July 24, 2024, and the most recent version of the Bylaws is exhibit 3.1 to First Horizon’s Current Report on Form 8-K filed January 23, 2024. First Horizon’s Charter and Bylaws are subject to, and governed by, the laws of Tennessee, including especially the Tennessee Business Corporation Act (the “TCBA”), Title 48 of the Tennessee Code, chapters 11 through 27. In addition:

•The description of First Horizon’s Series B Depositary Shares is subject to and qualified in its entirety by reference to a Deposit Agreement, dated as of July 1, 2020 (the “Series B Deposit Agreement”), by and among First Horizon, Equiniti Trust Company, as depositary (the “Series B Depositary”), and the holders from time to time of depositary receipts described therein, which is exhibit 4.1 to First Horizon’s Current Report on Form 8-K filed on July 2, 2020 (“First Horizon’s 7-2-20 8-K”).

•The description of First Horizon’s Series C Depositary Shares is subject to and qualified in its entirety by reference to a Deposit Agreement, dated as of July 1, 2020 (the “Series C Deposit Agreement”), by and among First Horizon, Equiniti Trust Company, as depositary (the “Series C Depositary”), and the holders from time to time of depositary receipts described therein, which is exhibit 4.2 to First Horizon’s 7-2-20 8-K.

•The description of First Horizon’s Series E Depositary Shares is subject to and qualified in its entirety by reference to a Deposit Agreement, dated as of May 28, 2020 (the “Series E Deposit Agreement”), by and among First Horizon, Equiniti Trust Company, as depositary (the “Series E Depositary”), and the holders from time to time of depositary receipts described therein, which is exhibit 4.1 to First Horizon’s Current Report on Form 8-K filed on May 28, 2020.

•The description of First Horizon’s Series F Depositary Shares is subject to and qualified in its entirety by reference to a Deposit Agreement, dated as of May 3, 2021 (the “Series F Deposit Agreement”), by and among First Horizon, Equiniti Trust Company, as depositary (the “Series F Depositary”), and the holders from time to time of depositary receipts described therein, which is exhibit 4.1 to First Horizon’s Current Report on Form 8-K filed on May 3, 2021.

Historical Note Regarding LIBOR

References to LIBOR (London Inter-Bank Offered Rate) in this exhibit parallel such references in the designations of the various Series of Preferred Stock. Publication of LIBOR has been discontinued. In accordance with the terms of each outstanding Series of Preferred Stock and applicable U.S. law, a version of SOFR (Secured Overnight Financing Rate) has been substituted for LIBOR and certain related provisions have been adjusted. At the time this exhibit is filed, the substituted rate provisions are most recently summarized in Part I, Item 1, Note 7, of First Horizon's Quarterly Report on 10-Q for the period ended June 30, 2024 as follows:

Series B Preferred Stock     fixed annual dividend rate of 6.625% will reset on August 1, 2025 to three-month CME Term SOFR plus 4.52361%

Series C Preferred Stock     fixed annual dividend rate of 6.600% will reset on May 1, 2026 to three-month CME Term SOFR plus 5.18161%

Although LIBOR no longer is or will be used as a reference rate for any Series of Preferred Stock, the designations for the outstanding Series have not been formally amended to reflect the substitute reference rate and adjusted terms. Therefore, the original LIBOR references and terms remain in the descriptions in this exhibit below. Readers are advised not to use LIBOR references and terms in this exhibit to determine or estimate current or future rates associated with any Series of Preferred Stock issued by First Horizon.

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EXHIBIT 4.1
	Description of Securities

Historical Note Regarding Unregistered Series G Preferred

In February, 2022, First Horizon designated and issued 4,935.694 shares of its Perpetual Convertible Preferred Stock, Series G (the “Series G Preferred Stock”) in a private placement associated with a merger agreement, as disclosed by First Horizon in its Current Report on Form 8-K filed on March 3, 2022. The Series G Preferred Stock was closely held and was not registered pursuant to Section 12 of the Securities Exchange Act of 1934. In May, 2023, the merger agreement terminated due to a failure to obtain regulatory approval, as disclosed by First Horizon in its Current Report on Form 8-K filed on May 4, 2023. In accordance with the terms of the Series G Preferred Stock, effective June 26, 2023, each outstanding share of Series G Preferred Stock was converted into 4,000 shares of First Horizon Common Stock. After conversion, no Series G Preferred Stock was designated and no Series G Preferred Stock shares were outstanding.

Historical Note Regarding Corporate Name Change

First Horizon was formerly known as First Horizon National Corporation. First Horizon changed its corporate name to First Horizon Corporation in 2020. Many of the agreements and other documents mentioned above and elsewhere in this exhibit used the former name and have not been restated to use First Horizon’s current name.

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EXHIBIT 4.1
	Description of Securities

Authorized Capital Stock

At July 31, 2021, First Horizon’s authorized capital shares consist of 700,000,000 shares of Common Stock and 5,000,000 shares of preferred stock without par value (“Preferred Stock”).

First Horizon’s Board of Directors is authorized to create one or more series of preferred stock from the amount authorized and, for each series, to fix the powers (including voting power), designations, preferences, and relative, participating, optional, or other special rights along with any qualifications, limitations, or restrictions. At July 31, 2024, four series were actively designated, consisting of:

•8,625 shares of Series B Preferred Stock, liquidation preference $10,000 per share, of which 8,000 shares are outstanding;

•5,750 shares of Series C Preferred Stock, liquidation preference $10,000 per share, of which 5,750 shares are outstanding;

•1,500 shares of Series E Preferred Stock, liquidation preference $100,000 per share, of which 1,500 shares are outstanding; and

•1,500 shares of Series F Preferred Stock, liquidation preference $100,000 per share, of which 1,500 shares are outstanding.

The outstanding shares of First Horizon’s Common Stock and Preferred Stock are fully paid and nonassessable.

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EXHIBIT 4.1
	Description of Securities

Description of Common Stock

Voting Rights

Holders of Common Stock are entitled to one vote per share on all matters voted on by the stockholders, including the election of directors. First Horizon’s Common Stock does not have cumulative voting rights.

Dividend Rights

Subject to the rights of holders of outstanding shares of Preferred Stock, the holders of Common Stock are entitled to receive dividends, if any, as may be declared from time to time by First Horizon’s Board of Directors in its discretion out of funds legally available for the payment of dividends.

Each outstanding Series of First Horizon’s preferred stock (currently B, C, E, and F) limits First Horizon’s ability to declare or pay dividends on, or purchase, redeem or otherwise acquire, shares of Common Stock in the event that First Horizon’s Board of Directors does not declare and pay (or set aside) dividends on that Series of Preferred Stock.

Liquidation Rights

Subject to any preferential rights of outstanding shares of Preferred Stock, holders of Common Stock will share ratably in all assets legally available for distribution to First Horizon’s common stockholders in the event of dissolution.

Other Rights and Preferences

First Horizon’s Common Stock has no sinking fund or redemption provisions, and no preemptive, conversion, or exchange rights.

Listing

First Horizon’s Common Stock is listed on the New York Stock Exchange LLC under the symbol FHN.

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EXHIBIT 4.1
	Description of Securities

Series A Depositary Shares and Series A Preferred Stock (Redeemed in 2021)

In 2013, First Horizon designated 1,000 shares of Non-Cumulative Perpetual Preferred Stock, Series A (“Series A Preferred Stock”), liquidation preference $100,000 per share, and issued all 1,000 shares. All shares of Series A Preferred Stock were deposited with a depositary, which issued 4,000,000 depositary shares (“Series A Depositary Shares”), each representing a 1/4,000th interest in a share of Series A Preferred Stock.

Effective July 10, 2021, all 1,000 shares of Series A Preferred Stock were redeemed and became available for future designation and issuance. The redemption of the Series A Preferred Stock triggered the redemption of all 4,000,000 Series A Depositary Shares. After those redemptions, no Series A Preferred Stock was designated, no Series A Preferred Stock shares were outstanding, and no Series A Depositary Shares were outstanding. The New York Stock Exchange LLC filed a Form 25 (notification of removal from listing and registration) regarding the Series A Depositary Shares on July 12, 2021.

All Series of Preferred Stock designated and issued before the Series A Preferred Stock was redeemed (B, C, D, E, and F) refer to the Series A Preferred Stock in some manner. Except for those references in the Series D Preferred Stock, which was redeemed in 2024 as mentioned below, those references to Series A remain in First Horizon’s Charter and are retained in the descriptions in this document, but now are moot in all practical respects.

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EXHIBIT 4.1
	Description of Securities

Description of Series B Depositary Shares and Series B Preferred Stock

Relationship of Depositary Shares to Preferred Stock

First Horizon’s Board has designated 8,625 shares of Series B Preferred Stock, of which 8,000 have been issued, all of which are held by the Series B Depositary under the Series B Deposit Agreement. The Series B Depositary has issued 3,200,000 Series B Depositary Shares, which are evidenced by depositary receipts. Each Series B Depositary Share represents a 1/400th ownership interest in one share of Series B Preferred Stock held by the Series B Depositary. The holders of the Series B Depositary Shares, pro-rata through the Series B Depositary, may exercise, receive, and enjoy all the rights of the underlying Series B Preferred Stock.

The number of designated shares of Series B Preferred Stock may be increased by action of First Horizon’s Board without the consent of the current holder of Series B Preferred Stock or the holders of the Series B Depositary Shares.

Ranking

With respect to the payment of dividends and distributions upon First Horizon’s liquidation, dissolution or winding up, the Series B Preferred Stock will rank (i) senior to First Horizon’s Common Stock and any other class or series of preferred stock that by its terms ranks junior to the Series B Preferred Stock, (ii) equally with the Series A Preferred Stock, the Series C Preferred Stock, the Series D Preferred Stock, the Series E Preferred Stock, and any future series of preferred stock that First Horizon may issue that does not by its terms provide for a junior ranking and (iii) junior to all existing and future indebtedness and other liabilities and any class or series of preferred stock that expressly provides in the articles of amendment creating such preferred stock that such series ranks senior to the Series B Preferred Stock (subject to any requisite consents prior to issuance).

The Series B Preferred Stock is not secured, is not guaranteed by First Horizon or any of its affiliates, and is not subject to any other arrangement that legally or economically enhances the ranking of the Series B Preferred Stock.

See also “Ranking of the Outstanding Preferred Series with respect to Each Other” on page 44 of this Exhibit.

Voting Rights—Series B Depositary Shares

Because each Series B Depositary Share represents a 1/400th ownership interest in a share of Series B Preferred Stock, holders of Series B Depositary Shares will be entitled to 1/400th of a vote per Series B Depositary Share under those limited circumstances in which holders of the Series B Preferred Stock are entitled to vote.

When the Series B Depositary receives notice of any meeting at which the holders of the Series B Preferred Stock are entitled to vote, the Series B Depositary will provide the information contained in the notice to the record holders of the Series B Depositary Shares relating to the Series B Preferred Stock. Each record holder of Series B Depositary Shares on the record date, which will be the same date as the record date for the Series B Preferred Stock, may instruct the Series B Depositary to vote the amount of the Series B Preferred Stock represented by the holder’s Series B Depositary Shares. To the extent possible, the Series B Depositary will vote the amount of the Series B Preferred Stock represented by Series B Depositary Shares in accordance with the instructions it receives. First Horizon has agreed to take all reasonable actions that the Series B Depositary determines are necessary to enable the Series B Depositary to vote as instructed. If the Series B Depositary does not receive specific instructions from the holders of any Series B Depositary Shares representing the Series B Preferred Stock, it will abstain from

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EXHIBIT 4.1
	Description of Securities

voting with respect to such Shares (but shall appear at the meeting with respect to such shares unless directed to the contrary).

Voting Rights—Series B Preferred Stock

Registered owners of Series B Preferred Stock will not have any voting rights, except as set forth below or as otherwise required by applicable law.

Whenever dividends payable on the Series B Preferred Stock or any other class or series of preferred stock ranking equally with the Series B Preferred Stock, including the Series A Preferred Stock, the Series C Preferred Stock, the Series D Preferred Stock, and the Series E Preferred Stock, as to payment of dividends, and upon which voting rights equivalent to those described in this paragraph have been conferred and are exercisable, have not been declared and paid in an aggregate amount equal to, as to any class or series, the equivalent of at least three or more semi-annual or six or more quarterly Dividend Periods, as applicable, whether or not for consecutive Dividend Periods (a “Nonpayment”), the holders of outstanding shares of the Series B Preferred Stock voting as a class with holders of shares of any other series of First Horizon preferred stock ranking equally with the Series B Preferred Stock, including the Series A Preferred Stock, the Series C Preferred Stock, the Series D Preferred Stock, and the Series E Preferred Stock, as to payment of dividends, and upon which like voting rights have been conferred and are exercisable (“Voting Parity Stock”), will be entitled to vote for the election of two additional directors of First Horizon Board of Directors on the terms set forth below (and to fill any vacancies in the terms of such directorships) (the “Preferred Stock Directors”). Holders of all series of First Horizon Voting Parity Stock will vote as a single class. In the event that the holders of the shares of the Series B Preferred Stock are entitled to vote as described in this paragraph, the number of members of the First Horizon Board of Directors at the time will be increased by two directors, and the holders of the Series B Preferred Stock will have the right, as members of that class, as outlined above, to elect two directors at a special meeting called at the request of the holders of record of at least 20% of the aggregate voting power of the Series B Preferred Stock or any other series of Voting Parity Stock (unless such request is received less than 90 days before the date fixed for First Horizon’s next annual or special meeting of the stockholders, in which event such election shall be held at such next annual or special meeting of the stockholders), provided that the election of any Preferred Stock Directors shall not cause First Horizon to violate the corporate governance requirements of the NYSE (or any other exchange on which First Horizon’s securities may at such time be listed) that listed companies must have a majority of independent directors, and provided further that at no time shall the First Horizon Board of Directors include more than two Preferred Stock Directors.

When First Horizon has paid full dividends on the Series B Preferred Stock for the equivalent of at least two semi-annual or four quarterly Dividend Periods, as applicable, following a Nonpayment, the voting rights described above will terminate, except as expressly provided by law. The voting rights described above are subject to re-vesting upon each and every subsequent Nonpayment.

Upon termination of the right of the holders of the Series B Preferred Stock and Voting Parity Stock to vote for Preferred Stock Directors as described above, the term of office of all Preferred Stock Directors then in office elected by only those holders will terminate immediately. Whenever the term of office of the Preferred Stock Directors ends and the related voting rights have expired, the number of directors automatically will be decreased to the number of directors as otherwise would prevail. Any Preferred Stock Director may be removed at any time by the holders of record of a majority of the outstanding shares of the Series B Preferred Stock (together with holders of any Voting Parity Stock) when they have the voting rights described in this section.

Under regulations adopted by the Federal Reserve Board, if the holders of any series of preferred stock are or become entitled to vote for the election of directors, such series will be deemed a class of voting

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EXHIBIT 4.1
	Description of Securities

securities and a company holding 25% or more of the series, or 10% or more if it otherwise exercises a “controlling influence” over First Horizon, will be subject to regulation as a bank holding company under the Bank Holding Company Act of 1956, as amended (the “BHC Act”). In addition, at the time a Series is deemed a class of voting securities, any other bank holding company will be required to obtain the prior approval of the Federal Reserve Board under the BHC Act to acquire or retain more than 5% of that Series. Any other person (other than a bank holding company) will be required to obtain the non-objection of the Federal Reserve Board under the Change in Bank Control Act of 1978, as amended, to acquire or retain 10% or more of that Series.

So long as any shares of Series B Preferred Stock remain outstanding, First Horizon will not, without the affirmative vote or consent of holders of at least 66 2/3% in voting power of the Series B Preferred Stock and any Voting Parity Stock, voting together as a class, authorize, create or issue any capital stock ranking senior to the Series B Preferred Stock as to dividends or the distribution of assets upon liquidation, dissolution or winding up, or reclassify any authorized capital stock into any such shares of such capital stock or issue any obligation or security convertible into or evidencing the right to purchase any such shares of capital stock. So long as any shares of the Series B Preferred Stock remain outstanding, First Horizon will not, without the affirmative vote of the holders of at least 66 2/3% in voting power of the Series B Preferred Stock, amend, alter or repeal any provision of the Articles of Amendment or First Horizon’s charter, including by merger, consolidation or otherwise, so as to adversely affect the powers, preferences or special rights of the Series B Preferred Stock.

Notwithstanding the foregoing, none of the following will be deemed to adversely affect the powers, preferences or special rights of the Series B Preferred Stock: any increase in the amount of authorized Common Stock or authorized Preferred Stock, or any increase or decrease in the number of shares of any series of preferred stock, or the authorization, creation and issuance of other classes or series of capital stock, in each case ranking on parity with or junior to the Series B Preferred Stock as to dividends or distribution of assets upon First Horizon’s liquidation, dissolution or winding up; a merger or consolidation of First Horizon with or into another entity in which the shares of the Series B Preferred Stock remain outstanding; and a merger or consolidation of First Horizon with or into another entity in which the shares of the Series B Preferred Stock are converted into or exchanged for preference securities of the surviving entity or any entity, directly or indirectly, controlling such surviving entity and such new preference securities have powers, preferences and special rights that are not materially less favorable than the Series B Preferred Stock.

Voting Rights under Tennessee Law

Under current provisions of the TBCA, holders of the Series B Preferred Stock are entitled to vote separately as a class on certain amendments to the First Horizon charter that would impact the Series B Preferred Stock.

Dividend Rights—Series B Depositary Shares

Each dividend payable on a Series B Depositary Share will be in an amount equal to 1/400th of the dividend declared and payable on each share of Series B Preferred Stock.

The Series B Depositary will distribute all dividends and other cash distributions received on the Series B Preferred Stock to the holders of record of the Series B Depositary Shares in proportion to the number of Series B Depositary Shares held by each holder. In the event of a distribution other than in cash, the Series B Depositary will distribute property received by it to the holders of record of the Series B Depositary Shares in proportion to the number of Series B Depositary Shares held by each holder, unless the Series B Depositary determines that this distribution is not feasible, in which case the Series B Depositary may, with First Horizon’s approval, adopt a method of distribution that it deems equitable and

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EXHIBIT 4.1
	Description of Securities

practicable, including the sale of the property (in a commercially reasonable manner) and distribution of the net proceeds of that sale to the holders of the Series B Depositary Shares.

If the calculation of a dividend or other cash distribution results in an amount that is a fraction of a cent and that fraction is equal to or greater than $0.005, the Series B Depositary will round that amount up to the next highest whole cent and will request that First Horizon pay the resulting additional amount to the Series B Depositary for the relevant dividend or other cash distribution. If the fractional amount is less than $0.005, the Series B Depositary will disregard that fractional amount and add such amount to, and treat it as a part of, the next succeeding distribution.

Record dates for the payment of dividends and other matters relating to the Series B Depositary Shares will be the same as the corresponding record dates for the Series B Preferred Stock.

The amount paid as dividends or otherwise distributable by the Series B Depositary with respect to the Series B Depositary Shares or the underlying Series B Preferred Stock will be reduced by any amounts required to be withheld by First Horizon or the Series B Depositary on account of taxes or other governmental charges. The Series B Depositary may refuse to make any payment or distribution, or any transfer, exchange, or withdrawal of any Series B Depositary Shares or the shares of the Series B Preferred Stock until such taxes or other governmental charges are paid.

Dividend Rights—Series B Preferred Stock

Holders of the Series B Preferred Stock will be entitled to receive, only when, as, and if declared by the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors), out of assets legally available under applicable law for payment, noncumulative cash dividends based on the liquidation preference of $10,000 per share of Series B Preferred Stock, and no more, at a rate equal to (1) 6.625% per annum (equivalent to $1.65625 per Series B Depositary Share per annum), for each semi-annual Dividend Period occurring from, and including, the original issue date of the Series B Preferred Stock to, but excluding, August 1, 2025 (the “Fixed Rate Period”), and (2) thereafter, three-month LIBOR plus a spread of 426.2 basis points per annum, for each quarterly Dividend Period beginning August 1, 2025 (the “Floating Rate Period”). A “Dividend Period” means the period from, and including, each Dividend Payment Date (as defined below) to, but excluding, the next succeeding Dividend Payment Date, except that the initial Dividend Period will be the period from, and including, the last dividend payment date prior to the closing.

When, as, and if declared by the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors), during the Fixed Rate Period, First Horizon will pay cash dividends on the Series B Preferred Stock semi-annually, in arrears, on February 1 and August 1 of each year (each such date, a “Fixed Period Dividend Payment Date”), beginning on February 1, 2016, and, when, as and if declared by the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors), during the Floating Rate Period, First Horizon will pay cash dividends on the Series B Preferred Stock quarterly, in arrears, on February 1, May 1, August 1 and November 1 of each year, beginning on November 1, 2025 (each such date, a “Floating Period Dividend Payment Date,” and together with the Fixed Period Dividend Payment Dates, the “Dividend Payment Dates”). First Horizon will pay cash dividends to the holders of record of shares of the Series B Preferred Stock as they appear on the First Horizon stock register on the applicable record date, which shall be the fifteenth calendar day before that Dividend Payment Date or such other record date fixed by the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors) that is not more than 60 nor less than 10 days prior to such Dividend Payment Date.

If any Dividend Payment Date on or prior to August 1, 2025 is a day that is not a business day (as defined below), then the dividend with respect to that Dividend Payment Date will instead be paid on the

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EXHIBIT 4.1
	Description of Securities

immediately succeeding business day, without interest or other payment in respect of such delayed payment. If any Dividend Payment Date after August 1, 2025 is a day that is not a business day, then the Dividend Payment Date will be the immediately succeeding business day unless such day falls in the next calendar month, in which case the Dividend Payment Date will instead be the immediately preceding day that is a business day, and dividends will accumulate to the Dividend Payment Date as so adjusted. A “business day” for the Fixed Rate Period means any weekday in New York, New York that is not a day on which banking institutions in those cities are authorized or required by law, regulation, or executive order to be closed. A “business day” for the Floating Rate Period means any weekday in New York, New York that is not a day on which banking institutions in those cities are authorized or required by law, regulation, or executive order to be closed, and additionally, is a London banking day (as defined below).

First Horizon will calculate dividends on the Series B Preferred Stock for the Fixed Rate Period on the basis of a 360-day year of twelve 30-day months. First Horizon will calculate dividends on the Series B Preferred Stock for the Floating Rate Period on the basis of the actual number of days in a Dividend Period and a 360-day year. Dollar amounts resulting from that calculation will be rounded to the nearest cent, with one-half cent being rounded upward. Dividends on the Series B Preferred Stock will cease to accumulate after the redemption date, as described below under “Maturity and Redemption—Series B Preferred Stock,” unless First Horizon defaults in the payment of the redemption price of the shares of the Series B Preferred Stock called for redemption.

Dividends on the Series B Preferred Stock will not be cumulative or mandatory. If the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors) does not declare a dividend on the Series B Preferred Stock for any Dividend Period prior to the related Dividend Payment Date, that dividend will not accumulate, and First Horizon will have no obligation to pay a dividend for that Dividend Period at any time, whether or not dividends on the Series B Preferred Stock or any other series of First Horizon Preferred Stock or Common Stock are declared for any future Dividend Period.

Dividends on the Series B Preferred Stock will accumulate from the original issue date at the then-applicable dividend rate on the liquidation preference amount of $10,000 per share (equivalent to $25 per Series B Depositary Share). If First Horizon issues additional shares of the Series B Preferred Stock, dividends on those additional shares will accumulate from the original issue date of those additional shares at the then applicable dividend rate.

The dividend rate for each Dividend Period in the Floating Rate Period will be determined by the calculation agent using three-month LIBOR as in effect on the second London banking day prior to the beginning of the Dividend Period, which date is the “dividend determination date” for the relevant Dividend Period. The calculation agent then will add three-month LIBOR as determined on the dividend determination date and the applicable spread. Once the dividend rate for the Series B Preferred Stock is determined, the calculation agent will deliver that information to First Horizon and the transfer agent. Absent manifest error, the calculation agent’s determination of the dividend rate for a Dividend Period for the Series B Preferred Stock will be final. A “London banking day” is any day on which commercial banks are open for dealings in deposits in U.S. dollars in the London interbank market.

The term “three-month LIBOR” means the London interbank offered rate for deposits in U.S. dollars for a three month period, as that rate appears on Reuters screen page “LIBOR01” (or any successor or replacement page) at approximately 11:00 a.m., London time, on the relevant dividend determination date.

If no offered rate appears on Reuters screen page “LIBOR01” (or any successor or replacement page) on the relevant dividend determination date at approximately 11:00 a.m., London time, then the calculation agent, in consultation with First Horizon, will select four major banks in the London interbank market and

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EXHIBIT 4.1
	Description of Securities

will request each of their principal London offices to provide a quotation of the rate at which three-month deposits in U.S. dollars in amounts of at least $1,000,000 are offered by it to prime banks in the London interbank market, on that date and at that time. If at least two quotations are provided, three-month LIBOR will be the arithmetic average (rounded upward if necessary to the nearest .00001 of 1%) of the quotations provided. Otherwise, the calculation agent in consultation with First Horizon will select three major banks in New York City and will request each of them to provide a quotation of the rate offered by it at approximately 11:00 a.m., New York City time, on the dividend determination date for loans in U.S. dollars to leading European banks for a three month period for the applicable Dividend Period in an amount of at least $1,000,000. If three quotations are provided, three-month LIBOR will be the arithmetic average of the quotations provided. Otherwise, three-month LIBOR for the next Dividend Period will be equal to three-month LIBOR in effect for the then-current Dividend Period or, in the case of the first Dividend Period in the Floating Rate Period, the most recent rate on which three-month LIBOR could have been determined in accordance with the first sentence of this paragraph had the dividend rate been a floating rate during the Fixed Rate Period.

Priority Regarding Dividends

So long as any share of Series B Preferred Stock remains outstanding, (1) no dividend will be declared and paid or set aside for payment and no distribution will be declared and made or set aside for payment on any Junior Stock (as defined below) (other than a dividend payable solely in shares of Junior Stock or any dividend in connection with the implementation of a shareholder rights plan or the redemption or repurchase of any rights under such a plan), (2) no shares of Junior Stock will be repurchased, redeemed, or otherwise acquired for consideration by First Horizon, directly or indirectly (other than as a result of a reclassification of Junior Stock for or into other Junior Stock, or the exchange for or conversion into Junior Stock, through the use of the proceeds of a substantially contemporaneous sale of other shares of Junior Stock or pursuant to a contractually binding requirement to buy Junior Stock pursuant to a binding stock repurchase plan existing prior to the most recently completed Dividend Period), nor will any monies be paid to or made available for a sinking fund for the redemption of any such securities by First Horizon and (3) no shares of Parity Stock (as defined below) will be repurchased, redeemed or otherwise acquired for consideration by First Horizon (other than pursuant to pro rata offers to purchase all, or a pro rata portion, of the Series B Preferred Stock and such Parity Stock, through the use of the proceeds of a substantially contemporaneous sale of other shares of Parity Stock or Junior Stock, as a result of a reclassification of Parity Stock for or into other Parity Stock, or by conversion into or exchange for other Parity Stock or Junior Stock), during a Dividend Period, unless, in each case, the full dividends for the most recently completed Dividend Period on all outstanding shares of the Series B Preferred Stock have been declared and paid in full or declared and a sum sufficient for the payment of those dividends has been set aside. The foregoing limitations do not apply to purchases or acquisitions of First Horizon Junior Stock pursuant to any employee or director incentive or benefit plan or arrangement (including any of First Horizon’s employment, severance, or consulting agreements) of First Horizon’s or of any of First Horizon’s subsidiaries.

Except as described below, for so long as any share of Series B Preferred Stock remains outstanding, First Horizon will not declare, pay, or set aside for payment full dividends on any Parity Stock unless First Horizon has paid in full, or set aside payment in full, in respect of all accumulated dividends for all Dividend Periods for outstanding shares of preferred stock. To the extent that First Horizon declares dividends on the Series B Preferred Stock and on any Parity Stock but cannot make full payment of such declared dividends, First Horizon will allocate the dividend payments on a pro rata basis among the holders of the shares of Series B Preferred Stock and the holders of any Parity Stock then outstanding. For purposes of calculating the pro rata allocation of partial dividend payments, First Horizon will allocate dividend payments based on the ratio between the then current and unpaid dividend payments due on the

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EXHIBIT 4.1
	Description of Securities

shares of Series B Preferred Stock and (1) in the case of cumulative Parity Stock the aggregate of the accumulated and unpaid dividends due on any such Parity Stock and (2) in the case of noncumulative Parity Stock, the aggregate of the declared but unpaid dividends due on any such Parity Stock. No interest will be payable in respect of any dividend payment on Series B Preferred Stock that may be in arrears.

As used in this section, “Junior Stock” means First Horizon Common Stock and any other class or series of First Horizon capital stock over which the Series B Preferred Stock has preference or priority in the payment of dividends or in the distribution of assets on First Horizon’s liquidation, dissolution or winding up, and “Parity Stock” means the Series A Preferred Stock, the Series C Preferred Stock, the Series D Preferred Stock, the Series E Preferred Stock, and any other class or series of First Horizon capital stock that ranks on a par with the Series B Preferred Stock in the payment of dividends and in the distribution of assets on First Horizon’s liquidation, dissolution or winding up, which includes any class or series of First Horizon stock hereafter authorized that ranks on a par with the Series B Preferred Stock in the payment of dividends and in the distribution of assets on First Horizon’s liquidation, dissolution or winding up.

Subject to the conditions described above, and not otherwise, dividends (payable in cash, stock, or otherwise), as may be determined by the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors), may be declared and paid on First Horizon Common Stock and any Junior Stock from time to time out of any funds legally available for such payment, and the holders of the Series B Preferred Stock will not be entitled to participate in those dividends.

Maturity and Redemption—Series B Depositary Shares

If First Horizon redeems the Series B Preferred Stock, in whole or in part, Series B Depositary Shares also will be redeemed with the proceeds received by the Series B Depositary from the redemption of the Series B Preferred Stock held by the Series B Depositary. The redemption price per Series B Depositary Shares will be 1/400th of the redemption price per share payable with respect to the Series B Preferred Stock (or $25 per Series B Depositary Share), plus, as applicable, any accumulated and unpaid dividends on the shares of the Series B Preferred Stock called for redemption for the then-current dividend period to, but excluding, the redemption date, without accumulation of any undeclared dividends.

If First Horizon redeems shares of the Series B Preferred Stock held by the Series B Depositary, the Series B Depositary will redeem, as of the same redemption date, the number of Series B Depositary Shares representing those shares of the Series B Preferred Stock so redeemed. If First Horizon redeems less than all of the outstanding Series B Depositary Shares, the Series B Depositary Shares to be redeemed will be selected either pro rata or by lot. In any case, the Series B Depositary will redeem Series B Depositary Shares only in increments of 400 Depositary Shares and multiples thereof. The Series B Depositary will provide notice of redemption to record holders of the Series B Depositary Shares not less than 30 and not more than 60 days prior to the date fixed for redemption of the applicable series of Series B Preferred Stock and the Series B Depositary Shares.

Maturity and Redemption—Series B Preferred Stock

The Series B Preferred Stock is perpetual and has no maturity date. The Series B Preferred Stock is not subject to any mandatory redemption, sinking fund, or other similar provision.

Neither the holders of Series B Preferred Stock nor the holders of the Series B Depositary Shares have the right to require the redemption or repurchase of the Series B Preferred Stock. In addition, under the Federal Reserve Board’s risk-based capital rules applicable to bank holding companies, any redemption of the Series B Preferred Stock is subject to prior approval of the Federal Reserve Board.

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EXHIBIT 4.1
	Description of Securities

Optional Redemption

First Horizon may redeem the Series B Preferred Stock, in whole or in part, at First Horizon’s option, for cash, on any Dividend Payment Date on or after August 1, 2025, with not less than 30 days’ and not more than 60 days’ notice (“Optional Redemption”), subject to the approval of the appropriate federal banking agency, at the redemption price provided below. Dividends will not accumulate on those shares of Series B Preferred Stock on and after the redemption date.

Redemption Following a Regulatory Capital Event

First Horizon may redeem the Series B Preferred Stock, in whole but not in part, at First Horizon’s option, for cash, at any time within 90 days following a Regulatory Capital Treatment Event, subject to the approval of the appropriate federal banking agency, at the redemption price provided below (“Regulatory Event Redemption”). A “Regulatory Capital Treatment Event” means a good faith determination by First Horizon that, as a result of any: amendment to, clarification of, or change (including any announced prospective change) in, the laws or regulations of the United States or any political subdivision of or in the United States that is enacted or becomes effective after the initial issuance of the Series B Preferred Stock; proposed change in those laws or regulations that is announced or becomes effective after the initial issuance of the Series B Preferred Stock; or official administrative decision or judicial decision or administrative action or other official pronouncement interpreting or applying those laws or regulations that is announced or becomes effective after the initial issuance of the Series B Preferred Stock there is more than an insubstantial risk that First Horizon will not be entitled to treat the full liquidation value of the Series B Preferred Stock then outstanding as “Tier 1 Capital” (or its equivalent) for purposes of the capital adequacy laws or regulations of the Federal Reserve Board (or, as and if applicable, the capital adequacy laws or regulations of any successor appropriate federal banking agency), as then in effect and applicable, for as long as any share of Series B Preferred Stock is outstanding. Dividends will not accumulate on the shares of Series B Preferred Stock on and after the redemption date.

Redemption Price

The redemption price for any redemption of Series B Preferred Stock, whether an Optional Redemption or Regulatory Event Redemption, will be equal to $10,000 per share of Series B Preferred Stock (equivalent to $25 per Series B Depositary Share), plus any declared and unpaid dividends (without regard to any undeclared dividends) to, but excluding, the date of redemption.

Redemption Procedures

If First Horizon elects to redeem any shares of Series B Preferred Stock, First Horizon will provide notice to the holders of record of the shares of Series B Preferred Stock to be redeemed, not less than 30 days and not more than 60 days before the date fixed for redemption thereof (provided, however, that if the shares of Series B Preferred Stock or the Series B Depositary Shares are held in book-entry form through The Depository Trust Company (“DTC”), First Horizon may give this notice in any manner permitted by DTC). Any notice given as provided in this paragraph will be conclusively presumed to have been duly given, whether or not the holder receives this notice, and any defect in this notice or in the provision of this notice, to any holder of shares of Series B Preferred Stock designated for redemption will not affect the redemption of any other shares of Series B Preferred Stock. Each notice of redemption shall state: the redemption date; the redemption price; if fewer than all shares of Series B Preferred Stock are to be redeemed, the number of shares of Series B Preferred Stock to be redeemed; and the manner in which holders of Series B Preferred Stock called for redemption may obtain payment of the redemption price in respect to those shares.

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EXHIBIT 4.1
	Description of Securities

If notice of redemption of any shares of Series B Preferred Stock has been given and if the funds necessary for such redemption have been set aside by First Horizon in trust for the benefit of the holders of any shares of Series B Preferred Stock so called for redemption, then from and after the redemption date such shares of Series B Preferred Stock will no longer be deemed outstanding, all dividends with respect to such shares of Series B Preferred Stock shall cease to accumulate after the redemption date and all rights of the holders of such shares will terminate, except the right to receive the redemption price, without interest.

In the case of any redemption of only part of the Series B Preferred Stock at the time outstanding, the shares of Series B Preferred Stock to be redeemed will be selected either pro rata or by lot or in such other manner as the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors) determines to be fair and equitable. Subject to the provisions set forth in this section, the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors) will have the full power and authority to prescribe the terms and conditions upon which shares of Series B Preferred Stock may be redeemed from time to time.

Liquidation Rights

Upon First Horizon’s voluntary or involuntary liquidation, dissolution or winding up, the holders of the outstanding shares of Series B Preferred Stock are entitled to be paid out of First Horizon assets legally available for distribution to First Horizon shareholders, before any distribution of assets is made to holders of or any other Junior Stock, a liquidating distribution in the amount of a liquidation common stock preference of $10,000 per share (equivalent to $25 per Series B Depositary Share), plus the sum of any declared and unpaid dividends for prior Dividend Periods prior to the Dividend Period in which the liquidation distribution is made and any declared and unpaid dividends for the then current Dividend Period in which the liquidation distribution is made to the date of such liquidation distribution. After payment of the full amount of the liquidating distributions to which they are entitled, the holders of Series B Preferred Stock will have no right or claim to any of First Horizon’s remaining assets.

Distributions will be made only to the extent that First Horizon assets are available after satisfaction of all liabilities to depositors, and creditors and subject to the rights of holders of any securities ranking senior to the Series B Preferred Stock. If First Horizon’s remaining assets are not sufficient to pay the full liquidating distributions to the holders of all outstanding Series B Preferred Stock and all Parity Stock, then First Horizon will distribute First Horizon’s assets to those holders pro rata in proportion to the full liquidating distributions to which they would otherwise have received.

First Horizon’s merger or consolidation with one or more other entities or the sale, lease, exchange or other transfer of all or substantially all of First Horizon’s assets (for cash, securities or other consideration) will not be deemed to be a voluntary or involuntary liquidation, dissolution or winding up. If First Horizon enters into any merger or consolidation transaction with or into any other entity and First Horizon is not the surviving entity in such transaction, the Series B Preferred Stock may be converted into shares of the surviving or successor corporation or the direct or indirect parent of the surviving or successor corporation having terms identical to the terms of the Series B Preferred Stock.

Because First Horizon is a holding company, First Horizon’s rights and the rights of First Horizon’s creditors and First Horizon’s stockholders, including the holders of the Series B Preferred Stock, to participate in the distribution of assets of any of First Horizon’s subsidiaries upon that subsidiary’s voluntary or involuntary liquidation, dissolution or winding up will be subject to the prior claims of that subsidiary’s creditors, except to the extent that First Horizon is a creditor with recognized claims against that subsidiary. In addition, holders of the Series B Preferred Stock (and of Series B Depositary Shares) may be fully subordinated to interests held by the U.S. Government in the event First Horizon enters into a receivership, insolvency, liquidation or similar proceeding.

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EXHIBIT 4.1
	Description of Securities

No Preemptive or Conversion Rights

Holders of the Series B Preferred Stock do not have preemptive rights. The Series B Preferred Stock is not convertible into, or exchangeable for, shares of any other class or series of capital stock or other securities of First Horizon, nor convertible into or exchangeable for any other of First Horizon’s property, interests or securities.

Listing

Series B Depositary Shares are listed on the New York Stock Exchange LLC under the trading symbol FHN PR B. The Series B Preferred Stock is not listed on any exchange, and is not registered under the Securities Exchange Act of 1934.

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EXHIBIT 4.1
	Description of Securities

Description of Series C Depositary Shares and Series C Preferred Stock

Relationship of Depositary Shares to Preferred Stock

First Horizon’s Board has designated 5,750 shares of Series C Preferred Stock, of which all have been issued and are held by the Series C Depositary under the Series C Deposit Agreement. The Series C Depositary has issued 2,300,000 Series C Depositary Shares, which are evidenced by depositary receipts. Each Series C Depositary Share represents a 1/400th ownership interest in one share of Series C Preferred Stock held by the Series C Depositary. The holders of the Series C Depositary Shares, pro-rata through the Series C Depositary, may exercise, receive, and enjoy all the rights of the underlying Series C Preferred Stock.

The number of designated shares of Series C Preferred Stock may be increased by action of First Horizon’s Board without the consent of the current holder of Series C Preferred Stock or the holders of the Series C Depositary Shares.

Ranking

With respect to the payment of dividends and distributions upon First Horizon’s liquidation, dissolution or winding up, the Series C Preferred Stock will rank (i) senior to First Horizon Common Stock and any other class or series of preferred stock that by its terms ranks junior to the Series C Preferred Stock, (ii) equally with the Series A Preferred Stock, the Series B Preferred Stock, the Series D Preferred Stock, the Series E Preferred Stock, and any existing or future series of preferred stock that does not by its terms provide for a junior ranking, and (iii) junior to all existing and future indebtedness and other liabilities and any class or series of preferred stock that expressly provides in the Articles of Amendment creating such preferred stock that such series ranks senior to the Series C Preferred Stock (subject to any requisite consents prior to issuance).

The Series C Preferred Stock is not secured, is not guaranteed by First Horizon or any of its affiliates and is not subject to any other arrangement that legally or economically enhances the ranking of the Series C Preferred Stock.

See also “Ranking of the Outstanding Preferred Series with respect to Each Other” on page 44 of this Exhibit.

Voting Rights—Series C Depositary Shares

Because each Series C Depositary Share represents a 1/400th ownership interest in a share of Series C Preferred Stock, holders of Series C Depositary Shares will be entitled to 1/400th of a vote per Series C Depositary Share under those limited circumstances in which holders of the Series C Preferred Stock are entitled to vote.

When the Series C Depositary receives notice of any meeting at which the holders of the Series C Preferred Stock are entitled to vote, the Series C Depositary will provide the information contained in the notice to the record holders of the Series C Depositary Shares relating to the Series C Preferred Stock. Each record holder of Series C Depositary Shares on the record date, which will be the same date as the record date for the Series C Preferred Stock, may instruct the Series C Depositary to vote the amount of the Series C Preferred Stock represented by the holder’s Series C Depositary Shares. To the extent possible, the Series C Depositary will vote the amount of the Series C Preferred Stock represented by Series C Depositary Shares in accordance with the instructions it receives. First Horizon has agreed to take all reasonable actions that the Series C Depositary determines are necessary to enable the Series C Depositary to vote as instructed. If the Series C Depositary does not receive specific instructions from the holders of any Series C Depositary Shares representing the Series C Preferred Stock, it will abstain from

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EXHIBIT 4.1
	Description of Securities

voting with respect to such Shares (but shall appear at the meeting with respect to such shares unless directed to the contrary).

Voting Rights—Series C Preferred Stock

Registered owners of Series C Preferred Stock will not have any voting rights, except as set forth below or as otherwise required by applicable law.

Whenever dividends payable on the Series C Preferred Stock or any other class or series of preferred stock ranking equally with the Series C Preferred Stock, including the Series A Preferred Stock, the Series B Preferred Stock, the Series D Preferred Stock, and the Series E Preferred Stock, as to payment of dividends, and upon which voting rights equivalent to those described in this paragraph have been conferred and are exercisable, have not been declared and paid in an aggregate amount equal to, as to any class or series, the equivalent of at least six or more quarterly Dividend Periods, whether or not for consecutive Dividend Periods (a “Nonpayment”), the holders of outstanding shares of the Series C Preferred Stock voting as a class with holders of shares of any other series of First Horizon preferred stock ranking equally with the Series C Preferred Stock, including the Series A Preferred Stock, the Series B Preferred Stock, the Series D Preferred Stock, and the Series E Preferred Stock, as to payment of dividends, and upon which like voting rights have been conferred and are exercisable (“Voting Parity Stock”), will be entitled to vote for the election of two additional directors of the First Horizon Board of Directors on the terms set forth below (and to fill any vacancies in the terms of such directorships) (the “Preferred Stock Directors”). Holders of all series of First Horizon Voting Parity Stock will vote as a single class. In the event that the holders of the shares of the Series C Preferred Stock are entitled to vote as described in this paragraph, the number of members of the First Horizon Board of Directors at the time will be increased by two directors, and the holders of the Series C Preferred Stock will have the right, as members of that class, as outlined above, to elect two directors at a special meeting called at the request of the holders of record of at least 20% of the aggregate voting power of the Series C Preferred Stock or any other series of Voting Parity Stock (unless such request is received less than 90 days before the date fixed for First Horizon’s next annual or special meeting of the shareholders, in which event such election shall be held at such next annual or special meeting of the shareholders), provided that the election of any Preferred Stock Directors shall not cause First Horizon to violate the corporate governance requirements of the NYSE (or any other exchange on which First Horizon’s securities may at such time be listed) that listed companies must have a majority of independent directors, and provided further that at no time shall the First Horizon Board of Directors include more than two Preferred Stock Directors.

When First Horizon has paid full dividends on the Series C Preferred Stock for the equivalent of at least four quarterly Dividend Periods following a Nonpayment, the voting rights described above will terminate, except as expressly provided by law. The voting rights described above are subject to re-vesting upon each and every subsequent Nonpayment.

Upon termination of the right of the holders of the Series C Preferred Stock and Voting Parity Stock to vote for Preferred Stock Directors as described above, the term of office of all Preferred Stock Directors then in office elected by only those holders will terminate immediately.

Whenever the term of office of the Preferred Stock Directors ends and the related voting rights have expired, the number of directors automatically will be decreased to the number of directors as otherwise would prevail. Any Preferred Stock Director may be removed at any time by the holders of record of a majority of the outstanding shares of the Series C Preferred Stock (together with holders of any Voting Parity Stock) when they have the voting rights described in this section.

Under regulations adopted by the Federal Reserve Board, if the holders of any series of preferred stock are or become entitled to vote for the election of directors, such series will be deemed a class of voting

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EXHIBIT 4.1
	Description of Securities

securities and a company holding 25% or more of the series, or 10% or more if it otherwise exercises a “controlling influence” over First Horizon, will be subject to regulation as a bank holding company under the BHC Act. In addition, at the time a Series is deemed a class of voting securities, any other bank holding company will be required to obtain the prior approval of the Federal Reserve Board under the BHC Act to acquire or retain more than 5% of that Series. Any other person (other than a bank holding company) will be required to obtain the non-objection of the Federal Reserve Board under the Change in Bank Control Act of 1978, as amended, to acquire or retain 10% or more of that Series.

So long as any shares of preferred stock remain outstanding, First Horizon will not, without the affirmative vote or consent of holders of at least 66 2/3% in voting power of the Series C Preferred Stock and any Voting Parity Stock, voting together as a class, authorize, create or issue any capital stock ranking senior to the Series C Preferred Stock as to dividends or the distribution of assets upon liquidation, dissolution or winding up, or reclassify any authorized capital stock into any such shares of such capital stock or issue any obligation or security convertible into or evidencing the right to purchase any such shares of capital stock. So long as any shares of the Series C Preferred Stock remain outstanding, First Horizon will not, without the affirmative vote of the holders of at least 66 2/3% in voting power of the Series C Preferred Stock, amend, alter or repeal any provision of the Articles of Amendment or the First Horizon charter, including by merger, consolidation or otherwise, so as to affect the powers, preferences or special rights of the Series C Preferred Stock.

Notwithstanding the foregoing, none of the following will be deemed to affect the powers, preferences or special rights of the Series C Preferred Stock: any increase in the amount of authorized Common Stock or authorized Preferred Stock, or any increase or decrease in the number of shares of any series of Preferred Stock, or the authorization, creation and issuance of other classes or series of capital stock, in each case ranking on parity with or junior to the Series C Preferred Stock as to dividends or distribution of assets upon First Horizon’s liquidation, dissolution or winding up; a merger or consolidation of First Horizon with or into another entity in which the shares of the Series C Preferred Stock remain outstanding; and a merger or consolidation of First Horizon with or into another entity in which the shares of the Series C Preferred Stock are converted into or exchanged for preference securities of the surviving entity or any entity, directly or indirectly, controlling such surviving entity and such new preference securities have powers, preferences and special rights that are not materially less favorable than the Series C Preferred Stock.

Voting Rights under Tennessee Law

Under current provisions of the TBCA, holders of the Series C Preferred Stock are entitled to vote separately as a class on certain amendments to the First Horizon charter that would impact the Series C Preferred Stock.

Dividend Rights—Series C Depositary Shares

Each dividend payable on a Series C Depositary Share will be in an amount equal to 1/400th of the dividend declared and payable on each share of Series C Preferred Stock.

The Series C Depositary will distribute all dividends and other cash distributions received on the Series C Preferred Stock to the holders of record of the Series C Depositary Shares in proportion to the number of Series C Depositary Shares held by each holder. In the event of a distribution other than in cash, the Series C Depositary will distribute property received by it to the holders of record of the Series C Depositary Shares in proportion to the number of Series C Depositary Shares held by each holder, unless the Series C Depositary determines that this distribution is not feasible, in which case the Series C Depositary may, with First Horizon’s approval, adopt a method of distribution that it deems equitable and

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EXHIBIT 4.1
	Description of Securities

practicable, including the sale of the property (in a commercially reasonable manner) and distribution of the net proceeds of that sale to the holders of the Series C Depositary Shares.

If the calculation of a dividend or other cash distribution results in an amount that is a fraction of a cent and that fraction is equal to or greater than $0.005, the Series C Depositary will round that amount up to the next highest whole cent and will request that First Horizon pay the resulting additional amount to the Series C Depositary for the relevant dividend or other cash distribution. If the fractional amount is less than $0.005, the Series C Depositary will disregard that fractional amount and add such amount to, and treat it as a part of, the next succeeding distribution.

Record dates for the payment of dividends and other matters relating to the Series C Depositary Shares will be the same as the corresponding record dates for the Series C Preferred Stock.

The amount paid as dividends or otherwise distributable by the Series C Depositary with respect to the Series C Depositary Shares or the underlying Series C Preferred Stock will be reduced by any amounts required to be withheld by First Horizon or the Series C Depositary on account of taxes or other governmental charges. The Series C Depositary may refuse to make any payment or distribution, or any transfer, exchange, or withdrawal of any Series C Depositary Shares or the shares of the Series C Preferred Stock until such taxes or other governmental charges are paid.

Dividend Rights—Series C Preferred Stock

Holders of the Series C Preferred Stock will be entitled to receive, only when, as, and if declared by the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors), out of assets legally available under applicable law for payment, noncumulative cash dividends based on the liquidation preference of $10,000 per share of Series C Preferred Stock, and no more, at a rate equal to (1) 6.60% per annum (equivalent to $1.65 per Series C Depositary Share per annum), for each quarterly Dividend Period occurring from, and including, the original issue date of the Series C Preferred Stock to, but excluding, May 1, 2026 (the “Fixed Rate Period”), and (2) thereafter, three-month LIBOR plus a spread of 492 basis points per annum, for each quarterly Dividend Period beginning May 1, 2026 (the “Floating Rate Period”). A “Dividend Period” means the period from, and including, each Dividend Payment Date (as defined below) to, but excluding, the next succeeding Dividend Payment Date, except that the initial Dividend Period will be the period from, and including, the last dividend payment date prior to the closing.

When, as, and if declared by the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors), First Horizon will pay cash dividends on the Series C Preferred Stock quarterly, in arrears, on February 1, May 1, August 1 and November 1 of each year (each such date, a “Dividend Payment Date”), beginning on the first Dividend Payment Date after completion of the merger. First Horizon will pay cash dividends to the holders of record of shares of the Series C Preferred Stock as they appear on First Horizon’s stock register on the applicable record date, which shall be the fifteenth calendar day before that Dividend Payment Date or such other record date fixed by the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors) that is not more than 60 nor less than 10 days prior to such Dividend Payment Date.

If any Dividend Payment Date on or prior to May 1, 2026 is a day that is not a business day (as defined below), then the dividend with respect to that Dividend Payment Date will instead be paid on the immediately succeeding business day, without interest or other payment in respect of such delayed payment. If any Dividend Payment Date after May 1, 2026 is a day that is not a business day, then the Dividend Payment Date will be the immediately succeeding business day unless such day falls in the next calendar month, in which case the Dividend Payment Date will instead be the immediately preceding day that is a business day, and dividends will accumulate to the Dividend Payment Date as so adjusted. A

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EXHIBIT 4.1
	Description of Securities

“business day” for the Fixed Rate Period means any weekday in New York, New York that is not a day on which banking institutions in those cities are authorized or required by law, regulation, or executive order to be closed. A “business day” for the Floating Rate Period means any weekday in New York, New York that is not a day on which banking institutions in those cities are authorized or required by law, regulation, or executive order to be closed, and additionally, is a London banking day (as defined below).

First Horizon will calculate dividends on the Series C Preferred Stock for the Fixed Rate Period on the basis of a 360-day year of twelve 30-day months. First Horizon will calculate dividends on the Series C Preferred Stock for the Floating Rate Period on the basis of the actual number of days in a Dividend Period and a 360-day year. Dollar amounts resulting from that calculation will be rounded to the nearest cent, with one-half cent being rounded upward. Dividends on the Series C Preferred Stock will cease to accumulate after the redemption date, as described below under “Maturity and Redemption—Series C Preferred Stock,” unless First Horizon defaults in the payment of the redemption price of the shares of the Series C Preferred Stock called for redemption.

Dividends on the Series C Preferred Stock will not be cumulative or mandatory. If the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors) does not declare a dividend on the Series C Preferred Stock for any Dividend Period prior to the related Dividend Payment Date, that dividend will not accumulate, and First Horizon will have no obligation to pay a dividend for that Dividend Period at any time, whether or not dividends on the Series C Preferred Stock or any other series of First Horizon Preferred Stock or Common Stock are declared for any future Dividend Period.

Dividends on the Series C Preferred Stock will accumulate from the issue date at the then-applicable dividend rate on the liquidation preference amount of $10,000 per share (equivalent to $25 per Series C Depositary Share). If First Horizon issues additional shares of the Series C Preferred Stock, dividends on those additional shares will accumulate from the issue date of those additional shares at the then-applicable dividend rate.

The dividend rate for each Dividend Period in the Floating Rate Period will be determined by the calculation agent using three-month LIBOR as in effect on the second London banking day prior to the beginning of the Dividend Period, which date is the “dividend determination date” for the relevant Dividend Period. The calculation agent then will add three-month LIBOR as determined on the dividend determination date and the applicable spread. Once the dividend rate for the Series C Preferred Stock is determined, the calculation agent will deliver that information to First Horizon and the transfer agent. Absent manifest error, the calculation agent’s determination of the dividend rate for a Dividend Period for the Series C Preferred Stock will be final. A “London banking day” is any day on which commercial banks are open for dealings in deposits in U.S. dollars in the London interbank market.

The term “three-month LIBOR” means the London interbank offered rate for deposits in U.S. dollars for a three month period, as that rate appears on Reuters screen page “LIBOR01” (or any successor or replacement page) at approximately 11:00 a.m., London time, on the relevant dividend determination date.

If no offered rate appears on Reuters screen page “LIBOR01” (or any successor or replacement page) on the relevant dividend determination date at approximately 11:00 a.m., London time, then the calculation agent, in consultation with First Horizon, will select four major banks in the London interbank market and will request each of their principal London offices to provide a quotation of the rate at which three-month deposits in U.S. dollars in amounts of at least $1,000,000 are offered by it to prime banks in the London interbank market, on that date and at that time. If at least two quotations are provided, three-month LIBOR will be the arithmetic average (rounded upward if necessary to the nearest .00001 of 1%) of the quotations provided. Otherwise, the calculation agent in consultation with First Horizon will select three

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EXHIBIT 4.1
	Description of Securities

major banks in New York City and will request each of them to provide a quotation of the rate offered by it at approximately 11:00 a.m., New York City time, on the dividend determination date for loans in U.S. dollars to leading European banks for a three month period for the applicable Dividend Period in an amount of at least $1,000,000. If three quotations are provided, three-month LIBOR will be the arithmetic average of the quotations provided.

Otherwise, three-month LIBOR for the next Dividend Period will be equal to three-month LIBOR in effect for the then-current Dividend Period or, in the case of the first Dividend Period in the Floating Rate Period, the most recent rate on which three-month LIBOR could have been determined in accordance with the first sentence of this paragraph had the dividend rate been a floating rate during the Fixed Rate Period.

Priority Regarding Dividends

So long as any share of Series C Preferred Stock remains outstanding, (1) no dividend will be declared and paid or set aside for payment and no distribution will be declared and made or set aside for payment on any Junior Stock (as defined below) (other than a dividend payable solely in shares of Junior Stock or any dividend in connection with the implementation of a shareholder rights plan or the redemption or repurchase of any rights under such a plan); (2) no shares of Junior Stock will be repurchased, redeemed, or otherwise acquired for consideration by First Horizon, directly or indirectly (other than as a result of a reclassification of Junior Stock for or into other Junior Stock, or the exchange for or conversion into Junior Stock, through the use of the proceeds of a substantially contemporaneous sale of other shares of Junior Stock or pursuant to a contractually binding requirement to buy Junior Stock pursuant to a binding stock repurchase plan existing prior to the most recently completed Dividend Period), nor will any monies be paid to or made available for a sinking fund for the redemption of any such securities by First Horizon; and (3) no shares of Parity Stock (as defined below) will be repurchased, redeemed or otherwise acquired for consideration by First Horizon (other than pursuant to pro rata offers to purchase all, or a pro rata portion, of the Series C Preferred Stock and such Parity Stock, through the use of the proceeds of a substantially contemporaneous sale of other shares of Parity Stock or Junior Stock, as a result of a reclassification of Parity Stock for or into other Parity Stock, or by conversion into or exchange for other Parity Stock or Junior Stock), during a Dividend Period, unless, in each case, the full dividends for the most recently completed Dividend Period on all outstanding shares of the Series C Preferred Stock have been declared and paid in full or declared and a sum sufficient for the payment of those dividends has been set aside. The foregoing limitations do not apply to purchases or acquisitions of First Horizon’s Junior Stock pursuant to any employee or director incentive or benefit plan or arrangement (including any First Horizon employment, severance, or consulting agreements) of First Horizon’s or of any of First Horizon’s subsidiaries.

Except as described below, for so long as any share of Series C Preferred Stock remains outstanding, First Horizon will not declare, pay, or set aside for payment full dividends on any Parity Stock unless First Horizon has paid in full, or set aside payment in full, in respect of all accumulated dividends for all Dividend Periods for outstanding shares of preferred stock. To the extent that First Horizon declares dividends on the Series C Preferred Stock and on any Parity Stock but cannot make full payment of such declared dividends, First Horizon will allocate the dividend payments on a pro rata basis among the holders of the shares of Series C Preferred Stock and the holders of any Parity Stock then outstanding. For purposes of calculating the pro rata allocation of partial dividend payments, First Horizon will allocate dividend payments based on the ratio between the then current and unpaid dividend payments due on the shares of Series C Preferred Stock and (1) in the case of cumulative Parity Stock the aggregate of the accumulated and unpaid dividends due on any such Parity Stock and (2) in the case of noncumulative

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EXHIBIT 4.1
	Description of Securities

Parity Stock, the aggregate of the declared but unpaid dividends due on any such Parity Stock. No interest will be payable in respect of any dividend payment on Series C Preferred Stock that may be in arrears.

As used in this section, “Junior Stock” means First Horizon Common Stock and any other class or series of First Horizon’s capital stock over which the Series C Preferred Stock has preference or priority in the payment of dividends or in the distribution of assets on First Horizon’s liquidation, dissolution or winding up, and “Parity Stock” means the Series A Preferred Stock, the Series B Preferred Stock, the Series D Preferred Stock, and the Series E Preferred Stock, and any other class or series of First Horizon’s capital stock that ranks on a par with the Series C preferred stock in the payment of dividends and in the distribution of assets on First Horizon’s liquidation, dissolution or winding up, which includes any other class or series of First Horizon’s stock hereafter authorized that ranks on a par with the Series C Preferred Stock in the payment of dividends and in the distribution of assets on First Horizon’s liquidation, dissolution or winding up.

Subject to the conditions described above, and not otherwise, dividends (payable in cash, stock, or otherwise), as may be determined by the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors), may be declared and paid on First Horizon’s Common Stock and any Junior Stock from time to time out of any funds legally available for such payment, and the holders of the Series C Preferred Stock will not be entitled to participate in those dividends.

Maturity and Redemption—Series C Depositary Shares

If First Horizon redeems the Series C Preferred Stock, in whole or in part, Series C Depositary Shares also will be redeemed with the proceeds received by the Series C Depositary from the redemption of the Series C Preferred Stock held by the Series C Depositary. The redemption price per Series C Depositary Shares will be 1/400th of the redemption price per share payable with respect to the Series C Preferred Stock (or $25 per Series C Depositary Share), plus, as applicable, any accumulated and unpaid dividends on the shares of the Series C Preferred Stock called for redemption for the then-current dividend period to, but excluding, the redemption date, without accumulation of any undeclared dividends.

If First Horizon redeems shares of the Series C Preferred Stock held by the Series C Depositary, the Series C Depositary will redeem, as of the same redemption date, the number of Series C Depositary Shares representing those shares of the Series C Preferred Stock so redeemed. If First Horizon redeems less than all of the outstanding Series C Depositary Shares, the Series C Depositary Shares to be redeemed will be selected either pro rata or by lot. In any case, the Series C Depositary will redeem Series C Depositary Shares only in increments of 400 Depositary Shares and multiples thereof. The Series C Depositary will provide notice of redemption to record holders of the Series C Depositary Shares not less than 30 and not more than 60 days prior to the date fixed for redemption of the applicable series of Series C Preferred Stock and the Series C Depositary Shares.

Maturity and Redemption—Series C Preferred Stock

The Series C Preferred Stock is perpetual and has no maturity date. The Series C Preferred Stock is not subject to any mandatory redemption, sinking fund, or other similar provision.

Neither the holders of Series C Preferred Stock nor the holders of the Series C Depositary Shares have the right to require the redemption or repurchase of the Series C Preferred Stock. In addition, under the Federal Reserve Board’s risk-based capital rules applicable to bank holding companies, any redemption of the Series C Preferred Stock is subject to prior approval of the Federal Reserve Board.

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EXHIBIT 4.1
	Description of Securities

Optional Redemption

First Horizon may redeem the Series C Preferred Stock, in whole or in part, at First Horizon’s option, for cash, on any Dividend Payment Date on or after May 1, 2026, with not less than 30 days’ and not more than 60 days’ notice (“Optional Redemption”), subject to the approval of the appropriate federal banking agency, at the redemption price provided below. Dividends will not accumulate on those shares of Series C Preferred Stock on and after the redemption date.

Redemption Following a Regulatory Capital Event

First Horizon may redeem the Series C Preferred Stock, in whole but not in part, at First Horizon’s option, for cash, at any time within 90 days following a Regulatory Capital Treatment Event, subject to the approval of the appropriate federal banking agency, at the redemption price provided below (“Regulatory Event Redemption”). A “Regulatory Capital Treatment Event” means a good faith determination by First Horizon that, as a result of any: amendment to, clarification of, or change (including any announced prospective change) in, the laws or regulations of the United States or any political subdivision of or in the United States that is enacted or becomes effective after the initial issuance of the Series C Preferred Stock; proposed change in those laws or regulations that is announced or becomes effective after the initial issuance of the Series C Preferred Stock; or official administrative decision or judicial decision or administrative action or other official pronouncement interpreting or applying those laws or regulations that is announced or becomes effective after the initial issuance of the Series C Preferred Stock, there is more than an insubstantial risk that First Horizon will not be entitled to treat the full liquidation value of the Series C Preferred Stock then outstanding as “Tier 1 Capital” (or its equivalent) for purposes of the capital adequacy laws or regulations of the Federal Reserve Board (or, as and if applicable, the capital adequacy laws or regulations of any successor appropriate federal banking agency), as then in effect and applicable, for as long as any share of Series C Preferred Stock is outstanding. Dividends will not accumulate on the shares of Series C Preferred Stock on and after the redemption date.

Redemption Price

The redemption price for any redemption of Series C Preferred Stock, whether an Optional Redemption or Regulatory Event Redemption, will be equal to $10,000 per share of Series C Preferred Stock (equivalent to $25 per Series C Depositary Share), plus any declared and unpaid dividends (without regard to any undeclared dividends) to, but excluding, the date of redemption.

Redemption Procedures

If First Horizon elects to redeem any shares of Series C Preferred Stock, First Horizon will provide notice to the holders of record of the shares of Series C Preferred Stock to be redeemed, not less than 30 days and not more than 60 days before the date fixed for redemption thereof (provided, however, that if the shares of Series C Preferred Stock or the Series C Depositary Shares are held in book-entry form through DTC, First Horizon may give this notice in any manner permitted by DTC). Any notice given as provided in this paragraph will be conclusively presumed to have been duly given, whether or not the holder receives this notice, and any defect in this notice or in the provision of this notice, to any holder of shares of Series C Preferred Stock designated for redemption will not affect the redemption of any other shares of Series C Preferred Stock. Each notice of redemption shall state: the redemption date; the redemption price; if fewer than all shares of Series C Preferred Stock are to be redeemed, the number of shares of Series C Preferred Stock to be redeemed; and the manner in which holders of Series C Preferred Stock called for redemption may obtain payment of the redemption price in respect to those shares.

If notice of redemption of any shares of Series C Preferred Stock has been given and if the funds necessary for such redemption have been set aside by First Horizon in trust for the benefit of the holders

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EXHIBIT 4.1
	Description of Securities

of any shares of Series C Preferred Stock so called for redemption, then from and after the redemption date such shares of Series C Preferred Stock will no longer be deemed outstanding, all dividends with respect to such shares of Series C Preferred Stock shall cease to accumulate after the redemption date and all rights of the holders of such shares will terminate, except the right to receive the redemption price, without interest.

In the case of any redemption of only part of the Series C Preferred Stock at the time outstanding, the shares of Series C Preferred Stock to be redeemed will be selected either pro rata or by lot or in such other manner as the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors) determines to be fair and equitable. Subject to the provisions set forth in this section, the First Horizon Board of Directors (or a duly authorized committee of the First Horizon Board of Directors) will have the full power and authority to prescribe the terms and conditions upon which shares of Series C Preferred Stock may be redeemed from time to time.

Liquidation Rights

Upon First Horizon’s voluntary or involuntary liquidation, dissolution or winding up, the holders of the outstanding shares of Series C Preferred Stock are entitled to be paid out of First Horizon’s assets legally available for distribution to First Horizon’s shareholders, before any distribution of assets is made to holders of Common Stock or any other Junior Stock, a liquidating distribution in the amount of a liquidation preference of $10,000 per share (equivalent to $25 per Series C Depositary Share), plus the sum of any declared and unpaid dividends for prior Dividend Periods prior to the Dividend Period in which the liquidation distribution is made and any declared and unpaid dividends for the then current Dividend Period in which the liquidation distribution is made to the date of such liquidation distribution. After payment of the full amount of the liquidating distributions to which they are entitled, the holders of Series C Preferred Stock will have no right or claim to any of First Horizon’s remaining assets.

Distributions will be made only to the extent that First Horizon’s assets are available after satisfaction of all liabilities to depositors, and creditors and subject to the rights of holders of any securities ranking senior to the Series C Preferred Stock. If First Horizon’s remaining assets are not sufficient to pay the full liquidating distributions to the holders of all outstanding Series C Preferred Stock and all Parity Stock, then First Horizon will distribute First Horizon’s assets to those holders pro rata in proportion to the full liquidating distributions to which they would otherwise have received.

First Horizon’s merger or consolidation with one or more other entities or the sale, lease, exchange or other transfer of all or substantially all of First Horizon’s assets (for cash, securities or other consideration) will not be deemed to be a voluntary or involuntary liquidation, dissolution or winding up. If First Horizon enters into any merger or consolidation transaction with or into any other entity and First Horizon is not the surviving entity in such transaction, the Series C Preferred Stock may be converted into shares of the surviving or successor corporation or the direct or indirect parent of the surviving or successor corporation having terms identical to the terms of the Series C Preferred Stock.

Because First Horizon is a holding company, First Horizon’s rights and the rights of First Horizon’s creditors and First Horizon’s shareholders, including the holders of the Series C Preferred Stock, to participate in the distribution of assets of any of First Horizon’s subsidiaries upon that subsidiary’s voluntary or involuntary liquidation, dissolution or winding up will be subject to the prior claims of that subsidiary’s creditors, except to the extent that First Horizon is a creditor with recognized claims against that subsidiary. In addition, holders of the Series C Preferred Stock (and of Series C Depositary Shares) may be fully subordinated to interests held by the U.S. Government in the event First Horizon enters into a receivership, insolvency, liquidation or similar proceeding.

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EXHIBIT 4.1
	Description of Securities

No Preemptive or Conversion Rights

Holders of the Series C Preferred Stock do not have preemptive rights. The Series C Preferred Stock is not convertible into, or exchangeable for, shares of any other class or series of capital stock or other securities of First Horizon, nor convertible into or exchangeable for any other of First Horizon’s property, interests or securities.

Listing

Series C Depositary Shares are listed on the New York Stock Exchange LLC under the trading symbol FHN PR C. The Series C Preferred Stock is not listed on any exchange, and is not registered under the Securities Exchange Act of 1934.

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EXHIBIT 4.1
	Description of Securities

Series D Depositary Shares and Series D Preferred Stock (Redeemed in 2024)

In 2020, First Horizon designated 10,000 shares of 6.100% Fixed-to-Floating Non-Cumulative Perpetual Preferred Stock, Series D (“Series D Preferred Stock”), liquidation preference $10,000 per share, and issued all 10,000 shares upon consummating a merger transaction with IBERIABANK Corporation ("IBKC"). In that merger, all outstanding shares of a certain series of IBKC preferred stock were converted into shares of Series D Preferred Stock. All shares of Series D Preferred Stock were deposited with a depositary, which issued 4,000,000 depositary shares (“Series D Depositary Shares”), each representing a 1/400th interest in a share of Series D Preferred Stock.

Effective May 1, 2024, all 10,000 shares of Series D Preferred Stock were redeemed and became available for future designation and issuance. The redemption of the Series D Preferred Stock triggered the redemption of all 4,000,000 Series D Depositary Shares. After those redemptions, no Series D Preferred Stock was designated, no Series D Preferred Stock shares were outstanding, and no Series D Depositary Shares were outstanding. The New York Stock Exchange LLC filed a Form 25 (notification of removal from listing and registration) regarding the Series D Depositary Shares on May 1, 2024.

All Series of Preferred Stock designated and issued after the Series D Preferred Stock was designated and before the Series D Preferred Stock was redeemed (E and F) refer to the Series D Preferred Stock in some manner. Those references to Series D remain in First Horizon’s Charter and are retained in the descriptions in this document, but now are moot in all practical respects.

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EXHIBIT 4.1
	Description of Securities

Description of Series E Depositary Shares and Series E Preferred Stock

Relationship of Depositary Shares to Preferred Stock

All 1,500 designated shares of Series E Preferred Stock have been issued and are held by the Series E Depositary under the Series E Deposit Agreement. The Series E Depositary has issued 6,000,000 Series E Depositary Shares, which are evidenced by depositary receipts. Each Series E Depositary Share represents a 1/4,000th ownership interest in one share of Series E Preferred Stock held by the Series E Depositary. The holders of the Series E Depositary Shares, pro-rata through the Series E Depositary, may exercise, receive, and enjoy all the rights of the underlying Series E Preferred Stock.

The number of designated shares of Series E Preferred Stock may be increased by action of First Horizon’s Board without the consent of the current holder of Series E Preferred Stock or the holders of the Series E Depositary Shares.

Ranking of Series E Preferred Stock

With respect to the payment of dividends and distributions of assets upon any liquidation, dissolution or winding-up, the Series E Preferred Stock ranks:

•senior to First Horizon’s Common Stock and all other junior stock;

•senior to or on a parity with each other series of preferred stock First Horizon may issue (except for any senior series that may be issued upon the requisite vote or consent of the holders of at least a two-thirds of the shares of the Series E Preferred Stock at the time outstanding and entitled to vote) with respect to the payment of dividends and distributions of assets upon any liquidation, dissolution or winding-up; and

•junior to all existing and future indebtedness and other non-equity claims on First Horizon.

See also “Ranking of the Outstanding Preferred Series with respect to Each Other” on page 44 of this Exhibit.

Voting Rights—Series E Depositary Shares

When the Series E Depositary receives notice of any meeting at which the holders of the Series E Preferred Stock are entitled to vote, the Series E Depositary will mail the information contained in the notice to the record holders of the Series E Depositary Shares. Each record holder of the Series E Depositary Shares on the record date, which will be the same date as the record date for the Series E Preferred Stock, may instruct the Series E Depositary to vote the amount of the Series E Preferred Stock represented by the holder’s Series E Depositary Shares. To the extent possible, the Series E Depositary will vote the amount of the Series E Preferred Stock represented by Series E Depositary Shares in accordance with the instructions it receives. First Horizon will agree to take all reasonable actions that the depositary determines are necessary to enable the Series E Depositary to vote as instructed. If the Series E Depositary does not receive specific instructions from the holders of any Series E Depositary Shares, it will not vote the shares of Series E Preferred Stock relating to those Series E Depositary Shares.

Voting Rights—Series E Preferred Stock

Except as described below or otherwise required by law, the holders of Series E Preferred Stock do not have voting power, and no right to vote on any matter at any time, either as a separate series or class or together with any other series or class of shares of First Horizon’s capital stock, and are not be entitled to participate in meetings of holders of First Horizon’s Common Stock or to call a meeting of the holders of any one or more classes or series of First Horizon’s capital stock for any purpose.

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EXHIBIT 4.1
	Description of Securities

Right to Elect Two Directors upon Non-payment of Dividends

If and when the dividends on the Series E Preferred Stock and any dividend parity stock that has voting rights equivalent to those described in this paragraph (“voting parity stock”) have not been declared and paid (i) in the case of the Series E Preferred Stock and voting parity stock bearing non-cumulative dividends, in full for at least six quarterly dividend periods or their equivalent (whether or not consecutive) or (ii) in the case of voting parity stock bearing cumulative dividends, in an aggregate amount equal to full dividends for at least six quarterly dividend periods or their equivalent (whether or not consecutive), the number of directors then constituting First Horizon’s Board of Directors will be increased by two. Holders of Series E Preferred Stock, together with the holders of all other affected classes and series of voting parity stock, voting as a single class, will be entitled to elect the two additional members of First Horizon’s Board of Directors (the “preferred stock directors”) at any annual or special meeting of shareholders or any special meeting of the holders of Series E Preferred Stock and any voting parity stock for which dividends have not been paid, called as provided below, but only if the election of any preferred stock directors would not cause First Horizon to violate the corporate governance requirement of the New York Stock Exchange (or any other exchange or trading facility on which First Horizon’s securities may be listed or traded). In addition, First Horizon’s Board of Directors shall at no time have more than two preferred stock directors.

At any time after this voting power has vested as described above, First Horizon’s Secretary may, and upon the written request of holders of record of at least 20% of the outstanding shares of the Series E Preferred Stock and voting parity stock (addressed to the Secretary at First Horizon’s principal office) must, call a special meeting of the holders of Series E Preferred Stock and voting parity stock for the election of the preferred stock directors. No special meeting may be called within 90 days of the date fixed for the next annual or special meeting of shareholders. Notice for a special meeting will be given in a similar manner to that provided in First Horizon’s by-laws for a special meeting of the shareholders, which First Horizon will provide upon request, or as required by law. If First Horizon’s Secretary is required to call a meeting but does not do so within 20 days after receipt of any such request, then any holder of shares of Series E Preferred Stock may (at First Horizon’s expense) call such meeting, upon notice as provided in this section, and for that purpose will have access to First Horizon’s stock books. The preferred stock directors elected at any such special meeting will hold office until the next annual meeting of First Horizon’s shareholders unless they have been previously terminated. In case any vacancy occurs among the preferred stock directors, a successor will be elected by First Horizon’s Board of Directors to serve until the next annual meeting of the shareholders upon the nomination of the then remaining preferred stock director or, if none remains in office, by the vote of the holders of record of a majority of the outstanding shares of Series E Preferred Stock and voting parity stock, voting as a single class. Any preferred stock director may be removed at any time without cause by the holders of record of a majority of the outstanding shares of Series E Preferred Stock and all voting parity stock, voting as a single class. The preferred stock directors will each be entitled to one vote per director on any matter.

Whenever full dividends have been paid on the Series E Preferred Stock and any noncumulative voting parity stock for at least one year after a non-payment event and all dividends on any cumulative voting parity stock have been paid in full, then the right of the holders of the Series E Preferred Stock to elect the preferred stock directors will cease (but subject always to the same provisions for the vesting of these voting rights in the case of any similar non-payment of dividends in respect of future dividend periods), the terms of office of all preferred stock directors will immediately terminate and the number of directors constituting First Horizon’s Board of Directors will be reduced accordingly.

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EXHIBIT 4.1
	Description of Securities

Other Voting Rights of Series E Preferred Stock

So long as any shares of the Series E Preferred Stock remain outstanding, in addition to any other vote or consent of stockholders required by law or First Horizon’s Charter, the affirmative vote or consent of the holders of at least two-thirds of all of the shares of Series E Preferred Stock at the time outstanding and entitled to vote, voting separately as a class, will be required to:

•authorize or increase the authorized amount of, or issue shares of, any class or series of First Horizon’s capital stock ranking senior to the Series E Preferred Stock with respect to payment of dividends or as to distributions upon First Horizon’s liquidation, dissolution or winding-up, or issue any obligation or security convertible into or evidencing the right to purchase, any such class or series of First Horizon’s capital stock;

•amend the provisions of First Horizon’s Charter or restated bylaws so as to materially and adversely affect the special powers, preferences, privileges or rights of the Series E Preferred Stock, taken as a whole; or

•consummate a binding share-exchange or reclassification involving the Series E Preferred Stock, or a merger or consolidation of First Horizon with or into another entity, unless the shares of the Series E Preferred Stock (i) remain outstanding or (ii) are converted into or exchanged for preference securities of the surviving entity or any entity controlling such surviving entity and such new preference securities have terms that are not materially less favorable than those of the Series E Preferred Stock.

When determining the application of the supermajority voting rights described above, the authorization, creation and issuance, or an increase in the authorized or issued amount of, junior stock or any series of preferred stock, or any securities convertible into or exchangeable or exercisable for junior stock or any series of preferred stock, that by its terms expressly provides that it ranks on an equal basis with the Series E Preferred Stock with respect to the payment of dividends (whether such dividends are cumulative or non-cumulative) and as to distributions upon First Horizon’s liquidation, dissolution or winding-up, will not be deemed to materially and adversely affect the powers, preferences, privileges or rights of the Series E Preferred Stock, and will not require the affirmative vote or consent of, the holders of any outstanding shares of Series E Preferred Stock.

Each holder of the Series E Preferred Stock will have one vote per share on any matter on which holders of the Series E Preferred Stock are entitled to vote, including any action by written consent. Whether the vote or consent of a majority or other portion of the Series E Preferred Stock and any voting parity stock has been cast or given on any matter will be determined by reference to the respective liquidation preference amounts of the Series E Preferred Stock and voting parity stock voted or covered by the consent.

The foregoing voting provisions will not apply if, at or prior to the time when the act with respect to which the vote would otherwise be required shall be effected, all outstanding shares of the Series E Preferred Stock have been redeemed or called for redemption upon proper notice and sufficient funds shall have been set aside by First Horizon for the benefit of the holders of the Series E Preferred Stock to effect the redemption.

Under current provisions of the Tennessee Business Corporation Act, holders of the Series E Preferred Stock are entitled to vote separately as a class on certain amendments to First Horizon’s Charter that would impact the Series E Preferred Stock.

Dividend Rights—Series E Depositary Shares

The Series E Depositary will distribute any cash dividends or other cash distributions received in respect of the deposited shares of the Series E Preferred Stock to the record holders of Series E Depositary Shares

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EXHIBIT 4.1
	Description of Securities

relating to the underlying shares of the Series E Preferred Stock in proportion to the number of Series E Depositary Shares held by the holders. The Series E Depositary will distribute any property received by it other than cash to the record holders of Series E Depositary Shares entitled to those distributions, unless it determines that the distribution cannot be made proportionally among those holders or that it is not feasible to make a distribution. In that event, the Series E Depositary may, with First Horizon’s approval, sell the property and distribute the net proceeds from the sale to the holders of the Series E Depositary Shares in proportion to the number of Series E Depositary Shares they hold.

Record dates for the payment of dividends and other matters relating to the Series E Depositary Shares will be the same as the corresponding record dates for the Series E Preferred Stock.

The amounts distributed to holders of Series E Depositary Shares will be reduced by any amounts required to be withheld by the Series E Depositary or by First Horizon on account of taxes or other governmental charges.

Dividend Rights—Series E Preferred Stock

The holder of Series E Preferred Stock, in preference to the holders of First Horizon’s Common Stock and of any other shares of First Horizon’s stock ranking junior to the Series E Preferred Stock as to payment of dividends, will be entitled to receive, only when, as and if declared by First Horizon’s Board of Directors, out of assets legally available for payment, non-cumulative cash dividends. These dividends will be payable at a rate of 6.500% per annum, applied to the $100,000 liquidation preference per share of Series E Preferred Stock (equivalent to $25 per Series E Depositary Share) and will be paid in arrears on each dividend payment date. A “dividend payment date” means each January 10, April 10, July 10 and October 10, commencing October 10, 2020, except if any such date is not a business day, then such date will nevertheless be a dividend payment date but dividends on the Series E Preferred Stock, when, as and if declared, will be paid on the next succeeding business day (without interest or any other adjustment in the amount of the dividend per share of the Series E Preferred Stock). A “business day” means each weekday that is not a legal holiday in New York, New York and is not a day on which banking institutions in New York, New York are authorized or obligated by law, regulation or executive order to close. A “dividend period” means each period from and including a dividend payment date (except that the initial dividend period shall commence on and include the original issue date of the Series E Preferred Stock) and continuing to but not including the next succeeding dividend payment date. As that term is used herein, each dividend payment date “relates” to the dividend period most recently ending before such dividend payment date. Dividends will be paid to holders of record of the Series E Preferred Stock as they appear on First Horizon’s books on the applicable record date, which shall be the 15th calendar day before such dividend payment date, or such other record date fixed for that purpose by First Horizon’s Board of Directors that is not more than 60 nor less than 10 calendar days prior to such dividend payment date.

The amount of dividends payable per share of the Series E Preferred Stock will be computed on the basis of a 360-day year consisting of twelve 30-day months. Dollar amounts resulting from that calculation will be rounded to the nearest cent, with one-half cent being rounded upward.

Dividends on shares of the Series E Preferred Stock will not be cumulative and will not be mandatory. If First Horizon’s Board of Directors does not declare a dividend on the Series E Preferred Stock in respect of a dividend period, then no dividend will be deemed to have accrued for such dividend period, be payable on the related dividend payment date, or accumulate, and First Horizon will have no obligation to pay any dividend for such dividend period, whether or not First Horizon’s Board of Directors declares a dividend on the Series E Preferred Stock or any other series of First Horizon’s Preferred Stock or on First Horizon’s Common Stock for any future dividend period. References to the “accrual” (or similar terms)

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EXHIBIT 4.1
	Description of Securities

of dividends herein refer only to the determination of the amount of such dividend and do not imply that any right to a dividend arises prior to the date on which a dividend is declared.

Priority Regarding Dividends

So long as any share of the Series E Preferred Stock remains outstanding, unless (i) the full dividends for the most recently completed dividend period have been declared and paid (or declared and a sum sufficient for the payment thereof has been set aside) on all outstanding shares of the Series E Preferred Stock and (ii) First Horizon is not in default on First Horizon’s obligation to redeem any shares of the Series E Preferred Stock that have been called for redemption:

•no dividend shall be declared, paid or set aside for payment, and no distribution shall be declared, made or set aside for payment, on any junior stock, other than (i) a dividend payable solely in junior stock or (ii) any dividend in connection with the implementation of a stockholders’ rights plan, or the redemption or repurchase of any rights under any such plan;

•no shares of junior stock shall be repurchased, redeemed or otherwise acquired for consideration by First Horizon, directly or indirectly; this restriction on repurchases, redemptions or other acquisitions will not apply to or otherwise restrict a repurchase, redemption or acquisition

–as a result of a reclassification of junior stock for or into other junior stock,

–the exchange or conversion of junior stock for or into other junior stock,

–through the use of the proceeds of a sale of other shares of junior stock within the preceding 180 days,

–purchases, redemptions or other acquisitions of shares of junior stock in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of employees, officers, directors or consultants,

–purchases of shares of junior stock pursuant to a contractually binding requirement to buy junior stock existing prior to the most recently completed dividend period, including under a contractually binding stock repurchase plan (including a so-called Rule 10b5-1(c) purchase plan),

–the purchase of fractional interests in shares of junior stock pursuant to the conversion or exchange provisions of such stock or the security being converted or exchanged,

–purchases or other acquisitions by any of First Horizon’s broker-dealer subsidiaries solely for the purpose of market making, stabilization or customer facilitation transactions in junior stock in the ordinary course of business,

–purchases by any of First Horizon’s broker-dealer subsidiaries of First Horizon’s capital stock for resale pursuant to an offering by First Horizon of such capital stock underwritten by such broker-dealer subsidiary, or

–the acquisition by First Horizon or any of First Horizon’s subsidiaries of record ownership in junior stock for the beneficial ownership of any other persons (other than for the beneficial ownership by First Horizon or any of First Horizon’s subsidiaries), including as trustees or custodians;

•no shares of dividend parity stock shall be repurchased, redeemed or otherwise acquired for consideration by First Horizon, directly or indirectly; this restriction on repurchases, redemptions or other acquisitions will not apply to or otherwise restrict a repurchase, redemption or acquisition

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EXHIBIT 4.1
	Description of Securities

–pursuant to pro rata offers to purchase all, or a pro rata portion, of the Series E Preferred Stock and such dividend parity stock,

–as a result of a reclassification of dividend parity stock for or into other dividend parity stock,

–the exchange or conversion of dividend parity stock for or into other dividend parity stock,

–through the use of the proceeds of a sale of other shares of dividend parity stock within the preceding 180 days,

–purchases of shares of dividend parity stock pursuant to a contractually binding requirement to buy dividend parity stock existing prior to the most recently completed dividend period, including under a contractually binding stock repurchase plan (including a so-called Rule 10b5-1(c) purchase plan),

–the purchase of fractional interests in shares of dividend parity stock pursuant to the conversion or exchange provisions of such stock or the security being converted or exchanged,

–purchases or other acquisitions by any of First Horizon’s broker-dealer subsidiaries solely for the purpose of market making, stabilization or customer facilitation transactions in dividend parity stock in the ordinary course of business,

–purchases by any of First Horizon’s broker-dealer subsidiaries of First Horizon’s capital stock for resale pursuant to an offering by First Horizon of such capital stock underwritten by such broker-dealer subsidiary, or

–the acquisition by First Horizon or any of First Horizon’s subsidiaries of record ownership in dividend parity stock for the beneficial ownership of any other persons (other than for the beneficial ownership by First Horizon or any of First Horizon’s subsidiaries), including as trustees or custodians; and

•no money shall be paid to or made available for a sinking fund for the redemption of any junior stock or dividend parity stock by First Horizon.

When dividends are not paid in full upon the shares of the Series E Preferred Stock and any dividend parity stock, all dividends paid or declared for payment on that dividend payment date with respect to the Series E Preferred Stock and the dividend parity stock will be shared (i) first ratably by the holders of any dividend parity stock who have the right to receive dividends with respect to past dividend periods for which such dividends were not declared and paid, in proportion to the respective amounts of the undeclared and unpaid dividends relating to past dividend periods, and (ii) thereafter ratably by the holders of the Series E Preferred Stock and any dividend parity stock, in proportion to the respective amounts of the declared and unpaid dividends relating to the current dividend period. To the extent a dividend period with respect to any dividend parity stock coincides with more than one dividend period with respect to the Series E Preferred Stock, for purposes of the immediately preceding sentence, First Horizon’s Board of Directors will treat such dividend period as two or more consecutive dividend periods, none of which coincides with more than one dividend period with respect to the Series E Preferred Stock or in any manner that it deems to be fair and equitable. For the purposes of this paragraph, the term “dividend period” as used with respect to any dividend parity stock means such dividend periods as are provided for in the terms of such dividend parity stock.

Subject to the foregoing, such dividends (payable in cash, securities or otherwise) as may be determined by First Horizon’s Board of Directors may be declared and paid on any class or series of junior stock or any dividend parity stock from time to time out of assets legally available for such payment, and the Series E Preferred Stock will not be entitled to participate in any such dividend. Holders of the Series E

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EXHIBIT 4.1
	Description of Securities

Preferred Stock will not be entitled to receive any dividends not declared by First Horizon’s Board of Directors and no interest, or sum of money in lieu of interest, will be payable in respect of any dividend not so declared.

Maturity and Redemption—Series E Depositary Shares

If First Horizon redeems shares of the Series E Preferred Stock represented by the Series E Depositary Shares, the depositary shares will be redeemed from the proceeds received by the Series E Depositary resulting from the redemption of the shares of the Series E Preferred Stock held by the Series E Depositary. The redemption price per Series E Depositary Share will be equal to 1/4,000th of the redemption price per share payable with respect to the Series E Preferred Stock or $25 per Series E Depositary Share (plus dividends if applicable). Whenever First Horizon redeems shares of the Series E Preferred Stock held by the Series E Depositary, the Depositary will redeem, as of the same redemption date, the number of Series E Depositary Shares representing the shares of the Series E Preferred Stock so redeemed.

In case of any redemption of less than all of the outstanding Series E Depositary Shares, the Series E Depositary Shares to be redeemed will be selected by the Series E Depositary by lot or pro rata or in any other manner determined by the Series E Depositary to be equitable.

Maturity and Redemption—Series E Preferred Stock

The Series E Preferred Stock is perpetual and has no maturity date. The Series E Preferred Stock is not subject to any mandatory redemption, sinking fund or other similar provisions. Neither the holders of Series E Preferred Stock nor holders of Series E Depositary Shares have the right to require the redemption or repurchase of the Series E Preferred Stock.

First Horizon may, at First Horizon’s option, redeem the Series E Preferred Stock (i) in whole or in part, from time to time, on any dividend payment date on or after October 10, 2025, or (ii) in whole, but not in part, at any time within 90 days following a Regulatory Capital Event (as defined below), at a redemption price equal to $100,000 per share (equivalent to $25 per Series E Depositary Share), plus any declared and unpaid dividends.

A “Regulatory Capital Event” means the good faith determination by First Horizon that, as a result of (i) any amendment to, clarification of, or change in, the laws or regulations of the United States or any political subdivision of or in the United States that is enacted or becomes effective after the initial issuance of any share of Series E Preferred Stock, (ii) any proposed change in those laws or regulations that is announced or becomes effective after the initial issuance of any share of Series E Preferred Stock, or (iii) any official administrative decision or judicial decision or administrative action or other official pronouncement interpreting or applying those laws or regulations that is announced after the initial issuance of any share of Series E Preferred Stock, there is more than an insubstantial risk that First Horizon will not be entitled to treat the full liquidation preference amount of $100,000 per share of Series E Preferred Stock then outstanding as “Tier 1 capital” (or its equivalent) for purposes of the capital adequacy guidelines of the Federal Reserve (or, as and if applicable, the capital adequacy guidelines or regulations of any successor appropriate federal banking agency) as then in effect and applicable.

“Appropriate federal banking agency” means the “appropriate federal banking agency” with respect to First Horizon as that term is defined in Section 3(q) of the Federal Deposit Insurance Act or any successor provision.

Liquidation Rights

In the event that First Horizon voluntarily or involuntarily liquidates, dissolves or winds up its affairs, holders of the Series E Preferred Stock will be entitled to receive an amount per share (the “total

34 2Q24 FORM 10-Q REPORT

EXHIBIT 4.1
	Description of Securities

liquidation amount”) equal to the liquidation preference of $100,000 per share (equivalent to $25 per Series E Depositary Share), plus any declared and unpaid dividends (but not including any undeclared dividends). Holders of the Series E Preferred Stock will be entitled to receive the total liquidation amount out of First Horizon’s assets that are available for distribution to shareholders, after payment or provision for payment of First Horizon’s debts and other liabilities to creditors and subject to the rights of holders of any securities ranking senior to the Series E Preferred Stock with respect to distributions but before any distribution of assets is made to holders of First Horizon’s Common Stock or any other shares ranking, as to that distribution, junior to the Series E Preferred Stock.

The Series E Preferred Stock may be fully subordinate to interests held by the U.S. government in the event of a receivership, insolvency, liquidation, or similar proceeding, including a proceeding under the “orderly liquidation authority” provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010.

If First Horizon’s assets are not sufficient to pay the total liquidation amount in full to all holders of Series E Preferred Stock and all holders of any shares of First Horizon’s stock ranking as to any such distribution on a parity with the Series E Preferred Stock, the amounts paid to the holders of the Series E Preferred Stock and to such other shares will be paid pro rata in accordance with the respective total liquidation amount for those holders. If the liquidation preference has been paid in full to all holders of Series E Preferred Stock and the liquidation preference of any other shares ranking on parity with the Series E Preferred Stock has been paid in full, the holders of First Horizon’s Common Stock or any other shares ranking, as to such distribution, junior to the Series E Preferred Stock will be entitled to receive all of First Horizon’s remaining assets according to their respective rights and preferences, and the Series E Preferred Stock will not be entitled to participate in any such distribution.

For purposes of the liquidation rights, neither the sale, lease, exchange or transfer of all or substantially all of First Horizon’s property and assets, nor the consolidation, merger or other business combination by First Horizon with or into any other entity or by another entity with or into First Horizon, including a merger, consolidation or other business combination in which the holders of Series E Preferred Stock receive cash, securities or property for their shares, will constitute a liquidation, dissolution or winding-up of First Horizon’s affairs.

No Preemptive or Conversion Rights

Holders of the Series E Preferred Stock do not have preemptive rights. The Series E Preferred Stock is not convertible into, or exchangeable for, shares of any other class or series of capital stock or other securities of First Horizon, nor convertible into or exchangeable for any other of First Horizon’s property, interests or securities.

Listing

Series E Depositary Shares are listed on the New York Stock Exchange LLC under the trading symbol FHN PR E. The Series E Preferred Stock is not listed on any exchange, and is not registered under the Securities Exchange Act of 1934.

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EXHIBIT 4.1
	Description of Securities

Description of Series F Depositary Shares and Series F Preferred Stock

Relationship of Depositary Shares to Preferred Stock

All 1,500 designated shares of Series F Preferred Stock have been issued and are held by the Series F Depositary under the Series F Deposit Agreement. The Series F Depositary has issued 6,000,000 Series F Depositary Shares, which are evidenced by depositary receipts. Each Series F Depositary Share represents a 1/4,000th ownership interest in one share of Series F Preferred Stock held by the Series F Depositary. The holders of the Series F Depositary Shares, pro-rata through the Series F Depositary, may exercise, receive, and enjoy all the rights of the underlying Series F Preferred Stock.

The number of designated shares of Series F Preferred Stock may be increased by action of First Horizon’s Board without the consent of the current holder of Series F Preferred Stock or the holders of the Series F Depositary Shares.

Ranking of Series F Preferred Stock

With respect to the payment of dividends and distributions of assets upon any liquidation, dissolution or winding-up, the Series F Preferred Stock ranks:

•senior to First Horizon’s Common Stock and all other junior stock;

•senior to or on a parity with each other series of preferred stock First Horizon may issue (except for any senior series that may be issued upon the requisite vote or consent of the holders of at least a two-thirds of the shares of the Series F Preferred Stock at the time outstanding and entitled to vote) with respect to the payment of dividends and distributions of assets upon any liquidation, dissolution or winding-up; and

•junior to all existing and future indebtedness and other non-equity claims on First Horizon.

See also “Ranking of the Outstanding Preferred Series with respect to Each Other” on page 44 of this Exhibit.

Voting Rights—Series F Depositary Shares

When the Series F Depositary receives notice of any meeting at which the holders of the Series F Preferred Stock are entitled to vote, the Series F Depositary will mail the information contained in the notice to the record holders of the Series F Depositary Shares. Each record holder of the Series F Depositary Shares on the record date, which will be the same date as the record date for the Series F Preferred Stock, may instruct the Series F Depositary to vote the amount of the Series F Preferred Stock represented by the holder’s Series F Depositary Shares. To the extent possible, the Series F Depositary will vote the amount of the Series F Preferred Stock represented by Series F Depositary Shares in accordance with the instructions it receives. First Horizon will agree to take all reasonable actions that the depositary determines are necessary to enable the Series F Depositary to vote as instructed. If the Series F Depositary does not receive specific instructions from the holders of any Series F Depositary Shares, it will not vote the shares of Series F Preferred Stock relating to those Series F Depositary Shares.

Voting Rights—Series F Preferred Stock

Except as described below or otherwise required by law, the holders of Series F Preferred Stock do not have voting power, and no right to vote on any matter at any time, either as a separate series or class or together with any other series or class of shares of First Horizon’s capital stock, and are not be entitled to participate in meetings of holders of First Horizon’s Common Stock or to call a meeting of the holders of any one or more classes or series of First Horizon’s capital stock for any purpose.

36 2Q24 FORM 10-Q REPORT

EXHIBIT 4.1
	Description of Securities

Right to Elect Two Directors upon Non-payment of Dividends

If and when the dividends on the Series F Preferred Stock and any dividend parity stock that has voting rights equivalent to those described in this paragraph (“voting parity stock”) have not been declared and paid (i) in the case of the Series F Preferred Stock and voting parity stock bearing non-cumulative dividends, in full for at least six quarterly dividend periods or their equivalent (whether or not consecutive) or (ii) in the case of voting parity stock bearing cumulative dividends, in an aggregate amount equal to full dividends for at least six quarterly dividend periods or their equivalent (whether or not consecutive), the number of directors then constituting First Horizon’s Board of Directors will be increased by two. Holders of Series F Preferred Stock, together with the holders of all other affected classes and series of voting parity stock, voting as a single class, will be entitled to elect the two additional members of First Horizon’s Board of Directors (the “preferred stock directors”) at any annual or special meeting of shareholders or any special meeting of the holders of Series F Preferred Stock and any voting parity stock for which dividends have not been paid, called as provided below, but only if the election of any preferred stock directors would not cause First Horizon to violate the corporate governance requirement of the New York Stock Exchange (or any other exchange or trading facility on which First Horizon’s securities may be listed or traded). In addition, First Horizon’s Board of Directors shall at no time have more than two preferred stock directors.

At any time after this voting power has vested as described above, First Horizon’s Secretary may, and upon the written request of holders of record of at least 20% of the outstanding shares of the Series F Preferred Stock and voting parity stock (addressed to the Secretary at First Horizon’s principal office) must, call a special meeting of the holders of Series F Preferred Stock and voting parity stock for the election of the preferred stock directors. No special meeting may be called within 90 days of the date fixed for the next annual or special meeting of shareholders. Notice for a special meeting will be given in a similar manner to that provided in First Horizon’s by-laws for a special meeting of the shareholders, which First Horizon will provide upon request, or as required by law. If First Horizon’s Secretary is required to call a meeting but does not do so within 20 days after receipt of any such request, then any holder of shares of Series F Preferred Stock may (at First Horizon’s expense) call such meeting, upon notice as provided in this section, and for that purpose will have access to First Horizon’s stock books. The preferred stock directors elected at any such special meeting will hold office until the next annual meeting of First Horizon’s shareholders unless they have been previously terminated. In case any vacancy occurs among the preferred stock directors, a successor will be elected by First Horizon’s Board of Directors to serve until the next annual meeting of the shareholders upon the nomination of the then remaining preferred stock director or, if none remains in office, by the vote of the holders of record of a majority of the outstanding shares of Series F Preferred Stock and voting parity stock, voting as a single class. Any preferred stock director may be removed at any time without cause by the holders of record of a majority of the outstanding shares of Series F Preferred Stock and all voting parity stock, voting as a single class. The preferred stock directors will each be entitled to one vote per director on any matter.

Whenever full dividends have been paid on the Series F Preferred Stock and any noncumulative voting parity stock for at least one year after a non-payment event and all dividends on any cumulative voting parity stock have been paid in full, then the right of the holders of the Series F Preferred Stock to elect the preferred stock directors will cease (but subject always to the same provisions for the vesting of these voting rights in the case of any similar non-payment of dividends in respect of future dividend periods), the terms of office of all preferred stock directors will immediately terminate and the number of directors constituting First Horizon’s Board of Directors will be reduced accordingly.

37 2Q24 FORM 10-Q REPORT

EXHIBIT 4.1
	Description of Securities

Other Voting Rights of Series F Preferred Stock

So long as any shares of the Series F Preferred Stock remain outstanding, in addition to any other vote or consent of stockholders required by law or First Horizon’s Charter, the affirmative vote or consent of the holders of at least two-thirds of all of the shares of Series F Preferred Stock at the time outstanding and entitled to vote, voting separately as a class, will be required to:

•authorize or increase the authorized amount of, or issue shares of, any class or series of First Horizon’s capital stock ranking senior to the Series F Preferred Stock with respect to payment of dividends or as to distributions upon First Horizon’s liquidation, dissolution or winding-up, or issue any obligation or security convertible into or evidencing the right to purchase, any such class or series of First Horizon’s capital stock;

•amend the provisions of First Horizon’s Charter or restated bylaws so as to materially and adversely affect the special powers, preferences, privileges or rights of the Series F Preferred Stock, taken as a whole; or

•consummate a binding share-exchange or reclassification involving the Series F Preferred Stock, or a merger or consolidation of First Horizon with or into another entity, unless the shares of the Series F Preferred Stock (i) remain outstanding or (ii) are converted into or exchanged for preference securities of the surviving entity or any entity controlling such surviving entity and such new preference securities have terms that are not materially less favorable than those of the Series F Preferred Stock.

When determining the application of the voting rights described above, the authorization, creation and issuance, or an increase in the authorized or issued amount of, junior stock or any series of preferred stock, or any securities convertible into or exchangeable or exercisable for junior stock or any series of preferred stock, that by its terms expressly provides that it ranks on an equal basis with the Series F Preferred Stock with respect to the payment of dividends (whether such dividends are cumulative or non-cumulative) and as to distributions upon First Horizon’s liquidation, dissolution or winding-up, will not be deemed to materially and adversely affect the powers, preferences, privileges or rights of the Series F Preferred Stock, and will not require the affirmative vote or consent of, the holders of any outstanding shares of Series F Preferred Stock.

Each holder of the Series F Preferred Stock will have one vote per share on any matter on which holders of the Series F Preferred Stock are entitled to vote, including any action by written consent. Whether the vote or consent of a majority or other portion of the Series F Preferred Stock and any voting parity stock has been cast or given on any matter will be determined by reference to the respective liquidation preference amounts of the Series F Preferred Stock and voting parity stock voted or covered by the consent.

The foregoing voting provisions will not apply if, at or prior to the time when the act with respect to which the vote would otherwise be required shall be effected, all outstanding shares of the Series F Preferred Stock have been redeemed or called for redemption upon proper notice and sufficient funds shall have been set aside by First Horizon for the benefit of the holders of the Series F Preferred Stock to effect the redemption.

Under current provisions of the Tennessee Business Corporation Act, holders of the Series F Preferred Stock are entitled to vote separately as a class on certain amendments to First Horizon’s Charter that would impact the Series F Preferred Stock.

Dividend Rights—Series F Depositary Shares

The Series F Depositary will distribute any cash dividends or other cash distributions received in respect of the deposited shares of the Series F Preferred Stock to the record holders of Series F Depositary Shares

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EXHIBIT 4.1
	Description of Securities

relating to the underlying shares of the Series F Preferred Stock in proportion to the number of Series F Depositary Shares held by the holders. The Series F Depositary will distribute any property received by it other than cash to the record holders of Series F Depositary Shares entitled to those distributions, unless it determines that the distribution cannot be made proportionally among those holders or that it is not feasible to make a distribution. In that event, the Series F Depositary may, with First Horizon’s approval, sell the property and distribute the net proceeds from the sale to the holders of the Series F Depositary Shares in proportion to the number of Series F Depositary Shares they hold.

Record dates for the payment of dividends and other matters relating to the Series F Depositary Shares will be the same as the corresponding record dates for the Series F Preferred Stock.

The amounts distributed to holders of Series F Depositary Shares will be reduced by any amounts required to be withheld by the Series F Depositary or by First Horizon on account of taxes or other governmental charges.

Dividend Rights—Series F Preferred Stock

The holder of Series F Preferred Stock, in preference to the holders of First Horizon’s Common Stock and of any other shares of First Horizon’s stock ranking junior to the Series F Preferred Stock as to payment of dividends, will be entitled to receive, only when, as and if declared by First Horizon’s Board of Directors, out of assets legally available for payment, non-cumulative cash dividends. These dividends will be payable at a rate of 4.70% per annum, applied to the $100,000 liquidation preference per share of Series F Preferred Stock (equivalent to $25 per Series F Depositary Share) and will be paid in arrears on each dividend payment date. A “dividend payment date” means each January 10, April 10, July 10 and October 10, commencing July 10, 2021, except if any such date is not a business day, then such date will nevertheless be a dividend payment date but dividends on the Series F Preferred Stock, when, as and if declared, will be paid on the next succeeding business day (without interest or any other adjustment in the amount of the dividend per share of the Series F Preferred Stock). A “business day” means each weekday that is not a legal holiday in New York, New York and is not a day on which banking institutions in New York, New York are authorized or obligated by law, regulation or executive order to close. A “dividend period” means each period from and including a dividend payment date (except that the initial dividend period shall commence on and include the original issue date of the Series F Preferred Stock) and continuing to but not including the next succeeding dividend payment date. As that term is used herein, each dividend payment date “relates” to the dividend period most recently ending before such dividend payment date. Dividends will be paid to holders of record of the Series F Preferred Stock as they appear on First Horizon’s books on the applicable record date, which shall be the 15th calendar day before such dividend payment date, or such other record date fixed for that purpose by First Horizon’s Board of Directors that is not more than 60 nor less than 10 calendar days prior to such dividend payment date.

The amount of dividends payable per share of the Series F Preferred Stock will be computed on the basis of a 360-day year consisting of twelve 30-day months. Dollar amounts resulting from that calculation will be rounded to the nearest cent, with one-half cent being rounded upward.

Dividends on shares of the Series F Preferred Stock will not be cumulative and will not be mandatory. If First Horizon’s Board of Directors does not declare a dividend on the Series F Preferred Stock in respect of a dividend period, then no dividend will be deemed to have accrued for such dividend period, be payable on the related dividend payment date, or accumulate, and First Horizon will have no obligation to pay any dividend for such dividend period, whether or not First Horizon’s Board of Directors declares a dividend on the Series F Preferred Stock or any other series of First Horizon’s Preferred Stock or on First Horizon’s Common Stock for any future dividend period. References to the “accrual” (or similar terms) of dividends herein refer only to the determination of the amount of such dividend and do not imply that any right to a dividend arises prior to the date on which a dividend is declared.

39 2Q24 FORM 10-Q REPORT

EXHIBIT 4.1
	Description of Securities

Priority Regarding Dividends

So long as any share of the Series F Preferred Stock remains outstanding, unless (i) the full dividends for the most recently completed dividend period have been declared and paid (or declared and a sum sufficient for the payment thereof has been set aside) on all outstanding shares of the Series F Preferred Stock and (ii) First Horizon is not in default on First Horizon’s obligation to redeem any shares of the Series F Preferred Stock that have been called for redemption:

•no dividend shall be declared, paid or set aside for payment, and no distribution shall be declared, made or set aside for payment, on any junior stock, other than (i) a dividend payable solely in junior stock or (ii) any dividend in connection with the implementation of a stockholders’ rights plan, or the redemption or repurchase of any rights under any such plan;

•no shares of junior stock shall be repurchased, redeemed or otherwise acquired for consideration by First Horizon, directly or indirectly, other than:

–as a result of a reclassification of junior stock for or into other junior stock,

–the exchange or conversion of junior stock for or into other junior stock,

–through the use of the proceeds of a sale of other shares of junior stock within the preceding 180 days,

–purchases, redemptions or other acquisitions of shares of junior stock in connection with any employment contract, benefit plan or other similar arrangement with or for the benefit of employees, officers, directors or consultants,

–purchases of shares of junior stock pursuant to a contractually binding requirement to buy junior stock existing prior to the most recently completed dividend period, including under a contractually binding stock repurchase plan (including a so-called Rule 10b5-1(c) purchase plan),

–the purchase of fractional interests in shares of junior stock pursuant to the conversion or exchange provisions of such stock or the security being converted or exchanged,

–purchases or other acquisitions by any of First Horizon’s broker-dealer subsidiaries solely for the purpose of market making, stabilization or customer facilitation transactions in junior stock in the ordinary course of business,

–purchases by any of First Horizon’s broker-dealer subsidiaries of First Horizon’s capital stock for resale pursuant to an offering by First Horizon of such capital stock underwritten by such broker-dealer subsidiary, or

–the acquisition by First Horizon or any of First Horizon’s subsidiaries of record ownership in junior stock for the beneficial ownership of any other persons (other than for the beneficial ownership by First Horizon or any of First Horizon’s subsidiaries), including as trustees or custodians;

•no shares of dividend parity stock shall be repurchased, redeemed or otherwise acquired for consideration by First Horizon, directly or indirectly, other than:

–pursuant to pro rata offers to purchase all, or a pro rata portion, of the Series F Preferred Stock and such dividend parity stock,

–as a result of a reclassification of dividend parity stock for or into other dividend parity stock,

–the exchange or conversion of dividend parity stock for or into other dividend parity stock,

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EXHIBIT 4.1
	Description of Securities

–through the use of the proceeds of a sale of other shares of dividend parity stock within the preceding 180 days,

–purchases of shares of dividend parity stock pursuant to a contractually binding requirement to buy dividend parity stock existing prior to the most recently completed dividend period, including under a contractually binding stock repurchase plan (including a so-called Rule 10b5-1(c) purchase plan),

–the purchase of fractional interests in shares of dividend parity stock pursuant to the conversion or exchange provisions of such stock or the security being converted or exchanged,

–purchases or other acquisitions by any of First Horizon’s broker-dealer subsidiaries solely for the purpose of market making, stabilization or customer facilitation transactions in dividend parity stock in the ordinary course of business,

–purchases by any of First Horizon’s broker-dealer subsidiaries of First Horizon’s capital stock for resale pursuant to an offering by First Horizon of such capital stock underwritten by such broker-dealer subsidiary, or

–the acquisition by First Horizon or any of First Horizon’s subsidiaries of record ownership in dividend parity stock for the beneficial ownership of any other persons (other than for the beneficial ownership by First Horizon or any of First Horizon’s subsidiaries), including as trustees or custodians; and

•no money shall be paid to or made available for a sinking fund for the redemption of any junior stock or dividend parity stock by First Horizon.

When dividends are not paid in full upon the shares of the Series F Preferred Stock and any dividend parity stock, all dividends paid or declared for payment on that dividend payment date with respect to the Series F Preferred Stock and the dividend parity stock will be shared (i) first ratably by the holders of any dividend parity stock who have the right to receive dividends with respect to past dividend periods for which such dividends were not declared and paid, in proportion to the respective amounts of the undeclared and unpaid dividends relating to past dividend periods, and (ii) thereafter ratably by the holders of the Series F Preferred Stock and any dividend parity stock, in proportion to the respective amounts of the declared and unpaid dividends relating to the current dividend period. To the extent a dividend period with respect to any dividend parity stock coincides with more than one dividend period with respect to the Series F Preferred Stock, for purposes of the immediately preceding sentence, First Horizon’s Board of Directors will treat such dividend period as two or more consecutive dividend periods, none of which coincides with more than one dividend period with respect to the Series F Preferred Stock or in any manner that it deems to be fair and equitable. For the purposes of this paragraph, the term “dividend period” as used with respect to any dividend parity stock means such dividend periods as are provided for in the terms of such dividend parity stock.

Subject to the foregoing, such dividends (payable in cash, securities or otherwise) as may be determined by First Horizon’s Board of Directors may be declared and paid on any class or series of junior stock or any dividend parity stock from time to time out of assets legally available for such payment, and the Series F Preferred Stock will not be entitled to participate in any such dividend. Holders of the Series F Preferred Stock will not be entitled to receive any dividends not declared by First Horizon’s Board of Directors and no interest, or sum of money in lieu of interest, will be payable in respect of any dividend not so declared.

41 2Q24 FORM 10-Q REPORT

EXHIBIT 4.1
	Description of Securities

Maturity and Redemption—Series F Depositary Shares

If First Horizon redeems shares of the Series F Preferred Stock represented by the Series F Depositary Shares, the depositary shares will be redeemed from the proceeds received by the Series F Depositary resulting from the redemption of the shares of the Series F Preferred Stock held by the Series F Depositary. The redemption price per Series F Depositary Share will be equal to 1/4,000th of the redemption price per share payable with respect to the Series F Preferred Stock or $25 per Series F Depositary Share (plus dividends if applicable). Whenever First Horizon redeems shares of the Series F Preferred Stock held by the Series F Depositary, the Depositary will redeem, as of the same redemption date, the number of Series F Depositary Shares representing the shares of the Series F Preferred Stock so redeemed.

In case of any redemption of less than all of the outstanding Series F Depositary Shares, the Series F Depositary Shares to be redeemed will be selected by the Series F Depositary by lot or pro rata or in any other manner determined by the Series F Depositary to be equitable.

Maturity and Redemption—Series F Preferred Stock

The Series F Preferred Stock is perpetual and has no maturity date. The Series F Preferred Stock is not subject to any mandatory redemption, sinking fund or other similar provisions. Neither the holders of Series F Preferred Stock nor holders of Series F Depositary Shares have the right to require the redemption or repurchase of the Series F Preferred Stock.

First Horizon may, at First Horizon’s option, redeem the Series F Preferred Stock (i) in whole or in part, from time to time, on any dividend payment date on or after July 10, 2026, or (ii) in whole, but not in part, at any time within 90 days following a Regulatory Capital Event (as defined below), at a redemption price equal to $100,000 per share (equivalent to $25 per Series F Depositary Share), plus any declared and unpaid dividends.

A “Regulatory Capital Event” means the good faith determination by First Horizon that, as a result of (i) any amendment to, clarification of, or change in, the laws or regulations of the United States or any political subdivision of or in the United States that is enacted or becomes effective after the initial issuance of any share of Series F Preferred Stock, (ii) any proposed change in those laws or regulations that is announced or becomes effective after the initial issuance of any share of Series F Preferred Stock, or (iii) any official administrative decision or judicial decision or administrative action or other official pronouncement interpreting or applying those laws or regulations that is announced after the initial issuance of any share of Series F Preferred Stock, there is more than an insubstantial risk that First Horizon will not be entitled to treat the full liquidation preference amount of $100,000 per share of Series F Preferred Stock then outstanding as “Tier 1 capital” (or its equivalent) for purposes of the capital adequacy guidelines of the Federal Reserve (or, as and if applicable, the capital adequacy guidelines or regulations of any successor appropriate federal banking agency) as then in effect and applicable.

“Appropriate federal banking agency” means the “appropriate federal banking agency” with respect to First Horizon as that term is defined in Section 3(q) of the Federal Deposit Insurance Act or any successor provision.

Liquidation Rights

In the event that First Horizon voluntarily or involuntarily liquidates, dissolves or winds up its affairs, holders of the Series F Preferred Stock will be entitled to receive an amount per share (the “total liquidation amount”) equal to the liquidation preference of $100,000 per share (equivalent to $25 per Series F Depositary Share), plus any declared and unpaid dividends (but not including any undeclared dividends). Holders of the Series F Preferred Stock will be entitled to receive the total liquidation amount

42 2Q24 FORM 10-Q REPORT

EXHIBIT 4.1
	Description of Securities

out of First Horizon’s assets that are available for distribution to shareholders, after payment or provision for payment of First Horizon’s debts and other liabilities to creditors and subject to the rights of holders of any securities ranking senior to the Series F Preferred Stock with respect to distributions but before any distribution of assets is made to holders of First Horizon’s Common Stock or any other shares ranking, as to that distribution, junior to the Series F Preferred Stock.

The Series F Preferred Stock may be fully subordinate to interests held by the U.S. government in the event of a receivership, insolvency, liquidation, or similar proceeding, including a proceeding under the “orderly liquidation authority” provisions of the Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010.

If First Horizon’s assets are not sufficient to pay the total liquidation amount in full to all holders of Series F Preferred Stock and all holders of any shares of First Horizon’s stock ranking as to any such distribution on a parity with the Series F Preferred Stock, the amounts paid to the holders of the Series F Preferred Stock and to such other shares will be paid pro rata in accordance with the respective total liquidation amount for those holders. If the liquidation preference has been paid in full to all holders of Series F Preferred Stock and the liquidation preference of any other shares ranking on parity with the Series F Preferred Stock has been paid in full, the holders of First Horizon’s Common Stock or any other shares ranking, as to such distribution, junior to the Series F Preferred Stock will be entitled to receive all of First Horizon’s remaining assets according to their respective rights and preferences, and the Series F Preferred Stock will not be entitled to participate in any such distribution.

For purposes of the liquidation rights, neither the sale, lease, exchange or transfer of all or substantially all of First Horizon’s property and assets, nor the consolidation, merger or other business combination by First Horizon with or into any other entity or by another entity with or into First Horizon, including a merger, consolidation or other business combination in which the holders of Series F Preferred Stock receive cash, securities or property for their shares, will constitute a liquidation, dissolution or winding-up of First Horizon’s affairs.

No Preemptive or Conversion Rights

Holders of the Series F Preferred Stock do not have preemptive rights. The Series F Preferred Stock is not convertible into, or exchangeable for, shares of any other class or series of capital stock or other securities of First Horizon, nor convertible into or exchangeable for any other of First Horizon’s property, interests or securities.

Listing

Series F Depositary Shares are listed on the New York Stock Exchange LLC under the trading symbol FHN PR F. The Series F Preferred Stock is not listed on any exchange, and is not registered under the Securities Exchange Act of 1934.

43 2Q24 FORM 10-Q REPORT

EXHIBIT 4.1
	Description of Securities

Ranking of the Outstanding Preferred Series with respect to Each Other

First Horizon’s Series B Preferred Stock, Series C Preferred Stock, Series E Preferred Stock, and Series F Preferred Stock are dividend parity stocks and liquidation parity stocks with respect to each other, meaning that each Series ranks equally with each other Series as to distributions of dividends or upon the liquidation, dissolution or winding-up of First Horizon, as described above.

The Series B Preferred Stock, Series C Preferred Stock, Series E Preferred Stock, and Series F Preferred Stock are voting parity stocks with respect to each other in connection with certain limited voting rights provided to those Series in the event certain dividend payments are missed, as described above.

Other Depositary Share Matters

Withdrawal of Series B or C Preferred Stock

Upon surrender of Series B or C Depositary Shares at the principal office of the applicable Depositary, upon payment of any unpaid amount due the Depositary, and subject to the terms of the applicable deposit agreement, the owner of the Depositary Shares evidenced thereby is entitled to delivery of the number of shares of the applicable Series of Preferred Stock and all money and other property, if any, represented by such Depositary Shares. Only whole shares of Preferred Stock may be withdrawn. If the Depositary Shares surrendered by the holder in connection with withdrawal exceed the number of Depositary Shares that represent the number of whole shares of rollover First Horizon preferred stock to be withdrawn, the Depositary will deliver to that holder at the same time a new depositary receipt evidencing the excess number of Depositary Shares.

Holders of shares of Preferred Stock thus withdrawn will not thereafter be entitled to deposit such shares under the applicable deposit agreement or to receive Depositary Shares therefor.

Resignation and Removal of a Depositary

In accordance with the applicable Deposit Agreement, a Depositary may resign at any time with notice to First Horizon. Similarly, First Horizon may remove or replace a Depositary at any time.

Charter and Bylaw Provisions which Might Operate to Deter a Change in Control Event

First Horizon’s Charter contains certain provisions which might discourage or delay attempts to gain control of First Horizon. Those Charter provisions include:

1.providing that only the Board of Directors may fill any newly created directorships resulting from an increase in the number of directors (by means of amending the Bylaws);

2.providing that only the Board of Directors may fill vacancies on the Board, including those caused by an increase in the size of the board, except for vacancies on the board resulting from a director’s removal (which shareholders may choose to fill);

3.providing that shareholders may remove a director only for cause by the affirmative vote of at least a majority of the voting power of all outstanding voting stock;

4.requiring the affirmative vote by holders of at least 80% of the voting power of all outstanding voting stock in order for First Horizon’s shareholders (a) to make, amend, or repeal any Bylaw

44 2Q24 FORM 10-Q REPORT

EXHIBIT 4.1
	Description of Securities

provision, and (b) to adopt any Charter provision which is inconsistent with any Bylaw provision; and

5.requiring the affirmative vote by holders of at least 80% of the voting power of all outstanding voting stock to alter any of the above provisions.

First Horizon’s Bylaws contain certain provisions which might have a similar effect. Those Bylaw provisions include:

1.authorizing only the Board of Directors or First Horizon’s Chairman of the Board to call a special meeting of shareholders;

2.requiring timely notice before a shareholder may nominate a director or propose other business to be presented at a shareholders’ meeting;

3.requiring timely notice and adherence to certain procedures and restrictions before a shareholder’s nomination of a director may be included in First Horizon’s proxy solicitation materials; and

4.requiring the affirmative vote by holders of at least 80% of the voting power of all outstanding voting stock in order for First Horizon’s shareholders to make, amend, or repeal any Bylaw provision.

In addition, in certain instances, the ability of First Horizon’s Board of Directors to designate (in the case of Preferred Stock) and to issue authorized but unissued shares of Common Stock or Preferred Stock may have an anti-takeover effect, or may be used in a way that has the effect of impeding an unsolicited takeover attempt.

This summary does not include the effects of federal or state laws and regulations which might, and in some cases would, significantly restrict the ability of anyone to gain control of First Horizon. The most significant of those are embodied in federal laws regulating control of banks and bank holding companies, and related regulations of the Board of Governors of the Federal Reserve, which, among other things, generally provide that only individuals and bank holding companies are allowed to engage in a bank takeover, and that any significant change in bank ownership or control must be approved by regulators.

45 2Q24 FORM 10-Q REPORT

EX-10.1

BOARD APPROVED POLICY

Director Compensation Policy

Latest revision date

7/22/24

Latest review date

7/22/24

Effective date

7/22/24

Related policies

•Director Policy

Related documents

•Bylaws (First Horizon Corporation)

•2021 Incentive Plan

I.General Statement of Policy

Overview

This policy governs the primary aspects of the compensation of directors of First Horizon Corporation (FHN) and First Horizon Bank (the “Bank”).

II.Implementation

Inside Directors

Inside (officer/employee) directors will receive no compensation for Board or committee membership or chair status.

Outside Directors—General

Outside (non-employee) directors on the FHN Board will receive the compensation set forth in the table below for their service as a director. (Table shown is effective starting with second quarter of 2024.)

Outside Director Compensation

(April 1 through March 31 Pay Year)

Base Retainer:	$90,000 cash annually
	$140,000 RSUs annually
Additional retainers:	Annual cash amounts:
Lead director	$50,000
Outside Chairman of the Board*	$125,000
Chair of Audit Committee	$40,000
Chair of other committees (Comp., Exec., Risk, NCG, IT)	$35,000
Non-chair service on Audit, Executive, & Risk Committees	$15,000
Non-chair service on Comp., NCG, & IT Committees	$10,000

*    The Board may determine to pay this additional retainer in whole or part in RSUs. If there is an outside Chairman, the Chairman’s additional retainer is to be paid in lieu of all committee-related additional retainer amounts other than for service on the Executive Committee & Risk Committee.

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No extra compensation is paid for meeting attendance, special meetings, or special committee service unless approved by the Board. Outside directors are not separately compensated for the Bank’s Board or the Bank’s committee service. An outside director serving on both the Executive and the Risk Committees is compensated for one committee rather than for each separately. The total of each director’s cash base retainer and additional retainer amounts (“total cash compensation”) will be calculated after the organization meeting of the Board following the annual meeting of shareholders based on committee assignments and lead director status established or continued at that Board meeting. Each director’s total cash compensation will be divided into four equal installments and paid quarterly in arrears during the pay year. As used in this section of this Policy, a “calendar year” consists of the twelve months January through December while a “pay year” consists of the last three quarters of a calendar year plus the first quarter of the next year.

RSU Awards

General. The dollar amount of the RSU portion of each director’s base retainer, plus any cash elected to be paid as RSUs (as provided below), will be converted into an award of restricted stock units (“RSUs”) granted under FHN’s 2021 Incentive Plan or any duly adopted successor plan (as applicable, the “Stock Plan”). An RSU represents the right to receive a share of FHN common stock at vesting as provided below. RSU awards for each pay year are to be granted annually in advance with a "Pricing Date" of the second trading day after the organization meeting of the Board following the annual meeting of shareholders. The number of RSUs to be granted for the pay year will be determined as provided below under “RSU Administration.” RSUs granted to outside directors: generally will vest on April 22 of the calendar year following grant; will earn dividend equivalents that will cumulate without interest and be paid in cash when shares are delivered; and will carry no voting or other rights associated with actual stock. At vesting, shares and cash (for dividend equivalents) will be delivered reasonably promptly (but no more than four weeks) thereafter, and may be delivered electronically, through an administrative vendor, or otherwise as is administratively convenient. Each director is responsible for any income or other taxes associated with RSUs. If a director is elected at an annual meeting but is required to tender a resignation for failing to receive a majority of the votes cast, that director will not receive any grant of RSUs for that year until the Board has rejected that tender as provided in the Bylaws.

Vesting Date Adjustments. (a) If the next annual meeting of shareholders following an RSU grant occurs on or before April 22, then vesting of those RSUs will be accelerated to occur immediately before the start of that next annual meeting or the earliest vesting date permitted by the Stock Plan, whichever is later. (b) If an annual meeting of shareholders occurs late enough within a pay year such that April 22 is too early to be permitted by the Stock Plan to be the vesting date for the RSUs granted for that pay year, then the vesting date for those RSUs will be the earliest date that is permitted by that Plan.

RSUs and Termination of Service. If a director ceases to serve on the Board for any reason, then all unvested RSUs will be forfeited unless the departure is due to one of these exceptions: death, disability, acceptance of a Bylaw tender, normal shareholder action, or change in control. In cases involving one of those exceptions: forfeiture will be avoided and vesting of RSUs will be accelerated to the date of departure. In addition, in connection with retirement a director may request the Board to waive forfeiture caused by that departure in whole or part. For purposes of outside director equity-based awards: “disability” means total and permanent disability; and “fair market value” and “change in control” have the meanings given in the plan under which the award was granted. A “Bylaw tender” by a director is a tender of resignation required by Section 7.1(b) of FHN’s Bylaws (or any successor section) associated with the director leaving his or her principal outside position; and, an “acceptance” of a Bylaw tender means the acceptance by the Board of such a tender of resignation. A director would leave the Board by “normal shareholder action” if he or she stands for re-election at the annual or other meeting of shareholders and either is voted out of office directly or fails to receive a majority of the votes cast and as a result is required to tender his or her resignation which is accepted by the Board. “Normal shareholder action” does not include removal from the Board for misconduct or other cause. Although the Board may act as it deems appropriate, traditionally for outside directors “retirement” means any termination, not caused by death or disability, after the attainment of age 65 or ten years of service as a director of FHN.

RSU Administration. The number of RSUs granted after the annual meeting will be determined by dividing the annual dollar amount of the RSU retainer, plus any cash amount elected to be replaced with Additional RSUs, by the average accounting value of FHN’s common stock measured during the period of five consecutive trading days ending on the trading day immediately preceding the Pricing Date. However, that five-day period will be delayed to the minimum extent possible if any part of it precedes or includes the day quarterly earnings are announced so that the entire five-day pricing period for the grant falls after the day of the announcement. No discount will be applied for any risk of failure to vest. The formal grant date will be determined by management for administrative necessity and expedience consistent with the provisions of this Policy, but will not be earlier than the Pricing Date. For an award of part-year RSUs to a director elected by the Board after the annual meeting, the principles in this Policy for ordinary annual RSU grants will be applied using the later election date.

The RSU awards are to be implemented by management without further action by the Board. However, in a particular case or circumstance, the Board may change or make specific exceptions to any equity award otherwise called for above. The Board may waive any forfeiture in whole or part in its discretion, subject to any conditions the

2

Board may choose to impose. Directors may receive such other awards as may be approved by the Board. Perquisites and other benefits for outside directors are to be provided or paid as approved by the Board.

In no event will the number of share-settled RSUs granted in any year exceed the share limits on outside director grants imposed by the Stock Plan as in effect at the time of the organization meeting of the Board. To the extent a grant were to exceed that limit, the excess RSUs will be granted as provided above but will be paid entirely in cash based on the average closing price of the Company’s common stock during the five consecutive trading days ending on the trading day immediately preceding the vesting date.

Election to Defer

Each outside director may elect to defer all or any part of his or her total cash compensation into an interest-accruing account of the First Horizon Corporation Non-Qualified Deferred Compensation Plan or any other duly adopted deferral plan, now existing or hereafter approved (collectively, “Deferral Plan”), subject to the terms, conditions, and limitations of the Deferral Plan. As of the regular RSU grant date near the beginning of each pay year, the portion of a director’s total cash compensation which is not subject to a deferral election pertaining to that pay year is his or her “non-deferred total cash compensation” for that pay year.

Election to Replace Non-Deferred Total Cash Compensation with Additional RSUs

Each year, not later than the close of business on the RSU grant date provided above, each outside director may elect to replace all or any part of his or her non-deferred total cash compensation with additional RSUs (“Additional RSUs”) granted on the same grant date, and with the same terms, as the base retainer RSUs granted for that pay year. Each year, shortly before the annual meeting of shareholders, management will ask each outside director who is nominated for election at that meeting to make a cash replacement election for the new pay year. Unless otherwise instructed by a director in writing, management will assume that: each continuing director who fails to timely make an election intends for his or her most recent prior election to apply to the new pay year; and each new nominee who fails to timely make an election intends no replacement of cash with Additional RSUs.

Effects and Limitations of Combining Deferral and RSU Elections

If an outside director makes a deferral election applicable to a pay year, and also elects to have non-deferred total cash compensation related to that same pay year replaced with Additional RSUs, then:

1)Only non-deferred total cash compensation, as determined shortly before the RSU grant date based on deferral elections in place at that time, may be replaced with Additional RSUs. If a director chooses a percentage of his or her total cash compensation to be replaced with Additional RSUs that exceeds what is permitted, that director will be treated as having elected to replace 100% of his or her non-deferred total cash compensation for that pay year.

2)The dollar amount of total cash compensation which is replaced with Additional RSUs is not available for deferral under the Deferral Plan. Once Additional RSUs are granted to a director, a change in the director’s deferral elections under the Deferral Plan cannot operate to defer unavailable amounts.

3)To the extent consistent with the Deferral Plan and subject to such administrative limitations as management may impose: a director may defer a specified percentage of total cash compensation for a pay year, and may replace 100% of the remaining total cash compensation for that year; and, a director may replace a specified percentage of total cash compensation for a pay year, and may defer 100% of the remaining total cash compensation for that year.

4)Management is authorized and directed to apply the principles articulated in this policy to other situations that might arise in order to harmonize application of the deferral and replacement programs.

Timing Matters

No director who is not standing for re-election at the next annual meeting is entitled to any compensation pertaining to the second quarter of the final calendar year he or she is in office, except that RSUs vesting in April of that quarter shall not be disturbed by this sentence.

No continuing director is entitled to any compensation pertaining to a pay year unless and until he or she has been re-elected at the annual meeting of shareholders occurring during that pay year and has not resigned pursuant to a Bylaw tender.

If a new outside director first is elected to the Board after the annual meeting of shareholders, his or her compensation will be pro-rated and generally will begin with that quarter during which he or she first attends, and participates as a director in, a regular quarterly Board meeting. For example, a new outside director who is first elected in October, who attends the regular Board meeting for the fourth calendar quarter, and who participates in that meeting as a director, would receive compensation pro-rated for the remainder of the pay year, or 50% of a full pay year. Such compensation would include total cash compensation paid quarterly and a part-year award of RSUs. Additional RSUs may be elected prior to the RSU grant date. Cash compensation for the remainder of the

3

pay year will be determined based on the new director’s initial committee assignments. However, the vesting date for the part-year RSUs (regular or Additional) will not be April 22; in conformity with the requirements of the Stock Plan, the vesting date of part-year awards will be the first anniversary of grant.

Assignment Change

If an outside director’s committee, lead director, or chair assignments are changed after the organization board meeting in the first quarter of a pay year (in this paragraph, an “assignment change”), then the quarterly payments of total cash compensation for that director for the remainder of the pay year will be adjusted up or down as follows. Management will re-calculate the director’s total cash compensation for the pay year on a blended basis, based on the quarters during which the original assignment was effective and the quarters during which the new assignment will be effective, to arrive at a new blended total cash compensation amount for the pay year. Management then will subtract from that total the cash payments (or deferrals) made to date for that pay year. The difference will be paid to the director in equal installments over the remaining quarters of the pay year. If assignment changes are made more than once for a particular director during a pay year, management shall apply the principles of this paragraph as equitably as possible to avoid an unfair windfall or shortfall.

If a director makes a cash replacement election, it is implemented based on expectations at the time of grant and results in a fixed RSU grant. To the extent possible, Additional RSUs, and the cash amount replaced by Additional RSUs, will not be adjusted due to an assignment change. As a result, non-replaced cash will bear the adjustments called for above. Accordingly, if an outside director experiences an assignment change during a pay year for which he or she has been granted Additional RSUs, then:

1)    If the assignment change increases his or her total cash compensation for the pay year, the difference will be paid (or deferred) in cash in the normal course and will not result in additional Additional RSUs.

2)    If the assignment change decreases his or her total cash compensation for the pay year, the difference will be applied entirely to reduce his or her cash to be paid (or deferred) from and after the effectiveness of the assignment change, and generally will not result in forfeiture of outstanding RSUs (subject to #3 below).

3)    If an assignment change decreases a director’s total cash compensation for a pay year so substantially that total cash compensation for that pay year is below the dollar amount of the non-deferred total cash compensation that was replaced with Additional RSUs, then the Board may order a corresponding reduction in (partial forfeiture of) those outstanding Additional RSUs; however, absent such an order, cash paid (or deferred) will be reduced to zero for the remainder of the pay year but outstanding RSUs will not be reduced.

Regional Board Service. To improve the directors’ knowledge and understanding of FHN and the Bank and their markets, customers, and officers, and to enhance each director’s service as a director of FHN, FHN’s outside directors are encouraged to become, where practicable, members of one of the Bank’s Regional Boards. A director who becomes a member of a Regional Board shall not be compensated as a member of the Regional Board but shall receive attendance fees for attendance at Regional Board meetings (at the same rate as is paid for other Regional Board members, not to exceed $500 per meeting) as part of his or her FHN director compensation. Such director shall report back to the FHN Board regarding his or her attendance at Regional Board meetings. Membership by an FHN director on a Regional Board is deemed by FHN’s Board of Directors to be part of the FHN director’s service as a director of FHN.

III.Delegation of Authority

The Compensation Committee is delegated the authority to interpret and oversee the administration of this Policy, consistent with that Committee’s charter. Substantive exceptions are to be acted upon only by the Board.

4

EX-31.A

Exhibit 31(a)

FIRST HORIZON CORPORATION

RULE 13a – 14(a) CERTIFICATIONS OF CEO

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

(QUARTERLY REPORT)

CERTIFICATIONS

I, D. Bryan Jordan, certify that:

1.I have reviewed this quarterly report on Form 10-Q of First Horizon Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 2, 2024

/s/ D. Bryan Jordan

D. Bryan Jordan

Chairman of the Board, President, and Chief Executive Officer

EX-31.B

Exhibit 31(b)

FIRST HORIZON CORPORATION

RULE 13a – 14(a) CERTIFICATIONS OF CFO

Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

(QUARTERLY REPORT)

CERTIFICATIONS

I, Hope Dmuchowski, certify that:

1.I have reviewed this quarterly report on Form 10-Q of First Horizon Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c)Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d)Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a)All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b)Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date: August 2, 2024

/s/ Hope Dmuchowski

Hope Dmuchowski

Senior Executive Vice President and Chief Financial Officer

EX-32.A

Exhibit 32(a)

CERTIFICATION OF PERIODIC REPORT

18 U.S.C. 1350 CERTIFICATIONS OF CEO

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,

As Codified at 18 U.S.C. Section 1350

I, the undersigned D. Bryan Jordan, Chairman of the Board, President, and Chief Executive Officer of First Horizon Corporation (“Corporation”), hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, as follows:

1.The Corporation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934.

2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Corporation.

Date: August 2, 2024

/s/ D. Bryan Jordan

D. Bryan Jordan

Chairman of the Board, President, and Chief Executive Officer

EX-32.B

Exhibit 32(b)

CERTIFICATION OF PERIODIC REPORT

18 U.S.C. 1350 CERTIFICATIONS OF CFO

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,

As Codified at 18 U.S.C. Section 1350

I, the undersigned Hope Dmuchowski, Senior Executive Vice President and Chief Financial Officer of First Horizon Corporation (“Corporation”), hereby certify, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350, as follows:

1.The Corporation’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2024 (the “Report”), fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934.

2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Corporation.

Date: August 2, 2024

/s/ Hope Dmuchowski

Hope Dmuchowski

Senior Executive Vice President and Chief Financial Officer

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	Jun. 30, 2024	Jul. 31, 2024
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Entity Incorporation, State or Country Code	TN
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Entity Address, Address Line One	165 Madison Avenue
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Depositary Shares, each representing a 1/400th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series B
Entity Information [Line Items]
Title of 12(b) Security	Depositary Shares, each representing a 1/400th interest ina share of Non-Cumulative Perpetual Preferred Stock, Series B
Trading Symbol	FHN PR B
Security Exchange Name	NYSE
Depositary Shares, each representing a 1/400th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series C
Entity Information [Line Items]
Title of 12(b) Security	Depositary Shares, each representing a 1/400th interest ina share of Non-Cumulative Perpetual Preferred Stock, Series C
Trading Symbol	FHN PR C
Security Exchange Name	NYSE
Depositary Shares, each representing a 1/4,000th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series E
Entity Information [Line Items]
Title of 12(b) Security	Depositary Shares, each representing a 1/4,000th interest ina share of Non-Cumulative Perpetual Preferred Stock, Series E
Trading Symbol	FHN PR E
Security Exchange Name	NYSE
Depositary Shares, each representing a 1/4,000th interest in a share of Non-Cumulative Perpetual Preferred Stock, Series F
Entity Information [Line Items]
Title of 12(b) Security	Depositary Shares, each representing a 1/4,000th interest ina share of Non-Cumulative Perpetual Preferred Stock, Series F
Trading Symbol	FHN PR F
Security Exchange Name	NYSE

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CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Assets
Cash and due from banks	$ 969	$ 1,012
Interest-bearing deposits with banks	1,452	1,328
Federal funds sold and securities purchased under agreements to resell	487	719
Trading securities	1,249	1,412
Securities available for sale at fair value	7,924	8,391
Securities held to maturity (fair value of $1,108 and $1,161, respectively)	1,297	1,323
Loans held for sale (including $117 and $68 at fair value, respectively)	471	502
Loans and leases	62,781	61,292
Allowance for loan and lease losses	(821)	(773)
Net loans and leases	61,960	60,519
Premises and equipment	584	590
Goodwill	1,510	1,510
Other intangible assets	165	186
Other assets	4,162	4,169
Total assets	82,230	81,661
Liabilities
Noninterest-bearing deposits	16,348	17,204
Interest-bearing deposits	48,446	48,576
Total deposits	64,794	65,780
Trading liabilities	423	509
Short-term borrowings	4,515	2,549
Term borrowings	1,175	1,150
Other liabilities	2,368	2,382
Total liabilities	73,275	72,370
Equity
Preferred stock, Non-cumulative perpetual, no par value; authorized 5,000,000 shares; issued 16,750 and 26,750 shares, respectively	426	520
Common stock, $0.625 par value; authorized 700,000,000 shares; issued 536,875,750 and 558,838,694 shares, respectively	336	349
Capital surplus	5,007	5,351
Retained earnings	4,172	3,964
Accumulated other comprehensive loss, net	(1,281)	(1,188)
FHN shareholders' equity	8,660	8,996
Noncontrolling interest	295	295
Total equity	8,955	9,291
Total liabilities and equity	$ 82,230	$ 81,661

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CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Statement of Financial Position [Abstract]
Securities held to maturity, fair value	$ 1,108	$ 1,161
Loans held for sale, fair value	$ 117	$ 68
Preferred stock, authorized (in shares)	5,000,000	5,000,000
Preferred stock, issued (in shares)	16,750	26,750
Common stock, par value (in dollars per share)	$ 0.625	$ 0.625
Common stock, authorized (in shares)	700,000,000	700,000,000
Common stock, issued (in shares)	536,875,750	558,838,694

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CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Interest income
Interest and fees on loans and leases	$ 975	$ 877	$ 1,927	$ 1,683
Interest and fees on loans held for sale	9	14	17	24
Interest on investment securities	59	63	119	125
Interest on trading securities	21	18	42	38
Interest on other earning assets	29	43	60	64
Total interest income	1,093	1,015	2,165	1,934
Interest expense
Interest on deposits	399	265	797	436
Interest on trading liabilities	7	2	12	5
Interest on short-term borrowings	41	99	70	136
Interest on term borrowings	17	19	33	39
Total interest expense	464	385	912	616
Net interest income	629	630	1,253	1,318
Provision for credit losses	55	50	105	100
Net interest income after provision for credit losses	574	580	1,148	1,218
Noninterest income
Deposit transactions and cash management	44	45	88	87
Fixed income	40	30	92	69
Brokerage, management fees and commissions	25	22	49	44
Card and digital banking fees	20	21	38	40
Other service charges and fees	14	14	27	27
Trust services and investment management	12	12	24	24
Mortgage banking income	10	6	19	11
Gain on merger termination	0	225	0	225
Securities gains (losses), net	1	0	1	1
Other income	20	25	43	43
Total noninterest income	186	400	381	571
Noninterest expense
Personnel expense	279	285	580	556
Net occupancy expense	31	30	62	61
Computer software	29	28	59	55
Operations services	23	22	45	44
Legal and professional fees	18	12	33	20
Deposit insurance expense	16	13	40	26
Contract employment and outsourcing	14	12	28	24
Advertising and public relations	14	17	22	31
Amortization of intangible assets	11	12	22	24
Equipment expense	11	10	22	21
Communications and delivery	8	9	16	18
Contributions	1	53	2	57
Other expense	45	52	84	96
Total noninterest expense	500	555	1,015	1,033
Income before income taxes	260	425	514	756
Income tax expense	56	96	113	171
Net income	204	329	401	585
Net income attributable to noncontrolling interest	5	4	10	9
Net income attributable to controlling interest	199	325	391	576
Preferred stock dividends	15	8	23	16
Net income available to common shareholders	184	317	368	560
Net income available to common shareholders	$ 184	$ 317	$ 368	$ 560
Basic earnings per common share (in dollars per share)	$ 0.34	$ 0.59	$ 0.67	$ 1.04
Diluted earnings per common share (in dollars per share)	$ 0.34	$ 0.56	$ 0.67	$ 1.00
Weighted average common shares (in shares)	543,981	539,120	549,479	538,035
Diluted average common shares (in shares)	547,093	560,878	552,539	562,188

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CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Statements of Comprehensive Income/(loss)
Net income	$ 204	$ 329	$ 401	$ 585
Other comprehensive income (loss), net of tax:
Net unrealized gains (losses) on securities available for sale	(10)	(105)	(65)	9
Net unrealized gains (losses) on cash flow hedges	(2)	(46)	(32)	(2)
Net unrealized gains (losses) on pension and other postretirement plans	2	0	4	2
Other comprehensive income (loss)	(10)	(151)	(93)	9
Comprehensive income (loss)	194	178	308	594
Comprehensive income attributable to noncontrolling interest	5	4	10	9
Comprehensive income (loss) attributable to controlling interest	189	174	298	585
Income tax expense (benefit) of items included in other comprehensive income:
Net unrealized gains (losses) on securities available for sale	(3)	(34)	(22)	2
Net unrealized gains (losses) on cash flow hedges	(1)	(15)	(10)	(1)
Net unrealized gains (losses) on pension and other postretirement plans	$ 1	$ 1	$ 1	$ 1

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CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Millions		Total	Series D	Series G	Adjustment	Preferred Stock	Preferred Stock Series D	Common Stock	Common Stock Series G	Capital Surplus	Capital Surplus Series G	Retained Earnings	Retained Earnings Series D	Retained Earnings Adjustment	Accumulated Other Comprehensive Income (Loss)		Noncontrolling Interest
Preferred stock, balance, beginning of period (in shares) at Dec. 31, 2022						31,686,000
Common stock, balance, beginning of period (in shares) at Dec. 31, 2022								537,101,000
Balance, beginning of period at Dec. 31, 2022		$ 8,547			$ 4	$ 1,014		$ 336		$ 4,840		$ 3,430		$ 4	$ (1,368)	[1]	$ 295
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income		255										251					4
Other comprehensive income (loss)		160													160	[1]
Cash dividends declared:
Preferred stock		(8)										(8)
Common stock		(82)										(82)
Common stock repurchased (in shares)								(159,000)
Common stock repurchased		(4)								(4)
Common stock issued for:
Stock options exercised and restricted stock awards (in shares)								677,000
Stock options exercised and restricted stock awards		5								5
Stock-based compensation expense		22								22
Dividends declared - noncontrolling interest of subsidiary preferred stock		(4)															(4)
Preferred stock, balance, ending of period (in shares) at Mar. 31, 2023						31,686,000
Common stock, balance, ending of period (in shares) at Mar. 31, 2023								537,619,000
Balance, ending of period at Mar. 31, 2023		8,895				$ 1,014		$ 336		4,863		3,595			(1,208)	[1]	295
Preferred stock, balance, beginning of period (in shares) at Dec. 31, 2022						31,686,000
Common stock, balance, beginning of period (in shares) at Dec. 31, 2022								537,101,000
Balance, beginning of period at Dec. 31, 2022		8,547			4	$ 1,014		$ 336		4,840		3,430		4	(1,368)	[1]	295
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income		585
Other comprehensive income (loss)		9													9
Common stock issued for:
Series G preferred stock conversion		493
Preferred stock, balance, ending of period (in shares) at Jun. 30, 2023						26,750,000
Common stock, balance, ending of period (in shares) at Jun. 30, 2023								558,659,000
Balance, ending of period at Jun. 30, 2023		8,960				$ 520		$ 349		5,325		3,830			(1,359)	[1]	295
Preferred stock, balance, beginning of period (in shares) at Dec. 31, 2022						31,686,000
Common stock, balance, beginning of period (in shares) at Dec. 31, 2022								537,101,000
Balance, beginning of period at Dec. 31, 2022		8,547			4	$ 1,014		$ 336		4,840		3,430		4	(1,368)	[1]	295
Preferred stock, balance, ending of period (in shares) at Dec. 31, 2023						26,750,000
Common stock, balance, ending of period (in shares) at Dec. 31, 2023								558,839,000
Balance, ending of period at Dec. 31, 2023		$ 9,291			8	$ 520		$ 349		5,351		3,964		8	(1,188)	[2]	295
Common stock issued for:
Accounting Standards Update [Extensible List]		Accounting Standards Update 2023-02
Preferred stock, balance, beginning of period (in shares) at Mar. 31, 2023						31,686,000
Common stock, balance, beginning of period (in shares) at Mar. 31, 2023								537,619,000
Balance, beginning of period at Mar. 31, 2023		$ 8,895				$ 1,014		$ 336		4,863		3,595			(1,208)	[1]	295
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income		329										325					4
Other comprehensive income (loss)		(151)													(151)	[1]
Cash dividends declared:
Preferred stock		(8)										(8)
Common stock		(82)										(82)
Series D preferred stock redemption (in shares)						(4,936,000)
Series D preferred stock redemption		(494)				$ (494)						0
Common stock repurchased (in shares)								(575,000)
Common stock repurchased		(5)								(5)
Common stock issued for:
Stock options exercised and restricted stock awards (in shares)								1,872,000
Stock options exercised and restricted stock awards		0
Series G preferred stock conversion (in shares)									19,743,000
Series G preferred stock conversion				$ 493					$ 12		$ 481
Stock-based compensation expense		(13)						$ 1		(14)
Dividends declared - noncontrolling interest of subsidiary preferred stock		(4)															(4)
Preferred stock, balance, ending of period (in shares) at Jun. 30, 2023						26,750,000
Common stock, balance, ending of period (in shares) at Jun. 30, 2023								558,659,000
Balance, ending of period at Jun. 30, 2023		8,960				$ 520		$ 349		5,325		3,830			(1,359)	[1]	295
Preferred stock, balance, beginning of period (in shares) at Dec. 31, 2023						26,750,000
Common stock, balance, beginning of period (in shares) at Dec. 31, 2023								558,839,000
Balance, beginning of period at Dec. 31, 2023		9,291			8	$ 520		$ 349		5,351		3,964		8	(1,188)	[2]	295
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income		197										192					5
Other comprehensive income (loss)		(83)													(83)	[2]
Cash dividends declared:
Preferred stock		(8)										(8)
Common stock		(84)										(84)
Common stock repurchased (in shares)	[3]							(11,052,000)
Common stock repurchased	[3]	(159)						$ (7)		(152)
Excise tax on common stock repurchased		(2)								(2)
Common stock issued for:
Stock options exercised and restricted stock awards (in shares)								850,000
Stock options exercised and restricted stock awards		0
Stock-based compensation expense		18						$ 1		17
Dividends declared - noncontrolling interest of subsidiary preferred stock		(5)															(5)
Preferred stock, balance, ending of period (in shares) at Mar. 31, 2024						26,750,000
Common stock, balance, ending of period (in shares) at Mar. 31, 2024								548,637,000
Balance, ending of period at Mar. 31, 2024		9,173				$ 520		$ 343		5,214		4,072			(1,271)	[2]	295
Preferred stock, balance, beginning of period (in shares) at Dec. 31, 2023						26,750,000
Common stock, balance, beginning of period (in shares) at Dec. 31, 2023								558,839,000
Balance, beginning of period at Dec. 31, 2023		9,291			$ 8	$ 520		$ 349		5,351		3,964		$ 8	(1,188)	[2]	295
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income		401
Other comprehensive income (loss)		(93)													(93)
Cash dividends declared:
Series D preferred stock redemption												(7)
Common stock issued for:
Series G preferred stock conversion		$ 0
Preferred stock, balance, ending of period (in shares) at Jun. 30, 2024		16,750	0			16,750,000
Common stock, balance, ending of period (in shares) at Jun. 30, 2024								536,876,000
Balance, ending of period at Jun. 30, 2024		$ 8,955				$ 426		$ 336		5,007		4,172			(1,281)	[2]	295
Preferred stock, balance, beginning of period (in shares) at Mar. 31, 2024						26,750,000
Common stock, balance, beginning of period (in shares) at Mar. 31, 2024								548,637,000
Balance, beginning of period at Mar. 31, 2024		9,173				$ 520		$ 343		5,214		4,072			(1,271)	[2]	295
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income		204										199					5
Other comprehensive income (loss)		(10)													(10)	[2]
Cash dividends declared:
Preferred stock		(8)										(8)
Common stock		(84)										(84)
Series D preferred stock redemption (in shares)							(10,000,000)
Series D preferred stock redemption			$ (100)				$ (94)					(7)	$ (6)
Excise tax on preferred stock redemption		(1)										(1)
Common stock repurchased (in shares)	[3]							(14,896,000)
Common stock repurchased	[3]	(228)						$ (9)		(219)
Excise tax on common stock repurchased		(1)								(1)
Common stock issued for:
Stock options exercised and restricted stock awards (in shares)								3,135,000
Stock options exercised and restricted stock awards		2						$ 1		1
Stock-based compensation expense		13						$ 1		12
Dividends declared - noncontrolling interest of subsidiary preferred stock		$ (5)															(5)
Preferred stock, balance, ending of period (in shares) at Jun. 30, 2024		16,750	0			16,750,000
Common stock, balance, ending of period (in shares) at Jun. 30, 2024								536,876,000
Balance, ending of period at Jun. 30, 2024		$ 8,955				$ 426		$ 336		$ 5,007		$ 4,172			$ (1,281)	[2]	$ 295

[1] Due to the nature of the preferred stock issued by FHN and its subsidiaries, all components of other comprehensive income (loss) have been attributed solely to FHN as the controlling interest holder.

[2] Due to the nature of the preferred stock issued by FHN and its subsidiaries, all components of other comprehensive income (loss) have been attributed solely to FHN as the controlling interest holder.

[3] Includes $154 million and $212 million repurchased during first and second quarter, respectively, under FHN's general purchase program

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CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (Parenthetical) - USD ($) $ in Millions	3 Months Ended
	Jun. 30, 2024		Mar. 31, 2024		Jun. 30, 2023	Mar. 31, 2023
Common stock - cash dividends declared per share (in dollars per share)	$ 0.15		$ 0.15		$ 0.15	$ 0.15
Common stock repurchased under share repurchase program	$ 228	[1]	$ 159	[1]	$ 5	$ 4
2024 General Purchase Program
Common stock repurchased under share repurchase program	$ 212		$ 154

[1] Includes $154 million and $212 million repurchased during first and second quarter, respectively, under FHN's general purchase program

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CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Operating Activities
Net income	$ 401	$ 585
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Provision for credit losses	105	100
Deferred income tax expense (benefit)	(26)	1
Depreciation and amortization of premises and equipment	27	28
Amortization of intangible assets	22	24
Net other amortization and accretion	2	9
Net (increase) decrease in trading securities	712	860
Net (increase) decrease in derivatives	4	(298)
Stock-based compensation expense	31	8
Securities (gains) losses, net	(1)	(1)
Loans held for sale:
Purchases and originations	(1,372)	(1,286)
Gross proceeds from settlements and sales	867	527
(Gain) loss due to fair value adjustments and other	(15)	16
Other operating activities, net	(69)	(337)
Total adjustments	287	(349)
Net cash provided by (used in) operating activities	688	236
Investing Activities
Proceeds from maturities of securities available for sale	391	451
Purchases of securities available for sale	(24)	(221)
Proceeds from prepayments of securities held to maturity	28	24
Purchases of premises and equipment	(21)	(14)
Net (increase) decrease in loans and leases	(1,539)	(3,215)
Net (increase) decrease in interest-bearing deposits with banks	(124)	(3,139)
Other investing activities, net	5	8
Net cash provided by (used in) investing activities	(1,284)	(6,106)
Common stock:
Stock options exercised	1	5
Cash dividends paid	(171)	(167)
Repurchase of shares	(387)	(10)
Preferred stock:
Series D preferred stock redemption	(100)	0
Cash dividends paid - preferred stock - noncontrolling interest	(10)	(8)
Cash dividends paid - preferred stock	(16)	(16)
Net increase (decrease) in deposits	(986)	1,944
Net increase (decrease) in short-term borrowings	1,966	4,440
Proceeds from issuance of term borrowings	18	0
Repayment of term borrowing	0	(450)
Increases (decreases) in term borrowings	6	8
Net cash provided by (used in) financing activities	321	5,746
Net increase (decrease) in cash and cash equivalents	(275)	(124)
Cash and cash equivalents at beginning of period	1,731	1,543
Cash and cash equivalents at end of period	1,456	1,419
Supplemental Disclosures
Total interest paid	964	530
Total taxes paid	88	37
Total taxes refunded	4	2
Transfer from loans to OREO	2	3
Transfer from loans HFS to trading securities	552	544
Preferred stock conversion to common stock	$ 0	$ 493

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Basis of Presentation and Accounting Policies

6 Months Ended

Jun. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation and Accounting Policies

Basis of Presentation and Accounting Policies

The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and notes necessary for complete financial statements in accordance with GAAP. In the opinion of management, the accompanying unaudited consolidated financial statements contain all significant adjustments, consisting of normal and recurring items, considered necessary for fair presentation. These interim financial statements should be read in conjunction with FHN's audited consolidated financial statements and notes in FHN's Annual Report on Form 10-K for the year ended December 31, 2023. Operating results for the interim period are not necessarily indicative of the results that may be expected for the full year.

All significant intercompany balances and transactions have been eliminated in consolidation. Certain amounts reported in prior years have been reclassified to conform to the current period presentation. See the Glossary of Acronyms and Terms included in this Report for terms used herein.

Accounting Changes With Extended Transition Periods

In March 2020, the FASB issued ASU 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting” which provides several optional expedients and exceptions to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. The provisions of ASU 2020-04 primarily affect 1) contract modifications (e.g., loans, leases, debt, and derivatives) made in anticipation that a reference rate (e.g., LIBOR) will be discontinued and 2) the application of hedge accounting for existing relationships affected by those modifications. The provisions of ASU 2020-04 were effective upon release and apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. Including the adoption of ASU 2022-06 (discussed below), the expedients and exceptions provided by ASU 2020-04 do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2024, except for hedging relationships existing as of December 31, 2024, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship.

FHN identified contracts affected by reference rate reform, developed modification plans for those contracts

and implemented those modifications before the last quotation of LIBOR on June 30, 2023. FHN elected to utilize the optional expedients and exceptions provided by ASU 2020-04 for contract modifications that immediately converted the reference rate within each contract. FHN also elected that revisions to contractual fallback provisions, including modifications in accordance with the provisions of Regulation ZZ, did not require evaluation for modification accounting. Additionally, FHN elected that the revisions to derivative contracts implemented by central clearinghouses to convert centrally cleared derivative contracts from LIBOR to SOFR plus an appropriate spread adjustment were not considered changes requiring assessment for modification accounting.

During the transition period, for cash flow hedges that reference 1-Month USD LIBOR, FHN applied expedients related to 1) the assumption of probability of cash flows when reference rates are changed on hedged items 2) avoiding dedesignation when critical terms (i.e., reference rates) change and 3) the allowed assumption of shared risk exposure for hedged items. Additionally, for its cash flow hedges that reference 1-Month Term SOFR, FHN applied expedients related to 1) the allowed assumption of shared risk exposure for hedged items and 2) multiple allowed assumptions of conformity between hedged items and the hedging instrument when assessing effectiveness. FHN continued to utilize these expedients and exceptions through the final cash flows affected by the quotation of LIBOR.

In accordance with the provisions of ASU 2020-04, effective immediately after the end of the transition period for its cash flow hedges (i.e., no more cash flows were affected by LIBOR), FHN elected that the cessation of effectiveness assessments under the transition guidance and subsequent initiation of hedge effectiveness assessments under ASC 815 did not require dedesignation of the hedge relationships.

In December 2022, the FASB issued ASU 2022-06, "Deferral of the Sunset Date of Topic 848" which extends the transition window for ASU 2020-04 from December 31, 2022 to December 31, 2024, consistent with key USD LIBOR tenors continuing to be published through June 30, 2023.

In January 2021, the FASB issued ASU 2021-01, "Scope" to expand the scope of ASU 2020-04 to apply to certain contract modifications that were implemented in October 2020 by derivative clearinghouses for the use of the Secured Overnight Funding Rate (SOFR) in discounting, margining and price alignment for centrally cleared derivatives, including derivatives utilized in hedging relationships. ASU 2021-01 also applies to derivative

contracts affected by the change in discounting convention regardless of whether they are centrally cleared (i.e., bilateral contracts can also be modified) and regardless of whether they reference LIBOR. ASU 2021-01 was effective immediately upon issuance with retroactive application permitted. FHN elected to retroactively apply the provisions of ASU 2021-01 because FHN's centrally cleared derivatives were affected by the change in discounting convention and because FHN has other bilateral derivative contracts that may be modified to conform to the use of SOFR for discounting. Adoption did not have a significant effect on FHN's reported financial condition or results of operations.

Summary of Accounting Changes

ASU 2023-02

In March 2023, the FASB issued ASU 2023-02, “Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method” which permits investors to elect to account for their tax equity investments, regardless of the tax credit program from which the income tax credits are received, using the proportional amortization method if certain conditions are met. The proportional amortization method results in the cost of the investment being amortized in proportion to the income tax credits and other income tax benefits received, with the amortization of the investment and the income tax credits being presented net in the income statement as a component of income tax provision (benefit). Prior to ASU 2023-02, the proportional amortization method was only available to qualifying low income housing equity investments. An investor is required to make an accounting policy election to apply the proportional amortization method on a tax-credit-program-by-tax-credit-program basis. An investor that applies the proportional amortization method to qualifying tax equity investments must account for the receipt of the investment tax credits using the flow-through method, even if the entity applies the deferral method for other investment tax credits received. ASU 2023-02 also requires specific disclosures that must be applied to all investments that generate income tax credits and other income tax benefits from a tax credit program for which the entity has elected to apply the proportional amortization method.

ASU 2023-02 was effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Adoption of ASU 2023-02 is applied on either a modified retrospective (cumulative catch up) or a retrospective (restatement of prior years) basis. FHN has assessed the applicability of ASU 2023-02 to its tax credit program equity investments, determined that its New Markets Tax Credit and Historic Tax Credit programs qualified, and made the proportional method election for them. The use of the proportional amortization method continued for FHN's Low-Income Housing Tax Credits

program. Upon adoption of ASU 2023-02, FHN recognized a cumulative effect adjustment that increased retained earnings by $8 million, net of tax, on January 1, 2024.

The adoption of ASU 2023-02 resulted in a revision to FHN’s accounting policy for equity investments in tax credit programs. FHN’s election to utilize the deferral method for investments that generate Investment Tax Credits is now made subsequent to the determination of whether a tax credit program will apply the proportional amortization method. This includes both solar and non-qualifying historic tax credit investments. Under the deferral approach the investment tax credits are recorded as an offset to the related investment on the balance sheet. Credit amounts are recognized in earnings over the life of the investment within the same income or expense accounts as used for the investment.

Accounting Changes Issued But Not Currently Effective

ASU 2023-07

In November 2023, the FASB issued ASU 2023-07, "Improvements to Reportable Segment Disclosures" that requires public entities to provide disclosures of significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment's profit or loss and assets that are currently required annually. The ASU requires a public entity to disclose, for each reportable segment, the significant expense categories and amounts that are regularly provided to the chief operating decision-maker (CODM) and included in each reported measure of a segment's profit or loss. ASU 2023-07 also requires disclosure of the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources.

ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and for interim periods beginning after December 15, 2024. Early adoption is permitted. The guidance is applied retrospectively to all periods presented in the financial statements, unless it is impracticable. FHN will adopt ASU 2023-07 as of December 31, 2024 and is currently assessing the effect on its reportable segment disclosures.

ASU 2023-09

In December 2023, the FASB issued ASU 2023-09, "Improvements to Income Tax Disclosures" to enhance transparency and decision usefulness of income tax disclosures. The provisions of this ASU require disaggregated information about a reporting entity's effective tax rate reconciliation in both percentages and reporting currency amounts. Certain categories of reconciling items are required by the ASU with additional categories required if a specified quantitative threshold is met. Reporting entities are also required to provide a qualitative discussion of the primary state and local

jurisdictions for income taxes and the type of reconciling categories. ASU 2023-09 also requires disaggregation of income taxes paid by jurisdiction.

For public business entities, ASU 2023-09 is effective for annual periods beginning after December 31, 2024. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. FHN is currently assessing the impact of adopting ASU 2023-09 on its income tax disclosures.

SEC Final Rule

In March 2024, the SEC adopted final rules, “The Enhancement and Standardization of Climate-Related Disclosures for Investors” (the “Climate Disclosures Rules”) to require registrants to disclose certain climate-related information in registration statements and annual reports. Information required for inclusion within the footnotes to the financial statements for severe weather events and other natural conditions includes 1) income statement effects before insurance recoveries above 1% of pre-tax income/loss, 2) balance sheet effects above 1% of shareholders’ equity, and 3) certain carbon offsets and renewable energy credits. Qualitative discussion is also required for material impacts on financial estimates and assumptions that are due to severe weather events and other natural conditions or disclosed climate-related targets or transition plans.

In April 2024 the SEC issued a stay of the Climate Disclosures Rules pending the completion of judicial review of various legal challenges. Therefore, the actual timing of the implementation of the Climate Disclosure Rules, if sustained through the judicial process, is uncertain. FHN is assessing the potential effects of the Climate Disclosure Rules on its financial statements.

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Investment Securities

6 Months Ended

Jun. 30, 2024

Marketable Securities [Abstract]

Investment Securities

Investment Securities

The following tables summarize FHN’s investment securities as of June 30, 2024 and December 31, 2023:

INVESTMENT SECURITIES AT JUNE 30, 2024
	June 30, 2024
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Securities available for sale:
Government agency issued MBS	$	4,852	$	1	$	(622)	$	4,231
Government agency issued CMO	2,374		—		(354)		2,020
Other U.S. government agencies	1,282		—		(164)		1,118
States and municipalities	608		1		(54)		555
Total securities available for sale (a)	$	9,116	$	2	$	(1,194)	$	7,924
Securities held to maturity:
Government agency issued MBS	$	828	$	—	$	(113)	$	715
Government agency issued CMO	469		—		(76)		393
Total securities held to maturity (a)	$	1,297	$	—	$	(189)	$	1,108

(a)Includes $6.9 billion of securities available for sale and $1.3 billion of securities held to maturity pledged to secure public deposits, securities sold under agreements to repurchase, and for other purposes.

INVESTMENT SECURITIES AT DECEMBER 31, 2023
	December 31, 2023
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Securities available for sale:
Government agency issued MBS	$	5,061	$	2	$	(579)	$	4,484
Government agency issued CMO	2,487		—		(341)		2,146
Other U.S. government agencies	1,321		2		(151)		1,172
States and municipalities	627		3		(41)		589
Total securities available for sale (a)	$	9,496	$	7	$	(1,112)	$	8,391
Securities held to maturity:
Government agency issued MBS	$	852	$	—	$	(96)	$	756
Government agency issued CMO	471		—		(66)		405
Total securities held to maturity (a)	$	1,323	$	—	$	(162)	$	1,161

(a)Includes $7.6 billion of securities available for sale and $1.3 billion of securities held to maturity pledged to secure public deposits, securities sold under agreements to repurchase, and for other purposes.

The amortized cost and fair value by contractual maturity for the debt securities portfolio as of June 30, 2024 is provided below:

DEBT SECURITIES PORTFOLIO MATURITIES
	Held to Maturity				Available for Sale
(Dollars in millions)	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Within 1 year	$	—	$	—	$	44	$	44
After 1 year through 5 years	—		—		137		127
After 5 years through 10 years	—		—		369		332
After 10 years	—		—		1,340		1,170
Subtotal	—		—		1,890		1,673
Government agency issued MBS and CMO (a)	1,297		1,108		7,226		6,251
Total	$	1,297	$	1,108	$	9,116	$	7,924

(a)Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

There were no sales of AFS securities for the three and six months ended June 30, 2024 and 2023.

The following tables provide information on investments within the available-for-sale portfolio that had unrealized losses as of June 30, 2024 and December 31, 2023:

AFS INVESTMENT SECURITIES WITH UNREALIZED LOSSES

	As of June 30, 2024
	Less than 12 months				12 months or longer				Total
(Dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Government agency issued MBS	$	83	$	(1)	$	4,102	$	(621)	$	4,185	$	(622)
Government agency issued CMO	28		—		1,992		(354)		2,020		(354)
Other U.S. government agencies	104		(1)		971		(164)		1,075		(165)
States and municipalities	33		(1)		452		(52)		485		(53)
Total	$	248	$	(3)	$	7,517	$	(1,191)	$	7,765	$	(1,194)

 

	As of December 31, 2023
	Less than 12 months				12 months or longer				Total
(Dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Government agency issued MBS	$	140	$	(2)	$	4,231	$	(577)	$	4,371	$	(579)
Government agency issued CMO	32		—		2,098		(341)		2,130		(341)
Other U.S. government agencies	114		(2)		905		(149)		1,019		(151)
States and municipalities	14		—		465		(41)		479		(41)
Total	$	300	$	(4)	$	7,699	$	(1,108)	$	7,999	$	(1,112)

FHN has evaluated all AFS debt securities that were in unrealized loss positions in accordance with its accounting policy for recognition of credit losses. No AFS debt securities were determined to have credit losses. Total AIR not included in the fair value or amortized cost basis of AFS debt securities was $31 million and $32 million as of June 30, 2024 and December 31, 2023, respectively. Consistent with FHN's review of the related securities, there were no credit-related write downs of AIR for AFS debt securities during the reporting periods. Additionally, for AFS debt securities with unrealized losses, FHN does not intend to sell them, and it is more likely than not that FHN will not be required to sell them prior to recovery. Therefore, no write downs of these investments to fair value occurred during the reporting periods. There were no transfers to or from AFS or HTM during the three and six month periods ended June 30, 2024 and 2023.

For HTM securities, an allowance for credit losses is required to absorb estimated lifetime credit losses. Total AIR not included in the fair value or amortized cost basis of HTM debt securities was $3 million as of both June 30, 2024 and December 31, 2023. FHN has assessed the risk of credit loss and has determined that no allowance for credit losses for HTM securities was necessary as of June 30, 2024 and December 31, 2023. The evaluation of credit risk includes consideration of third-party and government guarantees (both explicit and implicit), senior or subordinated status, credit ratings of the issuer, the effects of interest rate changes since purchase and observable market information such as issuer-specific credit spreads.

The carrying amount of equity investments without a readily determinable fair value was $92 million and $89 million at June 30, 2024 and December 31, 2023, respectively. The year-to-date 2024 and 2023 gross amounts of upward and downward valuation adjustments were not significant.

Unrealized gains of $2 million and $7 million were recognized in the three and six months ended June 30, 2024, respectively, for equity investments with readily determinable fair values. Unrealized gains of $4 million and $6 million were recognized in the three and six months ended June 30, 2023, respectively, for equity investments with readily determinable fair values.

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Loans and Leases

6 Months Ended

Jun. 30, 2024

Receivables [Abstract]

Loans and Leases

Loans and Leases

The loans and leases portfolio is disaggregated into portfolio segments and then further disaggregated into classes for certain disclosures. GAAP defines a portfolio segment as the level at which an entity develops and documents a systematic method for determining its allowance for credit losses. A class is generally a disaggregation of a portfolio segment and is generally determined based on risk characteristics of the loan and FHN’s method for monitoring and assessing credit risk and performance. FHN's loan and lease portfolio segments are commercial and consumer. The classes of loans and leases are: (1) commercial, financial, and industrial, which

includes commercial and industrial loans and leases and loans to mortgage companies, (2) commercial real estate, (3) consumer real estate, which includes both real estate installment and home equity lines of credit, and (4) credit card and other.

The following table provides the amortized cost basis of loans and leases by portfolio segment and class as of June 30, 2024 and December 31, 2023, excluding accrued interest of $294 million and $287 million, respectively, which is included in other assets in the Consolidated Balance Sheets.

LOANS AND LEASES BY PORTFOLIO SEGMENT
(Dollars in millions)	June 30, 2024		December 31, 2023
Commercial:
Commercial and industrial (a) (b)	$	30,518	$	30,609
Loans to mortgage companies	2,934		2,024
Total commercial, financial, and industrial	33,452		32,633
Commercial real estate	14,669		14,216
Consumer:
HELOC	2,122		2,219
Real estate installment loans	11,787		11,431
Total consumer real estate	13,909		13,650
Credit card and other (c)	751		793
Loans and leases	$	62,781	$	61,292
Allowance for loan and lease losses	(821)		(773)
Net loans and leases	$	61,960	$	60,519

(a)Includes equipment financing leases of $1.3 billion and $1.2 billion for June 30, 2024 and December 31, 2023, respectively.

(b)Includes PPP loans fully guaranteed by the SBA of $19 million and $29 million as of June 30, 2024 and December 31, 2023, respectively.

(c)Includes $190 million and $180 million of commercial credit card balances as of June 30, 2024 and December 31, 2023, respectively.

Restrictions

Loans and leases with carrying values of $46.5 billion and $46.1 billion were pledged as collateral for borrowings at June 30, 2024 and December 31, 2023, respectively.

Concentrations of Credit Risk

Most of FHN’s business activity is with clients located in the southern United States. FHN’s lending activity is concentrated in its market areas within those states. As of June 30, 2024, FHN had loans to mortgage companies of $2.9 billion and loans to finance and insurance companies of $3.8 billion. As a result, 20% of the C&I portfolio is sensitive to impacts on the financial services industry.

Credit Quality Indicators

FHN employs a dual grade commercial risk grading methodology to assign an estimate for the probability of default and the loss given default for each commercial loan using factors specific to various industry, portfolio, or product segments that result in a rank ordering of risk and

the assignment of grades PD 1 to PD 16. This credit grading system is intended to identify and measure the credit quality of the loan and lease portfolio by analyzing the migration between grading categories. It is also integral to the estimation methodology utilized in determining the ALLL since an allowance is established for pools of commercial loans based on the credit grade assigned. Each PD grade corresponds to an estimated one-year default probability percentage. PD grades are continually evaluated but require a formal scorecard annually.

PD 1 through PD 12 are “pass” grades. PD grades 13-16 correspond to the regulatory-defined categories of special mention (13), substandard (14), doubtful (15), and loss (16). Special mention loans and leases have potential weaknesses that, if left uncorrected, may result in deterioration of FHN's credit position at some future date. Substandard commercial loans and leases have well-defined weaknesses and are characterized by the distinct possibility that FHN will sustain some loss if the

deficiencies are not corrected. Doubtful commercial loans and leases have the same weaknesses as substandard loans and leases with the added characteristics that the probability of loss is high, and collection of the full amount is improbable.

The following tables provide the amortized cost basis of the commercial loan portfolio by year of origination and credit quality indicator as of June 30, 2024 and December 31, 2023:

C&I PORTFOLIO
	June 30, 2024
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		LMC (a)		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
Credit Quality Indicator:
Pass (PD grades 1 through 12) (b)	$	1,623	$	3,772	$	5,184	$	3,139	$	1,446	$	4,569	$	2,934	$	8,963	$	278	$	31,908
Special Mention (PD grade 13)	45		133		71		65		18		149		—		361		28		870
Substandard, Doubtful, or Loss (PD grades 14,15, and 16)	1		48		108		110		25		173		—		188		21		674
Total C&I loans	$	1,669	$	3,953	$	5,363	$	3,314	$	1,489	$	4,891	$	2,934	$	9,512	$	327	$	33,452

	December 31, 2023
(Dollars in millions)	2023		2022		2021		2020		2019		Prior to 2019		LMC (a)		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
Credit Quality Indicator:
Pass (PD grades 1 through 12) (b)	$	4,008	$	5,637	$	3,506	$	1,636	$	1,665	$	3,448	$	2,019	$	9,087	$	327	$	31,333
Special Mention (PD grade 13)	75		60		64		56		101		57		—		186		—		599
Substandard, Doubtful, or Loss (PD grades 14,15, and 16)	41		135		94		51		39		100		5		187		49		701
Total C&I loans	$	4,124	$	5,832	$	3,664	$	1,743	$	1,805	$	3,605	$	2,024	$	9,460	$	376	$	32,633

(a)    LMC includes non-revolving commercial lines of credit to qualified mortgage companies primarily for the temporary warehousing of eligible mortgage loans prior to the borrower's sale of those mortgage loans to third-party investors. The loans are of short duration with maturities less than one year.

(b)    Balances include PPP loans.

CRE PORTFOLIO
	June 30, 2024
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
Credit Quality Indicator:
Pass (PD grades 1 through 12)	$	288	$	1,046	$	3,580	$	3,470	$	1,071	$	3,635	$	356	$	—	$	13,446
Special Mention (PD grade 13)	—		1		209		94		31		134		—		—		469
Substandard, Doubtful, or Loss (PD grades 14,15, and 16)	—		3		67		114		112		452		6		—		754
Total CRE loans	$	288	$	1,050	$	3,856	$	3,678	$	1,214	$	4,221	$	362	$	—	$	14,669

	December 31, 2023
(Dollars in millions)	2023		2022		2021		2020		2019		Prior to 2019		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
Credit Quality Indicator:
Pass (PD grades 1 through 12)	$	853	$	3,473	$	3,518	$	1,162	$	1,216	$	2,853	$	393	$	18	$	13,486
Special Mention (PD grade 13)	5		1		129		86		175		82		—		—		478
Substandard, Doubtful, or Loss (PD grades 14,15, and 16)	—		2		5		11		175		59		—		—		252
Total CRE loans	$	858	$	3,476	$	3,652	$	1,259	$	1,566	$	2,994	$	393	$	18	$	14,216

The consumer portfolio is comprised primarily of smaller-balance loans which are very similar in nature in that most are standard products and are backed by residential real estate. Because of the similarities of consumer loan types, FHN is able to utilize the FICO score, among other attributes, to assess the credit quality of consumer borrowers. FICO scores are refreshed on a quarterly basis in an attempt to reflect the recent risk profile of the borrowers. Accruing delinquency amounts are indicators of asset quality within the credit card and other consumer portfolio.

The following table reflects the amortized cost basis by year of origination and refreshed FICO scores for

consumer real estate loans as of June 30, 2024 and December 31, 2023. Within consumer real estate, classes include HELOC and real estate installment loans. HELOCs are loans which during their draw period are classified as revolving loans. Once the draw period ends and the loan enters its repayment period, the loan converts to a term loan and is classified as a revolving loan converted to a term loan. All loans classified in the following tables as revolving loans or revolving loans converted to term loans are HELOCs. Real estate installment loans are originated as fixed term loans and are classified below in their vintage year. All loans in the following tables classified in a vintage year are real estate installment loans.

CONSUMER REAL ESTATE PORTFOLIO
	June 30, 2024
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
FICO score 740 or greater	$	557	$	1,550	$	2,063	$	1,657	$	706	$	1,670	$	1,448	$	45	$	9,696
FICO score 720-739	80		203		282		223		105		296		192		14		1,395
FICO score 700-719	57		151		223		185		75		264		155		16		1,126
FICO score 660-699	70		166		188		108		79		318		162		17		1,108
FICO score 620-659	5		11		17		23		21		132		34		5		248
FICO score less than 620	6		19		19		19		18		221		24		10		336
Total	$	775	$	2,100	$	2,792	$	2,215	$	1,004	$	2,901	$	2,015	$	107	$	13,909

	December 31, 2023
(Dollars in millions)	2023		2022		2021		2020		2019		Prior to 2019		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
FICO score 740 or greater	$	1,572	$	2,099	$	1,720	$	730	$	465	$	1,332	$	1,522	$	50	$	9,490
FICO score 720-739	205		286		227		107		88		230		192		15		1,350
FICO score 700-719	154		232		193		81		52		224		159		17		1,112
FICO score 660-699	170		198		113		83		53		290		168		18		1,093
FICO score 620-659	11		20		23		22		36		106		36		7		261
FICO score less than 620	18		19		15		20		12		225		24		11		344
Total	$	2,130	$	2,854	$	2,291	$	1,043	$	706	$	2,407	$	2,101	$	118	$	13,650

The following tables reflect the amortized cost basis by year of origination and refreshed FICO scores for credit card and other loans as of June 30, 2024 and December 31, 2023.

CREDIT CARD & OTHER PORTFOLIO
	June 30, 2024
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
FICO score 740 or greater	$	13	$	34	$	18	$	7	$	3	$	25	$	191	$	7	$	298
FICO score 720-739	8		5		2		1		1		5		21		1		44
FICO score 700-719	1		4		3		1		1		4		22		1		37
FICO score 660-699	1		3		2		1		—		7		21		—		35
FICO score 620-659	1		1		—		—		—		2		6		—		10
FICO score less than 620	4		13		8		6		7		109		179		1		327
Total	$	28	$	60	$	33	$	16	$	12	$	152	$	440	$	10	$	751

	December 31, 2023
(Dollars in millions)	2023		2022		2021		2020		2019		Prior to 2019		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
FICO score 740 or greater	$	52	$	26	$	10	$	5	$	3	$	27	$	207	$	5	$	335
FICO score 720-739	5		3		1		1		1		5		24		1		41
FICO score 700-719	5		4		1		1		1		4		25		1		42
FICO score 660-699	4		3		1		1		1		8		23		—		41
FICO score 620-659	2		1		1		—		—		3		7		—		14
FICO score less than 620	12		9		6		8		13		103		168		1		320
Total	$	80	$	46	$	20	$	16	$	19	$	150	$	454	$	8	$	793

Nonaccrual and Past Due Loans and Leases

Loans and leases are placed on nonaccrual if it becomes evident that full collection of principal and interest is at risk, impairment has been recognized as a partial charge-off of principal balance due to insufficient collateral value and past due status, or on a case-by-case basis if FHN continues to receive payments but there are other borrower-specific issues. Included in nonaccrual are loans

for which FHN continues to receive payments including residential real estate loans where the borrower has been discharged of personal obligation through bankruptcy.

Past due loans are loans contractually past due as to interest or principal payments, but which have not yet been put on nonaccrual status.

The following table reflects accruing and non-accruing loans and leases by class on June 30, 2024 and December 31, 2023:

ACCRUING & NON-ACCRUING LOANS AND LEASES
	June 30, 2024
	Accruing								Non-Accruing
(Dollars in millions)	Current		30-89 Days Past Due		90+ Days Past Due		Total Accruing		Current		30-89 Days Past Due		90+ Days Past Due		Total Non- Accruing		Total Loans and Leases
Commercial, financial, and industrial:
C&I (a)	$	30,318	$	32	$	1	$	30,351	$	87	$	3	$	77	$	167	$	30,518
Loans to mortgage companies	2,934		—		—		2,934		—		—		—		—		2,934
Total commercial, financial, and industrial	33,252		32		1		33,285		87		3		77		167		33,452
Commercial real estate:
CRE (b)	14,404		4		—		14,408		137		29		95		261		14,669
Consumer real estate:
HELOC (c)	2,068		9		3		2,080		29		4		9		42		2,122
Real estate installment loans (d)	11,645		40		—		11,685		38		13		51		102		11,787
Total consumer real estate	13,713		49		3		13,765		67		17		60		144		13,909
Credit card and other:
Credit card	276		4		2		282		—		—		—		—		282
Other	465		2		—		467		1		—		1		2		469
Total credit card and other	741		6		2		749		1		—		1		2		751
Total loans and leases	$	62,110	$	91	$	6	$	62,207	$	292	$	49	$	233	$	574	$	62,781

	December 31, 2023
	Accruing								Non-Accruing
(Dollars in millions)	Current		30-89 Days Past Due		90+ Days Past Due		Total Accruing		Current		30-89 Days Past Due		90+ Days Past Due		Total Non- Accruing		Total Loans and Leases
Commercial, financial, and industrial:
C&I (a)	$	30,398	$	31	$	1	$	30,430	$	108	$	18	$	53	$	179	$	30,609
Loans to mortgage companies	2,018		1		—		2,019		5		—		—		5		2,024
Total commercial, financial, and industrial	32,416		32		1		32,449		113		18		53		184		32,633
Commercial real estate:
CRE (b)	14,072		8		—		14,080		41		—		95		136		14,216
Consumer real estate:
HELOC (c)	2,158		11		4		2,173		30		6		10		46		2,219
Real estate installment loans (d)	11,295		29		13		11,337		43		6		45		94		11,431
Total consumer real estate	13,453		40		17		13,510		73		12		55		140		13,650
Credit card and other:
Credit card	271		3		3		277		—		—		—		—		277
Other	512		2		—		514		1		—		1		2		516
Total credit card and other	783		5		3		791		1		—		1		2		793
Total loans and leases	$	60,724	$	85	$	21	$	60,830	$	228	$	30	$	204	$	462	$	61,292

(a)    $158 million and $178 million of C&I loans are nonaccrual loans that have been specifically reviewed for impairment with no related allowance in 2024 and 2023, respectively.

(b)    $255 million and $129 million of CRE loans are nonaccrual loans that have been specifically reviewed for impairment with no related allowance in 2024 and 2023, respectively.

(c)    $4 million of HELOC loans are nonaccrual loans that have been specifically reviewed for impairment with no related allowance in both 2024 and 2023.

(d)    $10 million of real estate installment loans are nonaccrual loans that have been specifically reviewed for impairment with no related allowance in both 2024 and 2023.

Collateral-Dependent Loans

Collateral-dependent loans are defined as loans for which repayment is expected to be derived substantially through the operation or sale of the collateral and where the borrower is experiencing financial difficulty. At a minimum, the estimated value of the collateral for each loan equals the current book value.

As of June 30, 2024 and December 31, 2023, FHN had commercial loans with amortized cost of approximately $310 million and $250 million, respectively, that were based on the value of underlying collateral. Collateral-dependent C&I and CRE loans totaled $121 million and $189 million, respectively, at June 30, 2024. The collateral for these loans generally consists of business assets including land, buildings, equipment, and financial assets. During the three and six months ended June 30, 2024, FHN recognized charge-offs of $19 million and $40 million, respectively, on these loans related to reductions in estimated collateral values.

Consumer HELOC and real estate installment loans with amortized cost based on the value of underlying real estate collateral were approximately $7 million and $27 million, respectively, as of June 30, 2024 and $6 million and $27 million, respectively, as of December 31, 2023. Charge-offs relating to collateral-dependent consumer loans were $1 million for the six months ended June 30, 2024 and June 30, 2023.

Loan Modifications to Troubled Borrowers

As part of FHN’s ongoing risk management practices, FHN attempts to work with borrowers when necessary to extend or modify loan terms to better align with their current ability to repay. Modifications could include extension of the maturity date, reductions of the interest rate, reduction or forgiveness of accrued interest, or principal forgiveness. Combinations of these modifications may also be made for individual loans. Extensions and modifications to loans are made in accordance with internal policies and guidelines which conform to regulatory guidance. Principal reductions may be made in limited circumstances, typically for specific commercial loan workouts, and in the event of borrower bankruptcy. Each occurrence is unique to the borrower and is evaluated separately.

Troubled loans are considered those in which the borrower is experiencing financial difficulty. The assessment of whether a borrower is experiencing financial difficulty can be subjective in nature and management’s judgment may be required in making this determination. FHN may determine that a borrower is experiencing financial difficulty if the borrower is currently in default on any of its debt, or if it is probable that a borrower may default in the foreseeable future absent a modification. Many aspects of a borrower’s financial situation are assessed when determining whether they are experiencing financial difficulty.

Troubled commercial loans are typically modified through forbearance agreements which could include reduced interest rates, reduced payments, term extension, or entering into short sale agreements. Principal reductions may occur in specific circumstances.

Modifications for troubled consumer loans are generally structured using parameters of U.S. government-sponsored programs. For HELOC and real estate installment loans, troubled loans are typically modified by an interest rate reduction and a possible maturity date extension to reach an affordable housing debt-to-income ratio. Despite the absence of a loan modification by FHN, the discharge of personal liability through bankruptcy proceedings is considered a court-imposed modification.

For the credit card portfolio, troubled loan modifications are typically enacted through either a short-term credit

card hardship program or a longer-term credit card workout program. In the credit card hardship program, borrowers may be granted rate and payment reductions for six months to one year. In the credit card workout program, borrowers are granted a rate reduction to 0% and a term extension for up to five years.

Modifications to Borrowers Experiencing Financial Difficulty

The following tables present the amortized cost basis at the end of the reporting period of loans modified to borrowers experiencing financial difficulty, disaggregated by class of financing receivable and type of modification made, as well as the financial effect of the modifications made as of June 30, 2024:

LOAN MODIFICATIONS TO BORROWERS EXPERIENCING FINANCIAL DIFFICULTY

	Interest Rate Reduction
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
Consumer real estate (a)	$	—	—	%	Reduced weighted-average contractual interest rate from 9.87% to 6.52%	$	1	—	%	Reduced weighted-average contractual interest rate from 8.70% to 3.60%
Credit card and other (a)	—		—		Reduced weighted-average contractual interest rate from 5.77% to 4.41%	—		—		Reduced weighted-average contractual interest rate from 14.70% to 0.00%
Total	$	—	—	%		$	1	—	%
(a) Balance less than $1 million.

	Term Extension
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
C&I	$	95	0.3	%	Added an estimated weighted-average 1.2 years to the life of loans, which reduced monthly payment amounts for the borrowers	$	73	0.2	%	Added an estimated weighted-average 1 year to the life of loans, which reduced monthly payment amounts for the borrowers
CRE	28		0.2		Added an estimated weighted-average 2.4 years to the life of loans, which reduced monthly payment amounts for the borrowers	46		0.3		Added an estimated weighted-average 1 year to the life of loans, which reduced monthly payment amounts for the borrowers
Consumer real estate (a)	—		—		Added a weighted-average 22 years to the life of loans, which reduced monthly payment amounts for the borrowers	1		—		Added a weighted-average 13 years to the life of loans, which reduced monthly payment amounts for the borrowers
Total	$	123	0.2	%		$	120	0.2	%
(a) Balance less than $1 million.

	Principal Forgiveness
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
Consumer real estate (a)	$	—	—	%	Less than $1 million of the principal of consumer real estate loan was legally discharged in bankruptcy during the period and the borrowers have not re-affirmed the debt as of period end	$	1	—	%	$1 million of the principal of consumer loans was legally discharged in bankruptcy during the period and the borrowers have not re-affirmed the debt as of period end. Less than $1 million of this principal continues to experience payments in accordance with the original loan terms
Total	$	—	—	%		$	1	—	%
(a) Balance less than $1 million.

	Payment Deferrals
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
Consumer real estate	$	—	—	%	N/A	$	3	—	%	Payment deferral for 11 months, with a balloon payment at the end of the term
Total	$	—	—	%		$	3	—	%

	Combination - Term Extension and Interest Rate Reduction
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
Consumer real estate	$	3	—	%	Added an estimated weighted-average 10.8 years to the life of loans and reduced weighted-average contractual interest rate from 8.39% to 3.67%	$	3	—	%	Added a weighted-average 13.1 years to the life of loans and reduced weighted-average contractual interest rate from 5.40% to 3.90%
Total	$	3	—	%		$	3	—	%

	Combination - Principal Forgiveness, Term Extension, and Payment Deferrals
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
C&I	$	—	—	%	N/A	$	16	—	%	Reduced the balance of the loans by $2 million and added a weighted-average 6.2 years to the life of loans
Total	$	—	—	%		$	16	—	%

	Combination - Term Extension, Interest Rate Reduction, and Interest Forgiveness
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
C&I	$	—	—	%	N/A	$	2	—	%	Added a weighted-average 3.7 years to the life of loans, reduced weighted-average contractual interest rate from 11.30% to 7.50% and provided less than $1 million in interest forgiveness
Total	$	—	—	%		$	2	—	%

	Combination - Term Extension, Interest Rate Reduction, and Interest Deferrals
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
CRE	$	—	—	%	N/A	$	17	—	%	Added a weighted-average 1.0 year to the life of loans, reduced weighted-average contractual interest rate from 8.70% to 8.00% and provided less than $1 million in deferred interest
Total	$	—	—	%		$	17	—	%

Loan modifications to borrowers experiencing financial difficulty that had a payment default during the period and were modified in the 12 months before default totaled $8 million and $25 million for the six months ended June 30, 2024 and June 30, 2023, respectively. FHN closely monitors the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts.

The following table depicts the performance of loans that have been modified in the last 12 months:

PERFORMANCE OF LOANS THAT HAVE BEEN MODIFIED IN THE LAST 12 MONTHS
	June 30, 2024
(Dollars in millions)	Current		30-89 Days Past Due		90+ Days Past Due		Non-Accruing
C&I	$	110	$	—	$	—	$	13
CRE	29		—		—		—
Consumer Real Estate	3		—		—		3
Credit Card and Other	—		—		—		—
Total	$	142	$	—	$	—	$	16

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Allowance for Credit Losses

6 Months Ended

Jun. 30, 2024

Accounts, Notes, Loans and Financing Receivable, Gross, Allowance, and Net [Abstract]

Allowance for Credit Losses

Allowance for Credit Losses

Management's estimate of expected credit losses in the loan and lease portfolios is recorded in the ALLL and the reserve for unfunded lending commitments, collectively referred to as the Allowance for Credit Losses, or the ACL. The ALLL and the reserve for unfunded lending commitments are reported on the Consolidated Balance Sheets in the allowance for loan and lease losses and in other liabilities, respectively. Provisions for credit losses related to loans and leases and unfunded lending commitments are reported in the Consolidated Statements of Income as provision for credit losses.

The ACL is maintained at a level management believes to be appropriate to absorb expected lifetime credit losses over the contractual life of the loan and lease portfolio and unfunded lending commitments. The determination of the ACL is based on periodic evaluation of the loan and lease portfolios and unfunded lending commitments considering a number of relevant underlying factors, including key assumptions and evaluation of quantitative and qualitative information.

The expected loan losses are the product of multiplying FHN’s estimates of probability of default (PD), loss given default (LGD), and individual loan level exposure at default (EAD), including amortization and prepayment assumptions, on an undiscounted basis. FHN uses models or assumptions to develop the expected loss forecasts, which incorporate multiple macroeconomic forecasts over a four-year reasonable and supportable forecast period. After the reasonable and supportable forecast period, the Company immediately reverts to its historical loss averages, evaluated over the historical observation period, for the remaining estimated life of the loans. In order to capture the unique risks of the loan portfolio within the PD, LGD, and prepayment models, FHN segments the portfolio into pools, generally incorporating loan grades for commercial loans. As there can be no certainty that actual economic performance will precisely follow any specific macroeconomic forecast, FHN uses qualitative adjustments where current loan characteristics or current or forecasted economic conditions differ from historical periods.

The evaluation of quantitative and qualitative information is performed through assessments of groups of assets that share similar risk characteristics and certain individual loans and leases that do not share similar risk characteristics with the collective group. As described in Note 3 - Loans and Leases, loans are grouped generally by product type and significant loan portfolios are assessed for credit losses using analytical or statistical models. The quantitative component utilizes economic forecast information as its foundation and is primarily based on analytical models that use known or estimated data as of the balance sheet date and forecasted data over the reasonable and supportable period. The ACL is also

affected by qualitative factors that FHN considers to reflect current judgment of various events and risks that are not measured in the quantitative calculations, including alternative economic forecasts.

In accordance with its accounting policy elections, FHN does not recognize a separate allowance for expected credit losses for AIR and records reversals of AIR as reductions of interest income. FHN reverses previously accrued but uncollected interest when an asset is placed on nonaccrual status. AIR and the related allowance for expected credit losses is included as a component of other assets. The total amount of interest reversals from loans placed on nonaccrual status and the amount of income recognized on nonaccrual loans during the three and six months ended June 30, 2024 and 2023 were not material.

Expected credit losses for unfunded commitments are estimated for periods where the commitment is not unconditionally cancellable. The measurement of expected credit losses for unfunded commitments mirrors that of loans and leases with the additional estimate of future draw rates (timing and amount).

The increase in the ACL balance as of June 30, 2024, as compared to December 31, 2023, largely reflects downgrades, net commercial loan balance increases, and an evolving macroeconomic outlook. In developing credit loss estimates for its loan and lease portfolios, FHN utilized two Moody’s forecast scenarios for its macroeconomic inputs. As of June 30, 2024, among other things, FHN's scenario selection process factored in the outlook for production, inflation, interest rates, employment, real estate prices and international conflict. FHN selected one scenario as its base case, which was the Moody's baseline scenario. The heaviest weight was placed on this scenario. A smaller weight was placed on the FHN-selected downside scenario which was the Moody's S3 alternative scenario. FHN's scenario selection process was consistent with the prior quarter.

Management also made qualitative adjustments to reflect estimated recoveries based on a review of prior charge-off and recovery levels, for default risk associated with large balances with individual borrowers, for estimated loss amounts not reflected in historical factors due to specific portfolio risk, and for instances where limited data for acquired loans is considered to affect modeled results.

The following table provides a rollforward of the ALLL and the reserve for unfunded lending commitments by portfolio type for the three and six months ended June 30, 2024 and 2023:

ROLLFORWARD OF ALLL & RESERVE FOR UNFUNDED LENDING COMMITMENTS
(Dollars in millions)	Commercial, Financial, and Industrial (a)		Commercial Real Estate		Consumer Real Estate		Credit Card and Other		Total
	Three Months Ended June 30, 2024
Allowance for loan and lease losses:
Balance as of April 1, 2024	$	348	$	181	$	231	$	27	$	787
Charge-offs	(24)		(19)		(1)		(5)		(49)
Recoveries	12		—		2		1		15
Provision for loan and lease losses	8		59		(1)		2		68
Balance as of June 30, 2024	$	344	$	221	$	231	$	25	$	821
Reserve for remaining unfunded commitments:
Balance as of April 1, 2024	$	49	$	18	$	12	$	—	$	79
Provision for remaining unfunded commitments	(5)		(8)		—		—		(13)
Balance as of June 30, 2024	44		10		12		—		66
Allowance for credit losses as of June 30, 2024	$	388	$	231	$	243	$	25	$	887
	Three Months Ended June 30, 2023
Allowance for loan and lease losses:
Balance as of April 1, 2023	$	325	$	150	$	209	$	31	$	715
Charge-offs	(19)		(8)		(1)		(5)		(33)
Recoveries	5		1		3		1		10
Provision for loan and lease losses	15		16		10		4		45
Balance as of June 30, 2023	$	326	$	159	$	221	$	31	$	737
Reserve for remaining unfunded commitments:
Balance as of April 1, 2023	$	53	$	21	$	11	$	—	$	85
Provision for remaining unfunded commitments	2		3		—		—		5
Balance as of June 30, 2023	55		24		11		—		90
Allowance for credit losses as of June 30, 2023	$	381	$	183	$	232	$	31	$	827

(Dollars in millions)	Commercial, Financial, and Industrial (a)		Commercial Real Estate		Consumer Real Estate		Credit Card and Other		Total
	Six Months Ended June 30, 2024
Allowance for loan and lease losses:
Balance as of January 1, 2024	$	339	$	172	$	233	$	29	$	773
Charge-offs	(52)		(32)		(1)		(10)		(95)
Recoveries	14		—		4		3		21
Provision for loan and lease losses	43		81		(5)		3		122
Balance as of June 30, 2024	$	344	$	221	$	231	$	25	$	821
Reserve for remaining unfunded commitments:
Balance as of January 1, 2024	$	49	$	22	$	12	$	—	$	83
Provision for remaining unfunded commitments	(5)		(12)		—		—		(17)
Balance as of June 30, 2024	44		10		12		—		66
Allowance for credit losses as of June 30, 2024	$	388	$	231	$	243	$	25	$	887
	Six Months Ended June 30, 2023
Allowance for loan and lease losses:
Balance as of January 1, 2023	$	308	$	146	$	200	$	31	$	685
Adoption of ASU 2022-02	1		—		(7)		—		(6)
Charge-offs	(33)		(10)		(1)		(10)		(54)
Recoveries	7		1		5		2		15
Provision for loan and lease losses	43		22		24		8		97
Balance as of June 30, 2023	$	326	$	159	$	221	$	31	$	737
Reserve for remaining unfunded commitments:
Balance as of January 1, 2023	$	55	$	22	$	10	$	—	$	87
Provision for remaining unfunded commitments	—		2		1		—		3
Balance as of June 30, 2023	55		24		11		—		90
Allowance for credit losses as of June 30, 2023	$	381	$	183	$	232	$	31	$	827

(a) C&I loans as of June 30, 2024 and 2023 include $19 million and $44 million in PPP loans, respectively, which due to the government guarantee and forgiveness provisions are considered to have no credit risk and therefore have no allowance for loan and lease losses.

The following table presents gross charge-offs by year of origination for the six months ended June 30, 2024 and 2023:

GROSS CHARGE-OFFS
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		Revolving Loans		Total
C&I	$	—	$	9	$	11	$	20	$	1	$	9	$	2	$	52
CRE	—		—		—		—		9		23		—		32
Consumer Real Estate	—		—		—		—		—		1		—		1
Credit Card and Other	4		—		1		—		—		1		4		10
Total	$	4	$	9	$	12	$	20	$	10	$	34	$	6	$	95

	2023		2022		2021		2020		2019		Prior to 2019		Revolving Loans		Total
C&I	$	1	$	5	$	6	$	4	$	6	$	10	$	1	$	33
CRE	—		—		—		—		2		8		—		10
Consumer Real Estate	—		—		—		—		—		1		—		1
Credit Card and Other	6		—		—		—		—		1		3		10
Total	$	7	$	5	$	6	$	4	$	8	$	20	$	4	$	54

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Mortgage Banking Activity

6 Months Ended

Jun. 30, 2024

Mortgage Banking [Abstract]

Mortgage Banking Activity

Mortgage Banking Activity

FHN originates mortgage loans for sale into the secondary market. These loans primarily consist of residential first lien mortgages that conform to standards established by GSEs that are major investors in U.S. home mortgages, but can also consist of junior lien and jumbo loans secured by residential property. These loans are primarily sold to private companies that are unaffiliated with the GSEs on a servicing-released basis. Gains and losses on these mortgage loans are included in mortgage banking income on the Consolidated Statements of Income.

At June 30, 2024, FHN had approximately $32 million of loans that remained from pre-2009 mortgage business

operations of legacy First Horizon. Activity related to the pre-2009 mortgage loans was primarily limited to payments and write-offs in 2024 and 2023, with no new originations or loan sales, and only an insignificant amount of repurchases. These loans are excluded from the disclosure below.

The following table summarizes activity related to residential mortgage loans held for sale as of and for the six months ended June 30, 2024 and the year ended December 31, 2023.

MORTGAGE LOAN ACTIVITY
(Dollars in millions)	June 30, 2024		December 31, 2023
Balance at beginning of period	$	62	$	44
Originations and purchases	485		692
Sales, net of gains	(436)		(674)
Balance at end of period	$	111	$	62

Mortgage Servicing Rights

FHN records mortgage servicing rights at the lower of cost or market value and amortizes them over the remaining servicing life of the loans, with consideration given to prepayment assumptions.

Mortgage servicing rights are included in other assets on the Consolidated Balance Sheets. Mortgage servicing rights had the following carrying values as of the dates indicated in the table below.

MORTGAGE SERVICING RIGHTS
	June 30, 2024						December 31, 2023
(Dollars in millions)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Mortgage servicing rights	$	28	$	(8)	$	20	$	25	$	(7)	$	18

In addition, there was an insignificant amount of non-mortgage and commercial servicing rights as of June 30, 2024 and December 31, 2023. Total mortgage servicing fees included in mortgage banking income were $2 million for the six months ended June 30, 2024 and 2023.

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Goodwill and Other Intangible Assets

6 Months Ended

Jun. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangible Assets

Goodwill and Other Intangible Assets

Goodwill

The following is a summary of goodwill by reportable segment included in the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023.

GOODWILL
(Dollars in millions)	Regional Banking		Specialty Banking		Total
December 31, 2022 (a)	$	825	$	686	$	1,511
Additions	—		—		—
Divestitures (b)	—		(1)		(1)
December 31, 2023	$	825	$	685	$	1,510
Additions	—		—		—
Divestitures	—		—		—
June 30, 2024	$	825	$	685	$	1,510

(a)FHN reorganized its internal management structure and reallocated goodwill in its reportable segments effective January 1, 2024. Prior periods have been revised to reflect this reallocation.

(b)Reduction in goodwill is related to the divestiture of FHN Financial Main Street Advisors assets in December 2023.

FHN performed the required annual goodwill impairment test as of October 1, 2023. The annual qualitative impairment test did not indicate impairment in any of FHN’s reporting units as of the testing date. Following the testing date, management evaluated the events and circumstances that could indicate that goodwill might be impaired and concluded that it is not more likely than not that goodwill was impaired. If there are any triggering events between annual periods, management will evaluate whether an impairment analysis is warranted. FHN will conduct its next annual impairment analysis as of October 1, 2024.

Accounting estimates and assumptions were made about FHN's future performance and cash flows, as well as other

prevailing market factors (e.g., interest rates, economic trends, etc.) when determining fair value as part of the goodwill impairment test. While management used the best information available to estimate future performance for each reporting unit, future adjustments to management's projections may be necessary if conditions differ substantially from the assumptions used in making the estimates.

Other intangible assets

The following table, which excludes fully amortized intangibles, presents other intangible assets included in the Consolidated Balance Sheets:

OTHER INTANGIBLE ASSETS
	June 30, 2024						December 31, 2023
(Dollars in millions)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Value		Gross Carrying Amount		Accumulated Amortization		Net Carrying Value
Core deposit intangibles	$	368	$	(227)	$	141	$	368	$	(208)	$	160
Client relationships	32		(17)		15		32		(16)		16
Other (a)	27		(18)		9		27		(17)		10
Total	$	427	$	(262)	$	165	$	427	$	(241)	$	186

(a)Includes non-compete covenants and purchased credit card intangible assets. Also includes state banking licenses which are not subject to amortization.

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Preferred Stock

6 Months Ended

Jun. 30, 2024

Equity [Abstract]

Preferred Stock

Preferred Stock

The following table presents a summary of FHN's non-cumulative perpetual preferred stock:

PREFERRED STOCK
(Dollars in millions)									June 30, 2024		December 31, 2023
	Issuance Date	Earliest Redemption Date (a)	Annual Dividend Rate		Dividend Payments	Shares Outstanding	Liquidation Amount		Carrying Amount		Carrying Amount
Series B	7/2/2020	8/1/2025	6.625%	(b)	Semi-annually	8,000	$	80	$	77	$	77
Series C	7/2/2020	5/1/2026	6.600%	(c)	Quarterly	5,750	58		59		59
Series D	7/2/2020	5/1/2024	6.100%	(d)	Semi-annually	—	—		—		94
Series E	5/28/2020	10/10/2025	6.500%		Quarterly	1,500	150		145		145
Series F	5/3/2021	7/10/2026	4.700%		Quarterly	1,500	150		145		145
						16,750	$	438	$	426	$	520

                                                                                                

(a) Denotes earliest optional redemption date. Earlier redemption is possible, at FHN's election, if certain regulatory capital events occur.

(b) As a result of LIBOR transition, the fixed dividend rate will reset on August 1, 2025 to three-month CME Term SOFR plus 4.52361% (0.26161% plus 4.262%).

(c) As a result of LIBOR transition, the fixed dividend rate will reset on May 1, 2026 to three-month CME Term SOFR plus 5.18161% (0.26161% plus 4.920%).

(d) On May 1, 2024, FHN redeemed all outstanding shares of its Series D Preferred Stock. The fixed dividend rate was set to convert to three-month CME Term SOFR plus 4.12061% (0.26161% plus 3.859%) on May 1, 2024.

FHN redeemed all outstanding shares of Series D Preferred Stock effective May 1, 2024. The difference between the $100 million outstanding liquidation preference amount and the $94 million carrying value of the Series D Preferred Stock along with the related share repurchase tax resulted in $7 million in deemed dividends that were included in net income available to common shareholders and EPS for the three and six months ended June 30, 2024. The Series D redemption date was also a dividend payment date, and the regular Series D semi-annual dividend declared in first quarter 2024 was paid separately in the customary manner on May 1, 2024 to shareholders of record at the close of business on April 16, 2024.

Subsidiary Preferred Stock

First Horizon Bank has issued 300,000 shares of Class A Non-Cumulative Perpetual Preferred Stock (Class A Preferred Stock) with a liquidation preference of $1,000 per share. Dividends on the Class A Preferred Stock, if declared, accrue and are payable each quarter, in arrears, at a floating rate equal to the greater of three-month CME Term SOFR plus 1.11161% (0.26161% plus 0.85%) or 3.75% per annum. These securities qualify fully as Tier 1 capital for both First Horizon Bank and FHN. On June 30, 2024 and December 31, 2023, $295 million of Class A Preferred Stock was recognized as noncontrolling interest on the Consolidated Balance Sheets.

FT Real Estate Securities Company, Inc. (FTRESC), an indirect subsidiary of FHN, has issued 50 shares of 9.50% Cumulative Preferred Stock, Class B (Class B Preferred Shares), with a liquidation preference of $1 million per

share; of those shares, 47 were issued to nonaffiliates. FTRESC is a real estate investment trust established for the purpose of acquiring, holding, and managing real estate mortgage assets. Dividends on the Class B Preferred Shares are cumulative and are payable semi-annually. At June 30, 2024 and December 31, 2023, the Class B Preferred Shares qualified as Tier 2 regulatory capital. For all periods presented, these securities are presented in the Consolidated Balance Sheets as term borrowings.

The Class B Preferred Shares are mandatorily redeemable on March 31, 2031, and redeemable at the discretion of FTRESC in the event that the Class B Preferred Shares cannot be accounted for as Tier 2 regulatory capital or there is more than an insubstantial risk that dividends paid with respect to the Class B Preferred Shares will not be fully deductible for tax purposes.

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Components of Other Comprehensive Income (Loss)

6 Months Ended

Jun. 30, 2024

Other Comprehensive Income (Loss), Net of Tax [Abstract]

Components of Other Comprehensive Income (Loss)

Components of Other Comprehensive Income (Loss)

The following table provides the changes in accumulated other comprehensive income (loss) by component, net of tax, for the three and six months ended June 30, 2024 and 2023:

ACCUMULATED OTHER COMPREHENSIVE INCOME

(Dollars in millions)	Securities AFS		Cash Flow Hedges		Pension and Post-retirement Plans		Total
Balance as of April 1, 2024	$	(891)	$	(110)	$	(270)	$	(1,271)
Net unrealized gains (losses)	(10)		(15)		—		(25)
Amounts reclassified from AOCI	—		13		2		15
Other comprehensive income (loss)	(10)		(2)		2		(10)
Balance as of June 30, 2024	$	(901)	$	(112)	$	(268)	$	(1,281)
(Dollars in millions)	Securities AFS		Cash Flow Hedges		Pension and Post-retirement Plans		Total
Balance as of January 1, 2024	$	(836)	$	(80)	$	(272)	$	(1,188)
Net unrealized gains (losses)	(65)		(58)		—		(123)
Amounts reclassified from AOCI	—		26		4		30
Other comprehensive income (loss)	(65)		(32)		4		(93)
Balance as of June 30, 2024	$	(901)	$	(112)	$	(268)	$	(1,281)

(Dollars in millions)	Securities AFS		Cash Flow Hedges		Pension and Post-retirement Plans		Total
Balance as of April 1, 2023	$	(859)	$	(83)	$	(266)	$	(1,208)
Net unrealized gains (losses)	(105)		(59)		(2)		(166)
Amounts reclassified from AOCI	—		13		2		15
Other comprehensive income (loss)	(105)		(46)		—		(151)
Balance as of June 30, 2023	$	(964)	$	(129)	$	(266)	$	(1,359)
(Dollars in millions)	Securities AFS		Cash Flow Hedges		Pension and Post-retirement Plans		Total
Balance as of January 1, 2023	$	(973)	$	(127)	$	(268)	$	(1,368)
Net unrealized gains (losses)	9		(26)		(2)		(19)
Amounts reclassified from AOCI	—		24		4		28
Other comprehensive income (loss)	9		(2)		2		9
Balance as of June 30, 2023	$	(964)	$	(129)	$	(266)	$	(1,359)

Reclassifications from AOCI, and related tax effects, were as follows:

RECLASSIFICATIONS FROM AOCI
(Dollars in millions)	Three Months Ended June 30,				Six Months Ended June 30,
Details about AOCI	2024		2023		2024		2023		Affected line item in the statement where net income is presented
Cash Flow Hedges:
Realized (gains) losses on cash flow hedges	$	17	$	17	$	34	$	32	Interest and fees on loans and leases
Tax expense (benefit)	(4)		(4)		(8)		(8)		Income tax expense
	13		13		26		24
Pension and Postretirement Plans:
Amortization of prior service cost and net actuarial (gain) loss	$	3	$	2	$	6	$	5	Other expense
Tax expense (benefit)	(1)		—		(2)		(1)		Income tax expense
	2		2		4		4
Total reclassification from AOCI	$	15	$	15	$	30	$	28

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Earnings Per Share

6 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Earnings Per Share

Earnings Per Share

The computations of basic and diluted earnings per common share were as follows:

EARNINGS PER SHARE COMPUTATIONS
	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions, except per share data; shares in thousands)	2024		2023		2024		2023
Net income	$	204	$	329	$	401	$	585
Net income attributable to noncontrolling interest	5		4		10		9
Net income attributable to controlling interest	199		325		391		576
Preferred stock dividends	15		8		23		16
Net income available to common shareholders	$	184	$	317	$	368	$	560
Weighted average common shares outstanding—basic	543,981		539,120		549,479		538,035
Effect of dilutive restricted stock, performance equity awards and options	3,112		3,100		3,060		4,956
Effect of dilutive convertible preferred stock (a)	—		18,658		—		19,197
Weighted average common shares outstanding—diluted	547,093		560,878		552,539		562,188
Basic earnings per common share	$	0.34	$	0.59	$	0.67	$	1.04
Diluted earnings per common share	$	0.34	$	0.56	$	0.67	$	1.00

(a) On February 28, 2022, FHN issued $494 million of Series G Convertible Preferred Stock, which was converted into common stock on June 26, 2023, following the termination of the TD Merger Agreement. Conversion occurred at the rate of 4,000 common shares per Series G preferred share resulting in 19,742,776 additional common shares outstanding. 2023 includes the impact of the Series G preferred shares based on the final conversion rate.

The following table presents average outstanding options and other equity awards that were excluded from the calculation of diluted earnings per share because they were either anti-dilutive (the exercise price was higher

than the weighted-average market price for the period) or the performance conditions have not been met:

ANTI-DILUTIVE EQUITY AWARDS
	Three Months Ended June 30,				Six Months Ended June 30,
(Shares in thousands)	2024		2023		2024		2023
Stock options excluded from the calculation of diluted EPS	1,388		1,942		1,458		—
Weighted average exercise price of stock options excluded from the calculation of diluted EPS	$	16.48	$	16.46	$	16.59	$	24.36
Other equity awards excluded from the calculation of diluted EPS	6,828		8,676		6,819		3,063

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Contingencies and Other Disclosures

6 Months Ended

Jun. 30, 2024

Commitments and Contingencies Disclosure [Abstract]

Contingencies and Other Disclosures

Contingencies and Other Disclosures

Contingencies

Contingent Liabilities Overview

Contingent liabilities arise in the ordinary course of business. Often, they are related to lawsuits, arbitration, mediation, and other forms of litigation. Various litigation matters currently are threatened or pending against FHN and its subsidiaries. Also, FHN at times receives requests for information, subpoenas, or other inquiries from federal, state, and local regulators, from other government authorities, and from other parties concerning various matters relating to FHN’s current or former businesses. Certain matters of that sort are pending at most times, and FHN generally cooperates when those matters arise. Pending and threatened litigation matters sometimes are settled by the parties, and sometimes pending matters are resolved in court or before an arbitrator, or are withdrawn. Regardless of the manner of resolution, frequently the most significant changes in status of a matter occur over a short time period, often following a lengthy period of little substantive activity. In view of the inherent difficulty of predicting the outcome of these matters, particularly where the claimants seek very large or indeterminate damages, or where the cases present novel legal theories or involve a large number of parties, or where claims or other actions may be possible but have not been brought, FHN cannot reasonably determine what the eventual outcome of the matters will be, what the timing of the ultimate resolution of these matters may be, or what the eventual loss or impact related to each matter may be. FHN establishes a loss contingency liability for a litigation matter when loss is both probable and reasonably estimable as prescribed by applicable financial accounting guidance. If loss for a matter is probable and a range of possible loss outcomes is the best estimate available, accounting guidance requires a liability to be established at the low end of the range.

Based on current knowledge, and after consultation with counsel, management is of the opinion that loss contingencies related to threatened or pending litigation matters should not have a material adverse effect on the consolidated financial condition of FHN but may be material to FHN’s operating results for any particular reporting period depending, in part, on the results from that period.

Material Loss Contingency Matters

As used in this Note, except for matters that are reported as having been substantially settled or otherwise substantially resolved, FHN's “material loss contingency matters” generally fall into at least one of the following categories: (i) FHN has determined material loss to be probable and has established a material loss liability in accordance with applicable financial accounting guidance;

(ii) FHN has determined material loss to be probable but is not reasonably able to estimate an amount or range of material loss liability; or (iii) FHN has determined that material loss is not probable but is reasonably possible, and the amount or range of that reasonably possible material loss is estimable. As defined in applicable accounting guidance, loss is reasonably possible if there is more than a remote chance of a material loss outcome for FHN. FHN provides contingencies note disclosures for certain pending or threatened litigation matters each quarter, including all matters mentioned in categories (i) or (ii) and, occasionally, certain matters mentioned in category (iii). In addition, in this Note, certain other matters, or groups of matters, are discussed relating to FHN’s pre-2009 mortgage origination and servicing businesses. In all litigation matters discussed in this Note, unless settled or otherwise resolved, FHN believes it has meritorious defenses and intends to pursue those defenses vigorously.

FHN reassesses the liability for litigation matters each quarter as the matters progress. At June 30, 2024, the aggregate amount of liabilities established for all such loss contingency matters was $1 million. These liabilities are separate from those discussed under the heading Mortgage Loan Repurchase and Foreclosure Liability below.

In each material loss contingency matter, except as otherwise noted, there is more than a remote chance that any of the following outcomes will occur: the plaintiff will substantially prevail; the defense will substantially prevail; the plaintiff will prevail in part; or the matter will be settled by the parties. At June 30, 2024, FHN estimates that for all material loss contingency matters, estimable reasonably possible losses in future periods in excess of currently established liabilities could aggregate in a range from zero to less than $1 million.

As a result of the general uncertainties discussed above and the specific uncertainties discussed for each matter mentioned below, it is possible that the ultimate future loss experienced by FHN for any particular matter may materially exceed the amount, if any, of currently established liability for that matter.

Mortgage Loan Repurchase and Foreclosure Liability

FHN’s repurchase and foreclosure liability, primarily related to its pre-2009 mortgage origination, sale, securitization, and servicing businesses, is comprised of accruals to cover estimated loss content in the active pipeline, estimated future inflows, and estimated loss content related to certain known claims not currently included in the active pipeline. The active pipeline consists of mortgage loan repurchase and make-whole demands from loan purchasers or securitization participants, foreclosure/servicing demands from borrowers, and

certain related exposures. FHN compares the estimated probable incurred losses determined under the applicable loss estimation approaches for the respective periods with current reserve levels. Changes in the estimated required liability levels are recorded as necessary through the repurchase and foreclosure provision.

Based on currently available information and experience to date, FHN has evaluated its loan repurchase, make-whole, foreclosure, and certain related exposures and has accrued for losses of $16 million as of both June 30, 2024 and December 31, 2023. Accrued liabilities for FHN’s estimate of these obligations are reflected in other liabilities on the Consolidated Balance Sheets. Charges/expense reversals to increase/decrease the liability are included within other income on the Consolidated Statements of Income. The estimates are based upon currently available information and fact patterns that exist as of each balance sheet date and could be subject to future changes. Changes to any one of these factors could significantly impact the estimate of FHN’s liability.

The most significant outstanding claim associated with FHN's pre-2009 businesses is a servicing indemnification claim asserted by Nationstar Mortgage LLC, currently doing business as “Mr. Cooper.” Nationstar was the purchaser of FHN’s mortgage servicing obligations and assets in 2013 and 2014 and was FHN’s subservicer. Nationstar asserts several categories of indemnity obligations in connection with mortgage loans under the

subservicing arrangement and under the purchase transaction. This matter currently is not in litigation, but litigation in the future is possible. FHN is unable to estimate an RPL range for this matter due to significant uncertainties regarding: the exact nature of each of Nationstar’s claims and its position in respect of each; the number of, and the facts underlying, the claimed instances of indemnifiable events; the applicability of FHN’s contractual indemnity covenants to those facts and events; and, in those cases where the facts and events might support an indemnity claim, whether any legal defenses, counterclaims, other counter-positions, or third-party claims might eliminate or reduce claims against FHN or their impact on FHN.

Other Disclosures

Indemnification Agreements and Guarantees

In the ordinary course of business, FHN enters into indemnification agreements for legal proceedings against its directors and officers and standard representations and warranties for underwriting agreements, merger and acquisition agreements, loan sales, contractual commitments, and various other business transactions or arrangements.

The extent of FHN’s obligations under these agreements depends upon the occurrence of future events; therefore, it is not possible to estimate a maximum potential amount of payouts that could be required by such agreements.

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Retirement Plans

6 Months Ended

Jun. 30, 2024

Retirement Benefits, Description [Abstract]

Retirement Plans

Retirement Plans

FHN sponsors a noncontributory, qualified defined benefit pension plan to employees hired or re-hired on or before September 1, 2007. Pension benefits are based on years of service, average compensation near retirement or other termination, and estimated social security benefits at age 65. Benefits under the plan are “frozen” so that years of service and compensation changes after 2012 do not affect the benefit owed. Minimum contributions are based upon actuarially determined amounts necessary to fund the total benefit obligation. Decisions to contribute to the plan are based upon pension funding requirements under the Pension Protection Act, the maximum amount deductible under the Internal Revenue Code, the actual performance of plan assets, and trends in the regulatory environment. FHN made no contributions to the qualified pension plan in 2023. Management does not currently anticipate that FHN will make a contribution to the qualified pension plan in 2024.

FHN also maintains non-qualified plans including a supplemental retirement plan that covers certain

employees whose benefits under the qualified pension plan have been limited by tax rules. These other non-qualified plans are unfunded, and contributions to these plans cover all benefits paid under the non-qualified plans. Payments made under the non-qualified plans were $6 million for 2023. FHN anticipates making benefit payments under the non-qualified plans of $5 million in 2024.

Service cost is included in personnel expense in the Consolidated Statements of Income. All other components of net periodic benefit cost are included in other expense.

For more information on FHN's pension plan and other postretirement benefit plans, see Note 17 - Retirement Plans and Other Employee Benefits in FHN's 2023 Annual Report on Form 10-K.

The components of net periodic benefit cost for the three and six months ended June 30 were as follows:

COMPONENTS OF NET PERIODIC BENEFIT COST
	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions)	2024		2023		2024		2023
Components of net periodic benefit cost
Interest cost	$	9	$	8	$	17	$	16
Expected return on plan assets	(8)		(8)		(16)		(16)
Amortization of unrecognized:
Actuarial (gain) loss	3		3		6		6
Net periodic benefit cost	$	4	$	3	$	7	$	6

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Business Segment Information

6 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

Business Segment Information

Business Segment Information

FHN's operating segments are composed of the following:

•Regional Banking segment offers financial products and services, including traditional lending and deposit taking, to commercial and consumer clients primarily in the southern U.S. and other selected markets. Regional Banking also provides investment, wealth management, financial planning, trust and asset management services for consumer clients.

•Specialty Banking segment consists of lines of business that deliver product offerings and services with specialized industry knowledge. Specialty Banking’s lines of business include asset-based lending, mortgage warehouse lending, commercial real estate, franchise finance, correspondent banking, equipment finance, and mortgage. In addition to traditional lending and deposit taking, Specialty Banking also delivers treasury management solutions, loan syndications, and international banking. Additionally, Specialty Banking has a line of business focused on fixed income securities sales, trading, underwriting, and strategies for institutional clients in the U.S. and abroad, as well as loan sales, portfolio advisory services, and derivative sales.

•Corporate segment consists primarily of corporate support functions including risk management, audit, accounting, finance, executive office, and corporate communications. Shared support services such as human resources, properties, technology, credit risk

and bank operations are allocated to the activities of Regional Banking, Specialty Banking and Corporate. Additionally, the Corporate segment includes centralized management of capital and funding to support the business activities of the company including management of wholesale funding, liquidity, and capital management and allocation. The Corporate segment also includes the revenue and expense associated with run-off businesses such as pre-2009 mortgage banking elements, run-off consumer and trust preferred loan portfolios, and other exited businesses.

Periodically, FHN adapts its segments to reflect managerial or strategic changes. FHN may also modify its methodology of allocating expenses and equity among segments which could change historical segment results. During the first quarter of 2024, FHN made organizational changes in its internal management structure, and accordingly, its segment reporting structure. Prior period segment information has been reclassified to conform to the current period presentation. Business segment revenue, expense, asset, and equity levels reflect those which are specifically identifiable, or which are allocated based on an internal allocation method. Because the allocations are based on internally developed assignments and allocations, to an extent they are subjective. Generally, all assignments and allocations have been consistently applied for all periods presented.

The following tables present financial information for each reportable business segment for the three and six months ended June 30, 2024 and 2023:

SEGMENT FINANCIAL INFORMATION
	Three Months Ended June 30, 2024
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Net interest income (expense)	$	522	$	158	$	(51)	$	629
Provision for credit losses	57		1		(3)		55
Noninterest income	109		64		13		186
Noninterest expense (a)	333		103		64		500
Income (loss) before income taxes	241		118		(99)		260
Income tax expense (benefit)	56		29		(29)		56
Net income (loss)	$	185	$	89	$	(70)	$	204
Average assets	$	43,519	$	24,592	$	13,610	$	81,721
	Three Months Ended June 30, 2023
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Net interest income (expense)	$	585	$	156	$	(111)	$	630
Provision for credit losses	36		18		(4)		50
Noninterest income (b)	106		50		244		400
Noninterest expense (a)	313		95		147		555
Income (loss) before income taxes	342		93		(10)		425
Income tax expense (benefit)	80		23		(7)		96
Net income (loss)	$	262	$	70	$	(3)	$	329
Average assets	$	42,302	$	23,329	$	16,673	$	82,304

(a)2024 includes $3 million of restructuring costs and an FDIC special assessment of $2 million in the Corporate segment. 2023 includes a $50 million contribution to the First Horizon Foundation, $30 million in merger and integration expenses related to the TD Transaction, and $15 million in Visa derivative valuation expenses in the Corporate segment.

(b)2023 includes a $225 million gain on merger termination in the Corporate segment.

	Six Months Ended June 30, 2024
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Net interest income (expense)	$	1,054	$	310	$	(111)	$	1,253
Provision for credit losses	86		23		(4)		105
Noninterest income	214		137		30		381
Noninterest expense (a)	657		207		151		1,015
Income (loss) before income taxes	525		217		(228)		514
Income tax expense (benefit)	122		53		(62)		113
Net income (loss)	$	403	$	164	$	(166)	$	401
Average assets	$	43,283	$	24,194	$	14,005	$	81,482
	Six Months Ended June 30, 2023
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Net interest income (expense)	$	1,146	$	307	$	(135)	$	1,318
Provision for credit losses	72		33		(5)		100
Noninterest income (b)	210		106		255		571
Noninterest expense (a)	626		195		212		1,033
Income (loss) before income taxes	658		185		(87)		756
Income tax expense (benefit)	154		45		(28)		171
Net income (loss)	$	504	$	140	$	(59)	$	585
Average assets	$	41,800	$	22,978	$	15,804	$	80,582

(a)2024 includes $9 million in restructuring costs and an FDIC special assessment of $12 million in the Corporate segment. 2023 includes a $50 million contribution to the First Horizon Foundation, $51 million in merger and integration expenses related to the TD Transaction, and $15 million in Visa derivative valuation expenses in the Corporate segment.

(b)2023 includes a $225 million gain on merger termination in the Corporate Segment.

The following tables reflect a disaggregation of FHN’s noninterest income by major product line and reportable segment for the three and six months ended June 30, 2024 and 2023:

NONINTEREST INCOME DETAIL BY SEGMENT
	Three Months Ended June 30, 2024
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Noninterest income:
Deposit transactions and cash management	$	39	$	3	$	2	$	44
Fixed income (a)	—		40		—		40
Brokerage, management fees and commissions	25		—		—		25
Card and digital banking fees	17		1		2		20
Other service charges and fees	6		8		—		14
Trust services and investment management	12		—		—		12
Mortgage banking income	—		10		—		10
Securities gains (losses), net (b)	—		—		1		1
Other income (c)	10		2		8		20
Total noninterest income	$	109	$	64	$	13	$	186

	Three Months Ended June 30, 2023
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Noninterest income:
Deposit transactions and cash management	$	40	$	3	$	2	$	45
Fixed income (a)	—		31		(1)		30
Brokerage, management fees and commissions	22		—		—		22
Card and digital banking fees	18		1		2		21
Other service charges and fees	6		8		—		14
Trust services and investment management	12		—		—		12
Mortgage banking income	—		6		—		6
Gain on merger termination	—		—		225		225
Other income (c)	8		1		16		25
Total noninterest income	$	106	$	50	$	244	$	400

(a)2024 and 2023 each includes $9 million of underwriting, portfolio advisory, and other noninterest income in scope of ASC 606, "Revenue From Contracts With Customers."

(b)Represents noninterest income excluded from the scope of ASC 606. Amount is presented for informational purposes to reconcile total noninterest income.

(c)Includes letter of credit fees and insurance commissions in scope of ASC 606.

	Six Months Ended June 30, 2024
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Noninterest income:
Deposit transactions and cash management	$	78	$	6	$	4	$	88
Fixed income (a)	—		92		—		92
Brokerage, management fees and commissions	49		—		—		49
Card and digital banking fees	34		1		3		38
Other service charges and fees	12		15		—		27
Trust services and investment management	24		—		—		24
Mortgage banking income	—		19		—		19
Securities gains (losses), net (b)	—		—		1		1
Other income (c)	17		4		22		43
Total noninterest income	$	214	$	137	$	30	$	381
	Six Months Ended June 30, 2023
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Noninterest income:
Deposit transactions and cash management	$	77	$	6	$	4	$	87
Fixed income (a)	—		70		(1)		69
Brokerage, management fees and commissions	44		—		—		44
Card and digital banking fees	35		1		4		40
Other service charges and fees	13		14		—		27
Trust services and investment management	24		—		—		24
Mortgage banking income	—		11		—		11
Gain on merger termination	—		—		225		225
Securities gains (losses), net (b)	—		—		1		1
Other income (c)	17		4		22		43
Total noninterest income	$	210	$	106	$	255	$	571

(a)2024 and 2023 includes $20 million and $19 million, respectively, of underwriting, portfolio advisory, and other noninterest income in scope of ASC 606, "Revenue From Contracts With Customers."

(b)Represents noninterest income excluded from the scope of ASC 606. Amount is presented for informational purposes to reconcile total noninterest income.

(c)Includes letter of credit fees and insurance commissions in scope of ASC 606.

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Variable Interest Entities

6 Months Ended

Jun. 30, 2024

Variable Interest Entities [Abstract]

Variable Interest Entities

Variable Interest Entities

FHN makes equity investments in various entities that are considered VIEs, as defined by GAAP. A VIE typically does not have sufficient equity at risk to finance its activities without additional subordinated financial support from other parties. The Company’s variable interest arises from contractual, ownership, or other monetary interests in the entity, which change with fluctuations in the fair value of the entity's net assets. FHN consolidates a VIE if FHN is the primary beneficiary of the entity. FHN is the primary beneficiary of a VIE if FHN's variable interest provides it with the power to direct the activities that most significantly impact the VIE and the right to receive benefits (or the obligation to absorb losses) that could potentially be significant to the VIE. To determine whether or not a variable interest held could potentially be significant to the VIE, FHN considers both qualitative and quantitative factors regarding the nature, size and form of its involvement with the VIE. FHN assesses whether or not it is the primary beneficiary of a VIE on an ongoing basis.

Consolidated Variable Interest Entities

FHN has established certain rabbi trusts related to deferred compensation plans offered to its employees.

FHN contributes employee cash compensation deferrals to the trusts and directs the underlying investments made by the trusts. The assets of these trusts are available to FHN’s creditors only in the event that FHN becomes insolvent. These trusts are considered VIEs as there is no equity at risk in the trusts since FHN provided the equity interest to its employees in exchange for services rendered. FHN is considered the primary beneficiary of the rabbi trusts as it has the power to direct the activities that most significantly impact the economic performance of the rabbi trusts through its ability to direct the underlying investments made by the trusts. Additionally, FHN could potentially receive benefits or absorb losses that are significant to the trusts due to its right to receive any asset values in excess of liability payoffs and its obligation to fund any liabilities to employees that are in excess of a rabbi trust’s assets.

The following table summarizes the carrying value of assets and liabilities associated with rabbi trusts used for deferred compensation plans which are consolidated by FHN as of June 30, 2024 and December 31, 2023:

CONSOLIDATED VIEs
(Dollars in millions)	June 30, 2024		December 31, 2023
Assets:
Other assets	$	187	$	177
Liabilities:
Other liabilities	$	163	$	150

Nonconsolidated Variable Interest Entities

Tax Credit Investments

Through designated wholly-owned subsidiaries, First Horizon Bank makes equity investments as a limited partner in various partnerships that sponsor affordable housing projects utilizing the LIHTC. Through designated subsidiaries, First Horizon Bank periodically makes equity investments as a non-managing member in various LLCs that sponsor community development projects utilizing the NMTC. First Horizon Bank also makes equity investments as a limited partner or non-managing member in entities that receive historic tax credits. The purpose of these investments is to achieve a satisfactory return on capital and to support FHN’s community reinvestment initiatives. These entities are considered VIEs as First Horizon Bank's subsidiaries represent the holders of the equity investment at risk, but do not have the ability to direct the activities that most significantly affect the performance of the entities. FHN is therefore not the primary beneficiary of any of these entities.

Accordingly, FHN does not consolidate these VIEs and accounts for these investments in other assets on the Consolidated Balance Sheets.

FHN accounts for qualifying LIHTC investments under the proportional amortization method (PAM). Effective for periods after 2023, all LIHTC investments qualify for the PAM. Commencing in 2024, FHN has determined that its equity investments in NMTC and historic tax credit entities qualify for the PAM and has made the election to apply the PAM for these programs. Under this method an entity amortizes the initial cost of the investment in proportion to the tax credits and other tax benefits received and recognizes the net investment performance as a component of income tax expense. Prior to 2024, LIHTC investments that did not qualify for the PAM were accounted for using the equity method. Expenses associated with non-qualifying LIHTC investments were not material for the three and six months ended June 30, 2024 and 2023.

The following table summarizes the impact to income tax expense on the Consolidated Statements of Income for the three and six months ended June 30, 2024 and 2023 for investments accounted for under the PAM. The impact of these investments is Included in other operating activities, net in the Consolidated Statements of Cash Flows.

TAX CREDIT IMPACTS ON TAX EXPENSE
	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions)	2024		2023		2024		2023
Income tax expense (benefit):
Amortization of qualifying investments	$	15	$	13	$	30	$	26
Tax credits	(17)		(14)		(33)		(28)
Other tax benefits related to qualifying investments	(3)		(3)		(5)		(5)

Small Issuer Trust Preferred Holdings

First Horizon Bank holds variable interests in trusts which have issued mandatorily redeemable preferred capital securities (“trust preferreds”) for smaller banking and insurance enterprises. First Horizon Bank has no voting rights for the trusts’ activities. The trusts’ only assets are junior subordinated debentures of the issuing enterprises. The creditors of the trusts hold no recourse to the assets of First Horizon Bank. Since First Horizon Bank is solely a holder of the trusts’ securities, it has no rights which would give it the power to direct the activities that most significantly impact the trusts’ economic performance and thus it is not considered the primary beneficiary of the trusts. First Horizon Bank has no contractual requirements to provide financial support to the trusts.

On-Balance Sheet Trust Preferred Securitization

In 2007, First Horizon Bank executed a securitization of certain small issuer trust preferreds for which the underlying trust meets the definition of a VIE as the holders of the equity investment at risk do not have the power through voting rights, or similar rights, to direct the activities that most significantly impact the entity’s economic performance. Since First Horizon Bank did not retain servicing or other decision-making rights, First Horizon Bank is not the primary beneficiary as it does not have the power to direct the activities that most significantly impact the trust’s economic performance. Accordingly, First Horizon Bank has accounted for the funds received through the securitization as a term borrowing in its Consolidated Balance Sheets. First Horizon Bank has no contractual requirements to provide financial support to the trust.

Holdings in Agency Mortgage-Backed Securities

FHN holds securities issued by various Agency securitization trusts. Based on their restrictive nature, the trusts meet the definition of a VIE since the holders of the equity investments at risk do not have the power through voting rights, or similar rights, to direct the activities that most significantly impact the entities’ economic performance. FHN could potentially receive benefits or

absorb losses that are significant to the trusts based on the nature of the trusts’ activities and the size of FHN’s holdings. However, FHN is solely a holder of the trusts’ securities and does not have the power to direct the activities that most significantly impact the trusts’ economic performance and is not considered the primary beneficiary of the trusts. FHN has no contractual requirements to provide financial support to the trusts.

Commercial Loan Modifications to Borrowers Experiencing Financial Difficulty

For certain troubled commercial loans, First Horizon Bank modifies the terms of the borrower’s debt in an effort to increase the probability of receipt of amounts contractually due. Following a modification to borrowers experiencing financial difficulty, the borrower entity typically meets the definition of a VIE as the initial determination of whether an entity is a VIE must be reconsidered as events have proven that the entity’s equity is not sufficient to permit it to finance its activities without additional subordinated financial support or a restructuring of the terms of its financing. As First Horizon Bank does not have the power to direct the activities that most significantly impact such troubled commercial borrowers’ operations, it is not considered the primary beneficiary even in situations where, based on the size of the financing provided, First Horizon Bank is exposed to potentially significant benefits and losses of the borrowing entity. First Horizon Bank has no contractual requirements to provide financial support to the borrowing entities beyond certain funding commitments established upon restructuring of the terms of the debt that allows for preparation of the underlying collateral for sale.

Proprietary Trust Preferred Issuances

In conjunction with its acquisitions, FHN acquired junior subordinated debt underlying multiple issuances of trust preferred debt. All of the trusts are considered VIEs because the ownership interests from the capital contributions to these trusts are not considered “at risk” in evaluating whether the holders of the equity investments at risk in the trusts have the ability to direct the activities that most significantly impact the entities’

economic performance. Thus, FHN cannot be the trusts’ primary beneficiary because its ownership interests in the trusts are not considered variable interests as they are not considered “at risk”. Consequently, none of the trusts are

consolidated by FHN. The following tables summarize FHN’s nonconsolidated VIEs as of June 30, 2024 and December 31, 2023:

NONCONSOLIDATED VIEs AT JUNE 30, 2024
(Dollars in millions)	Maximum Loss Exposure		Liability Recognized		Classification
Type
Low income housing partnerships	$	572	$	194	(a)
Other tax credit investments (b)	97		82		Other assets
Small issuer trust preferred holdings (c)	171		—		Loans and leases
On-balance sheet trust preferred securitization	26		88		(d)
Holdings of agency mortgage-backed securities (c)	7,823		—		(e)
Commercial loan modifications to borrowers experiencing financial difficulty (f)	193		—		Loans and leases
Proprietary trust preferred issuances (g)	—		167		Term borrowings

(a)Maximum loss exposure represents $378 million of current investments and $194 million of accrued contractual funding commitments. Accrued funding commitments represent unconditional contractual obligations for future funding events and are also recognized in other liabilities. FHN currently expects to be required to fund these accrued commitments by the end of 2024.

(b)Maximum loss exposure represents the value of current investments.

(c)Maximum loss exposure represents the value of current investments. A liability is not recognized as FHN is solely a holder of the trusts’ securities.

(d)Includes $113 million classified as loans and leases and $2 million classified as trading securities, which are offset by $88 million classified as term borrowings.

(e)Includes $275 million classified as trading securities, $1.3 billion classified as held to maturity, and $6.3 billion classified as securities available for sale.

(f)Maximum loss exposure represents $193 million of current receivables with no additional contractual funding commitments on loans related to commercial loan modifications to borrowers experiencing financial difficulty.

(g)No exposure to loss due to nature of FHN's involvement.

NONCONSOLIDATED VIEs AT DECEMBER 31, 2023
(Dollars in millions)	Maximum Loss Exposure		Liability Recognized		Classification
Type
Low income housing partnerships	$	587	$	223	(a)
Other tax credit investments (b)	79		64		Other assets
Small issuer trust preferred holdings (c)	173		—		Loans and leases
On-balance sheet trust preferred securitization	26		88		(d)
Holdings of agency mortgage-backed securities (c)	8,402		—		(e)
Commercial loan modifications to borrowers experiencing financial difficulty (f)	129		—		Loans and leases
Proprietary trust preferred issuances (g)	—		167		Term borrowings

(a)Maximum loss exposure represents $364 million of current investments and $223 million of accrued contractual funding commitments. Accrued funding commitments represent unconditional contractual obligations for future funding events and are also recognized in other liabilities. FHN currently expects to be required to fund these accrued commitments by the end of 2024.

(b)Maximum loss exposure represents current investments.

(c)Maximum loss exposure represents the value of current investments. A liability is not recognized as FHN is solely a holder of the trusts’ securities.

(d)Includes $113 million classified as loans and leases and $2 million classified as trading securities, which are offset by $88 million classified as term borrowings.

(e)Includes $450 million classified as trading securities, $1.3 billion classified as held to maturity, and $6.6 billion classified as securities available for sale.

(f)Maximum loss exposure represents $129 million of current receivables with no additional contractual funding commitments on loans related to commercial loan modifications to borrowers experiencing financial difficulty.

(g)No exposure to loss due to nature of FHN's involvement.

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Derivatives

6 Months Ended

Jun. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Derivatives

Derivatives

In the normal course of business, FHN utilizes various financial instruments (including derivative contracts and credit-related agreements) through its fixed income and risk management operations, as part of its risk management strategy and as a means to meet clients’ needs. Derivative instruments are subject to credit and market risks in excess of the amount recorded on the balance sheet as required by GAAP. The contractual or notional amounts of these financial instruments do not necessarily represent the amount of credit or market risk. However, they can be used to measure the extent of involvement in various types of financial instruments. Controls and monitoring procedures for these instruments have been established and are routinely reevaluated. The ALCO controls, coordinates, and monitors the usage and effectiveness of these financial instruments.

Credit risk represents the potential loss that may occur if a party to a transaction fails to perform according to the terms of the contract. The measure of credit exposure is the replacement cost of contracts with a positive fair value. FHN manages credit risk by entering into financial instrument transactions through national exchanges, primary dealers or approved counterparties, and by using mutual margining and master netting agreements whenever possible to limit potential exposure. FHN also maintains collateral posting requirements with certain counterparties to limit credit risk. Daily margin posted or received with central clearinghouses is considered a legal settlement of the related derivative contracts which results in a net presentation for each contract in the Consolidated Balance Sheets. Treatment of daily margin as a settlement has no effect on hedge accounting or gains/losses for the applicable derivative contracts. On June 30, 2024 and December 31, 2023, respectively, FHN had $648 million and $406 million of cash receivables and $22 million and $33 million of cash payables related to collateral posting under master netting arrangements, inclusive of collateral posted related to contracts with adjustable collateral posting thresholds and over-collateralized positions, with derivative counterparties. With exchange-traded contracts, the credit risk is limited to the clearinghouse used. For non-exchange traded instruments, credit risk may occur when there is a gain in the fair value of the financial instrument and the counterparty fails to perform according to the terms of the contract and/or when the collateral proves to be of insufficient value. See additional discussion regarding master netting agreements and collateral posting requirements later in this note under the heading “Master Netting and Similar Agreements.”

Market risk represents the potential loss due to the decrease in the value of a financial instrument caused primarily by changes in interest rates or the prices of debt instruments. FHN manages market risk by establishing and

monitoring limits on the types and degree of risk that may be undertaken. FHN continually measures this risk through the use of models that measure value-at-risk and earnings-at-risk.

Derivative Instruments

FHN enters into various derivative contracts both to facilitate client transactions and as a risk management tool. Where contracts have been created for clients, FHN enters into upstream transactions with dealers to offset its risk exposure. Contracts with dealers that require central clearing are novated to a clearing agent who becomes FHN’s counterparty. Derivatives are also used as a risk management tool to hedge FHN’s exposure to changes in interest rates or other defined market risks.

Forward contracts are over-the-counter contracts where two parties agree to purchase and sell a specific quantity of a financial instrument at a specified price, with delivery or settlement at a specified date. Futures contracts are exchange-traded contracts where two parties agree to purchase and sell a specific quantity of a financial instrument at a specified price, with delivery or settlement at a specified date. Interest rate option contracts give the purchaser the right, but not the obligation, to buy or sell a specified quantity of a financial instrument, at a specified price, during a specified period of time. Caps and floors are options that are linked to a notional principal amount and an underlying indexed interest rate. Interest rate swaps involve the exchange of interest payments at specified intervals between two parties without the exchange of any underlying principal. Swaptions are options on interest rate swaps that give the purchaser the right, but not the obligation, to enter into an interest rate swap agreement during a specified period of time.

Trading Activities

FHNF trades U.S. Treasury, U.S. Agency, government-guaranteed loan, mortgage-backed, corporate and municipal fixed income securities, and other securities for distribution to clients. When these securities settle on a delayed basis, they are considered forward contracts. FHNF also enters into interest rate contracts, including caps, swaps, and floors, for its clients. In addition, FHNF enters into futures and option contracts to economically hedge interest rate risk associated with a portion of its securities inventory. These transactions are measured at fair value, with changes in fair value recognized in noninterest income. Related assets and liabilities are recorded on the Consolidated Balance Sheets as derivative assets and derivative liabilities within other assets and other liabilities. The FHNF Risk Committee and the Credit Risk Management Committee collaborate to mitigate credit risk related to these transactions. Credit risk is controlled through credit approvals, risk control limits, and ongoing monitoring procedures. Total trading

revenues were $31 million and $22 million for the three months ended June 30, 2024 and 2023, and $75 million and $49 million for the six months ended June 30, 2024 and 2023, respectively. Trading revenues are inclusive of both derivative and non-derivative financial instruments and are included in fixed income on the Consolidated Statements of Income.

The following table summarizes derivatives associated with FHNF's trading activities as of June 30, 2024 and December 31, 2023:

DERIVATIVES ASSOCIATED WITH TRADING
	June 30, 2024
(Dollars in millions)	Notional		Assets		Liabilities
Customer interest rate contracts	$	4,155	$	7	$	230
Offsetting upstream interest rate contracts	4,328		165		8
Forwards and futures purchased	1,891		3		3
Forwards and futures sold	1,949		3		2

 

	December 31, 2023
(Dollars in millions)	Notional		Assets		Liabilities
Customer interest rate contracts	$	4,067	$	22	$	197
Offsetting upstream interest rate contracts	4,273		135		23
Forwards and futures purchased	777		9		—
Forwards and futures sold	912		—		9

Interest Rate Risk Management

FHN’s ALCO focuses on managing market risk by controlling and limiting earnings volatility attributable to changes in interest rates. Interest rate risk exists to the extent that interest-earning assets and interest-bearing liabilities have different maturity or repricing characteristics. FHN uses derivatives, primarily swaps, that are designed to moderate the impact on earnings as interest rates change. Interest paid or received for swaps utilized by FHN to hedge the fair value of long-term debt is recognized as an adjustment of the interest expense of the liabilities whose risk is being managed. FHN’s interest rate risk management policy is to use derivatives to hedge interest rate risk or market value of assets or liabilities,

not to speculate. In addition, FHN has entered into certain interest rate swaps and caps as a part of a product offering to commercial clients that includes customer derivatives paired with upstream offsetting market instruments that, when completed, are designed to mitigate interest rate risk. These contracts do not qualify for hedge accounting and are measured at fair value with gains or losses included in current earnings in noninterest expense on the Consolidated Statements of Income.

The following table summarizes FHN’s derivatives associated with interest rate risk management activities as of June 30, 2024 and December 31, 2023:

DERIVATIVES ASSOCIATED WITH INTEREST RATE RISK MANAGEMENT
	June 30, 2024
(Dollars in millions)	Notional		Assets		Liabilities
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer interest rate contracts	$	8,427	$	7	$	456
Offsetting upstream interest rate contracts	8,427		453		8

	December 31, 2023
(Dollars in millions)	Notional		Assets		Liabilities
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer interest rate contracts	$	8,375	$	21	$	392
Offsetting upstream interest rate contracts	8,375		389		22

The following table summarizes gains (losses) on FHN’s derivatives associated with interest rate risk management activities for the three and six months ended June 30, 2024 and 2023:

DERIVATIVE GAINS (LOSSES) ASSOCIATED WITH INTEREST RATE RISK MANAGEMENT
	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
(Dollars in millions)	Gains (Losses)		Gains (Losses)		Gains (Losses)		Gains (Losses)
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer interest rate contracts (a)	$	9	$	(130)	$	(77)	$	31
Offsetting upstream interest rate contracts (a)	(9)		130		77		(31)

(a)Gains (losses) included in other expense within the Consolidated Statements of Income.

Cash Flow Hedges

Prior to 2021, FHN entered into pay floating, receive fixed interest rate swaps designed to manage its exposure to the variability in cash flows related to interest payments on debt instruments. The debt instruments primarily consist of held-to-maturity commercial loans that have variable interest payments that historically were based on 1-month LIBOR. In second quarter 2023, the remaining hedge was revised to reference 1-month Term SOFR after the cessation of LIBOR-based cash flows. This hedge matured in first quarter 2024. In conjunction with the IBKC merger, FHN acquired interest rate contracts (floors and collars) which were re-designated as cash flow hedges. The debt instruments associated with these hedges also primarily consisted of held-to-maturity commercial loans that had variable interest payments that were based on 1-month LIBOR. The last hedge acquired in conjunction with the IBKC merger matured in second quarter 2023.

In 2022, FHN entered into interest rate contracts (floors and swaps) which have been designated as cash flow hedges. These hedges reference 1-month Term SOFR and FHN made certain elections under ASU 2020-04 to facilitate qualification for hedge accounting during the time that hedged items transitioned away from 1-Month LIBOR.

In a cash flow hedge, the entire change in the fair value of the interest rate derivatives included in the assessment of hedge effectiveness is initially recorded in OCI and is subsequently reclassified from OCI to current period earnings (interest income or interest expense) in the same period that the hedged item affects earnings.

The following tables summarize FHN’s derivative activities associated with cash flow hedges as of June 30, 2024 and December 31, 2023:

DERIVATIVES ASSOCIATED WITH CASH FLOW HEDGES
	June 30, 2024
(Dollars in millions)	Notional		Assets		Liabilities
Cash Flow Hedges
Hedging Instruments:
Interest rate contracts	$	5,000	$	—	$	82
Hedged Items:
Variability in cash flows related to debt instruments (primarily loans)	N/A		$	5,000	N/A

	December 31, 2023
(Dollars in millions)	Notional		Assets		Liabilities
Cash Flow Hedges
Hedging Instruments:
Interest rate contracts	$	5,200	$	—	$	32
Hedged Items:
Variability in cash flows related to debt instruments (primarily loans)	N/A		$	5,200	N/A

The following table summarizes gains (losses) on FHN’s derivatives associated with cash flow hedges for the three and six months ended June 30, 2024 and 2023:

DERIVATIVE GAINS (LOSSES) ASSOCIATED WITH CASH FLOW HEDGES
	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
(Dollars in millions)	Gains (Losses)		Gains (Losses)		Gains (Losses)		Gains (Losses)
Cash Flow Hedges
Hedging Instruments:
Interest rate contracts (a)	$	(2)	$	(66)	$	(41)	$	(13)
Gain (loss) recognized in other comprehensive income (loss)	(15)		(59)		(58)		(26)
Gain (loss) reclassified from AOCI into interest income	13		13		26		24

(a)Approximately $23 million of pre-tax losses are expected to be reclassified into earnings in the next twelve months.

Other Derivatives

FHN has mortgage banking operations that include the origination and sale of loans into the secondary market. As part of the origination of loans, FHN enters into interest rate lock commitments with borrowers. Additionally, FHN

enters into forward sales contracts with buyers for delivery of loans at a future date. Both of these contracts qualify as freestanding derivatives and are recognized at fair value through earnings. The notional and fair values of these contracts are presented in the table below.

DERIVATIVES ASSOCIATED WITH MORTGAGE BANKING HEDGES
	June 30, 2024
(Dollars in millions)	Notional		Assets		Liabilities
Mortgage Banking Hedges
Option contracts written	$	82	$	1	$	—
Forward contracts written	154		1		—

	December 31, 2023
(Dollars in millions)	Notional		Assets		Liabilities
Mortgage Banking Hedges
Option contracts written	$	55	$	1	$	—
Forward contracts written	93		—		1

The following table summarizes gains (losses) on FHN's derivatives associated with mortgage banking activities for the three and six months ended June 30, 2024 and 2023:

DERIVATIVE GAINS (LOSSES) ASSOCIATED WITH MORTGAGE BANKING HEDGES
	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
(Dollars in millions)	Gains (Losses)		Gains (Losses)		Gains (Losses)		Gains (Losses)
Mortgage Banking Hedges
Option contracts written	$	1	$	—	$	—	$	2
Forward contracts written	—		(2)		1		6

In conjunction with pre-2020 sales of Visa Class B shares, FHN entered into derivative transactions whereby FHN will make or receive cash payments whenever the conversion ratio of the Visa Class B shares into Visa Class A shares is adjusted. As of June 30, 2024 and December 31, 2023, the derivative liabilities associated with the sales of Visa Class B shares were $18 million and $23 million, respectively. FHN recognized $15 million in derivative valuation adjustments related to prior sales of Visa Class B shares for the year ended December 31, 2023. See Note 16 - Fair Value of Assets and Liabilities for discussion of the valuation inputs and processes for these Visa-related derivatives.

FHN utilizes cross currency swaps and cross currency interest rate swaps to economically hedge its exposure to foreign currency risk and interest rate risk associated with non-U.S. dollar denominated loans. As of June 30, 2024 and December 31, 2023, these loans were valued at $9 million and $17 million, respectively. The balance sheet amount and the gains/losses associated with these derivatives were not significant.

Related to its loan participation/syndication activities, FHN enters into risk participation agreements, under which it assumes exposure for, or receives indemnification for, borrowers’ performance on underlying interest rate derivative contracts. FHN's counterparties in these contracts are other lending institutions involved in the loan participation/syndication arrangements for which the underlying interest rate derivative contract is intended to hedge interest rate risk for the borrower. FHN will make (other institution is the lead bank) or receive (FHN is the lead bank) payments for risk participations if the borrower defaults on its obligation to perform under the terms of its interest rate derivative agreement with the lead bank in the participation.

As of June 30, 2024 and December 31, 2023, the notional values of FHN’s risk participations were $368 million and $351 million of derivative assets and $894 million and $874 million of derivative liabilities, respectively. The notional value for risk participation/syndication agreements is consistent with the percentage of participation in the lending arrangement. FHN's maximum

exposure or benefit in the risk participation agreements is contingent on the fair value of the underlying interest rate derivative contracts for which the borrower is in a liability position at the time of default. FHN monitors the credit risk associated with the borrowers to which the risk participations relate through the same credit risk assessment process utilized for establishing credit loss estimates for its loan portfolio. These credit risk estimates are included in the determination of fair value for the risk participations. Assuming all underlying third-party customers referenced in the swap contracts defaulted at June 30, 2024 and December 31, 2023, the exposure from these agreements would not be material based on the fair value of the underlying swaps.

FHN holds certain certificates of deposit with the rate of return based on an equity index which is considered an embedded derivative as a written option that must be separately recognized. The risks of the written option are offset by purchasing an option with terms that mirror the written option, which is also carried at fair value on the Company’s Consolidated Balance Sheets. As of June 30, 2024 and December 31, 2023, FHN had recognized an insignificant amount of assets and liabilities associated with these contracts.

Master Netting and Similar Agreements

FHN uses master netting agreements, mutual margining agreements and collateral posting requirements to minimize credit risk on derivative contracts. Master netting and similar agreements are used when counterparties have multiple derivatives contracts that allow for a “right of setoff,” meaning that a counterparty may net offsetting positions and collateral with the same counterparty under the contract to determine a net receivable or payable. The following discussion provides an overview of these arrangements which may vary due to the derivative type and market in which a derivative transaction is executed.

Interest rate derivatives are subject to agreements consistent with standard agreement forms of the ISDA. Currently, all interest rate derivative contracts are entered into as over-the-counter transactions and collateral

posting requirements are based on the net asset or liability position with each respective counterparty. For contracts that require central clearing, novation to a counterparty with access to a clearinghouse occurs and initial margin is posted.

Cash margin received (posted) that is considered settlements for the derivative contracts is included in the respective derivative asset (liability) value. Cash margin that is considered collateral received (posted) for interest rate derivatives is recognized as a liability (asset) on FHN’s Consolidated Balance Sheets.

Interest rate derivatives with clients that are smaller financial institutions typically require posting of collateral by the counterparty to FHN. This collateral is subject to a threshold with daily adjustments based upon changes in the level or fair value of the derivative position. Positions and related collateral can be netted in the event of default. Collateral pledged by a counterparty is typically cash or securities. The securities pledged as collateral are not recognized within FHN’s Consolidated Balance Sheets. Interest rate derivatives associated with lending arrangements share the collateral with the related loan(s). The derivative and loan positions may be netted in the event of default. For disclosure purposes, the entire collateral amount is allocated to the loan.

Interest rate derivatives with larger financial institutions typically contain provisions whereby the collateral posting thresholds under the agreements adjust based on the credit ratings of both counterparties. If the credit rating of FHN and/or First Horizon Bank is lowered, FHN could be required to post additional collateral with the counterparties. Conversely, if the credit rating of FHN and/or First Horizon Bank is increased, FHN could have collateral released and be required to post less collateral in the future. Also, if a counterparty’s credit ratings were to decrease, FHN and/or First Horizon Bank could require the posting of additional collateral; whereas if a counterparty’s credit ratings were to increase, the counterparty could require the release of excess collateral. Collateral for these arrangements is adjusted daily based on changes in the net fair value position with each counterparty.

The net fair value, determined by individual counterparty, of all derivative instruments with adjustable collateral posting thresholds was $3 million of assets and $227

million of liabilities on June 30, 2024, and $12 million of assets and $188 million of liabilities on December 31, 2023. As of June 30, 2024 and December 31, 2023, FHN had received collateral of $80 million and $95 million and posted collateral of $105 million and $83 million, respectively, in the normal course of business related to these agreements.

Certain agreements also contain accelerated termination provisions, inclusive of the right of offset, if a counterparty’s credit rating falls below a specified level. If a counterparty’s debt rating (including FHN’s and First Horizon Bank’s) were to fall below these minimums, these provisions would be triggered, and the counterparties could terminate the agreements and require immediate settlement of all derivative contracts under the agreements. The net fair value, determined by individual counterparty, of all interest rate derivative instruments with credit-risk-related contingent accelerated termination provisions was $4 million of assets and $227 million of liabilities on June 30, 2024, and $12 million of assets and $188 million of liabilities on December 31, 2023. As of June 30, 2024 and December 31, 2023, FHN had received collateral of $81 million and $95 million and posted collateral of $105 million and $83 million, respectively, in the normal course of business related to these contracts.

FHNF buys and sells various types of securities for its clients. When these securities settle on a delayed basis, they are considered forward contracts, and are generally not subject to master netting agreements. For futures and options, FHN transacts through a third party, and the transactions are subject to margin and collateral maintenance requirements. In the event of default, open positions can be offset along with the associated collateral.

For this disclosure, FHN considers the impact of master netting and other similar agreements which allow FHN to settle all contracts with a single counterparty on a net basis and to offset the net derivative asset or liability position with the related securities and cash collateral. The application of the collateral cannot reduce the net derivative asset or liability position below zero, and therefore any excess collateral is not reflected in the following tables.

The following table provides details of derivative assets and collateral received as presented on the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023:

DERIVATIVE ASSETS & COLLATERAL RECEIVED
							Gross amounts not offset in the Balance Sheets
(Dollars in millions)	Gross amounts of recognized assets		Gross amounts offset in the Balance Sheets		Net amounts of assets presented in the Balance Sheets (a)		Derivative liabilities available for offset		Collateral received		Net amount
Derivative assets:
June 30, 2024
Interest rate derivative contracts	$	633	$	—	$	633	$	(79)	$	(533)	$	21
Forward contracts	6		—		6		(3)		—		3
	$	639	$	—	$	639	$	(82)	$	(533)	$	24
December 31, 2023
Interest rate derivative contracts	$	567	$	—	$	567	$	(75)	$	(486)	$	6
Forward contracts	9		—		9		(4)		(3)		2
	$	576	$	—	$	576	$	(79)	$	(489)	$	8

(a)Included in other assets on the Consolidated Balance Sheets. As of June 30, 2024 and December 31, 2023, $1 million and $1 million, respectively, of derivative assets have been excluded from these tables because they are generally not subject to master netting or similar agreements.

The following table provides details of derivative liabilities and collateral pledged as presented on the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023:

DERIVATIVE LIABILITIES & COLLATERAL PLEDGED
							Gross amounts not offset  in the Balance Sheets
(Dollars in millions)	Gross amounts of recognized liabilities		Gross amounts offset in the Balance Sheets		Net amounts of liabilities presented in the Balance Sheets (a)		Derivative assets  available for offset		Collateral pledged		Net amount
Derivative liabilities:
June 30, 2024
Interest rate derivative contracts	$	784	$	—	$	784	$	(79)	$	(193)	$	512
Forward contracts	5		—		5		(3)		—		2
	$	789	$	—	$	789	$	(82)	$	(193)	$	514
December 31, 2023
Interest rate derivative contracts	$	666	$	—	$	666	$	(75)	$	(164)	$	427
Forward contracts	9		—		9		(4)		(5)		—
	$	675	$	—	$	675	$	(79)	$	(169)	$	427

(a)Included in other liabilities on the Consolidated Balance Sheets. As of June 30, 2024 and December 31, 2023, $19 million and $24 million, respectively, of derivative liabilities (primarily Visa-related derivatives) have been excluded from these tables because they are generally not subject to master netting or similar agreements.

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Master Netting and Similar Agreements—Repurchase, Reverse Repurchase, and Securities Borrowing Transactions

6 Months Ended

Jun. 30, 2024

Offsetting [Abstract]

Master Netting and Similar Agreements—Repurchase, Reverse Repurchase, and Securities Borrowing Transactions

Master Netting and Similar Agreements—Repurchase, Reverse Repurchase, and Securities Borrowing Transactions

For repurchase, reverse repurchase and securities borrowing transactions, FHN and each counterparty have the ability to offset all open positions and related collateral in the event of default. Due to the nature of these transactions, the value of the collateral for each transaction approximates the value of the corresponding receivable or payable. For repurchase agreements through FHN’s fixed income business (securities purchased under agreements to resell and securities sold under agreements to repurchase), transactions are collateralized by securities and/or government guaranteed loans which are delivered on the settlement date and are maintained throughout the term of the transaction. For FHN’s repurchase agreements through banking activities (securities sold under agreements to repurchase), securities are typically pledged at settlement and not released until maturity. For asset positions, the collateral is not included on FHN’s Consolidated Balance Sheets. For liability positions, securities collateral pledged by FHN is generally represented within FHN’s trading or available-for-sale securities portfolios.

For this disclosure, FHN considers the impact of master netting and other similar agreements that allow FHN to settle all contracts with a single counterparty on a net basis and to offset the net asset or liability position with the related securities collateral. The application of the collateral cannot reduce the net asset or liability position below zero, and therefore any excess collateral is not reflected in the tables below.

Securities purchased under agreements to resell is included in federal funds sold and securities purchased under agreements to resell in the Consolidated Balance Sheets. Securities sold under agreements to repurchase is included in short-term borrowings.

The following table provides details of securities purchased under agreements to resell and collateral pledged by counterparties as of June 30, 2024 and December 31, 2023:

SECURITIES PURCHASED UNDER AGREEMENTS TO RESELL
							Gross amounts not offset in the Balance Sheets
(Dollars in millions)	Gross amounts of recognized assets		Gross amounts offset in the Balance Sheets		Net amounts of assets presented in the Balance Sheets		Offsetting securities sold under agreements to repurchase		Securities collateral (not recognized on FHN’s Balance Sheets)		Net amount
Securities purchased under agreements to resell:
June 30, 2024	$	424	$	—	$	424	$	—	$	(418)	$	6
December 31, 2023	519		—		519		—		(516)		3

The following table provides details of securities sold under agreements to repurchase and collateral pledged by FHN as of June 30, 2024 and December 31, 2023:

SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE
							Gross amounts not offset in the Balance Sheets
(Dollars in millions)	Gross amounts of recognized liabilities		Gross amounts offset in the Balance Sheets		Net amounts of liabilities presented in the Balance Sheets		Offsetting securities purchased under agreements to resell		Securities/ government guaranteed loans collateral		Net amount
Securities sold under agreements to repurchase:
June 30, 2024	$	1,948	$	—	$	1,948	$	—	$	(1,948)	$	—
December 31, 2023	1,921		—		1,921		—		(1,921)		—

Due to the short duration of securities sold under agreements to repurchase and the nature of collateral involved, the risks associated with these transactions are considered minimal.

The following table provides details, by collateral type, of the remaining contractual maturity of securities sold under agreements to repurchase as of June 30, 2024 and December 31, 2023:

MATURITIES OF SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE
	June 30, 2024
(Dollars in millions)	Overnight and Continuous		Up to 30 Days		Total
Securities sold under agreements to repurchase:
Government agency issued MBS	$	1,579	$	—	$	1,579
Government agency issued CMO	326		—		326
Other U.S. government agencies	43		—		43
Total securities sold under agreements to repurchase	$	1,948	$	—	$	1,948
	December 31, 2023
(Dollars in millions)	Overnight and Continuous		Up to 30 Days		Total
Securities sold under agreements to repurchase:
Government agency issued MBS	$	1,717	$	—	$	1,717
Government agency issued CMO	161		—		161
Other U.S. government agencies	43		—		43
Total securities sold under agreements to repurchase	$	1,921	$	—	$	1,921

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Fair Value of Assets and Liabilities

6 Months Ended

Jun. 30, 2024

Fair Value Disclosures [Abstract]

Fair Value of Assets and Liabilities

Fair Value of Assets and Liabilities

FHN groups its assets and liabilities measured at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. This hierarchy requires FHN to maximize the use of observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Each fair value measurement is placed into the proper level based on the lowest level of significant input. These levels are:

•Level 1—Valuation is based upon quoted prices for identical instruments traded in active markets.

•Level 2—Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.

•Level 3—Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include use of option pricing models, discounted cash flow models, and similar techniques.

The following table presents the balances of assets and liabilities measured at fair value on a recurring basis as of June 30, 2024 and December 31, 2023:

BALANCES OF ASSETS & LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS
	June 30, 2024
(Dollars in millions)	Level 1		Level 2		Level 3		Total
Trading securities:
U.S. treasuries	$	—	$	12	$	—	$	12
Government agency issued MBS	—		83		—		83
Government agency issued CMO	—		192		—		192
Other U.S. government agencies	—		116		—		116
States and municipalities	—		31		—		31
Corporate and other debt	—		799		—		799
Interest-only strips	—		—		16		16
Total trading securities	—		1,233		16		1,249
Loans held for sale (elected fair value)	—		102		15		117
Securities available for sale:
Government agency issued MBS	—		4,231		—		4,231
Government agency issued CMO	—		2,020		—		2,020
Other U.S. government agencies	—		1,118		—		1,118
States and municipalities	—		555		—		555
Total securities available for sale	—		7,924		—		7,924
Other assets:
Deferred compensation mutual funds	107		—		—		107
Equity, mutual funds, and other	34		—		—		34
Derivatives, forwards and futures	6		—		—		6
Derivatives, interest rate contracts	—		634		—		634
Total other assets	147		634		—		781
Total assets	$	147	$	9,893	$	31	$	10,071
Trading liabilities:
U.S. treasuries	$	—	$	342	$	—	$	342
Corporate and other debt	—		81		—		81
Total trading liabilities	—		423		—		423
Other liabilities:
Derivatives, forwards and futures	5		—		—		5
Derivatives, interest rate contracts	—		785		—		785
Derivatives, other	—		—		18		18
Total other liabilities	5		785		18		808
Total liabilities	$	5	$	1,208	$	18	$	1,231

	December 31, 2023
(Dollars in millions)	Level 1		Level 2		Level 3		Total
Trading securities:
U.S. treasuries	$	—	$	3	$	—	$	3
Government agency issued MBS	—		114		—		114
Government agency issued CMO	—		336		—		336
Other U.S. government agencies	—		152		—		152
States and municipalities	—		17		—		17
Corporate and other debt	—		777		—		777
Interest-only strips	—		—		13		13
Total trading securities	—		1,399		13		1,412
Loans held for sale (elected fair value)	—		42		26		68
Securities available for sale:
Government agency issued MBS	—		4,484		—		4,484
Government agency issued CMO	—		2,146		—		2,146
Other U.S. government agencies	—		1,172		—		1,172
States and municipalities	—		589		—		589
Total securities available for sale	—		8,391		—		8,391
Other assets:
Deferred compensation mutual funds	102		—		—		102
Equity, mutual funds, and other	34		—		—		34
Derivatives, forwards and futures	9		—		—		9
Derivatives, interest rate contracts	—		568		—		568
Total other assets	145		568		—		713
Total assets	$	145	$	10,400	$	39	$	10,584
Trading liabilities:
U.S. treasuries	$	—	$	426	$	—	$	426
Government agency issued MBS	—		1		—		1
Corporate and other debt	—		82		—		82
Total trading liabilities	—		509		—		509
Other liabilities:
Derivatives, forwards and futures	10		—		—		10
Derivatives, interest rate contracts	—		666		—		666
Derivatives, other	—		—		23		23
Total other liabilities	10		666		23		699
Total liabilities	$	10	$	1,175	$	23	$	1,208

Changes in Recurring Level 3 Fair Value Measurements

The changes in Level 3 assets and liabilities measured at fair value for the three months ended June 30, 2024 and 2023 on a recurring basis are summarized as follows:

CHANGES IN LEVEL 3 ASSETS & LIABILITIES MEASURED AT FAIR VALUE
	Three Months Ended June 30, 2024
(Dollars in millions)	Interest-only strips			Loans held for sale			Net  derivative liabilities
Balance on April 1, 2024	$	19		$	14		$	(20)
Total net gains (losses) included in net income	(1)			—			—
Purchases	—			1			—
Sales	(8)			—			—
Settlements	—			(1)			2
Net transfers into (out of) Level 3	6		(b)	1			—
Balance on June 30, 2024	$	16		$	15		$	(18)
Net unrealized gains (losses) included in net income	$	—	(c)	$	—	(a)	$	—	(d)

	Three Months Ended June 30, 2023
(Dollars in millions)	Interest-only strips			Loans held for sale			Net  derivative liabilities
Balance on April 1, 2023	$	28		$	21		$	(21)
Total net gains (losses) included in net income	(3)			—			(15)
Purchases	—			1			—
Sales	(5)			—			—
Settlements	—			—			2
Net transfers into (out of) Level 3	16		(b)	—			—
Balance on June 30, 2023	$	36		$	22		$	(34)
Net unrealized gains (losses) included in net income	$	(2)	(c)	$	—	(a)	$	(15)	(d)

(a)Primarily included in mortgage banking income on the Consolidated Statements of Income.

(b)Transfers into interest-only strips Level 3 measured on a recurring basis reflect movements from loans held for sale (Level 2 nonrecurring).

(c)Primarily included in fixed income on the Consolidated Statements of Income.

(d)Included in other expense on the Consolidated Statements of Income.

The changes in Level 3 assets and liabilities measured at fair value for the six months ended June 30, 2024 and 2023 on a recurring basis are summarized as follows:

CHANGES IN LEVEL 3 ASSETS & LIABILITIES MEASURED AT FAIR VALUE
	Six Months Ended June 30, 2024
(Dollars in millions)	Interest-only strips			Loans held for sale			Net  derivative liabilities
Balance on January 1, 2024	$	13		$	26		$	(23)
Total net gains (losses) included in net income	(2)			—			—
Purchases	—			2			—
Sales	(10)			(13)			—
Settlements	—			(1)			5
Net transfers into (out of) Level 3	15		(b)	1			—
Balance on June 30, 2024	$	16		$	15		$	(18)
Net unrealized gains (losses) included in net income	$	(1)	(c)	$	—	(a)	$	—	(d)

	Six Months Ended June 30, 2023
(Dollars in millions)	Interest-only strips			Loans held for sale			Net  derivative liabilities
Balance on January 1, 2023	$	25		$	22		$	(27)
Total net gains (losses) included in net income	(6)			—			(15)
Purchases	—			2			—
Sales	(8)			(2)			—
Settlements	—			—			8
Net transfers into (out of) Level 3	25		(b)	—			—
Balance on June 30, 2023	$	36		$	22		$	(34)
Net unrealized gains (losses) included in net income	$	(3)	(c)	$	—	(a)	$	(15)	(d)

(a)Primarily included in mortgage banking income on the Consolidated Statements of Income.

(b)Transfers into interest-only strips Level 3 measured on a recurring basis reflect movements from loans held for sale (Level 2 nonrecurring).

(c)Primarily included in fixed income on the Consolidated Statements of Income.

(d)Included in other expense on the Consolidated Statements of Income.

There were no net unrealized gains (losses) for Level 3 assets and liabilities included in other comprehensive income as of June 30, 2024 and 2023.

Nonrecurring Fair Value Measurements

From time to time, FHN may be required to measure certain other financial assets at fair value on a nonrecurring basis in accordance with GAAP. These adjustments to fair value usually result from the application of lower of cost or market (LOCOM) accounting or write-downs of individual assets. For assets

measured at fair value on a nonrecurring basis which were still held on the Consolidated Balance Sheets at June 30, 2024, and December 31, 2023, respectively, the following tables provide the level of valuation assumptions used to determine each adjustment and the related carrying value.

LEVEL OF VALUATION ASSUMPTIONS FOR ASSETS MEASURED AT FAIR VALUE ON A NONRECURRING BASIS
	Carrying value at June 30, 2024
(Dollars in millions)	Level 1		Level 2		Level 3		Total
Loans held for sale—SBAs and USDA	$	—	$	327	$	—	$	327
Loans and leases (a)	—		—		308		308
OREO (b)	—		—		4		4

	Carrying value at December 31, 2023
(Dollars in millions)	Level 1		Level 2		Level 3		Total
Loans held for sale—SBAs and USDA	$	—	$	406	$	—	$	406
Loans and leases (a)	—		—		245		245
OREO (b)	—		—		4		4
Other assets (c)	—		—		90		90

(a)Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral less estimated costs to sell. Write-downs on these loans are recognized as part of provision for credit losses.

(b)Represents the fair value and related losses of foreclosed properties that were measured subsequent to their initial classification as OREO. Balance excludes OREO related to government-insured mortgages.

(c)Represents tax credit investments accounted for under the equity method.

For assets measured on a nonrecurring basis which were still held on the Consolidated Balance Sheets at period end, the following table provides information about the fair value adjustments recorded during the three and six months ended June 30, 2024 and 2023:

FAIR VALUE ADJUSTMENTS ON ASSETS MEASURED ON A NONRECURRING BASIS
	Net gains (losses) Three Months Ended June 30,				Net gains (losses) Six Months Ended June 30,
(Dollars in millions)	2024		2023		2024		2023
Loans held for sale—SBAs and USDA	$	(1)	$	(1)	$	(1)	$	(2)
Loans and leases (a)	(31)		(19)		(56)		(23)
Other assets (b)	—		(1)		—		(1)
	$	(32)	$	(21)	$	(57)	$	(26)

(a)Write-downs on these loans are recognized as part of provision for credit losses.

(b)Represents tax credit investments accounted for under the equity method.

Lease asset impairments recognized represent the reduction in value of the right-of-use assets associated with leases that are being exited in advance of the contractual lease expiration.

Impairments are measured using a discounted cash flow methodology, which is considered a Level 3 valuation.

Impairments of long-lived tangible assets reflect locations where the associated land and building are either owned or leased. The fair values of owned sites were determined using estimated sales prices from appraisals and broker opinions less estimated costs to sell with adjustments upon final disposition. The fair values of owned assets in

leased sites (e.g., leasehold improvements) were determined using a discounted cash flow approach, based on the revised estimated useful lives of the related assets. Both measurement methodologies are considered Level 3 valuations. Impairment adjustments recognized upon disposition of a location are considered Level 2 valuations.

Fixed asset and leased asset impairments were immaterial for the three and six months ended June 30, 2024. For the three and six months ended June 30, 2023, FHN recognized $1 million of leased asset impairments for both periods. Fixed asset impairments were immaterial for both periods in 2023.

Level 3 Measurements

The following table provides information regarding the unobservable inputs utilized in determining the fair value of Level 3 recurring and nonrecurring measurements as of June 30, 2024 and December 31, 2023:

UNOBSERVABLE INPUTS USED IN LEVEL 3 FAIR VALUE MEASUREMENTS
(Dollars in millions)					Values Utilized
Level 3 Class	Fair Value at June 30, 2024		Valuation Techniques	Unobservable Input	Range	Weighted Average (c)
Trading securities - SBA interest-only strips	$	16	Discounted cash flow	Constant prepayment rate	14% - 20%	15%
				Bond equivalent yield	10% - 19%	18%
Loans held for sale - residential real estate	$	15	Discounted cash flow	Prepayment speeds - First mortgage	2% - 6%	3%
				Foreclosure losses	64% - 65%	65%
				Loss severity trends - First mortgage	0% - 2% of UPB	1%
Derivative liabilities, other	$	18	Discounted cash flow	Visa covered litigation resolution amount	$1.8 billion - $2.8 billion	$2.5 billion
				Probability of resolution scenarios	10% - 20%	18%
				Time until resolution	6 - 36 months	25 months
Loans and leases (a)	$	308	Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal	NM
			Other collateral valuations	Borrowing base certificates liquidation adjustment	25% - 50% of gross value	NM
				Financial Statements liquidation adjustment	50% - 100% of reported value	NM
				Auction appraisals marketability adjustment	0% - 10% of reported value	NM
OREO (b)	$	4	Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal	NM

 NM - Not meaningful

(a)Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral less estimated costs to sell. Write-downs on these loans are recognized as part of provision for credit losses.

(b)Represents the fair value of foreclosed properties that were measured subsequent to their initial classification as OREO. Balance excludes OREO related to government-insured mortgages.

(c)Weighted averages are determined by the relative fair value of the instruments or the relative contribution to an instrument's fair value.

(Dollars in millions)					Values Utilized
Level 3 Class	Fair Value at December 31, 2023		Valuation Techniques	Unobservable Input	Range	Weighted Average (c)
Trading securities - SBA interest-only strips	$	13	Discounted cash flow	Constant prepayment rate	14% - 15%	14%
				Bond equivalent yield	18% - 21%	18%
Loans held for sale - residential real estate	$	26	Discounted cash flow	Prepayment speeds - First mortgage	2% - 7%	3%
				Foreclosure losses	64% - 68%	65%
				Loss severity trends - First mortgage	0% - 3% of UPB	2%
Derivative liabilities, other	$	23	Discounted cash flow	Visa covered litigation resolution amount	$5.7 billion - $6.7 billion	$6.3 billion
				Probability of resolution scenarios	10% - 25%	18%
				Time until resolution	6 - 36 months	24 months
Loans and leases (a)	$	245	Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal	NM
			Other collateral valuations	Borrowing base certificates liquidation adjustment	25% - 50% of gross value	NM
				Financial Statements liquidation adjustment	50% - 100% of reported value	NM
				Auction appraisals marketability adjustment	0% - 10% of reported value	NM
OREO (b)	$	4	Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal	NM
Other assets (d)	$	90	Discounted cash flow	Adjustments to current sales yields for specific properties	0% - 15% adjustment to yield	NM
			Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal	NM

NM - Not meaningful

(a)Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral less estimated costs to sell. Write-downs on these loans are recognized as part of provision for credit losses.

(b)Represents the fair value of foreclosed properties that were measured subsequent to their initial classification as OREO. Balance excludes OREO related to government-insured mortgages.

(c)Weighted averages are determined by the relative fair value of the instruments or the relative contribution to an instrument's fair value.

(d)Represents tax credit investments accounted for under the equity method.

Trading Securities - SBA interest-only strips

Increases (decreases) in estimated prepayment rates and bond equivalent yields negatively (positively) affect the value of SBA interest-only strips. Management additionally considers whether the loans underlying related SBA interest-only strips are delinquent, in default or prepaying, and adjusts the fair value down 20 - 100% depending on the length of time in default.

Loans held for sale

Foreclosure losses and prepayment rates are significant unobservable inputs used in the fair value measurement

of FHN’s residential real estate loans held for sale. Loss severity trends are also assessed to evaluate the reasonableness of fair value estimates resulting from discounted cash flows methodologies as well as to estimate fair value for newly repurchased loans and loans that are near foreclosure. Significant increases (decreases) in any of these inputs in isolation would result in significantly lower (higher) fair value measurements. All observable and unobservable inputs are re-assessed quarterly.

Increases (decreases) in estimated prepayment rates and bond equivalent yields negatively (positively) affect the value of unguaranteed interests in SBA loans.

Unguaranteed interest in SBA loans held for sale are carried at less than the outstanding balance due to credit risk estimates. Credit risk adjustments may be reduced if prepayment is likely or as consistent payment history is realized. Management also considers other factors such as delinquency or default and adjusts the fair value accordingly.

Derivative liabilities

In conjunction with pre-2020 sales of Visa Class B shares, FHN and the purchasers entered into derivative transactions whereby FHN will make, or receive, cash payments whenever the conversion ratio of the Visa Class B shares into Visa Class A shares is adjusted. FHN uses a discounted cash flow methodology in order to estimate the fair value of FHN’s derivative liabilities associated with its prior sales of Visa Class B shares. The methodology includes estimation of both the resolution amount for Visa’s Covered Litigation matters as well as the length of time until the resolution occurs. Significant increases (decreases) in either of these inputs in isolation would result in significantly higher (lower) fair value measurements for the derivative liabilities. Additionally, FHN performs a probability weighted multiple resolution scenario to calculate the estimated fair value of these derivative liabilities. Assignment of higher (lower) probabilities to the larger potential resolution scenarios would result in an increase (decrease) in the estimated fair value of the derivative liabilities. Since this estimation process requires application of judgment in developing significant unobservable inputs used to determine the possible outcomes and the probability weighting assigned to each scenario, these derivatives have been classified within Level 3 in fair value measurements disclosures.

Loans and leases and Other Real Estate Owned

Collateral-dependent loans and OREO are primarily valued using appraisals based on sales of comparable properties in the same or similar markets. Other collateral (receivables, inventory, equipment, etc.) is valued through borrowing base certificates, financial statements and/or auction valuations. These valuations are discounted based on the quality of reporting, knowledge of the marketability/collectability of the collateral and historical disposition rates.

Other assets – tax credit investments

Prior to 2024, the estimated fair value of tax credit investments accounted for under the equity method was

generally determined in relation to the yield (i.e., future tax credits to be received) an acquirer of these investments expected in relation to the yields experienced on current new issue and/or secondary market transactions. Thus, as tax credits were recognized, the future yield to a market participant was reduced, resulting in consistent impairment of the individual investments. Individual investments were reviewed for impairment quarterly, which included the consideration of additional marketability discounts related to specific investments which typically included consideration of the underlying property’s appraised value.

Fair Value Option

FHN previously elected the fair value option on a prospective basis for substantially all types of mortgage loans originated for sale purposes except for mortgage origination operations which utilize the platform acquired from CBF. FHN determined that the election reduces certain timing differences and better matches changes in the value of such loans with changes in the value of derivatives and forward delivery commitments used as economic hedges for these assets at the time of election.

Repurchased loans relating to mortgage banking operations conducted prior to the IBKC merger are recognized within loans held for sale at fair value at the time of repurchase, which includes consideration of the credit status of the loans and the estimated liquidation value. FHN has elected to continue recognition of these loans at fair value in periods subsequent to reacquisition. Due to the credit-distressed nature of the vast majority of repurchased loans and the related loss severities experienced upon repurchase, FHN believes that the fair value election provides a more timely recognition of changes in value for these loans that occur subsequent to repurchase. Absent the fair value election, these loans would be subject to valuation at the LOCOM value, which would prevent subsequent values from exceeding the initial fair value, determined at the time of repurchase, but would require recognition of subsequent declines in value. Thus, the fair value election provides for a more timely recognition of any potential future recoveries in asset values while not affecting the requirement to recognize subsequent declines in value.

The following table reflects the differences between the fair value carrying amount of residential real estate loans held for sale measured at fair value in accordance with management’s election and the aggregate unpaid principal amount FHN is contractually entitled to receive at maturity.

DIFFERENCES BETWEEN FAIR VALUE CARRYING AMOUNTS AND CONTRACTUAL AMOUNTS OF RESIDENTIAL REAL ESTATE LOANS REPORTED AT FAIR VALUE
	June 30, 2024
(Dollars in millions)	Fair value carrying amount		Aggregate unpaid principal		Fair value carrying amount less aggregate unpaid principal
Residential real estate loans held for sale reported at fair value:
Total loans	$	117	$	121	$	(4)
Nonaccrual loans	3		5		(2)
Loans 90 days or more past due and still accruing	1		1		—
	December 31, 2023
(Dollars in millions)	Fair value carrying amount		Aggregate unpaid principal		Fair value carrying amount less aggregate unpaid principal
Residential real estate loans held for sale reported at fair value:
Total loans	$	68	$	73	$	(5)
Nonaccrual loans	2		5		(3)
Loans 90 days or more past due and still accruing	1		1		—

Assets and liabilities accounted for under the fair value election are initially measured at fair value with subsequent changes in fair value recognized in earnings. Such changes in the fair value of assets and liabilities for which FHN elected the fair value option are included in current period earnings with classification in the income statement line item reflected in the following table:

CHANGES IN FAIR VALUE RECOGNIZED IN NET INCOME
	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions)	2024		2023		2024		2023
Changes in fair value included in net income:
Mortgage banking noninterest income
Loans held for sale	$	1	$	—	$	1	$	1

For the three and six months ended June 30, 2024 and 2023, the amount for residential real estate loans held for sale included an insignificant amount of gains in pre-tax earnings that are attributable to changes in instrument-specific credit risk. The portion of the fair value adjustments related to credit risk was determined based on estimated default rates and estimated loss severities. Interest income on residential real estate loans held for sale measured at fair value is calculated based on the note rate of the loan and is recorded in the interest income section of the Consolidated Statements of Income as interest on loans held for sale.

Determination of Fair Value

Fair values are based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the

measurement date. The following describes the assumptions and methodologies used to estimate the fair value of financial instruments recorded at fair value in the Consolidated Balance Sheets and for estimating the fair value of financial instruments for which fair value is disclosed.

Short-term financial assets

Federal funds sold, securities purchased under agreements to resell, and interest-bearing deposits with other financial institutions and the Federal Reserve are carried at historical cost. The carrying amount is a reasonable estimate of fair value because of the relatively short time between the origination of the instrument and its expected realization.

Trading securities and trading liabilities

Trading securities and trading liabilities are recognized at fair value through current earnings. Trading inventory held for broker-dealer operations is included in trading securities and trading liabilities. Broker-dealer long positions are valued at bid price in the bid-ask spread. Short positions are valued at the ask price. Inventory positions are valued using observable inputs including current market transactions, benchmark yields, credit spreads, and consensus prepayment speeds. Trading loans are valued using observable inputs including current market transactions, swap rates, mortgage rates, and consensus prepayment speeds.

Trading securities - SBA interest-only strips

Interest-only strips are valued at fair value based on an income approach using an internal valuation model. The internal valuation model includes assumptions regarding projections of future cash flows, prepayment rates, default rates and interest-only strip terms. These securities bear the risk of loan prepayment or default that may result in FHN not recovering all or a portion of its recorded investment. When appropriate, valuations are adjusted for various factors including default or prepayment status of the underlying SBA loans. Because of the inherent uncertainty of valuation, those estimated values may be higher or lower than the values that would have been used had a ready market for the securities existed, and may change in the near term.

Securities available for sale and held to maturity

Valuations of debt securities are performed using observable inputs obtained from market transactions in similar securities. Typical inputs include benchmark yields, consensus prepayment speeds, and credit spreads. Trades from similar securities and broker quotes are used to support these valuations.

Loans held for sale

FHN determines the fair value of loans held for sale using either current transaction prices or discounted cash flow models. Fair values are determined using current transaction prices and/or values on similar assets when available, including committed bids for specific loans or loan portfolios. Uncommitted bids may be adjusted based on other available market information.

Fair value of residential real estate loans held for sale determined using a discounted cash flow model incorporates both observable and unobservable inputs. Inputs in the discounted cash flow model include current mortgage rates for similar products, estimated prepayment rates, foreclosure losses, and various loan performance measures (delinquency, LTV, credit score). Adjustments for delinquency and other differences in loan characteristics are typically reflected in the model’s discount rates. Loss severity trends and the value of

underlying collateral are also considered in assessing the appropriate fair value for severely delinquent loans and loans in foreclosure. The valuation of HELOCs also incorporates estimated cancellation rates for loans expected to become delinquent.

Non-mortgage consumer loans held for sale are valued using committed bids for specific loans or loan portfolios or current market pricing for similar assets with adjustments for differences in credit standing (delinquency, historical default rates for similar loans), yield, collateral values and prepayment rates. If pricing for similar assets is not available, a discounted cash flow methodology is utilized, which incorporates all of these factors into an estimate of investor required yield for the discount rate.

FHN utilizes quoted market prices of similar instruments or broker and dealer quotations to value the SBA and USDA guaranteed loans. FHN values SBA-unguaranteed interests in loans held for sale based on individual loan characteristics, such as industry type and pay history which generally follows an income approach. Furthermore, these valuations are adjusted for changes in prepayment estimates and are reduced due to restrictions on trading. The fair value of other non-residential real estate loans held for sale is approximated by their carrying values based on current transaction values.

Mortgage loans held for investment at fair value option

The fair value of mortgage loans held for investment at fair value option is determined by a third party using a discounted cash flow model using various assumptions about future loan performance (constant prepayment rate, constant default rate and loss severity trends) and market discount rates.

Loans held for investment

The fair values of mortgage loans are estimated using an exit price methodology that is based on present values using the interest rate that would be charged for a similar loan to a borrower with similar risk, weighted for varying maturity dates and adjusted for a liquidity discount based on the estimated time period to complete a sale transaction with a market participant.

Other loans and leases are valued based on present values using the interest rate that would be charged for a similar instrument to a borrower with similar risk, applicable to each category of instruments, and adjusted for a liquidity discount based on the estimated time period to complete a sale transaction with a market participant.

For loans measured using the estimated fair value of collateral less costs to sell, fair value is estimated using appraisals of the collateral. Collateral values are monitored and additional write-downs are recognized if it is determined that the estimated collateral values have declined further. Estimated costs to sell are based on

current amounts of disposal costs for similar assets. Carrying value is considered to reflect fair value for these loans.

Derivative assets and liabilities

The fair value for forwards and futures contracts is based on current transactions involving identical securities. Futures contracts are exchange-traded and thus have no credit risk factor assigned as the risk of non-performance is limited to the clearinghouse used.

Valuations of other derivatives (primarily interest rate contracts) are based on inputs observed in active markets for similar instruments. Typical inputs include benchmark yields, option volatility and option skew. Centrally cleared derivatives are discounted using SOFR as required by clearinghouses. In measuring the fair value of these derivative assets and liabilities, FHN has elected to consider credit risk based on the net exposure to individual counterparties. Credit risk is mitigated for these instruments through the use of mutual margining and master netting agreements as well as collateral posting requirements. For derivative contracts with daily cash margin requirements that are considered settlements, the daily margin amount is netted within derivative assets or liabilities. Any remaining credit risk related to interest rate derivatives is considered in determining fair value through evaluation of additional factors such as client loan grades and debt ratings. Foreign currency related derivatives also utilize observable exchange rates in the determination of fair value. The determination of fair value for FHN’s derivative liabilities associated with its prior sales of Visa Class B shares are classified within Level 3 in the fair value measurements disclosure as previously discussed in the unobservable inputs discussion.

The fair value of risk participations is determined in reference to the fair value of the related derivative contract between the borrower and the lead bank in the participation structure, which is determined consistent with the valuation process discussed above. This value is adjusted for the pro rata portion of the reference derivative’s notional value and an assessment of credit risk for the referenced borrower.

OREO

OREO primarily consists of properties that have been acquired in satisfaction of debt. These properties are carried at the lower of the outstanding loan amount or estimated fair value less estimated costs to sell the real estate. Estimated fair value is determined using appraised values with subsequent adjustments for deterioration in values that are not reflected in the most recent appraisal.

Other assets

For disclosure purposes, other assets consist of tax credit investments, FRB and FHLB Stock, deferred compensation mutual funds and equity investments (including other

mutual funds) with readily determinable fair values. For periods prior to 2024, tax credit investments accounted for under the equity method were written down to estimated fair value quarterly based on the estimated value of the associated tax credits which incorporated estimates of required yield for hypothetical investors. Subsequent to 2023, the fair value of tax credit investments is estimated using recent transaction information with adjustments for differences in individual investments. Deferred compensation mutual funds are recognized at fair value, which is based on quoted prices in active markets. Investments in the stock of the Federal Reserve Bank and Federal Home Loan Banks are recognized at historical cost in the Consolidated Balance Sheets which is considered to approximate fair value. Investments in mutual funds are measured at the funds’ reported closing net asset values. Investments in equity securities are valued using quoted market prices when available.

Defined maturity deposits

The fair value of these deposits is estimated by discounting future cash flows to their present value. Future cash flows are discounted by using the current market rates of similar instruments applicable to the remaining maturity. For disclosure purposes, defined maturity deposits include all time deposits.

Short-term financial liabilities

The fair value of federal funds purchased, securities sold under agreements to repurchase, and other short-term borrowings are approximated by the book value. The carrying amount is a reasonable estimate of fair value because of the relatively short time between the origination of the instrument and its expected realization.

Loan commitments

Fair values of these commitments are based on fees charged to enter into similar agreements taking into account the remaining terms of the agreements and the counterparties’ credit standing.

Other commitments

Fair values of these commitments are based on fees charged to enter into similar agreements.

The following fair value estimates are determined as of a specific point in time utilizing various assumptions and estimates. The use of assumptions and various valuation techniques, as well as the absence of secondary markets for certain financial instruments, reduces the comparability of fair value disclosures between financial institutions. Due to market illiquidity, the fair values for loans and leases, loans held for sale, and term borrowings as of June 30, 2024 and December 31, 2023, involve the use of significant internally-developed pricing assumptions for certain components of these line items. The assumptions and valuations utilized for this disclosure are

considered to reflect inputs that market participants would use in transactions involving these instruments as of the measurement date. The valuations of legacy assets, particularly consumer loans and TRUPS loans within the Corporate segment, are influenced by changes in economic conditions since origination and risk perceptions of the financial sector. These considerations affect the estimate of a potential acquirer’s cost of capital and cash flow volatility assumptions from these assets and the resulting fair value measurements may depart significantly from FHN’s internal estimates of the intrinsic value of these assets.

Assets and liabilities that are not financial instruments have not been included in the following table such as the

value of long-term relationships with deposit and trust clients, premises and equipment, goodwill and other intangibles, deferred taxes, and certain other assets and other liabilities. Additionally, these measurements are solely for financial instruments as of the measurement date and do not consider the earnings potential of our various business lines. Accordingly, the total of the fair value amounts does not represent, and should not be construed to represent, the underlying value of FHN.

The following table summarizes the book value and estimated fair value of financial instruments recorded in the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023:

BOOK VALUE AND ESTIMATED FAIR VALUE OF FINANCIAL INSTRUMENTS
	June 30, 2024
	Book Value		Fair Value
(Dollars in millions)			Level 1		Level 2		Level 3		Total
Assets:
Loans and leases, net of allowance for loan and lease losses
Commercial:
Commercial, financial and industrial	$	33,108	$	—	$	—	$	32,427	$	32,427
Commercial real estate	14,448		—		—		14,214		14,214
Consumer:
Consumer real estate	13,678		—		—		13,004		13,004
Credit card and other	726		—		—		717		717
Total loans and leases, net of allowance for loan and lease losses	61,960		—		—		60,362		60,362
Short-term financial assets:
Interest-bearing deposits with banks	1,452		1,452		—		—		1,452
Federal funds sold	63		—		63		—		63
Securities purchased under agreements to resell	424		—		424		—		424
Total short-term financial assets	1,939		1,452		487		—		1,939
Trading securities (a)	1,249		—		1,233		16		1,249
Loans held for sale:
Mortgage loans (elected fair value) (a)	117		—		102		15		117
USDA & SBA loans - LOCOM	327		—		327		—		327
Mortgage loans - LOCOM	27		—		—		27		27
Total loans held for sale	471		—		429		42		471
Securities available for sale (a)	7,924		—		7,924		—		7,924
Securities held to maturity	1,297		—		1,108		—		1,108
Derivative assets (a)	640		6		634		—		640
Other assets:
Tax credit investments	668		—		—		656		656
Deferred compensation mutual funds	107		107		—		—		107
Equity, mutual funds, and other (b)	323		34		—		289		323
Total other assets	1,098		141		—		945		1,086
Total assets	$	76,578	$	1,599	$	11,815	$	61,365	$	74,779
Liabilities:
Defined maturity deposits	$	7,163	$	—	$	7,205	$	—	$	7,205
Trading liabilities (a)	423		—		423		—		423
Short-term financial liabilities:
Federal funds purchased	624		—		624		—		624
Securities sold under agreements to repurchase	1,948		—		1,948		—		1,948
Other short-term borrowings	1,943		—		1,943		—		1,943
Total short-term financial liabilities	4,515		—		4,515		—		4,515
Term borrowings:
Real estate investment trust-preferred	47		—		—		47		47
Term borrowings—new market tax credit investment	83		—		—		78		78
Secured borrowings	9		—		—		9		9
Junior subordinated debentures	151		—		—		150		150
Other long-term borrowings	885		—		847		—		847
Total term borrowings	1,175		—		847		284		1,131
Derivative liabilities (a)	808		5		785		18		808
Total liabilities	$	14,084	$	5	$	13,775	$	302	$	14,082

(a)Classes are detailed in the recurring and nonrecurring measurement tables.

(b)Level 1 primarily consists of mutual funds with readily determinable fair values. Level 3 includes restricted investments in FHLB-Cincinnati stock of $86 million and FRB stock of $203 million.

	December 31, 2023
	Book Value		Fair Value
(Dollars in millions)			Level 1		Level 2		Level 3		Total
Assets:
Loans and leases, net of allowance for loan and lease losses
Commercial:
Commercial, financial and industrial	$	32,294	$	—	$	—	$	31,673	$	31,673
Commercial real estate	14,044		—		—		13,831		13,831
Consumer:
Consumer real estate	13,417		—		—		12,605		12,605
Credit card and other	764		—		—		742		742
Total loans and leases, net of allowance for loan and lease losses	60,519		—		—		58,851		58,851
Short-term financial assets:
Interest-bearing deposits with banks	1,328		1,328		—		—		1,328
Federal funds sold	200		—		200		—		200
Securities purchased under agreements to resell	519		—		519		—		519
Total short-term financial assets	2,047		1,328		719		—		2,047
Trading securities (a)	1,412		—		1,399		13		1,412
Loans held for sale:
Mortgage loans (elected fair value) (a)	68		—		42		26		68
USDA & SBA loans - LOCOM	406		—		407		—		407
Mortgage loans - LOCOM	28		—		—		28		28
Total loans held for sale	502		—		449		54		503
Securities available for sale (a)	8,391		—		8,391		—		8,391
Securities held to maturity	1,323		—		1,161		—		1,161
Derivative assets (a)	577		9		568		—		577
Other assets:
Tax credit investments	665		—		—		653		653
Deferred compensation mutual funds	102		102		—		—		102
Equity, mutual funds, and other (b)	261		34		—		227		261
Total other assets	1,028		136		—		880		1,016
Total assets	$	75,799	$	1,473	$	12,687	$	59,798	$	73,958
Liabilities:
Defined maturity deposits	$	6,804	$	—	$	6,851	$	—	$	6,851
Trading liabilities (a)	509		—		509		—		509
Short-term financial liabilities:
Federal funds purchased	302		—		302		—		302
Securities sold under agreements to repurchase	1,921		—		1,921		—		1,921
Other short-term borrowings	326		—		326		—		326
Total short-term financial liabilities	2,549		—		2,549		—		2,549
Term borrowings:
Real estate investment trust-preferred	47		—		—		47		47
Term borrowings—new market tax credit investment	65		—		—		60		60
Secured borrowings	3		—		—		3		3
Junior subordinated debentures	150		—		—		150		150
Other long-term borrowings	885		—		824		—		824
Total term borrowings	1,150		—		824		260		1,084
Derivative liabilities (a)	699		10		666		23		699
Total liabilities	$	11,711	$	10	$	11,399	$	283	$	11,692

(a)Classes are detailed in the recurring and nonrecurring measurement tables.

(b)Level 1 primarily consists of mutual funds with readily determinable fair values. Level 3 includes restricted investments in FHLB-Cincinnati stock of $24 million and FRB stock of $203 million.

The following table presents the contractual amount and fair value of unfunded loan commitments and standby and other commitments as of June 30, 2024 and December 31, 2023:

UNFUNDED COMMITMENTS
	Contractual Amount				Fair Value
(Dollars in millions)	June 30, 2024		December 31, 2023		June 30, 2024		December 31, 2023
Unfunded Commitments:
Loan commitments	$	21,990	$	24,579	$	1	$	1
Standby and other commitments	752		746		7		8

XML

Pay vs Performance Disclosure - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Pay vs Performance Disclosure
Net Income (Loss) Attributable to Parent	$ 199	$ 325	$ 391	$ 576

XML

Insider Trading Arrangements	3 Months Ended
	Jun. 30, 2024
Trading Arrangements, by Individual
Rule 10b5-1 Arrangement Adopted	false
Non-Rule 10b5-1 Arrangement Adopted	false
Rule 10b5-1 Arrangement Terminated	false
Non-Rule 10b5-1 Arrangement Terminated	false

XML

Basis of Presentation and Accounting Policies (Policies)

6 Months Ended

Jun. 30, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Accounting

The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all information and notes necessary for complete financial statements in accordance with GAAP. In the opinion of management, the accompanying unaudited consolidated financial statements contain all significant adjustments, consisting of normal and recurring items, considered necessary for fair presentation. These interim financial statements should be read in conjunction with FHN's audited consolidated financial statements and notes in FHN's Annual Report on Form 10-K for the year ended December 31, 2023. Operating results for the interim period are not necessarily indicative of the results that may be expected for the full year.

All significant intercompany balances and transactions have been eliminated in consolidation. Certain amounts reported in prior years have been reclassified to conform to the current period presentation. See the Glossary of Acronyms and Terms included in this Report for terms used herein.

Accounting Changes With Extended Transition Periods and Accounting Changes Issued But Not Currently Effective

Accounting Changes With Extended Transition Periods

In March 2020, the FASB issued ASU 2020-04, “Facilitation of the Effects of Reference Rate Reform on Financial Reporting” which provides several optional expedients and exceptions to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. The provisions of ASU 2020-04 primarily affect 1) contract modifications (e.g., loans, leases, debt, and derivatives) made in anticipation that a reference rate (e.g., LIBOR) will be discontinued and 2) the application of hedge accounting for existing relationships affected by those modifications. The provisions of ASU 2020-04 were effective upon release and apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. Including the adoption of ASU 2022-06 (discussed below), the expedients and exceptions provided by ASU 2020-04 do not apply to contract modifications made and hedging relationships entered into or evaluated after December 31, 2024, except for hedging relationships existing as of December 31, 2024, that an entity has elected certain optional expedients for and that are retained through the end of the hedging relationship.

FHN identified contracts affected by reference rate reform, developed modification plans for those contracts

and implemented those modifications before the last quotation of LIBOR on June 30, 2023. FHN elected to utilize the optional expedients and exceptions provided by ASU 2020-04 for contract modifications that immediately converted the reference rate within each contract. FHN also elected that revisions to contractual fallback provisions, including modifications in accordance with the provisions of Regulation ZZ, did not require evaluation for modification accounting. Additionally, FHN elected that the revisions to derivative contracts implemented by central clearinghouses to convert centrally cleared derivative contracts from LIBOR to SOFR plus an appropriate spread adjustment were not considered changes requiring assessment for modification accounting.

During the transition period, for cash flow hedges that reference 1-Month USD LIBOR, FHN applied expedients related to 1) the assumption of probability of cash flows when reference rates are changed on hedged items 2) avoiding dedesignation when critical terms (i.e., reference rates) change and 3) the allowed assumption of shared risk exposure for hedged items. Additionally, for its cash flow hedges that reference 1-Month Term SOFR, FHN applied expedients related to 1) the allowed assumption of shared risk exposure for hedged items and 2) multiple allowed assumptions of conformity between hedged items and the hedging instrument when assessing effectiveness. FHN continued to utilize these expedients and exceptions through the final cash flows affected by the quotation of LIBOR.

In accordance with the provisions of ASU 2020-04, effective immediately after the end of the transition period for its cash flow hedges (i.e., no more cash flows were affected by LIBOR), FHN elected that the cessation of effectiveness assessments under the transition guidance and subsequent initiation of hedge effectiveness assessments under ASC 815 did not require dedesignation of the hedge relationships.

In December 2022, the FASB issued ASU 2022-06, "Deferral of the Sunset Date of Topic 848" which extends the transition window for ASU 2020-04 from December 31, 2022 to December 31, 2024, consistent with key USD LIBOR tenors continuing to be published through June 30, 2023.

In January 2021, the FASB issued ASU 2021-01, "Scope" to expand the scope of ASU 2020-04 to apply to certain contract modifications that were implemented in October 2020 by derivative clearinghouses for the use of the Secured Overnight Funding Rate (SOFR) in discounting, margining and price alignment for centrally cleared derivatives, including derivatives utilized in hedging relationships. ASU 2021-01 also applies to derivative

contracts affected by the change in discounting convention regardless of whether they are centrally cleared (i.e., bilateral contracts can also be modified) and regardless of whether they reference LIBOR. ASU 2021-01 was effective immediately upon issuance with retroactive application permitted. FHN elected to retroactively apply the provisions of ASU 2021-01 because FHN's centrally cleared derivatives were affected by the change in discounting convention and because FHN has other bilateral derivative contracts that may be modified to conform to the use of SOFR for discounting. Adoption did not have a significant effect on FHN's reported financial condition or results of operations.

Summary of Accounting Changes

ASU 2023-02

In March 2023, the FASB issued ASU 2023-02, “Accounting for Investments in Tax Credit Structures Using the Proportional Amortization Method” which permits investors to elect to account for their tax equity investments, regardless of the tax credit program from which the income tax credits are received, using the proportional amortization method if certain conditions are met. The proportional amortization method results in the cost of the investment being amortized in proportion to the income tax credits and other income tax benefits received, with the amortization of the investment and the income tax credits being presented net in the income statement as a component of income tax provision (benefit). Prior to ASU 2023-02, the proportional amortization method was only available to qualifying low income housing equity investments. An investor is required to make an accounting policy election to apply the proportional amortization method on a tax-credit-program-by-tax-credit-program basis. An investor that applies the proportional amortization method to qualifying tax equity investments must account for the receipt of the investment tax credits using the flow-through method, even if the entity applies the deferral method for other investment tax credits received. ASU 2023-02 also requires specific disclosures that must be applied to all investments that generate income tax credits and other income tax benefits from a tax credit program for which the entity has elected to apply the proportional amortization method.

ASU 2023-02 was effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Adoption of ASU 2023-02 is applied on either a modified retrospective (cumulative catch up) or a retrospective (restatement of prior years) basis. FHN has assessed the applicability of ASU 2023-02 to its tax credit program equity investments, determined that its New Markets Tax Credit and Historic Tax Credit programs qualified, and made the proportional method election for them. The use of the proportional amortization method continued for FHN's Low-Income Housing Tax Credits

program. Upon adoption of ASU 2023-02, FHN recognized a cumulative effect adjustment that increased retained earnings by $8 million, net of tax, on January 1, 2024.

The adoption of ASU 2023-02 resulted in a revision to FHN’s accounting policy for equity investments in tax credit programs. FHN’s election to utilize the deferral method for investments that generate Investment Tax Credits is now made subsequent to the determination of whether a tax credit program will apply the proportional amortization method. This includes both solar and non-qualifying historic tax credit investments. Under the deferral approach the investment tax credits are recorded as an offset to the related investment on the balance sheet. Credit amounts are recognized in earnings over the life of the investment within the same income or expense accounts as used for the investment.

Accounting Changes Issued But Not Currently Effective

ASU 2023-07

In November 2023, the FASB issued ASU 2023-07, "Improvements to Reportable Segment Disclosures" that requires public entities to provide disclosures of significant segment expenses and other segment items on an annual and interim basis and to provide in interim periods all disclosures about a reportable segment's profit or loss and assets that are currently required annually. The ASU requires a public entity to disclose, for each reportable segment, the significant expense categories and amounts that are regularly provided to the chief operating decision-maker (CODM) and included in each reported measure of a segment's profit or loss. ASU 2023-07 also requires disclosure of the title and position of the CODM and an explanation of how the CODM uses the reported measure(s) of segment profit or loss in assessing segment performance and deciding how to allocate resources.

ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and for interim periods beginning after December 15, 2024. Early adoption is permitted. The guidance is applied retrospectively to all periods presented in the financial statements, unless it is impracticable. FHN will adopt ASU 2023-07 as of December 31, 2024 and is currently assessing the effect on its reportable segment disclosures.

ASU 2023-09

In December 2023, the FASB issued ASU 2023-09, "Improvements to Income Tax Disclosures" to enhance transparency and decision usefulness of income tax disclosures. The provisions of this ASU require disaggregated information about a reporting entity's effective tax rate reconciliation in both percentages and reporting currency amounts. Certain categories of reconciling items are required by the ASU with additional categories required if a specified quantitative threshold is met. Reporting entities are also required to provide a qualitative discussion of the primary state and local

jurisdictions for income taxes and the type of reconciling categories. ASU 2023-09 also requires disaggregation of income taxes paid by jurisdiction.

For public business entities, ASU 2023-09 is effective for annual periods beginning after December 31, 2024. The guidance will be applied on a prospective basis with the option to apply the standard retrospectively. Early adoption is permitted. FHN is currently assessing the impact of adopting ASU 2023-09 on its income tax disclosures.

SEC Final Rule

In March 2024, the SEC adopted final rules, “The Enhancement and Standardization of Climate-Related Disclosures for Investors” (the “Climate Disclosures Rules”) to require registrants to disclose certain climate-related information in registration statements and annual reports. Information required for inclusion within the footnotes to the financial statements for severe weather events and other natural conditions includes 1) income statement effects before insurance recoveries above 1% of pre-tax income/loss, 2) balance sheet effects above 1% of shareholders’ equity, and 3) certain carbon offsets and renewable energy credits. Qualitative discussion is also required for material impacts on financial estimates and assumptions that are due to severe weather events and other natural conditions or disclosed climate-related targets or transition plans.

In April 2024 the SEC issued a stay of the Climate Disclosures Rules pending the completion of judicial review of various legal challenges. Therefore, the actual timing of the implementation of the Climate Disclosure Rules, if sustained through the judicial process, is uncertain. FHN is assessing the potential effects of the Climate Disclosure Rules on its financial statements

Determination of Fair Value

FHN groups its assets and liabilities measured at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. This hierarchy requires FHN to maximize the use of observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Each fair value measurement is placed into the proper level based on the lowest level of significant input. These levels are:

•Level 1—Valuation is based upon quoted prices for identical instruments traded in active markets.

•Level 2—Valuation is based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, and model-based valuation techniques for which all significant assumptions are observable in the market.

•Level 3—Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect management’s estimates of assumptions that market participants would use in pricing the asset or liability. Valuation techniques include use of option pricing models, discounted cash flow models, and similar techniques.

Nonrecurring Fair Value MeasurementsFrom time to time, FHN may be required to measure certain other financial assets at fair value on a nonrecurring basis in accordance with GAAP. These adjustments to fair value usually result from the application of lower of cost or market (LOCOM) accounting or write-downs of individual assets.

Trading Securities - SBA interest-only strips

Increases (decreases) in estimated prepayment rates and bond equivalent yields negatively (positively) affect the value of SBA interest-only strips. Management additionally considers whether the loans underlying related SBA interest-only strips are delinquent, in default or prepaying, and adjusts the fair value down 20 - 100% depending on the length of time in default.

Loans held for sale

Foreclosure losses and prepayment rates are significant unobservable inputs used in the fair value measurement

of FHN’s residential real estate loans held for sale. Loss severity trends are also assessed to evaluate the reasonableness of fair value estimates resulting from discounted cash flows methodologies as well as to estimate fair value for newly repurchased loans and loans that are near foreclosure. Significant increases (decreases) in any of these inputs in isolation would result in significantly lower (higher) fair value measurements. All observable and unobservable inputs are re-assessed quarterly.

Increases (decreases) in estimated prepayment rates and bond equivalent yields negatively (positively) affect the value of unguaranteed interests in SBA loans.

Unguaranteed interest in SBA loans held for sale are carried at less than the outstanding balance due to credit risk estimates. Credit risk adjustments may be reduced if prepayment is likely or as consistent payment history is realized. Management also considers other factors such as delinquency or default and adjusts the fair value accordingly.

Derivative liabilities

In conjunction with pre-2020 sales of Visa Class B shares, FHN and the purchasers entered into derivative transactions whereby FHN will make, or receive, cash payments whenever the conversion ratio of the Visa Class B shares into Visa Class A shares is adjusted. FHN uses a discounted cash flow methodology in order to estimate the fair value of FHN’s derivative liabilities associated with its prior sales of Visa Class B shares. The methodology includes estimation of both the resolution amount for Visa’s Covered Litigation matters as well as the length of time until the resolution occurs. Significant increases (decreases) in either of these inputs in isolation would result in significantly higher (lower) fair value measurements for the derivative liabilities. Additionally, FHN performs a probability weighted multiple resolution scenario to calculate the estimated fair value of these derivative liabilities. Assignment of higher (lower) probabilities to the larger potential resolution scenarios would result in an increase (decrease) in the estimated fair value of the derivative liabilities. Since this estimation process requires application of judgment in developing significant unobservable inputs used to determine the possible outcomes and the probability weighting assigned to each scenario, these derivatives have been classified within Level 3 in fair value measurements disclosures.

Loans and leases and Other Real Estate Owned

Collateral-dependent loans and OREO are primarily valued using appraisals based on sales of comparable properties in the same or similar markets. Other collateral (receivables, inventory, equipment, etc.) is valued through borrowing base certificates, financial statements and/or auction valuations. These valuations are discounted based on the quality of reporting, knowledge of the marketability/collectability of the collateral and historical disposition rates.

Other assets – tax credit investments

Prior to 2024, the estimated fair value of tax credit investments accounted for under the equity method was

generally determined in relation to the yield (i.e., future tax credits to be received) an acquirer of these investments expected in relation to the yields experienced on current new issue and/or secondary market transactions. Thus, as tax credits were recognized, the future yield to a market participant was reduced, resulting in consistent impairment of the individual investments. Individual investments were reviewed for impairment quarterly, which included the consideration of additional marketability discounts related to specific investments which typically included consideration of the underlying property’s appraised value.

Fair Value Option

FHN previously elected the fair value option on a prospective basis for substantially all types of mortgage loans originated for sale purposes except for mortgage origination operations which utilize the platform acquired from CBF. FHN determined that the election reduces certain timing differences and better matches changes in the value of such loans with changes in the value of derivatives and forward delivery commitments used as economic hedges for these assets at the time of election.

Repurchased loans relating to mortgage banking operations conducted prior to the IBKC merger are recognized within loans held for sale at fair value at the time of repurchase, which includes consideration of the credit status of the loans and the estimated liquidation value. FHN has elected to continue recognition of these loans at fair value in periods subsequent to reacquisition. Due to the credit-distressed nature of the vast majority of repurchased loans and the related loss severities experienced upon repurchase, FHN believes that the fair value election provides a more timely recognition of changes in value for these loans that occur subsequent to repurchase. Absent the fair value election, these loans would be subject to valuation at the LOCOM value, which would prevent subsequent values from exceeding the initial fair value, determined at the time of repurchase, but would require recognition of subsequent declines in value. Thus, the fair value election provides for a more timely recognition of any potential future recoveries in asset values while not affecting the requirement to recognize subsequent declines in value.

Determination of Fair Value

Fair values are based on the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the

measurement date. The following describes the assumptions and methodologies used to estimate the fair value of financial instruments recorded at fair value in the Consolidated Balance Sheets and for estimating the fair value of financial instruments for which fair value is disclosed.

Short-term financial assets

Federal funds sold, securities purchased under agreements to resell, and interest-bearing deposits with other financial institutions and the Federal Reserve are carried at historical cost. The carrying amount is a reasonable estimate of fair value because of the relatively short time between the origination of the instrument and its expected realization.

Trading securities and trading liabilities

Trading securities and trading liabilities are recognized at fair value through current earnings. Trading inventory held for broker-dealer operations is included in trading securities and trading liabilities. Broker-dealer long positions are valued at bid price in the bid-ask spread. Short positions are valued at the ask price. Inventory positions are valued using observable inputs including current market transactions, benchmark yields, credit spreads, and consensus prepayment speeds. Trading loans are valued using observable inputs including current market transactions, swap rates, mortgage rates, and consensus prepayment speeds.

Trading securities - SBA interest-only strips

Interest-only strips are valued at fair value based on an income approach using an internal valuation model. The internal valuation model includes assumptions regarding projections of future cash flows, prepayment rates, default rates and interest-only strip terms. These securities bear the risk of loan prepayment or default that may result in FHN not recovering all or a portion of its recorded investment. When appropriate, valuations are adjusted for various factors including default or prepayment status of the underlying SBA loans. Because of the inherent uncertainty of valuation, those estimated values may be higher or lower than the values that would have been used had a ready market for the securities existed, and may change in the near term.

Securities available for sale and held to maturity

Valuations of debt securities are performed using observable inputs obtained from market transactions in similar securities. Typical inputs include benchmark yields, consensus prepayment speeds, and credit spreads. Trades from similar securities and broker quotes are used to support these valuations.

Loans held for sale

FHN determines the fair value of loans held for sale using either current transaction prices or discounted cash flow models. Fair values are determined using current transaction prices and/or values on similar assets when available, including committed bids for specific loans or loan portfolios. Uncommitted bids may be adjusted based on other available market information.

Fair value of residential real estate loans held for sale determined using a discounted cash flow model incorporates both observable and unobservable inputs. Inputs in the discounted cash flow model include current mortgage rates for similar products, estimated prepayment rates, foreclosure losses, and various loan performance measures (delinquency, LTV, credit score). Adjustments for delinquency and other differences in loan characteristics are typically reflected in the model’s discount rates. Loss severity trends and the value of

underlying collateral are also considered in assessing the appropriate fair value for severely delinquent loans and loans in foreclosure. The valuation of HELOCs also incorporates estimated cancellation rates for loans expected to become delinquent.

Non-mortgage consumer loans held for sale are valued using committed bids for specific loans or loan portfolios or current market pricing for similar assets with adjustments for differences in credit standing (delinquency, historical default rates for similar loans), yield, collateral values and prepayment rates. If pricing for similar assets is not available, a discounted cash flow methodology is utilized, which incorporates all of these factors into an estimate of investor required yield for the discount rate.

FHN utilizes quoted market prices of similar instruments or broker and dealer quotations to value the SBA and USDA guaranteed loans. FHN values SBA-unguaranteed interests in loans held for sale based on individual loan characteristics, such as industry type and pay history which generally follows an income approach. Furthermore, these valuations are adjusted for changes in prepayment estimates and are reduced due to restrictions on trading. The fair value of other non-residential real estate loans held for sale is approximated by their carrying values based on current transaction values.

Mortgage loans held for investment at fair value option

The fair value of mortgage loans held for investment at fair value option is determined by a third party using a discounted cash flow model using various assumptions about future loan performance (constant prepayment rate, constant default rate and loss severity trends) and market discount rates.

Loans held for investment

The fair values of mortgage loans are estimated using an exit price methodology that is based on present values using the interest rate that would be charged for a similar loan to a borrower with similar risk, weighted for varying maturity dates and adjusted for a liquidity discount based on the estimated time period to complete a sale transaction with a market participant.

Other loans and leases are valued based on present values using the interest rate that would be charged for a similar instrument to a borrower with similar risk, applicable to each category of instruments, and adjusted for a liquidity discount based on the estimated time period to complete a sale transaction with a market participant.

For loans measured using the estimated fair value of collateral less costs to sell, fair value is estimated using appraisals of the collateral. Collateral values are monitored and additional write-downs are recognized if it is determined that the estimated collateral values have declined further. Estimated costs to sell are based on

current amounts of disposal costs for similar assets. Carrying value is considered to reflect fair value for these loans.

Derivative assets and liabilities

The fair value for forwards and futures contracts is based on current transactions involving identical securities. Futures contracts are exchange-traded and thus have no credit risk factor assigned as the risk of non-performance is limited to the clearinghouse used.

Valuations of other derivatives (primarily interest rate contracts) are based on inputs observed in active markets for similar instruments. Typical inputs include benchmark yields, option volatility and option skew. Centrally cleared derivatives are discounted using SOFR as required by clearinghouses. In measuring the fair value of these derivative assets and liabilities, FHN has elected to consider credit risk based on the net exposure to individual counterparties. Credit risk is mitigated for these instruments through the use of mutual margining and master netting agreements as well as collateral posting requirements. For derivative contracts with daily cash margin requirements that are considered settlements, the daily margin amount is netted within derivative assets or liabilities. Any remaining credit risk related to interest rate derivatives is considered in determining fair value through evaluation of additional factors such as client loan grades and debt ratings. Foreign currency related derivatives also utilize observable exchange rates in the determination of fair value. The determination of fair value for FHN’s derivative liabilities associated with its prior sales of Visa Class B shares are classified within Level 3 in the fair value measurements disclosure as previously discussed in the unobservable inputs discussion.

The fair value of risk participations is determined in reference to the fair value of the related derivative contract between the borrower and the lead bank in the participation structure, which is determined consistent with the valuation process discussed above. This value is adjusted for the pro rata portion of the reference derivative’s notional value and an assessment of credit risk for the referenced borrower.

OREO

OREO primarily consists of properties that have been acquired in satisfaction of debt. These properties are carried at the lower of the outstanding loan amount or estimated fair value less estimated costs to sell the real estate. Estimated fair value is determined using appraised values with subsequent adjustments for deterioration in values that are not reflected in the most recent appraisal.

Other assets

For disclosure purposes, other assets consist of tax credit investments, FRB and FHLB Stock, deferred compensation mutual funds and equity investments (including other

mutual funds) with readily determinable fair values. For periods prior to 2024, tax credit investments accounted for under the equity method were written down to estimated fair value quarterly based on the estimated value of the associated tax credits which incorporated estimates of required yield for hypothetical investors. Subsequent to 2023, the fair value of tax credit investments is estimated using recent transaction information with adjustments for differences in individual investments. Deferred compensation mutual funds are recognized at fair value, which is based on quoted prices in active markets. Investments in the stock of the Federal Reserve Bank and Federal Home Loan Banks are recognized at historical cost in the Consolidated Balance Sheets which is considered to approximate fair value. Investments in mutual funds are measured at the funds’ reported closing net asset values. Investments in equity securities are valued using quoted market prices when available.

Defined maturity deposits

The fair value of these deposits is estimated by discounting future cash flows to their present value. Future cash flows are discounted by using the current market rates of similar instruments applicable to the remaining maturity. For disclosure purposes, defined maturity deposits include all time deposits.

Short-term financial liabilities

The fair value of federal funds purchased, securities sold under agreements to repurchase, and other short-term borrowings are approximated by the book value. The carrying amount is a reasonable estimate of fair value because of the relatively short time between the origination of the instrument and its expected realization.

Loan commitments

Fair values of these commitments are based on fees charged to enter into similar agreements taking into account the remaining terms of the agreements and the counterparties’ credit standing.

Other commitments

Fair values of these commitments are based on fees charged to enter into similar agreements.

The following fair value estimates are determined as of a specific point in time utilizing various assumptions and estimates. The use of assumptions and various valuation techniques, as well as the absence of secondary markets for certain financial instruments, reduces the comparability of fair value disclosures between financial institutions. Due to market illiquidity, the fair values for loans and leases, loans held for sale, and term borrowings as of June 30, 2024 and December 31, 2023, involve the use of significant internally-developed pricing assumptions for certain components of these line items. The assumptions and valuations utilized for this disclosure are

considered to reflect inputs that market participants would use in transactions involving these instruments as of the measurement date. The valuations of legacy assets, particularly consumer loans and TRUPS loans within the Corporate segment, are influenced by changes in economic conditions since origination and risk perceptions of the financial sector. These considerations affect the estimate of a potential acquirer’s cost of capital and cash flow volatility assumptions from these assets and the resulting fair value measurements may depart significantly from FHN’s internal estimates of the intrinsic value of these assets.

Assets and liabilities that are not financial instruments have not been included in the following table such as the

value of long-term relationships with deposit and trust clients, premises and equipment, goodwill and other intangibles, deferred taxes, and certain other assets and other liabilities. Additionally, these measurements are solely for financial instruments as of the measurement date and do not consider the earnings potential of our various business lines. Accordingly, the total of the fair value amounts does not represent, and should not be construed to represent, the underlying value of FHN.

XML

Investment Securities (Tables)

6 Months Ended

Jun. 30, 2024

Marketable Securities [Abstract]

Schedule of FHN's Investment Securities

The following tables summarize FHN’s investment securities as of June 30, 2024 and December 31, 2023:

INVESTMENT SECURITIES AT JUNE 30, 2024
	June 30, 2024
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Securities available for sale:
Government agency issued MBS	$	4,852	$	1	$	(622)	$	4,231
Government agency issued CMO	2,374		—		(354)		2,020
Other U.S. government agencies	1,282		—		(164)		1,118
States and municipalities	608		1		(54)		555
Total securities available for sale (a)	$	9,116	$	2	$	(1,194)	$	7,924
Securities held to maturity:
Government agency issued MBS	$	828	$	—	$	(113)	$	715
Government agency issued CMO	469		—		(76)		393
Total securities held to maturity (a)	$	1,297	$	—	$	(189)	$	1,108

(a)Includes $6.9 billion of securities available for sale and $1.3 billion of securities held to maturity pledged to secure public deposits, securities sold under agreements to repurchase, and for other purposes.

INVESTMENT SECURITIES AT DECEMBER 31, 2023
	December 31, 2023
(Dollars in millions)	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Securities available for sale:
Government agency issued MBS	$	5,061	$	2	$	(579)	$	4,484
Government agency issued CMO	2,487		—		(341)		2,146
Other U.S. government agencies	1,321		2		(151)		1,172
States and municipalities	627		3		(41)		589
Total securities available for sale (a)	$	9,496	$	7	$	(1,112)	$	8,391
Securities held to maturity:
Government agency issued MBS	$	852	$	—	$	(96)	$	756
Government agency issued CMO	471		—		(66)		405
Total securities held to maturity (a)	$	1,323	$	—	$	(162)	$	1,161

(a)Includes $7.6 billion of securities available for sale and $1.3 billion of securities held to maturity pledged to secure public deposits, securities sold under agreements to repurchase, and for other purposes.

Schedule of Amortized Cost and Fair Value by Contractual Maturity

The amortized cost and fair value by contractual maturity for the debt securities portfolio as of June 30, 2024 is provided below:

DEBT SECURITIES PORTFOLIO MATURITIES
	Held to Maturity				Available for Sale
(Dollars in millions)	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Within 1 year	$	—	$	—	$	44	$	44
After 1 year through 5 years	—		—		137		127
After 5 years through 10 years	—		—		369		332
After 10 years	—		—		1,340		1,170
Subtotal	—		—		1,890		1,673
Government agency issued MBS and CMO (a)	1,297		1,108		7,226		6,251
Total	$	1,297	$	1,108	$	9,116	$	7,924

(a)Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

Schedule of Investments within the Available for Sale Portfolio that had Unrealized Losses

The following tables provide information on investments within the available-for-sale portfolio that had unrealized losses as of June 30, 2024 and December 31, 2023:

AFS INVESTMENT SECURITIES WITH UNREALIZED LOSSES

	As of June 30, 2024
	Less than 12 months				12 months or longer				Total
(Dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Government agency issued MBS	$	83	$	(1)	$	4,102	$	(621)	$	4,185	$	(622)
Government agency issued CMO	28		—		1,992		(354)		2,020		(354)
Other U.S. government agencies	104		(1)		971		(164)		1,075		(165)
States and municipalities	33		(1)		452		(52)		485		(53)
Total	$	248	$	(3)	$	7,517	$	(1,191)	$	7,765	$	(1,194)

 

	As of December 31, 2023
	Less than 12 months				12 months or longer				Total
(Dollars in millions)	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value		Unrealized Losses
Government agency issued MBS	$	140	$	(2)	$	4,231	$	(577)	$	4,371	$	(579)
Government agency issued CMO	32		—		2,098		(341)		2,130		(341)
Other U.S. government agencies	114		(2)		905		(149)		1,019		(151)
States and municipalities	14		—		465		(41)		479		(41)
Total	$	300	$	(4)	$	7,699	$	(1,108)	$	7,999	$	(1,112)

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Loans and Leases (Tables)

6 Months Ended

Jun. 30, 2024

Receivables [Abstract]

Schedule of Loans by Portfolio Segment

The following table provides the amortized cost basis of loans and leases by portfolio segment and class as of June 30, 2024 and December 31, 2023, excluding accrued interest of $294 million and $287 million, respectively, which is included in other assets in the Consolidated Balance Sheets.

LOANS AND LEASES BY PORTFOLIO SEGMENT
(Dollars in millions)	June 30, 2024		December 31, 2023
Commercial:
Commercial and industrial (a) (b)	$	30,518	$	30,609
Loans to mortgage companies	2,934		2,024
Total commercial, financial, and industrial	33,452		32,633
Commercial real estate	14,669		14,216
Consumer:
HELOC	2,122		2,219
Real estate installment loans	11,787		11,431
Total consumer real estate	13,909		13,650
Credit card and other (c)	751		793
Loans and leases	$	62,781	$	61,292
Allowance for loan and lease losses	(821)		(773)
Net loans and leases	$	61,960	$	60,519

(a)Includes equipment financing leases of $1.3 billion and $1.2 billion for June 30, 2024 and December 31, 2023, respectively.

(b)Includes PPP loans fully guaranteed by the SBA of $19 million and $29 million as of June 30, 2024 and December 31, 2023, respectively.

(c)Includes $190 million and $180 million of commercial credit card balances as of June 30, 2024 and December 31, 2023, respectively.

Schedule of Financing Receivable Credit Quality Indicators

The following tables provide the amortized cost basis of the commercial loan portfolio by year of origination and credit quality indicator as of June 30, 2024 and December 31, 2023:

C&I PORTFOLIO
	June 30, 2024
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		LMC (a)		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
Credit Quality Indicator:
Pass (PD grades 1 through 12) (b)	$	1,623	$	3,772	$	5,184	$	3,139	$	1,446	$	4,569	$	2,934	$	8,963	$	278	$	31,908
Special Mention (PD grade 13)	45		133		71		65		18		149		—		361		28		870
Substandard, Doubtful, or Loss (PD grades 14,15, and 16)	1		48		108		110		25		173		—		188		21		674
Total C&I loans	$	1,669	$	3,953	$	5,363	$	3,314	$	1,489	$	4,891	$	2,934	$	9,512	$	327	$	33,452

	December 31, 2023
(Dollars in millions)	2023		2022		2021		2020		2019		Prior to 2019		LMC (a)		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
Credit Quality Indicator:
Pass (PD grades 1 through 12) (b)	$	4,008	$	5,637	$	3,506	$	1,636	$	1,665	$	3,448	$	2,019	$	9,087	$	327	$	31,333
Special Mention (PD grade 13)	75		60		64		56		101		57		—		186		—		599
Substandard, Doubtful, or Loss (PD grades 14,15, and 16)	41		135		94		51		39		100		5		187		49		701
Total C&I loans	$	4,124	$	5,832	$	3,664	$	1,743	$	1,805	$	3,605	$	2,024	$	9,460	$	376	$	32,633

(a)    LMC includes non-revolving commercial lines of credit to qualified mortgage companies primarily for the temporary warehousing of eligible mortgage loans prior to the borrower's sale of those mortgage loans to third-party investors. The loans are of short duration with maturities less than one year.

(b)    Balances include PPP loans.

CRE PORTFOLIO
	June 30, 2024
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
Credit Quality Indicator:
Pass (PD grades 1 through 12)	$	288	$	1,046	$	3,580	$	3,470	$	1,071	$	3,635	$	356	$	—	$	13,446
Special Mention (PD grade 13)	—		1		209		94		31		134		—		—		469
Substandard, Doubtful, or Loss (PD grades 14,15, and 16)	—		3		67		114		112		452		6		—		754
Total CRE loans	$	288	$	1,050	$	3,856	$	3,678	$	1,214	$	4,221	$	362	$	—	$	14,669

	December 31, 2023
(Dollars in millions)	2023		2022		2021		2020		2019		Prior to 2019		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
Credit Quality Indicator:
Pass (PD grades 1 through 12)	$	853	$	3,473	$	3,518	$	1,162	$	1,216	$	2,853	$	393	$	18	$	13,486
Special Mention (PD grade 13)	5		1		129		86		175		82		—		—		478
Substandard, Doubtful, or Loss (PD grades 14,15, and 16)	—		2		5		11		175		59		—		—		252
Total CRE loans	$	858	$	3,476	$	3,652	$	1,259	$	1,566	$	2,994	$	393	$	18	$	14,216

The following table reflects the amortized cost basis by year of origination and refreshed FICO scores for

consumer real estate loans as of June 30, 2024 and December 31, 2023. Within consumer real estate, classes include HELOC and real estate installment loans. HELOCs are loans which during their draw period are classified as revolving loans. Once the draw period ends and the loan enters its repayment period, the loan converts to a term loan and is classified as a revolving loan converted to a term loan. All loans classified in the following tables as revolving loans or revolving loans converted to term loans are HELOCs. Real estate installment loans are originated as fixed term loans and are classified below in their vintage year. All loans in the following tables classified in a vintage year are real estate installment loans.

CONSUMER REAL ESTATE PORTFOLIO
	June 30, 2024
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
FICO score 740 or greater	$	557	$	1,550	$	2,063	$	1,657	$	706	$	1,670	$	1,448	$	45	$	9,696
FICO score 720-739	80		203		282		223		105		296		192		14		1,395
FICO score 700-719	57		151		223		185		75		264		155		16		1,126
FICO score 660-699	70		166		188		108		79		318		162		17		1,108
FICO score 620-659	5		11		17		23		21		132		34		5		248
FICO score less than 620	6		19		19		19		18		221		24		10		336
Total	$	775	$	2,100	$	2,792	$	2,215	$	1,004	$	2,901	$	2,015	$	107	$	13,909

	December 31, 2023
(Dollars in millions)	2023		2022		2021		2020		2019		Prior to 2019		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
FICO score 740 or greater	$	1,572	$	2,099	$	1,720	$	730	$	465	$	1,332	$	1,522	$	50	$	9,490
FICO score 720-739	205		286		227		107		88		230		192		15		1,350
FICO score 700-719	154		232		193		81		52		224		159		17		1,112
FICO score 660-699	170		198		113		83		53		290		168		18		1,093
FICO score 620-659	11		20		23		22		36		106		36		7		261
FICO score less than 620	18		19		15		20		12		225		24		11		344
Total	$	2,130	$	2,854	$	2,291	$	1,043	$	706	$	2,407	$	2,101	$	118	$	13,650

The following tables reflect the amortized cost basis by year of origination and refreshed FICO scores for credit card and other loans as of June 30, 2024 and December 31, 2023.

CREDIT CARD & OTHER PORTFOLIO
	June 30, 2024
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
FICO score 740 or greater	$	13	$	34	$	18	$	7	$	3	$	25	$	191	$	7	$	298
FICO score 720-739	8		5		2		1		1		5		21		1		44
FICO score 700-719	1		4		3		1		1		4		22		1		37
FICO score 660-699	1		3		2		1		—		7		21		—		35
FICO score 620-659	1		1		—		—		—		2		6		—		10
FICO score less than 620	4		13		8		6		7		109		179		1		327
Total	$	28	$	60	$	33	$	16	$	12	$	152	$	440	$	10	$	751

	December 31, 2023
(Dollars in millions)	2023		2022		2021		2020		2019		Prior to 2019		Revolving  Loans		Revolving Loans Converted to Term Loans		Total
FICO score 740 or greater	$	52	$	26	$	10	$	5	$	3	$	27	$	207	$	5	$	335
FICO score 720-739	5		3		1		1		1		5		24		1		41
FICO score 700-719	5		4		1		1		1		4		25		1		42
FICO score 660-699	4		3		1		1		1		8		23		—		41
FICO score 620-659	2		1		1		—		—		3		7		—		14
FICO score less than 620	12		9		6		8		13		103		168		1		320
Total	$	80	$	46	$	20	$	16	$	19	$	150	$	454	$	8	$	793

Schedule of Accruing and Non-Accruing Loans by Class

The following table reflects accruing and non-accruing loans and leases by class on June 30, 2024 and December 31, 2023:

ACCRUING & NON-ACCRUING LOANS AND LEASES
	June 30, 2024
	Accruing								Non-Accruing
(Dollars in millions)	Current		30-89 Days Past Due		90+ Days Past Due		Total Accruing		Current		30-89 Days Past Due		90+ Days Past Due		Total Non- Accruing		Total Loans and Leases
Commercial, financial, and industrial:
C&I (a)	$	30,318	$	32	$	1	$	30,351	$	87	$	3	$	77	$	167	$	30,518
Loans to mortgage companies	2,934		—		—		2,934		—		—		—		—		2,934
Total commercial, financial, and industrial	33,252		32		1		33,285		87		3		77		167		33,452
Commercial real estate:
CRE (b)	14,404		4		—		14,408		137		29		95		261		14,669
Consumer real estate:
HELOC (c)	2,068		9		3		2,080		29		4		9		42		2,122
Real estate installment loans (d)	11,645		40		—		11,685		38		13		51		102		11,787
Total consumer real estate	13,713		49		3		13,765		67		17		60		144		13,909
Credit card and other:
Credit card	276		4		2		282		—		—		—		—		282
Other	465		2		—		467		1		—		1		2		469
Total credit card and other	741		6		2		749		1		—		1		2		751
Total loans and leases	$	62,110	$	91	$	6	$	62,207	$	292	$	49	$	233	$	574	$	62,781

	December 31, 2023
	Accruing								Non-Accruing
(Dollars in millions)	Current		30-89 Days Past Due		90+ Days Past Due		Total Accruing		Current		30-89 Days Past Due		90+ Days Past Due		Total Non- Accruing		Total Loans and Leases
Commercial, financial, and industrial:
C&I (a)	$	30,398	$	31	$	1	$	30,430	$	108	$	18	$	53	$	179	$	30,609
Loans to mortgage companies	2,018		1		—		2,019		5		—		—		5		2,024
Total commercial, financial, and industrial	32,416		32		1		32,449		113		18		53		184		32,633
Commercial real estate:
CRE (b)	14,072		8		—		14,080		41		—		95		136		14,216
Consumer real estate:
HELOC (c)	2,158		11		4		2,173		30		6		10		46		2,219
Real estate installment loans (d)	11,295		29		13		11,337		43		6		45		94		11,431
Total consumer real estate	13,453		40		17		13,510		73		12		55		140		13,650
Credit card and other:
Credit card	271		3		3		277		—		—		—		—		277
Other	512		2		—		514		1		—		1		2		516
Total credit card and other	783		5		3		791		1		—		1		2		793
Total loans and leases	$	60,724	$	85	$	21	$	60,830	$	228	$	30	$	204	$	462	$	61,292

(a)    $158 million and $178 million of C&I loans are nonaccrual loans that have been specifically reviewed for impairment with no related allowance in 2024 and 2023, respectively.

(b)    $255 million and $129 million of CRE loans are nonaccrual loans that have been specifically reviewed for impairment with no related allowance in 2024 and 2023, respectively.

(c)    $4 million of HELOC loans are nonaccrual loans that have been specifically reviewed for impairment with no related allowance in both 2024 and 2023.

(d)    $10 million of real estate installment loans are nonaccrual loans that have been specifically reviewed for impairment with no related allowance in both 2024 and 2023.

Schedule of Financing Receivables Modified

The following tables present the amortized cost basis at the end of the reporting period of loans modified to borrowers experiencing financial difficulty, disaggregated by class of financing receivable and type of modification made, as well as the financial effect of the modifications made as of June 30, 2024:

LOAN MODIFICATIONS TO BORROWERS EXPERIENCING FINANCIAL DIFFICULTY

	Interest Rate Reduction
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
Consumer real estate (a)	$	—	—	%	Reduced weighted-average contractual interest rate from 9.87% to 6.52%	$	1	—	%	Reduced weighted-average contractual interest rate from 8.70% to 3.60%
Credit card and other (a)	—		—		Reduced weighted-average contractual interest rate from 5.77% to 4.41%	—		—		Reduced weighted-average contractual interest rate from 14.70% to 0.00%
Total	$	—	—	%		$	1	—	%
(a) Balance less than $1 million.

	Term Extension
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
C&I	$	95	0.3	%	Added an estimated weighted-average 1.2 years to the life of loans, which reduced monthly payment amounts for the borrowers	$	73	0.2	%	Added an estimated weighted-average 1 year to the life of loans, which reduced monthly payment amounts for the borrowers
CRE	28		0.2		Added an estimated weighted-average 2.4 years to the life of loans, which reduced monthly payment amounts for the borrowers	46		0.3		Added an estimated weighted-average 1 year to the life of loans, which reduced monthly payment amounts for the borrowers
Consumer real estate (a)	—		—		Added a weighted-average 22 years to the life of loans, which reduced monthly payment amounts for the borrowers	1		—		Added a weighted-average 13 years to the life of loans, which reduced monthly payment amounts for the borrowers
Total	$	123	0.2	%		$	120	0.2	%
(a) Balance less than $1 million.

	Principal Forgiveness
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
Consumer real estate (a)	$	—	—	%	Less than $1 million of the principal of consumer real estate loan was legally discharged in bankruptcy during the period and the borrowers have not re-affirmed the debt as of period end	$	1	—	%	$1 million of the principal of consumer loans was legally discharged in bankruptcy during the period and the borrowers have not re-affirmed the debt as of period end. Less than $1 million of this principal continues to experience payments in accordance with the original loan terms
Total	$	—	—	%		$	1	—	%
(a) Balance less than $1 million.

	Payment Deferrals
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
Consumer real estate	$	—	—	%	N/A	$	3	—	%	Payment deferral for 11 months, with a balloon payment at the end of the term
Total	$	—	—	%		$	3	—	%

	Combination - Term Extension and Interest Rate Reduction
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
Consumer real estate	$	3	—	%	Added an estimated weighted-average 10.8 years to the life of loans and reduced weighted-average contractual interest rate from 8.39% to 3.67%	$	3	—	%	Added a weighted-average 13.1 years to the life of loans and reduced weighted-average contractual interest rate from 5.40% to 3.90%
Total	$	3	—	%		$	3	—	%

	Combination - Principal Forgiveness, Term Extension, and Payment Deferrals
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
C&I	$	—	—	%	N/A	$	16	—	%	Reduced the balance of the loans by $2 million and added a weighted-average 6.2 years to the life of loans
Total	$	—	—	%		$	16	—	%

	Combination - Term Extension, Interest Rate Reduction, and Interest Forgiveness
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
C&I	$	—	—	%	N/A	$	2	—	%	Added a weighted-average 3.7 years to the life of loans, reduced weighted-average contractual interest rate from 11.30% to 7.50% and provided less than $1 million in interest forgiveness
Total	$	—	—	%		$	2	—	%

	Combination - Term Extension, Interest Rate Reduction, and Interest Deferrals
	June 30, 2024					June 30, 2023
(Dollars in millions)	Balance		% of Total Class		Financial Effect	Balance		% of Total Class		Financial Effect
CRE	$	—	—	%	N/A	$	17	—	%	Added a weighted-average 1.0 year to the life of loans, reduced weighted-average contractual interest rate from 8.70% to 8.00% and provided less than $1 million in deferred interest
Total	$	—	—	%		$	17	—	%

Schedule of Financing Receivable, Performance of Modified Loan

The following table depicts the performance of loans that have been modified in the last 12 months:

PERFORMANCE OF LOANS THAT HAVE BEEN MODIFIED IN THE LAST 12 MONTHS
	June 30, 2024
(Dollars in millions)	Current		30-89 Days Past Due		90+ Days Past Due		Non-Accruing
C&I	$	110	$	—	$	—	$	13
CRE	29		—		—		—
Consumer Real Estate	3		—		—		3
Credit Card and Other	—		—		—		—
Total	$	142	$	—	$	—	$	16

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Allowance for Credit Losses (Tables)

6 Months Ended

Jun. 30, 2024

Accounts, Notes, Loans and Financing Receivable, Gross, Allowance, and Net [Abstract]

Schedule of the Allowance for Loan Losses by Portfolio Segment

The following table provides a rollforward of the ALLL and the reserve for unfunded lending commitments by portfolio type for the three and six months ended June 30, 2024 and 2023:

ROLLFORWARD OF ALLL & RESERVE FOR UNFUNDED LENDING COMMITMENTS
(Dollars in millions)	Commercial, Financial, and Industrial (a)		Commercial Real Estate		Consumer Real Estate		Credit Card and Other		Total
	Three Months Ended June 30, 2024
Allowance for loan and lease losses:
Balance as of April 1, 2024	$	348	$	181	$	231	$	27	$	787
Charge-offs	(24)		(19)		(1)		(5)		(49)
Recoveries	12		—		2		1		15
Provision for loan and lease losses	8		59		(1)		2		68
Balance as of June 30, 2024	$	344	$	221	$	231	$	25	$	821
Reserve for remaining unfunded commitments:
Balance as of April 1, 2024	$	49	$	18	$	12	$	—	$	79
Provision for remaining unfunded commitments	(5)		(8)		—		—		(13)
Balance as of June 30, 2024	44		10		12		—		66
Allowance for credit losses as of June 30, 2024	$	388	$	231	$	243	$	25	$	887
	Three Months Ended June 30, 2023
Allowance for loan and lease losses:
Balance as of April 1, 2023	$	325	$	150	$	209	$	31	$	715
Charge-offs	(19)		(8)		(1)		(5)		(33)
Recoveries	5		1		3		1		10
Provision for loan and lease losses	15		16		10		4		45
Balance as of June 30, 2023	$	326	$	159	$	221	$	31	$	737
Reserve for remaining unfunded commitments:
Balance as of April 1, 2023	$	53	$	21	$	11	$	—	$	85
Provision for remaining unfunded commitments	2		3		—		—		5
Balance as of June 30, 2023	55		24		11		—		90
Allowance for credit losses as of June 30, 2023	$	381	$	183	$	232	$	31	$	827

(Dollars in millions)	Commercial, Financial, and Industrial (a)		Commercial Real Estate		Consumer Real Estate		Credit Card and Other		Total
	Six Months Ended June 30, 2024
Allowance for loan and lease losses:
Balance as of January 1, 2024	$	339	$	172	$	233	$	29	$	773
Charge-offs	(52)		(32)		(1)		(10)		(95)
Recoveries	14		—		4		3		21
Provision for loan and lease losses	43		81		(5)		3		122
Balance as of June 30, 2024	$	344	$	221	$	231	$	25	$	821
Reserve for remaining unfunded commitments:
Balance as of January 1, 2024	$	49	$	22	$	12	$	—	$	83
Provision for remaining unfunded commitments	(5)		(12)		—		—		(17)
Balance as of June 30, 2024	44		10		12		—		66
Allowance for credit losses as of June 30, 2024	$	388	$	231	$	243	$	25	$	887
	Six Months Ended June 30, 2023
Allowance for loan and lease losses:
Balance as of January 1, 2023	$	308	$	146	$	200	$	31	$	685
Adoption of ASU 2022-02	1		—		(7)		—		(6)
Charge-offs	(33)		(10)		(1)		(10)		(54)
Recoveries	7		1		5		2		15
Provision for loan and lease losses	43		22		24		8		97
Balance as of June 30, 2023	$	326	$	159	$	221	$	31	$	737
Reserve for remaining unfunded commitments:
Balance as of January 1, 2023	$	55	$	22	$	10	$	—	$	87
Provision for remaining unfunded commitments	—		2		1		—		3
Balance as of June 30, 2023	55		24		11		—		90
Allowance for credit losses as of June 30, 2023	$	381	$	183	$	232	$	31	$	827

(a) C&I loans as of June 30, 2024 and 2023 include $19 million and $44 million in PPP loans, respectively, which due to the government guarantee and forgiveness provisions are considered to have no credit risk and therefore have no allowance for loan and lease losses.

Schedule Of Gross Charge Offs by Year of Origination

The following table presents gross charge-offs by year of origination for the six months ended June 30, 2024 and 2023:

GROSS CHARGE-OFFS
(Dollars in millions)	2024		2023		2022		2021		2020		Prior to 2020		Revolving Loans		Total
C&I	$	—	$	9	$	11	$	20	$	1	$	9	$	2	$	52
CRE	—		—		—		—		9		23		—		32
Consumer Real Estate	—		—		—		—		—		1		—		1
Credit Card and Other	4		—		1		—		—		1		4		10
Total	$	4	$	9	$	12	$	20	$	10	$	34	$	6	$	95

	2023		2022		2021		2020		2019		Prior to 2019		Revolving Loans		Total
C&I	$	1	$	5	$	6	$	4	$	6	$	10	$	1	$	33
CRE	—		—		—		—		2		8		—		10
Consumer Real Estate	—		—		—		—		—		1		—		1
Credit Card and Other	6		—		—		—		—		1		3		10
Total	$	7	$	5	$	6	$	4	$	8	$	20	$	4	$	54

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Mortgage Banking Activity (Tables)

6 Months Ended

Jun. 30, 2024

Mortgage Banking [Abstract]

Schedule of Residential Mortgage Loans Held For Sale

The following table summarizes activity related to residential mortgage loans held for sale as of and for the six months ended June 30, 2024 and the year ended December 31, 2023.

MORTGAGE LOAN ACTIVITY
(Dollars in millions)	June 30, 2024		December 31, 2023
Balance at beginning of period	$	62	$	44
Originations and purchases	485		692
Sales, net of gains	(436)		(674)
Balance at end of period	$	111	$	62

Schedule of Mortgage Servicing Rights

Mortgage servicing rights had the following carrying values as of the dates indicated in the table below.

MORTGAGE SERVICING RIGHTS
	June 30, 2024						December 31, 2023
(Dollars in millions)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Mortgage servicing rights	$	28	$	(8)	$	20	$	25	$	(7)	$	18

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Goodwill and Other Intangible Assets (Tables)

6 Months Ended

Jun. 30, 2024

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill by Reportable Segment

The following is a summary of goodwill by reportable segment included in the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023.

GOODWILL
(Dollars in millions)	Regional Banking		Specialty Banking		Total
December 31, 2022 (a)	$	825	$	686	$	1,511
Additions	—		—		—
Divestitures (b)	—		(1)		(1)
December 31, 2023	$	825	$	685	$	1,510
Additions	—		—		—
Divestitures	—		—		—
June 30, 2024	$	825	$	685	$	1,510

(a)FHN reorganized its internal management structure and reallocated goodwill in its reportable segments effective January 1, 2024. Prior periods have been revised to reflect this reallocation.

(b)Reduction in goodwill is related to the divestiture of FHN Financial Main Street Advisors assets in December 2023.

Schedule of Intangible Assets and Accumulated Amortization Included in the Consolidated Statements of Condition

The following table, which excludes fully amortized intangibles, presents other intangible assets included in the Consolidated Balance Sheets:

OTHER INTANGIBLE ASSETS
	June 30, 2024						December 31, 2023
(Dollars in millions)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Value		Gross Carrying Amount		Accumulated Amortization		Net Carrying Value
Core deposit intangibles	$	368	$	(227)	$	141	$	368	$	(208)	$	160
Client relationships	32		(17)		15		32		(16)		16
Other (a)	27		(18)		9		27		(17)		10
Total	$	427	$	(262)	$	165	$	427	$	(241)	$	186

(a)Includes non-compete covenants and purchased credit card intangible assets. Also includes state banking licenses which are not subject to amortization.

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Preferred Stock (Tables)

6 Months Ended

Jun. 30, 2024

Equity [Abstract]

Schedule of Stock by Class

The following table presents a summary of FHN's non-cumulative perpetual preferred stock:

PREFERRED STOCK
(Dollars in millions)									June 30, 2024		December 31, 2023
	Issuance Date	Earliest Redemption Date (a)	Annual Dividend Rate		Dividend Payments	Shares Outstanding	Liquidation Amount		Carrying Amount		Carrying Amount
Series B	7/2/2020	8/1/2025	6.625%	(b)	Semi-annually	8,000	$	80	$	77	$	77
Series C	7/2/2020	5/1/2026	6.600%	(c)	Quarterly	5,750	58		59		59
Series D	7/2/2020	5/1/2024	6.100%	(d)	Semi-annually	—	—		—		94
Series E	5/28/2020	10/10/2025	6.500%		Quarterly	1,500	150		145		145
Series F	5/3/2021	7/10/2026	4.700%		Quarterly	1,500	150		145		145
						16,750	$	438	$	426	$	520

                                                                                                

(a) Denotes earliest optional redemption date. Earlier redemption is possible, at FHN's election, if certain regulatory capital events occur.

(b) As a result of LIBOR transition, the fixed dividend rate will reset on August 1, 2025 to three-month CME Term SOFR plus 4.52361% (0.26161% plus 4.262%).

(c) As a result of LIBOR transition, the fixed dividend rate will reset on May 1, 2026 to three-month CME Term SOFR plus 5.18161% (0.26161% plus 4.920%).

(d) On May 1, 2024, FHN redeemed all outstanding shares of its Series D Preferred Stock. The fixed dividend rate was set to convert to three-month CME Term SOFR plus 4.12061% (0.26161% plus 3.859%) on May 1, 2024.

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Components of Other Comprehensive Income (Loss) (Tables)

6 Months Ended

Jun. 30, 2024

Other Comprehensive Income (Loss), Net of Tax [Abstract]

Schedule of Changes in Accumulated Other Comprehensive Income/(Loss)

The following table provides the changes in accumulated other comprehensive income (loss) by component, net of tax, for the three and six months ended June 30, 2024 and 2023:

ACCUMULATED OTHER COMPREHENSIVE INCOME

(Dollars in millions)	Securities AFS		Cash Flow Hedges		Pension and Post-retirement Plans		Total
Balance as of April 1, 2024	$	(891)	$	(110)	$	(270)	$	(1,271)
Net unrealized gains (losses)	(10)		(15)		—		(25)
Amounts reclassified from AOCI	—		13		2		15
Other comprehensive income (loss)	(10)		(2)		2		(10)
Balance as of June 30, 2024	$	(901)	$	(112)	$	(268)	$	(1,281)
(Dollars in millions)	Securities AFS		Cash Flow Hedges		Pension and Post-retirement Plans		Total
Balance as of January 1, 2024	$	(836)	$	(80)	$	(272)	$	(1,188)
Net unrealized gains (losses)	(65)		(58)		—		(123)
Amounts reclassified from AOCI	—		26		4		30
Other comprehensive income (loss)	(65)		(32)		4		(93)
Balance as of June 30, 2024	$	(901)	$	(112)	$	(268)	$	(1,281)

(Dollars in millions)	Securities AFS		Cash Flow Hedges		Pension and Post-retirement Plans		Total
Balance as of April 1, 2023	$	(859)	$	(83)	$	(266)	$	(1,208)
Net unrealized gains (losses)	(105)		(59)		(2)		(166)
Amounts reclassified from AOCI	—		13		2		15
Other comprehensive income (loss)	(105)		(46)		—		(151)
Balance as of June 30, 2023	$	(964)	$	(129)	$	(266)	$	(1,359)
(Dollars in millions)	Securities AFS		Cash Flow Hedges		Pension and Post-retirement Plans		Total
Balance as of January 1, 2023	$	(973)	$	(127)	$	(268)	$	(1,368)
Net unrealized gains (losses)	9		(26)		(2)		(19)
Amounts reclassified from AOCI	—		24		4		28
Other comprehensive income (loss)	9		(2)		2		9
Balance as of June 30, 2023	$	(964)	$	(129)	$	(266)	$	(1,359)

Schedule of Reclassifications from AOCI

Reclassifications from AOCI, and related tax effects, were as follows:

RECLASSIFICATIONS FROM AOCI
(Dollars in millions)	Three Months Ended June 30,				Six Months Ended June 30,
Details about AOCI	2024		2023		2024		2023		Affected line item in the statement where net income is presented
Cash Flow Hedges:
Realized (gains) losses on cash flow hedges	$	17	$	17	$	34	$	32	Interest and fees on loans and leases
Tax expense (benefit)	(4)		(4)		(8)		(8)		Income tax expense
	13		13		26		24
Pension and Postretirement Plans:
Amortization of prior service cost and net actuarial (gain) loss	$	3	$	2	$	6	$	5	Other expense
Tax expense (benefit)	(1)		—		(2)		(1)		Income tax expense
	2		2		4		4
Total reclassification from AOCI	$	15	$	15	$	30	$	28

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Earnings Per Share (Tables)

6 Months Ended

Jun. 30, 2024

Earnings Per Share [Abstract]

Schedule of Reconciliation of Earnings Per Common and Diluted Share

The computations of basic and diluted earnings per common share were as follows:

EARNINGS PER SHARE COMPUTATIONS
	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions, except per share data; shares in thousands)	2024		2023		2024		2023
Net income	$	204	$	329	$	401	$	585
Net income attributable to noncontrolling interest	5		4		10		9
Net income attributable to controlling interest	199		325		391		576
Preferred stock dividends	15		8		23		16
Net income available to common shareholders	$	184	$	317	$	368	$	560
Weighted average common shares outstanding—basic	543,981		539,120		549,479		538,035
Effect of dilutive restricted stock, performance equity awards and options	3,112		3,100		3,060		4,956
Effect of dilutive convertible preferred stock (a)	—		18,658		—		19,197
Weighted average common shares outstanding—diluted	547,093		560,878		552,539		562,188
Basic earnings per common share	$	0.34	$	0.59	$	0.67	$	1.04
Diluted earnings per common share	$	0.34	$	0.56	$	0.67	$	1.00

(a) On February 28, 2022, FHN issued $494 million of Series G Convertible Preferred Stock, which was converted into common stock on June 26, 2023, following the termination of the TD Merger Agreement. Conversion occurred at the rate of 4,000 common shares per Series G preferred share resulting in 19,742,776 additional common shares outstanding. 2023 includes the impact of the Series G preferred shares based on the final conversion rate.

Schedule of Anti-Dilutive Options and Awards

The following table presents average outstanding options and other equity awards that were excluded from the calculation of diluted earnings per share because they were either anti-dilutive (the exercise price was higher

than the weighted-average market price for the period) or the performance conditions have not been met:

ANTI-DILUTIVE EQUITY AWARDS
	Three Months Ended June 30,				Six Months Ended June 30,
(Shares in thousands)	2024		2023		2024		2023
Stock options excluded from the calculation of diluted EPS	1,388		1,942		1,458		—
Weighted average exercise price of stock options excluded from the calculation of diluted EPS	$	16.48	$	16.46	$	16.59	$	24.36
Other equity awards excluded from the calculation of diluted EPS	6,828		8,676		6,819		3,063

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Retirement Plans (Tables)

6 Months Ended

Jun. 30, 2024

Retirement Benefits, Description [Abstract]

Schedule of Components of Net Periodic Benefit Cost

The components of net periodic benefit cost for the three and six months ended June 30 were as follows:

COMPONENTS OF NET PERIODIC BENEFIT COST
	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions)	2024		2023		2024		2023
Components of net periodic benefit cost
Interest cost	$	9	$	8	$	17	$	16
Expected return on plan assets	(8)		(8)		(16)		(16)
Amortization of unrecognized:
Actuarial (gain) loss	3		3		6		6
Net periodic benefit cost	$	4	$	3	$	7	$	6

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Business Segment Information (Tables)

6 Months Ended

Jun. 30, 2024

Segment Reporting [Abstract]

Schedule of Segment Financial Information

The following tables present financial information for each reportable business segment for the three and six months ended June 30, 2024 and 2023:

SEGMENT FINANCIAL INFORMATION
	Three Months Ended June 30, 2024
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Net interest income (expense)	$	522	$	158	$	(51)	$	629
Provision for credit losses	57		1		(3)		55
Noninterest income	109		64		13		186
Noninterest expense (a)	333		103		64		500
Income (loss) before income taxes	241		118		(99)		260
Income tax expense (benefit)	56		29		(29)		56
Net income (loss)	$	185	$	89	$	(70)	$	204
Average assets	$	43,519	$	24,592	$	13,610	$	81,721
	Three Months Ended June 30, 2023
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Net interest income (expense)	$	585	$	156	$	(111)	$	630
Provision for credit losses	36		18		(4)		50
Noninterest income (b)	106		50		244		400
Noninterest expense (a)	313		95		147		555
Income (loss) before income taxes	342		93		(10)		425
Income tax expense (benefit)	80		23		(7)		96
Net income (loss)	$	262	$	70	$	(3)	$	329
Average assets	$	42,302	$	23,329	$	16,673	$	82,304

(a)2024 includes $3 million of restructuring costs and an FDIC special assessment of $2 million in the Corporate segment. 2023 includes a $50 million contribution to the First Horizon Foundation, $30 million in merger and integration expenses related to the TD Transaction, and $15 million in Visa derivative valuation expenses in the Corporate segment.

(b)2023 includes a $225 million gain on merger termination in the Corporate segment.

	Six Months Ended June 30, 2024
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Net interest income (expense)	$	1,054	$	310	$	(111)	$	1,253
Provision for credit losses	86		23		(4)		105
Noninterest income	214		137		30		381
Noninterest expense (a)	657		207		151		1,015
Income (loss) before income taxes	525		217		(228)		514
Income tax expense (benefit)	122		53		(62)		113
Net income (loss)	$	403	$	164	$	(166)	$	401
Average assets	$	43,283	$	24,194	$	14,005	$	81,482
	Six Months Ended June 30, 2023
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Net interest income (expense)	$	1,146	$	307	$	(135)	$	1,318
Provision for credit losses	72		33		(5)		100
Noninterest income (b)	210		106		255		571
Noninterest expense (a)	626		195		212		1,033
Income (loss) before income taxes	658		185		(87)		756
Income tax expense (benefit)	154		45		(28)		171
Net income (loss)	$	504	$	140	$	(59)	$	585
Average assets	$	41,800	$	22,978	$	15,804	$	80,582

(a)2024 includes $9 million in restructuring costs and an FDIC special assessment of $12 million in the Corporate segment. 2023 includes a $50 million contribution to the First Horizon Foundation, $51 million in merger and integration expenses related to the TD Transaction, and $15 million in Visa derivative valuation expenses in the Corporate segment.

(b)2023 includes a $225 million gain on merger termination in the Corporate Segment.

The following tables reflect a disaggregation of FHN’s noninterest income by major product line and reportable segment for the three and six months ended June 30, 2024 and 2023:

NONINTEREST INCOME DETAIL BY SEGMENT
	Three Months Ended June 30, 2024
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Noninterest income:
Deposit transactions and cash management	$	39	$	3	$	2	$	44
Fixed income (a)	—		40		—		40
Brokerage, management fees and commissions	25		—		—		25
Card and digital banking fees	17		1		2		20
Other service charges and fees	6		8		—		14
Trust services and investment management	12		—		—		12
Mortgage banking income	—		10		—		10
Securities gains (losses), net (b)	—		—		1		1
Other income (c)	10		2		8		20
Total noninterest income	$	109	$	64	$	13	$	186

	Three Months Ended June 30, 2023
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Noninterest income:
Deposit transactions and cash management	$	40	$	3	$	2	$	45
Fixed income (a)	—		31		(1)		30
Brokerage, management fees and commissions	22		—		—		22
Card and digital banking fees	18		1		2		21
Other service charges and fees	6		8		—		14
Trust services and investment management	12		—		—		12
Mortgage banking income	—		6		—		6
Gain on merger termination	—		—		225		225
Other income (c)	8		1		16		25
Total noninterest income	$	106	$	50	$	244	$	400

(a)2024 and 2023 each includes $9 million of underwriting, portfolio advisory, and other noninterest income in scope of ASC 606, "Revenue From Contracts With Customers."

(b)Represents noninterest income excluded from the scope of ASC 606. Amount is presented for informational purposes to reconcile total noninterest income.

(c)Includes letter of credit fees and insurance commissions in scope of ASC 606.

	Six Months Ended June 30, 2024
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Noninterest income:
Deposit transactions and cash management	$	78	$	6	$	4	$	88
Fixed income (a)	—		92		—		92
Brokerage, management fees and commissions	49		—		—		49
Card and digital banking fees	34		1		3		38
Other service charges and fees	12		15		—		27
Trust services and investment management	24		—		—		24
Mortgage banking income	—		19		—		19
Securities gains (losses), net (b)	—		—		1		1
Other income (c)	17		4		22		43
Total noninterest income	$	214	$	137	$	30	$	381
	Six Months Ended June 30, 2023
(Dollars in millions)	Regional Banking		Specialty Banking		Corporate		Consolidated
Noninterest income:
Deposit transactions and cash management	$	77	$	6	$	4	$	87
Fixed income (a)	—		70		(1)		69
Brokerage, management fees and commissions	44		—		—		44
Card and digital banking fees	35		1		4		40
Other service charges and fees	13		14		—		27
Trust services and investment management	24		—		—		24
Mortgage banking income	—		11		—		11
Gain on merger termination	—		—		225		225
Securities gains (losses), net (b)	—		—		1		1
Other income (c)	17		4		22		43
Total noninterest income	$	210	$	106	$	255	$	571

(a)2024 and 2023 includes $20 million and $19 million, respectively, of underwriting, portfolio advisory, and other noninterest income in scope of ASC 606, "Revenue From Contracts With Customers."

(b)Represents noninterest income excluded from the scope of ASC 606. Amount is presented for informational purposes to reconcile total noninterest income.

(c)Includes letter of credit fees and insurance commissions in scope of ASC 606.

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Variable Interest Entities (Tables)

6 Months Ended

Jun. 30, 2024

Variable Interest Entities [Abstract]

Schedule of VIEs Consolidated by FHN

The following table summarizes the carrying value of assets and liabilities associated with rabbi trusts used for deferred compensation plans which are consolidated by FHN as of June 30, 2024 and December 31, 2023:

CONSOLIDATED VIEs
(Dollars in millions)	June 30, 2024		December 31, 2023
Assets:
Other assets	$	187	$	177
Liabilities:
Other liabilities	$	163	$	150

Schedule of the Impact of Qualifying LIHTC Investments

The following table summarizes the impact to income tax expense on the Consolidated Statements of Income for the three and six months ended June 30, 2024 and 2023 for investments accounted for under the PAM. The impact of these investments is Included in other operating activities, net in the Consolidated Statements of Cash Flows.

TAX CREDIT IMPACTS ON TAX EXPENSE
	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions)	2024		2023		2024		2023
Income tax expense (benefit):
Amortization of qualifying investments	$	15	$	13	$	30	$	26
Tax credits	(17)		(14)		(33)		(28)
Other tax benefits related to qualifying investments	(3)		(3)		(5)		(5)

Schedule of VIEs Not Consolidated by FHN

The following tables summarize FHN’s nonconsolidated VIEs as of June 30, 2024 and December 31, 2023:

NONCONSOLIDATED VIEs AT JUNE 30, 2024
(Dollars in millions)	Maximum Loss Exposure		Liability Recognized		Classification
Type
Low income housing partnerships	$	572	$	194	(a)
Other tax credit investments (b)	97		82		Other assets
Small issuer trust preferred holdings (c)	171		—		Loans and leases
On-balance sheet trust preferred securitization	26		88		(d)
Holdings of agency mortgage-backed securities (c)	7,823		—		(e)
Commercial loan modifications to borrowers experiencing financial difficulty (f)	193		—		Loans and leases
Proprietary trust preferred issuances (g)	—		167		Term borrowings

(a)Maximum loss exposure represents $378 million of current investments and $194 million of accrued contractual funding commitments. Accrued funding commitments represent unconditional contractual obligations for future funding events and are also recognized in other liabilities. FHN currently expects to be required to fund these accrued commitments by the end of 2024.

(b)Maximum loss exposure represents the value of current investments.

(c)Maximum loss exposure represents the value of current investments. A liability is not recognized as FHN is solely a holder of the trusts’ securities.

(d)Includes $113 million classified as loans and leases and $2 million classified as trading securities, which are offset by $88 million classified as term borrowings.

(e)Includes $275 million classified as trading securities, $1.3 billion classified as held to maturity, and $6.3 billion classified as securities available for sale.

(f)Maximum loss exposure represents $193 million of current receivables with no additional contractual funding commitments on loans related to commercial loan modifications to borrowers experiencing financial difficulty.

(g)No exposure to loss due to nature of FHN's involvement.

NONCONSOLIDATED VIEs AT DECEMBER 31, 2023
(Dollars in millions)	Maximum Loss Exposure		Liability Recognized		Classification
Type
Low income housing partnerships	$	587	$	223	(a)
Other tax credit investments (b)	79		64		Other assets
Small issuer trust preferred holdings (c)	173		—		Loans and leases
On-balance sheet trust preferred securitization	26		88		(d)
Holdings of agency mortgage-backed securities (c)	8,402		—		(e)
Commercial loan modifications to borrowers experiencing financial difficulty (f)	129		—		Loans and leases
Proprietary trust preferred issuances (g)	—		167		Term borrowings

(a)Maximum loss exposure represents $364 million of current investments and $223 million of accrued contractual funding commitments. Accrued funding commitments represent unconditional contractual obligations for future funding events and are also recognized in other liabilities. FHN currently expects to be required to fund these accrued commitments by the end of 2024.

(b)Maximum loss exposure represents current investments.

(c)Maximum loss exposure represents the value of current investments. A liability is not recognized as FHN is solely a holder of the trusts’ securities.

(d)Includes $113 million classified as loans and leases and $2 million classified as trading securities, which are offset by $88 million classified as term borrowings.

(e)Includes $450 million classified as trading securities, $1.3 billion classified as held to maturity, and $6.6 billion classified as securities available for sale.

(f)Maximum loss exposure represents $129 million of current receivables with no additional contractual funding commitments on loans related to commercial loan modifications to borrowers experiencing financial difficulty.

(g)No exposure to loss due to nature of FHN's involvement.

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Derivatives (Tables)

6 Months Ended

Jun. 30, 2024

Derivative Instruments and Hedging Activities Disclosure [Abstract]

Schedule of Derivatives Associated with Fixed Income Trading Activities

The following table summarizes derivatives associated with FHNF's trading activities as of June 30, 2024 and December 31, 2023:

DERIVATIVES ASSOCIATED WITH TRADING
	June 30, 2024
(Dollars in millions)	Notional		Assets		Liabilities
Customer interest rate contracts	$	4,155	$	7	$	230
Offsetting upstream interest rate contracts	4,328		165		8
Forwards and futures purchased	1,891		3		3
Forwards and futures sold	1,949		3		2

 

	December 31, 2023
(Dollars in millions)	Notional		Assets		Liabilities
Customer interest rate contracts	$	4,067	$	22	$	197
Offsetting upstream interest rate contracts	4,273		135		23
Forwards and futures purchased	777		9		—
Forwards and futures sold	912		—		9

Schedule of Derivatives Associated with Interest Rate Risk Management Activities

The following table summarizes FHN’s derivatives associated with interest rate risk management activities as of June 30, 2024 and December 31, 2023:

DERIVATIVES ASSOCIATED WITH INTEREST RATE RISK MANAGEMENT
	June 30, 2024
(Dollars in millions)	Notional		Assets		Liabilities
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer interest rate contracts	$	8,427	$	7	$	456
Offsetting upstream interest rate contracts	8,427		453		8

	December 31, 2023
(Dollars in millions)	Notional		Assets		Liabilities
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer interest rate contracts	$	8,375	$	21	$	392
Offsetting upstream interest rate contracts	8,375		389		22

Schedule of Gains/(Losses) on Derivatives Associated with Interest Rate Risk Management Activities

The following table summarizes gains (losses) on FHN’s derivatives associated with interest rate risk management activities for the three and six months ended June 30, 2024 and 2023:

DERIVATIVE GAINS (LOSSES) ASSOCIATED WITH INTEREST RATE RISK MANAGEMENT
	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
(Dollars in millions)	Gains (Losses)		Gains (Losses)		Gains (Losses)		Gains (Losses)
Customer Interest Rate Contracts Hedging
Hedging Instruments and Hedged Items:
Customer interest rate contracts (a)	$	9	$	(130)	$	(77)	$	31
Offsetting upstream interest rate contracts (a)	(9)		130		77		(31)

(a)Gains (losses) included in other expense within the Consolidated Statements of Income.

Schedule of Derivative Associated with Cash Flow Hedges

The following tables summarize FHN’s derivative activities associated with cash flow hedges as of June 30, 2024 and December 31, 2023:

DERIVATIVES ASSOCIATED WITH CASH FLOW HEDGES
	June 30, 2024
(Dollars in millions)	Notional		Assets		Liabilities
Cash Flow Hedges
Hedging Instruments:
Interest rate contracts	$	5,000	$	—	$	82
Hedged Items:
Variability in cash flows related to debt instruments (primarily loans)	N/A		$	5,000	N/A

	December 31, 2023
(Dollars in millions)	Notional		Assets		Liabilities
Cash Flow Hedges
Hedging Instruments:
Interest rate contracts	$	5,200	$	—	$	32
Hedged Items:
Variability in cash flows related to debt instruments (primarily loans)	N/A		$	5,200	N/A

Schedule of Gains/(Losses) on Derivatives Associated with Cash Flow Hedges

The following table summarizes gains (losses) on FHN’s derivatives associated with cash flow hedges for the three and six months ended June 30, 2024 and 2023:

DERIVATIVE GAINS (LOSSES) ASSOCIATED WITH CASH FLOW HEDGES
	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
(Dollars in millions)	Gains (Losses)		Gains (Losses)		Gains (Losses)		Gains (Losses)
Cash Flow Hedges
Hedging Instruments:
Interest rate contracts (a)	$	(2)	$	(66)	$	(41)	$	(13)
Gain (loss) recognized in other comprehensive income (loss)	(15)		(59)		(58)		(26)
Gain (loss) reclassified from AOCI into interest income	13		13		26		24

(a)Approximately $23 million of pre-tax losses are expected to be reclassified into earnings in the next twelve months.

Schedule of Derivatives Gains/Losses Associated with Mortgage Banking Hedges

The notional and fair values of these contracts are presented in the table below.

DERIVATIVES ASSOCIATED WITH MORTGAGE BANKING HEDGES
	June 30, 2024
(Dollars in millions)	Notional		Assets		Liabilities
Mortgage Banking Hedges
Option contracts written	$	82	$	1	$	—
Forward contracts written	154		1		—

	December 31, 2023
(Dollars in millions)	Notional		Assets		Liabilities
Mortgage Banking Hedges
Option contracts written	$	55	$	1	$	—
Forward contracts written	93		—		1

The following table summarizes gains (losses) on FHN's derivatives associated with mortgage banking activities for the three and six months ended June 30, 2024 and 2023:

DERIVATIVE GAINS (LOSSES) ASSOCIATED WITH MORTGAGE BANKING HEDGES
	Three Months Ended June 30,				Six Months Ended June 30,
	2024		2023		2024		2023
(Dollars in millions)	Gains (Losses)		Gains (Losses)		Gains (Losses)		Gains (Losses)
Mortgage Banking Hedges
Option contracts written	$	1	$	—	$	—	$	2
Forward contracts written	—		(2)		1		6

Schedule of Derivative Assets and Collateral Received

The following table provides details of derivative assets and collateral received as presented on the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023:

DERIVATIVE ASSETS & COLLATERAL RECEIVED
							Gross amounts not offset in the Balance Sheets
(Dollars in millions)	Gross amounts of recognized assets		Gross amounts offset in the Balance Sheets		Net amounts of assets presented in the Balance Sheets (a)		Derivative liabilities available for offset		Collateral received		Net amount
Derivative assets:
June 30, 2024
Interest rate derivative contracts	$	633	$	—	$	633	$	(79)	$	(533)	$	21
Forward contracts	6		—		6		(3)		—		3
	$	639	$	—	$	639	$	(82)	$	(533)	$	24
December 31, 2023
Interest rate derivative contracts	$	567	$	—	$	567	$	(75)	$	(486)	$	6
Forward contracts	9		—		9		(4)		(3)		2
	$	576	$	—	$	576	$	(79)	$	(489)	$	8

(a)Included in other assets on the Consolidated Balance Sheets. As of June 30, 2024 and December 31, 2023, $1 million and $1 million, respectively, of derivative assets have been excluded from these tables because they are generally not subject to master netting or similar agreements.

Schedule of Derivative Liabilities and Collateral Pledged

The following table provides details of derivative liabilities and collateral pledged as presented on the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023:

DERIVATIVE LIABILITIES & COLLATERAL PLEDGED
							Gross amounts not offset  in the Balance Sheets
(Dollars in millions)	Gross amounts of recognized liabilities		Gross amounts offset in the Balance Sheets		Net amounts of liabilities presented in the Balance Sheets (a)		Derivative assets  available for offset		Collateral pledged		Net amount
Derivative liabilities:
June 30, 2024
Interest rate derivative contracts	$	784	$	—	$	784	$	(79)	$	(193)	$	512
Forward contracts	5		—		5		(3)		—		2
	$	789	$	—	$	789	$	(82)	$	(193)	$	514
December 31, 2023
Interest rate derivative contracts	$	666	$	—	$	666	$	(75)	$	(164)	$	427
Forward contracts	9		—		9		(4)		(5)		—
	$	675	$	—	$	675	$	(79)	$	(169)	$	427

(a)Included in other liabilities on the Consolidated Balance Sheets. As of June 30, 2024 and December 31, 2023, $19 million and $24 million, respectively, of derivative liabilities (primarily Visa-related derivatives) have been excluded from these tables because they are generally not subject to master netting or similar agreements.

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Master Netting and Similar Agreements—Repurchase, Reverse Repurchase, and Securities Borrowing Transactions (Tables)

6 Months Ended

Jun. 30, 2024

Offsetting [Abstract]

Schedule of Securities Purchased under Agreements to Resell and Collateral Pledged by Counterparties

The following table provides details of securities purchased under agreements to resell and collateral pledged by counterparties as of June 30, 2024 and December 31, 2023:

SECURITIES PURCHASED UNDER AGREEMENTS TO RESELL
							Gross amounts not offset in the Balance Sheets
(Dollars in millions)	Gross amounts of recognized assets		Gross amounts offset in the Balance Sheets		Net amounts of assets presented in the Balance Sheets		Offsetting securities sold under agreements to repurchase		Securities collateral (not recognized on FHN’s Balance Sheets)		Net amount
Securities purchased under agreements to resell:
June 30, 2024	$	424	$	—	$	424	$	—	$	(418)	$	6
December 31, 2023	519		—		519		—		(516)		3

Schedule of Securities Sold under Agreements to Repurchase and Collateral Pledged by Company

The following table provides details of securities sold under agreements to repurchase and collateral pledged by FHN as of June 30, 2024 and December 31, 2023:

SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE
							Gross amounts not offset in the Balance Sheets
(Dollars in millions)	Gross amounts of recognized liabilities		Gross amounts offset in the Balance Sheets		Net amounts of liabilities presented in the Balance Sheets		Offsetting securities purchased under agreements to resell		Securities/ government guaranteed loans collateral		Net amount
Securities sold under agreements to repurchase:
June 30, 2024	$	1,948	$	—	$	1,948	$	—	$	(1,948)	$	—
December 31, 2023	1,921		—		1,921		—		(1,921)		—

Schedule of the Remaining Contractual Maturity by Collateral Type of Securities Sold under Agreements to Repurchase

The following table provides details, by collateral type, of the remaining contractual maturity of securities sold under agreements to repurchase as of June 30, 2024 and December 31, 2023:

MATURITIES OF SECURITIES SOLD UNDER AGREEMENTS TO REPURCHASE
	June 30, 2024
(Dollars in millions)	Overnight and Continuous		Up to 30 Days		Total
Securities sold under agreements to repurchase:
Government agency issued MBS	$	1,579	$	—	$	1,579
Government agency issued CMO	326		—		326
Other U.S. government agencies	43		—		43
Total securities sold under agreements to repurchase	$	1,948	$	—	$	1,948
	December 31, 2023
(Dollars in millions)	Overnight and Continuous		Up to 30 Days		Total
Securities sold under agreements to repurchase:
Government agency issued MBS	$	1,717	$	—	$	1,717
Government agency issued CMO	161		—		161
Other U.S. government agencies	43		—		43
Total securities sold under agreements to repurchase	$	1,921	$	—	$	1,921

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Fair Value of Assets and Liabilities (Tables)

6 Months Ended

Jun. 30, 2024

Fair Value Disclosures [Abstract]

Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis

The following table presents the balances of assets and liabilities measured at fair value on a recurring basis as of June 30, 2024 and December 31, 2023:

BALANCES OF ASSETS & LIABILITIES MEASURED AT FAIR VALUE ON A RECURRING BASIS
	June 30, 2024
(Dollars in millions)	Level 1		Level 2		Level 3		Total
Trading securities:
U.S. treasuries	$	—	$	12	$	—	$	12
Government agency issued MBS	—		83		—		83
Government agency issued CMO	—		192		—		192
Other U.S. government agencies	—		116		—		116
States and municipalities	—		31		—		31
Corporate and other debt	—		799		—		799
Interest-only strips	—		—		16		16
Total trading securities	—		1,233		16		1,249
Loans held for sale (elected fair value)	—		102		15		117
Securities available for sale:
Government agency issued MBS	—		4,231		—		4,231
Government agency issued CMO	—		2,020		—		2,020
Other U.S. government agencies	—		1,118		—		1,118
States and municipalities	—		555		—		555
Total securities available for sale	—		7,924		—		7,924
Other assets:
Deferred compensation mutual funds	107		—		—		107
Equity, mutual funds, and other	34		—		—		34
Derivatives, forwards and futures	6		—		—		6
Derivatives, interest rate contracts	—		634		—		634
Total other assets	147		634		—		781
Total assets	$	147	$	9,893	$	31	$	10,071
Trading liabilities:
U.S. treasuries	$	—	$	342	$	—	$	342
Corporate and other debt	—		81		—		81
Total trading liabilities	—		423		—		423
Other liabilities:
Derivatives, forwards and futures	5		—		—		5
Derivatives, interest rate contracts	—		785		—		785
Derivatives, other	—		—		18		18
Total other liabilities	5		785		18		808
Total liabilities	$	5	$	1,208	$	18	$	1,231

	December 31, 2023
(Dollars in millions)	Level 1		Level 2		Level 3		Total
Trading securities:
U.S. treasuries	$	—	$	3	$	—	$	3
Government agency issued MBS	—		114		—		114
Government agency issued CMO	—		336		—		336
Other U.S. government agencies	—		152		—		152
States and municipalities	—		17		—		17
Corporate and other debt	—		777		—		777
Interest-only strips	—		—		13		13
Total trading securities	—		1,399		13		1,412
Loans held for sale (elected fair value)	—		42		26		68
Securities available for sale:
Government agency issued MBS	—		4,484		—		4,484
Government agency issued CMO	—		2,146		—		2,146
Other U.S. government agencies	—		1,172		—		1,172
States and municipalities	—		589		—		589
Total securities available for sale	—		8,391		—		8,391
Other assets:
Deferred compensation mutual funds	102		—		—		102
Equity, mutual funds, and other	34		—		—		34
Derivatives, forwards and futures	9		—		—		9
Derivatives, interest rate contracts	—		568		—		568
Total other assets	145		568		—		713
Total assets	$	145	$	10,400	$	39	$	10,584
Trading liabilities:
U.S. treasuries	$	—	$	426	$	—	$	426
Government agency issued MBS	—		1		—		1
Corporate and other debt	—		82		—		82
Total trading liabilities	—		509		—		509
Other liabilities:
Derivatives, forwards and futures	10		—		—		10
Derivatives, interest rate contracts	—		666		—		666
Derivatives, other	—		—		23		23
Total other liabilities	10		666		23		699
Total liabilities	$	10	$	1,175	$	23	$	1,208

Schedule of Changes in Level 3 Assets and Liabilities Measured at Fair Value

The changes in Level 3 assets and liabilities measured at fair value for the three months ended June 30, 2024 and 2023 on a recurring basis are summarized as follows:

CHANGES IN LEVEL 3 ASSETS & LIABILITIES MEASURED AT FAIR VALUE
	Three Months Ended June 30, 2024
(Dollars in millions)	Interest-only strips			Loans held for sale			Net  derivative liabilities
Balance on April 1, 2024	$	19		$	14		$	(20)
Total net gains (losses) included in net income	(1)			—			—
Purchases	—			1			—
Sales	(8)			—			—
Settlements	—			(1)			2
Net transfers into (out of) Level 3	6		(b)	1			—
Balance on June 30, 2024	$	16		$	15		$	(18)
Net unrealized gains (losses) included in net income	$	—	(c)	$	—	(a)	$	—	(d)

	Three Months Ended June 30, 2023
(Dollars in millions)	Interest-only strips			Loans held for sale			Net  derivative liabilities
Balance on April 1, 2023	$	28		$	21		$	(21)
Total net gains (losses) included in net income	(3)			—			(15)
Purchases	—			1			—
Sales	(5)			—			—
Settlements	—			—			2
Net transfers into (out of) Level 3	16		(b)	—			—
Balance on June 30, 2023	$	36		$	22		$	(34)
Net unrealized gains (losses) included in net income	$	(2)	(c)	$	—	(a)	$	(15)	(d)

(a)Primarily included in mortgage banking income on the Consolidated Statements of Income.

(b)Transfers into interest-only strips Level 3 measured on a recurring basis reflect movements from loans held for sale (Level 2 nonrecurring).

(c)Primarily included in fixed income on the Consolidated Statements of Income.

(d)Included in other expense on the Consolidated Statements of Income.

The changes in Level 3 assets and liabilities measured at fair value for the six months ended June 30, 2024 and 2023 on a recurring basis are summarized as follows:

CHANGES IN LEVEL 3 ASSETS & LIABILITIES MEASURED AT FAIR VALUE
	Six Months Ended June 30, 2024
(Dollars in millions)	Interest-only strips			Loans held for sale			Net  derivative liabilities
Balance on January 1, 2024	$	13		$	26		$	(23)
Total net gains (losses) included in net income	(2)			—			—
Purchases	—			2			—
Sales	(10)			(13)			—
Settlements	—			(1)			5
Net transfers into (out of) Level 3	15		(b)	1			—
Balance on June 30, 2024	$	16		$	15		$	(18)
Net unrealized gains (losses) included in net income	$	(1)	(c)	$	—	(a)	$	—	(d)

	Six Months Ended June 30, 2023
(Dollars in millions)	Interest-only strips			Loans held for sale			Net  derivative liabilities
Balance on January 1, 2023	$	25		$	22		$	(27)
Total net gains (losses) included in net income	(6)			—			(15)
Purchases	—			2			—
Sales	(8)			(2)			—
Settlements	—			—			8
Net transfers into (out of) Level 3	25		(b)	—			—
Balance on June 30, 2023	$	36		$	22		$	(34)
Net unrealized gains (losses) included in net income	$	(3)	(c)	$	—	(a)	$	(15)	(d)

(a)Primarily included in mortgage banking income on the Consolidated Statements of Income.

(b)Transfers into interest-only strips Level 3 measured on a recurring basis reflect movements from loans held for sale (Level 2 nonrecurring).

(c)Primarily included in fixed income on the Consolidated Statements of Income.

(d)Included in other expense on the Consolidated Statements of Income.

Schedule of Nonrecurring Fair Value Measurements

For assets

measured at fair value on a nonrecurring basis which were still held on the Consolidated Balance Sheets at June 30, 2024, and December 31, 2023, respectively, the following tables provide the level of valuation assumptions used to determine each adjustment and the related carrying value.

LEVEL OF VALUATION ASSUMPTIONS FOR ASSETS MEASURED AT FAIR VALUE ON A NONRECURRING BASIS
	Carrying value at June 30, 2024
(Dollars in millions)	Level 1		Level 2		Level 3		Total
Loans held for sale—SBAs and USDA	$	—	$	327	$	—	$	327
Loans and leases (a)	—		—		308		308
OREO (b)	—		—		4		4

	Carrying value at December 31, 2023
(Dollars in millions)	Level 1		Level 2		Level 3		Total
Loans held for sale—SBAs and USDA	$	—	$	406	$	—	$	406
Loans and leases (a)	—		—		245		245
OREO (b)	—		—		4		4
Other assets (c)	—		—		90		90

(a)Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral less estimated costs to sell. Write-downs on these loans are recognized as part of provision for credit losses.

(b)Represents the fair value and related losses of foreclosed properties that were measured subsequent to their initial classification as OREO. Balance excludes OREO related to government-insured mortgages.

(c)Represents tax credit investments accounted for under the equity method.

Schedule of Gains/(losses) on Nonrecurring Fair Value Measurements

For assets measured on a nonrecurring basis which were still held on the Consolidated Balance Sheets at period end, the following table provides information about the fair value adjustments recorded during the three and six months ended June 30, 2024 and 2023:

FAIR VALUE ADJUSTMENTS ON ASSETS MEASURED ON A NONRECURRING BASIS
	Net gains (losses) Three Months Ended June 30,				Net gains (losses) Six Months Ended June 30,
(Dollars in millions)	2024		2023		2024		2023
Loans held for sale—SBAs and USDA	$	(1)	$	(1)	$	(1)	$	(2)
Loans and leases (a)	(31)		(19)		(56)		(23)
Other assets (b)	—		(1)		—		(1)
	$	(32)	$	(21)	$	(57)	$	(26)

(a)Write-downs on these loans are recognized as part of provision for credit losses.

(b)Represents tax credit investments accounted for under the equity method.

Schedule of Unobservable Inputs Utilized in Determining the Fair Value of Level 3 Recurring and Non-Recurring Measurements

The following table provides information regarding the unobservable inputs utilized in determining the fair value of Level 3 recurring and nonrecurring measurements as of June 30, 2024 and December 31, 2023:

UNOBSERVABLE INPUTS USED IN LEVEL 3 FAIR VALUE MEASUREMENTS
(Dollars in millions)					Values Utilized
Level 3 Class	Fair Value at June 30, 2024		Valuation Techniques	Unobservable Input	Range	Weighted Average (c)
Trading securities - SBA interest-only strips	$	16	Discounted cash flow	Constant prepayment rate	14% - 20%	15%
				Bond equivalent yield	10% - 19%	18%
Loans held for sale - residential real estate	$	15	Discounted cash flow	Prepayment speeds - First mortgage	2% - 6%	3%
				Foreclosure losses	64% - 65%	65%
				Loss severity trends - First mortgage	0% - 2% of UPB	1%
Derivative liabilities, other	$	18	Discounted cash flow	Visa covered litigation resolution amount	$1.8 billion - $2.8 billion	$2.5 billion
				Probability of resolution scenarios	10% - 20%	18%
				Time until resolution	6 - 36 months	25 months
Loans and leases (a)	$	308	Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal	NM
			Other collateral valuations	Borrowing base certificates liquidation adjustment	25% - 50% of gross value	NM
				Financial Statements liquidation adjustment	50% - 100% of reported value	NM
				Auction appraisals marketability adjustment	0% - 10% of reported value	NM
OREO (b)	$	4	Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal	NM

 NM - Not meaningful

(a)Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral less estimated costs to sell. Write-downs on these loans are recognized as part of provision for credit losses.

(b)Represents the fair value of foreclosed properties that were measured subsequent to their initial classification as OREO. Balance excludes OREO related to government-insured mortgages.

(c)Weighted averages are determined by the relative fair value of the instruments or the relative contribution to an instrument's fair value.

(Dollars in millions)					Values Utilized
Level 3 Class	Fair Value at December 31, 2023		Valuation Techniques	Unobservable Input	Range	Weighted Average (c)
Trading securities - SBA interest-only strips	$	13	Discounted cash flow	Constant prepayment rate	14% - 15%	14%
				Bond equivalent yield	18% - 21%	18%
Loans held for sale - residential real estate	$	26	Discounted cash flow	Prepayment speeds - First mortgage	2% - 7%	3%
				Foreclosure losses	64% - 68%	65%
				Loss severity trends - First mortgage	0% - 3% of UPB	2%
Derivative liabilities, other	$	23	Discounted cash flow	Visa covered litigation resolution amount	$5.7 billion - $6.7 billion	$6.3 billion
				Probability of resolution scenarios	10% - 25%	18%
				Time until resolution	6 - 36 months	24 months
Loans and leases (a)	$	245	Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal	NM
			Other collateral valuations	Borrowing base certificates liquidation adjustment	25% - 50% of gross value	NM
				Financial Statements liquidation adjustment	50% - 100% of reported value	NM
				Auction appraisals marketability adjustment	0% - 10% of reported value	NM
OREO (b)	$	4	Appraisals from comparable properties	Adjustment for value changes since appraisal	0% - 10% of appraisal	NM
Other assets (d)	$	90	Discounted cash flow	Adjustments to current sales yields for specific properties	0% - 15% adjustment to yield	NM
			Appraisals from comparable properties	Marketability adjustments for specific properties	0% - 25% of appraisal	NM

NM - Not meaningful

(a)Represents carrying value of loans for which adjustments are required to be based on the appraised value of the collateral less estimated costs to sell. Write-downs on these loans are recognized as part of provision for credit losses.

(b)Represents the fair value of foreclosed properties that were measured subsequent to their initial classification as OREO. Balance excludes OREO related to government-insured mortgages.

(c)Weighted averages are determined by the relative fair value of the instruments or the relative contribution to an instrument's fair value.

(d)Represents tax credit investments accounted for under the equity method.

Schedule of Differences between the Fair Value Carrying Amount of Mortgages Held-for-sale and Aggregate Unpaid Principal Amount

The following table reflects the differences between the fair value carrying amount of residential real estate loans held for sale measured at fair value in accordance with management’s election and the aggregate unpaid principal amount FHN is contractually entitled to receive at maturity.

DIFFERENCES BETWEEN FAIR VALUE CARRYING AMOUNTS AND CONTRACTUAL AMOUNTS OF RESIDENTIAL REAL ESTATE LOANS REPORTED AT FAIR VALUE
	June 30, 2024
(Dollars in millions)	Fair value carrying amount		Aggregate unpaid principal		Fair value carrying amount less aggregate unpaid principal
Residential real estate loans held for sale reported at fair value:
Total loans	$	117	$	121	$	(4)
Nonaccrual loans	3		5		(2)
Loans 90 days or more past due and still accruing	1		1		—
	December 31, 2023
(Dollars in millions)	Fair value carrying amount		Aggregate unpaid principal		Fair value carrying amount less aggregate unpaid principal
Residential real estate loans held for sale reported at fair value:
Total loans	$	68	$	73	$	(5)
Nonaccrual loans	2		5		(3)
Loans 90 days or more past due and still accruing	1		1		—

Schedule of Changes In Fair Value of Assets and Liabilities which Fair Value Option Included in Current Period Earnings

Assets and liabilities accounted for under the fair value election are initially measured at fair value with subsequent changes in fair value recognized in earnings. Such changes in the fair value of assets and liabilities for which FHN elected the fair value option are included in current period earnings with classification in the income statement line item reflected in the following table:

CHANGES IN FAIR VALUE RECOGNIZED IN NET INCOME
	Three Months Ended June 30,				Six Months Ended June 30,
(Dollars in millions)	2024		2023		2024		2023
Changes in fair value included in net income:
Mortgage banking noninterest income
Loans held for sale	$	1	$	—	$	1	$	1

Schedule of Book Value and Estimated Fair Value of Financial Instruments

The following table summarizes the book value and estimated fair value of financial instruments recorded in the Consolidated Balance Sheets as of June 30, 2024 and December 31, 2023:

BOOK VALUE AND ESTIMATED FAIR VALUE OF FINANCIAL INSTRUMENTS
	June 30, 2024
	Book Value		Fair Value
(Dollars in millions)			Level 1		Level 2		Level 3		Total
Assets:
Loans and leases, net of allowance for loan and lease losses
Commercial:
Commercial, financial and industrial	$	33,108	$	—	$	—	$	32,427	$	32,427
Commercial real estate	14,448		—		—		14,214		14,214
Consumer:
Consumer real estate	13,678		—		—		13,004		13,004
Credit card and other	726		—		—		717		717
Total loans and leases, net of allowance for loan and lease losses	61,960		—		—		60,362		60,362
Short-term financial assets:
Interest-bearing deposits with banks	1,452		1,452		—		—		1,452
Federal funds sold	63		—		63		—		63
Securities purchased under agreements to resell	424		—		424		—		424
Total short-term financial assets	1,939		1,452		487		—		1,939
Trading securities (a)	1,249		—		1,233		16		1,249
Loans held for sale:
Mortgage loans (elected fair value) (a)	117		—		102		15		117
USDA & SBA loans - LOCOM	327		—		327		—		327
Mortgage loans - LOCOM	27		—		—		27		27
Total loans held for sale	471		—		429		42		471
Securities available for sale (a)	7,924		—		7,924		—		7,924
Securities held to maturity	1,297		—		1,108		—		1,108
Derivative assets (a)	640		6		634		—		640
Other assets:
Tax credit investments	668		—		—		656		656
Deferred compensation mutual funds	107		107		—		—		107
Equity, mutual funds, and other (b)	323		34		—		289		323
Total other assets	1,098		141		—		945		1,086
Total assets	$	76,578	$	1,599	$	11,815	$	61,365	$	74,779
Liabilities:
Defined maturity deposits	$	7,163	$	—	$	7,205	$	—	$	7,205
Trading liabilities (a)	423		—		423		—		423
Short-term financial liabilities:
Federal funds purchased	624		—		624		—		624
Securities sold under agreements to repurchase	1,948		—		1,948		—		1,948
Other short-term borrowings	1,943		—		1,943		—		1,943
Total short-term financial liabilities	4,515		—		4,515		—		4,515
Term borrowings:
Real estate investment trust-preferred	47		—		—		47		47
Term borrowings—new market tax credit investment	83		—		—		78		78
Secured borrowings	9		—		—		9		9
Junior subordinated debentures	151		—		—		150		150
Other long-term borrowings	885		—		847		—		847
Total term borrowings	1,175		—		847		284		1,131
Derivative liabilities (a)	808		5		785		18		808
Total liabilities	$	14,084	$	5	$	13,775	$	302	$	14,082

(a)Classes are detailed in the recurring and nonrecurring measurement tables.

(b)Level 1 primarily consists of mutual funds with readily determinable fair values. Level 3 includes restricted investments in FHLB-Cincinnati stock of $86 million and FRB stock of $203 million.

	December 31, 2023
	Book Value		Fair Value
(Dollars in millions)			Level 1		Level 2		Level 3		Total
Assets:
Loans and leases, net of allowance for loan and lease losses
Commercial:
Commercial, financial and industrial	$	32,294	$	—	$	—	$	31,673	$	31,673
Commercial real estate	14,044		—		—		13,831		13,831
Consumer:
Consumer real estate	13,417		—		—		12,605		12,605
Credit card and other	764		—		—		742		742
Total loans and leases, net of allowance for loan and lease losses	60,519		—		—		58,851		58,851
Short-term financial assets:
Interest-bearing deposits with banks	1,328		1,328		—		—		1,328
Federal funds sold	200		—		200		—		200
Securities purchased under agreements to resell	519		—		519		—		519
Total short-term financial assets	2,047		1,328		719		—		2,047
Trading securities (a)	1,412		—		1,399		13		1,412
Loans held for sale:
Mortgage loans (elected fair value) (a)	68		—		42		26		68
USDA & SBA loans - LOCOM	406		—		407		—		407
Mortgage loans - LOCOM	28		—		—		28		28
Total loans held for sale	502		—		449		54		503
Securities available for sale (a)	8,391		—		8,391		—		8,391
Securities held to maturity	1,323		—		1,161		—		1,161
Derivative assets (a)	577		9		568		—		577
Other assets:
Tax credit investments	665		—		—		653		653
Deferred compensation mutual funds	102		102		—		—		102
Equity, mutual funds, and other (b)	261		34		—		227		261
Total other assets	1,028		136		—		880		1,016
Total assets	$	75,799	$	1,473	$	12,687	$	59,798	$	73,958
Liabilities:
Defined maturity deposits	$	6,804	$	—	$	6,851	$	—	$	6,851
Trading liabilities (a)	509		—		509		—		509
Short-term financial liabilities:
Federal funds purchased	302		—		302		—		302
Securities sold under agreements to repurchase	1,921		—		1,921		—		1,921
Other short-term borrowings	326		—		326		—		326
Total short-term financial liabilities	2,549		—		2,549		—		2,549
Term borrowings:
Real estate investment trust-preferred	47		—		—		47		47
Term borrowings—new market tax credit investment	65		—		—		60		60
Secured borrowings	3		—		—		3		3
Junior subordinated debentures	150		—		—		150		150
Other long-term borrowings	885		—		824		—		824
Total term borrowings	1,150		—		824		260		1,084
Derivative liabilities (a)	699		10		666		23		699
Total liabilities	$	11,711	$	10	$	11,399	$	283	$	11,692

(a)Classes are detailed in the recurring and nonrecurring measurement tables.

(b)Level 1 primarily consists of mutual funds with readily determinable fair values. Level 3 includes restricted investments in FHLB-Cincinnati stock of $24 million and FRB stock of $203 million.

The following table presents the contractual amount and fair value of unfunded loan commitments and standby and other commitments as of June 30, 2024 and December 31, 2023:

UNFUNDED COMMITMENTS
	Contractual Amount				Fair Value
(Dollars in millions)	June 30, 2024		December 31, 2023		June 30, 2024		December 31, 2023
Unfunded Commitments:
Loan commitments	$	21,990	$	24,579	$	1	$	1
Standby and other commitments	752		746		7		8

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Basis of Presentation and Accounting Policies (Details) - USD ($) $ in Millions	Jun. 30, 2024	Jan. 01, 2024	Dec. 31, 2023
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Retained earnings	$ 4,172		$ 3,964
Accounting Standards Update 2023-02
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items]
Retained earnings		$ 8

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Investment Securities - Schedule of FHN's Investment Securities (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	$ 9,116
Fair Value	7,924	$ 8,391
Amortized Cost	1,297	1,323
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(189)	(162)
Fair Value	1,108	1,161
Asset Pledged as Collateral
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	1,300	1,300
Government agency issued MBS
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	4,852	5,061
Gross Unrealized Gains	1	2
Gross Unrealized Losses	(622)	(579)
Fair Value	4,231	4,484
Amortized Cost	828	852
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(113)	(96)
Fair Value	715	756
Government agency issued CMO
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	2,374	2,487
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(354)	(341)
Fair Value	2,020	2,146
Amortized Cost	469	471
Gross Unrealized Gains	0	0
Gross Unrealized Losses	(76)	(66)
Fair Value	393	405
Other U.S. government agencies
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	1,282	1,321
Gross Unrealized Gains	0	2
Gross Unrealized Losses	(164)	(151)
Fair Value	1,118	1,172
States and municipalities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	608	627
Gross Unrealized Gains	1	3
Gross Unrealized Losses	(54)	(41)
Fair Value	555	589
Securities available-for-sale, excluding interest only strip
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	9,116	9,496
Gross Unrealized Gains	2	7
Gross Unrealized Losses	(1,194)	(1,112)
Fair Value	7,924	8,391
Securities available-for-sale, excluding interest only strip | Asset Pledged as Collateral
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	$ 6,900	$ 7,600

XML

Investment Securities - Schedule of Amortized Cost and Fair Value by Contractual Maturity (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Amortized Cost
Within 1 year	$ 0
After 1 year through 5 years	0
After 5 years through 10 years	0
After 10 years	0
Subtotal	0
Government agency issued MBS and CMO	1,297
Total	1,297
Fair Value
Within 1 year	0
After 1 year through 5 years	0
After 5 years through 10 years	0
After 10 years	0
Subtotal	0
Government agency issued MBS and CMO	1,108
Fair Value	1,108	$ 1,161
Amortized Cost
Within 1 year	44
After 1 year through 5 years	137
After 5 years through 10 years	369
After 10 years	1,340
Subtotal	1,890
Government agency issued MBS and CMO	7,226
Securities available for sale, amortized cost	9,116
Fair Value
Within 1 year	44
After 1 year through 5 years	127
After 5 years through 10 years	332
After 10 years	1,170
Subtotal	1,673
Government agency issued MBS and CMO	6,251
Securities available-for-sale	$ 7,924	$ 8,391

XML

Investment Securities - Narrative (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Marketable Securities [Abstract]
Gains (losses) on available-for-sale securities	$ 0	$ 0	$ 0	$ 0
Available-for-sale, accrued interest, after allowance for credit loss	31,000,000		31,000,000		$ 32,000,000
Transfers between available for sale and held to maturity debt securities	0	0	0	0
Held-to-maturity, accrued interest, after allowance for credit loss	3,000,000		3,000,000		3,000,000
Allowance for credit loss	0		0		0
Carrying amount of equity investments without a readily determinable fair value	92,000,000		92,000,000		$ 89,000,000
Unrealized gains for equity investments with readily determinable fair values	$ 2,000,000	$ 4,000,000	$ 7,000,000	$ 6,000,000

XML

Investment Securities - Schedule of Investments within the Available for Sale Portfolio that had Unrealized Losses (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Schedule of Investments [Line Items]
Less than 12 months	$ 248	$ 300
12 months or longer	7,517	7,699
Total fair value	7,765	7,999
Unrealized Losses
Less than 12 months	(3)	(4)
12 months or longer	(1,191)	(1,108)
Total unrealized losses	(1,194)	(1,112)
Government agency issued MBS
Schedule of Investments [Line Items]
Less than 12 months	83	140
12 months or longer	4,102	4,231
Total fair value	4,185	4,371
Unrealized Losses
Less than 12 months	(1)	(2)
12 months or longer	(621)	(577)
Total unrealized losses	(622)	(579)
Government agency issued CMO
Schedule of Investments [Line Items]
Less than 12 months	28	32
12 months or longer	1,992	2,098
Total fair value	2,020	2,130
Unrealized Losses
Less than 12 months	0	0
12 months or longer	(354)	(341)
Total unrealized losses	(354)	(341)
Other U.S. government agencies
Schedule of Investments [Line Items]
Less than 12 months	104	114
12 months or longer	971	905
Total fair value	1,075	1,019
Unrealized Losses
Less than 12 months	(1)	(2)
12 months or longer	(164)	(149)
Total unrealized losses	(165)	(151)
States and municipalities
Schedule of Investments [Line Items]
Less than 12 months	33	14
12 months or longer	452	465
Total fair value	485	479
Unrealized Losses
Less than 12 months	(1)	0
12 months or longer	(52)	(41)
Total unrealized losses	$ (53)	$ (41)

XML

Loans and Leases - Narrative (Details) - USD ($) $ in Millions	3 Months Ended	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]
Accrued interest	$ 294	$ 294		$ 287
Net loans and leases	61,960	61,960		60,519
Loans and leases	$ 62,781	62,781		61,292
Financing receivable, allowance for credit loss, writeoff, collateral		$ 1	$ 1
Credit Card Workout Program rate reduction, interest rate floor		0.00%
Credit Card Workout Program term extension, maximum period		5 years
Loans modified with subsequent default, amount		$ 8	$ 25
Minimum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Credit Card Hardship Program, rate and payment reduction, period		6 months
Maximum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Credit Card Hardship Program, rate and payment reduction, period		1 year
Commercial: | Minimum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan grades	1	1
Commercial: | Maximum
Accounts, Notes, Loans and Financing Receivable [Line Items]
Commercial loan grades	16	16
Commercial: | Commercial and industrial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	$ 33,452	$ 33,452		32,633
Commercial: | Commercial real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	14,669	14,669		14,216
Loans to mortgage companies | Commercial: | Commercial and industrial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	$ 2,934	$ 2,934		2,024
Percentage contributed	20.00%	20.00%
Finance And Insurance Companies | Commercial: | Commercial and industrial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	$ 3,800	$ 3,800
General C I | Collateral Pledged
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	310	310		250
General C I | Commercial: | Commercial and industrial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	30,518	30,518		30,609
General C I | Commercial: | Commercial and industrial | Collateral Pledged
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	121	121
Commercial Real Estate | Commercial: | Commercial real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	14,669	14,669		14,216
Commercial Real Estate | Commercial: | Commercial real estate | Collateral Pledged
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	189	189
Asset Pledged as Collateral
Accounts, Notes, Loans and Financing Receivable [Line Items]
Net loans and leases	46,500	46,500		46,100
Asset Pledged as Collateral | General C I
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, allowance for credit loss, writeoff, collateral	19	40
Asset Pledged as Collateral | Home Equity Line of Credit
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	7	7		6
Asset Pledged as Collateral | R E Installment Loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	$ 27	$ 27		$ 27

XML

Loans and Leases - Schedule of Loans by Portfolio Segment (Details) - USD ($) $ in Millions	Jun. 30, 2024	Mar. 31, 2024	Dec. 31, 2023	Jun. 30, 2023	Mar. 31, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	$ 62,781		$ 61,292
Allowance for loan and lease losses	(821)	$ (787)	(773)	$ (737)	$ (715)
Net loans and leases	61,960		60,519
Commercial: | Commercial and industrial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	30,518		30,609
Commercial: | Commercial and industrial | Equipment
Accounts, Notes, Loans and Financing Receivable [Line Items]
Property, plant, and equipment and finance lease right-of-use asset	1,300		1,200
Commercial: | Loans to mortgage companies
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	2,934		2,024
Commercial: | Commercial, financial and industrial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	33,452		32,633
Allowance for loan and lease losses	(344)	(348)		(326)	(325)
Commercial: | Commercial, financial and industrial | Paycheck Protection Plan
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	19		29	44
Commercial: | Commercial real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	14,669		14,216
Allowance for loan and lease losses	(221)	(181)		(159)	(150)
Commercial: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	190		180
Consumer:
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	13,909		13,650
Consumer: | Home Equity Line of Credit
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	2,122		2,219
Consumer: | Real estate installment loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	11,787		11,431
Consumer: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	751		$ 793
Allowance for loan and lease losses	$ (25)	$ (27)		$ (31)	$ (31)

XML

Loans and Leases - Balances of Commercial Loan Portfolio Classes, Disaggregated by PD Grade (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	$ 62,781	$ 61,292
Commercial: | Commercial and industrial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	1,669	4,124
Financing receivable, originated year two	3,953	5,832
Financing receivable, originated year three	5,363	3,664
Financing receivable, originated year four	3,314	1,743
Financing receivable, originated year five	1,489	1,805
Financing receivable, originated prior to year five	4,891	3,605
LMC	2,934	2,024
Revolving Loans	9,512	9,460
Revolving Loans Converted to Term Loans	327	376
Loans and leases	33,452	32,633
Commercial: | Commercial and industrial | PD Grade 1 -12
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	1,623	4,008
Financing receivable, originated year two	3,772	5,637
Financing receivable, originated year three	5,184	3,506
Financing receivable, originated year four	3,139	1,636
Financing receivable, originated year five	1,446	1,665
Financing receivable, originated prior to year five	4,569	3,448
LMC	2,934	2,019
Revolving Loans	8,963	9,087
Revolving Loans Converted to Term Loans	278	327
Loans and leases	31,908	31,333
Commercial: | Commercial and industrial | PD Grade 13
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	45	75
Financing receivable, originated year two	133	60
Financing receivable, originated year three	71	64
Financing receivable, originated year four	65	56
Financing receivable, originated year five	18	101
Financing receivable, originated prior to year five	149	57
LMC	0	0
Revolving Loans	361	186
Revolving Loans Converted to Term Loans	28	0
Loans and leases	870	599
Commercial: | Commercial and industrial | PD Grade 14 ,15 and 16
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	1	41
Financing receivable, originated year two	48	135
Financing receivable, originated year three	108	94
Financing receivable, originated year four	110	51
Financing receivable, originated year five	25	39
Financing receivable, originated prior to year five	173	100
LMC	0	5
Revolving Loans	188	187
Revolving Loans Converted to Term Loans	21	49
Loans and leases	674	701
Commercial: | Commercial real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	14,669	14,216
Commercial: | Commercial real estate | Commercial Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	288	858
Financing receivable, originated year two	1,050	3,476
Financing receivable, originated year three	3,856	3,652
Financing receivable, originated year four	3,678	1,259
Financing receivable, originated year five	1,214	1,566
Financing receivable, originated prior to year five	4,221	2,994
Revolving Loans	362	393
Revolving Loans Converted to Term Loans	0	18
Loans and leases	14,669	14,216
Commercial: | Commercial real estate | PD Grade 1 -12 | Commercial Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	288	853
Financing receivable, originated year two	1,046	3,473
Financing receivable, originated year three	3,580	3,518
Financing receivable, originated year four	3,470	1,162
Financing receivable, originated year five	1,071	1,216
Financing receivable, originated prior to year five	3,635	2,853
Revolving Loans	356	393
Revolving Loans Converted to Term Loans	0	18
Loans and leases	13,446	13,486
Commercial: | Commercial real estate | PD Grade 13 | Commercial Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	0	5
Financing receivable, originated year two	1	1
Financing receivable, originated year three	209	129
Financing receivable, originated year four	94	86
Financing receivable, originated year five	31	175
Financing receivable, originated prior to year five	134	82
Revolving Loans	0	0
Revolving Loans Converted to Term Loans	0	0
Loans and leases	469	478
Commercial: | Commercial real estate | PD Grade 14 ,15 and 16 | Commercial Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	0	0
Financing receivable, originated year two	3	2
Financing receivable, originated year three	67	5
Financing receivable, originated year four	114	11
Financing receivable, originated year five	112	175
Financing receivable, originated prior to year five	452	59
Revolving Loans	6	0
Revolving Loans Converted to Term Loans	0	0
Loans and leases	$ 754	$ 252

XML

Loans and Leases - Loans by FICO Score (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	$ 62,781	$ 61,292
Consumer:
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	13,909	13,650
Consumer: | Consumer real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	775	2,130
Financing receivable, originated year two	2,100	2,854
Financing receivable, originated year three	2,792	2,291
Financing receivable, originated year four	2,215	1,043
Financing receivable, originated year five	1,004	706
Financing receivable, originated prior to year five	2,901	2,407
Revolving Loans	2,015	2,101
Revolving Loans Converted to Term Loans	107	118
Loans and leases	13,909	13,650
Consumer: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	28	80
Financing receivable, originated year two	60	46
Financing receivable, originated year three	33	20
Financing receivable, originated year four	16	16
Financing receivable, originated year five	12	19
Financing receivable, originated prior to year five	152	150
Revolving Loans	440	454
Revolving Loans Converted to Term Loans	10	8
Loans and leases	751	793
FICO score 740 or greater | Consumer: | Consumer real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	557	1,572
Financing receivable, originated year two	1,550	2,099
Financing receivable, originated year three	2,063	1,720
Financing receivable, originated year four	1,657	730
Financing receivable, originated year five	706	465
Financing receivable, originated prior to year five	1,670	1,332
Revolving Loans	1,448	1,522
Revolving Loans Converted to Term Loans	45	50
Loans and leases	9,696	9,490
FICO score 740 or greater | Consumer: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	13	52
Financing receivable, originated year two	34	26
Financing receivable, originated year three	18	10
Financing receivable, originated year four	7	5
Financing receivable, originated year five	3	3
Financing receivable, originated prior to year five	25	27
Revolving Loans	191	207
Revolving Loans Converted to Term Loans	7	5
Loans and leases	298	335
FICO score 720-739 | Consumer: | Consumer real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	80	205
Financing receivable, originated year two	203	286
Financing receivable, originated year three	282	227
Financing receivable, originated year four	223	107
Financing receivable, originated year five	105	88
Financing receivable, originated prior to year five	296	230
Revolving Loans	192	192
Revolving Loans Converted to Term Loans	14	15
Loans and leases	1,395	1,350
FICO score 720-739 | Consumer: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	8	5
Financing receivable, originated year two	5	3
Financing receivable, originated year three	2	1
Financing receivable, originated year four	1	1
Financing receivable, originated year five	1	1
Financing receivable, originated prior to year five	5	5
Revolving Loans	21	24
Revolving Loans Converted to Term Loans	1	1
Loans and leases	44	41
FICO score 700-719 | Consumer: | Consumer real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	57	154
Financing receivable, originated year two	151	232
Financing receivable, originated year three	223	193
Financing receivable, originated year four	185	81
Financing receivable, originated year five	75	52
Financing receivable, originated prior to year five	264	224
Revolving Loans	155	159
Revolving Loans Converted to Term Loans	16	17
Loans and leases	1,126	1,112
FICO score 700-719 | Consumer: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	1	5
Financing receivable, originated year two	4	4
Financing receivable, originated year three	3	1
Financing receivable, originated year four	1	1
Financing receivable, originated year five	1	1
Financing receivable, originated prior to year five	4	4
Revolving Loans	22	25
Revolving Loans Converted to Term Loans	1	1
Loans and leases	37	42
FICO score 660-699 | Consumer: | Consumer real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	70	170
Financing receivable, originated year two	166	198
Financing receivable, originated year three	188	113
Financing receivable, originated year four	108	83
Financing receivable, originated year five	79	53
Financing receivable, originated prior to year five	318	290
Revolving Loans	162	168
Revolving Loans Converted to Term Loans	17	18
Loans and leases	1,108	1,093
FICO score 660-699 | Consumer: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	1	4
Financing receivable, originated year two	3	3
Financing receivable, originated year three	2	1
Financing receivable, originated year four	1	1
Financing receivable, originated year five	0	1
Financing receivable, originated prior to year five	7	8
Revolving Loans	21	23
Revolving Loans Converted to Term Loans	0	0
Loans and leases	35	41
FICO score 620-659 | Consumer: | Consumer real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	5	11
Financing receivable, originated year two	11	20
Financing receivable, originated year three	17	23
Financing receivable, originated year four	23	22
Financing receivable, originated year five	21	36
Financing receivable, originated prior to year five	132	106
Revolving Loans	34	36
Revolving Loans Converted to Term Loans	5	7
Loans and leases	248	261
FICO score 620-659 | Consumer: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	1	2
Financing receivable, originated year two	1	1
Financing receivable, originated year three	0	1
Financing receivable, originated year four	0	0
Financing receivable, originated year five	0	0
Financing receivable, originated prior to year five	2	3
Revolving Loans	6	7
Revolving Loans Converted to Term Loans	0	0
Loans and leases	10	14
FICO score less than 620 | Consumer: | Consumer real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	6	18
Financing receivable, originated year two	19	19
Financing receivable, originated year three	19	15
Financing receivable, originated year four	19	20
Financing receivable, originated year five	18	12
Financing receivable, originated prior to year five	221	225
Revolving Loans	24	24
Revolving Loans Converted to Term Loans	10	11
Loans and leases	336	344
FICO score less than 620 | Consumer: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Financing receivable, originated year one	4	12
Financing receivable, originated year two	13	9
Financing receivable, originated year three	8	6
Financing receivable, originated year four	6	8
Financing receivable, originated year five	7	13
Financing receivable, originated prior to year five	109	103
Revolving Loans	179	168
Revolving Loans Converted to Term Loans	1	1
Loans and leases	$ 327	$ 320

XML

Loans and Leases - Accruing and Non-Accruing Loans by Class (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current, accruing	$ 62,110	$ 60,724
Total Accruing	62,207	60,830
Current, non-accruing	292	228
Total Non- Accruing	574	462
Loans and leases	62,781	61,292
30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	91	85
Past due, non-accruing	49	30
90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	6	21
Past due, non-accruing	233	204
Commercial: | Commercial, financial and industrial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current, accruing	33,252	32,416
Total Accruing	33,285	32,449
Current, non-accruing	87	113
Total Non- Accruing	167	184
Loans and leases	33,452	32,633
Commercial: | Commercial, financial and industrial | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	32	32
Past due, non-accruing	3	18
Commercial: | Commercial, financial and industrial | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	1	1
Past due, non-accruing	77	53
Commercial: | Commercial real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	14,669	14,216
Commercial: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	190	180
Consumer:
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	13,909	13,650
Consumer: | Consumer Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current, accruing	13,713	13,453
Total Accruing	13,765	13,510
Current, non-accruing	67	73
Total Non- Accruing	144	140
Loans and leases	13,909	13,650
Consumer: | Consumer Real Estate | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	49	40
Past due, non-accruing	17	12
Consumer: | Consumer Real Estate | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	3	17
Past due, non-accruing	60	55
Consumer: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current, accruing	741	783
Total Accruing	749	791
Current, non-accruing	1	1
Total Non- Accruing	2	2
Loans and leases	751	793
Consumer: | Credit Card and Other | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	6	5
Past due, non-accruing	0	0
Consumer: | Credit Card and Other | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	2	3
Past due, non-accruing	1	1
General C I | Commercial: | Commercial, financial and industrial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current, accruing	30,318	30,398
Total Accruing	30,351	30,430
Current, non-accruing	87	108
Total Non- Accruing	167	179
Loans and leases	30,518	30,609
Nonaccrual, no allowance	158	178
General C I | Commercial: | Commercial, financial and industrial | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	32	31
Past due, non-accruing	3	18
General C I | Commercial: | Commercial, financial and industrial | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	1	1
Past due, non-accruing	77	53
Loans to mortgage companies | Commercial: | Commercial, financial and industrial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current, accruing	2,934	2,018
Total Accruing	2,934	2,019
Current, non-accruing	0	5
Total Non- Accruing	0	5
Loans and leases	2,934	2,024
Loans to mortgage companies | Commercial: | Commercial, financial and industrial | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	0	1
Past due, non-accruing	0	0
Loans to mortgage companies | Commercial: | Commercial, financial and industrial | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	0	0
Past due, non-accruing	0	0
Commercial Real Estate | Commercial: | Commercial, financial and industrial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Nonaccrual, no allowance	255	129
Commercial Real Estate | Commercial: | Commercial real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans and leases	14,669	14,216
Commercial Real Estate | Commercial real estate | Commercial real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current, accruing	14,404	14,072
Total Accruing	14,408	14,080
Current, non-accruing	137	41
Total Non- Accruing	261	136
Loans and leases	14,669	14,216
Commercial Real Estate | Commercial real estate | Commercial real estate | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	4	8
Past due, non-accruing	29	0
Commercial Real Estate | Commercial real estate | Commercial real estate | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	0	0
Past due, non-accruing	95	95
Home Equity Line of Credit | Consumer: | Consumer Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current, accruing	2,068	2,158
Total Accruing	2,080	2,173
Current, non-accruing	29	30
Total Non- Accruing	42	46
Loans and leases	2,122	2,219
Nonaccrual, no allowance	4	4
Home Equity Line of Credit | Consumer: | Consumer Real Estate | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	9	11
Past due, non-accruing	4	6
Home Equity Line of Credit | Consumer: | Consumer Real Estate | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	3	4
Past due, non-accruing	9	10
R E Installment Loans | Consumer: | Consumer Real Estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current, accruing	11,645	11,295
Total Accruing	11,685	11,337
Current, non-accruing	38	43
Total Non- Accruing	102	94
Loans and leases	11,787	11,431
Nonaccrual, no allowance	10	10
R E Installment Loans | Consumer: | Consumer Real Estate | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	40	29
Past due, non-accruing	13	6
R E Installment Loans | Consumer: | Consumer Real Estate | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	0	13
Past due, non-accruing	51	45
Credit card | Consumer: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current, accruing	276	271
Total Accruing	282	277
Current, non-accruing	0	0
Total Non- Accruing	0	0
Loans and leases	282	277
Credit card | Consumer: | Credit Card and Other | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	4	3
Past due, non-accruing	0	0
Credit card | Consumer: | Credit Card and Other | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	2	3
Past due, non-accruing	0	0
Other | Consumer: | Credit Card and Other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Current, accruing	465	512
Total Accruing	467	514
Current, non-accruing	1	1
Total Non- Accruing	2	2
Loans and leases	469	516
Other | Consumer: | Credit Card and Other | 30-89 Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	2	2
Past due, non-accruing	0	0
Other | Consumer: | Credit Card and Other | 90+ Days Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Past due, accruing	0	0
Past due, non-accruing	$ 1	$ 1

XML

Loans and Leases - Modifications to Borrowers Experiencing Financial Difficulty (Details) - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023
Interest Rate Reduction
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 1
% of Total Class	0.00%	0.00%
Term Extension
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 123	$ 120
% of Total Class	0.20%	0.20%
Principal Forgiveness
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 1
% of Total Class	0.00%	0.00%
Payment Deferrals
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 3
% of Total Class	0.00%	0.00%
Combination - Term Extension and Interest Rate Reduction
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 3	$ 3
% of Total Class	0.00%	0.00%
Combination - Term Extension, Interest Rate Reduction, and Interest Forgiveness
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 2
% of Total Class	0.00%	0.00%
Combination - Term Extension, Interest Rate Reduction, and Interest Deferrals
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 17
% of Total Class	0.00%	0.00%
Consumer: | Consumer Real Estate | Interest Rate Reduction
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 1
% of Total Class	0.00%	0.00%
Consumer: | Consumer Real Estate | Interest Rate Reduction | Maximum
Financing Receivable, Troubled Debt Restructuring [Line Items]
Weighted average interest rate of loans	9.87%	8.70%
Consumer: | Consumer Real Estate | Interest Rate Reduction | Minimum
Financing Receivable, Troubled Debt Restructuring [Line Items]
Weighted average interest rate of loans	6.52%	3.60%
Consumer: | Consumer Real Estate | Term Extension
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 1
% of Total Class	0.00%	0.00%
Weighted average life of loans	22 years	13 years
Consumer: | Consumer Real Estate | Principal Forgiveness
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 1
% of Total Class	0.00%	0.00%
Decrease from loan modification	$ 1	$ 1
Amount in accordance with original loan terms		1
Consumer: | Consumer Real Estate | Payment Deferrals
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 3
% of Total Class	0.00%	0.00%
Weighted average life of loans		11 months
Consumer: | Consumer Real Estate | Combination - Term Extension and Interest Rate Reduction
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 3	$ 3
% of Total Class	0.00%	0.00%
Weighted average life of loans	10 years 9 months 18 days	13 years 1 month 6 days
Consumer: | Consumer Real Estate | Combination - Term Extension and Interest Rate Reduction | Maximum
Financing Receivable, Troubled Debt Restructuring [Line Items]
Weighted average interest rate of loans	8.39%	5.40%
Consumer: | Consumer Real Estate | Combination - Term Extension and Interest Rate Reduction | Minimum
Financing Receivable, Troubled Debt Restructuring [Line Items]
Weighted average interest rate of loans	3.67%	3.90%
Consumer: | Credit Card and Other | Interest Rate Reduction
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 0
% of Total Class	0.00%	0.00%
Consumer: | Credit Card and Other | Interest Rate Reduction | Maximum
Financing Receivable, Troubled Debt Restructuring [Line Items]
Weighted average interest rate of loans	5.77%	14.70%
Consumer: | Credit Card and Other | Interest Rate Reduction | Minimum
Financing Receivable, Troubled Debt Restructuring [Line Items]
Weighted average interest rate of loans	4.41%	0.00%
Commercial: | Commercial and industrial | Term Extension
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 95	$ 73
% of Total Class	0.30%	0.20%
Weighted average life of loans	1 year 2 months 12 days	1 year
Commercial: | Commercial and industrial | Combination - Principal Forgiveness, Term Extension, and Payment Deferrals
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 16
% of Total Class	0.00%	0.00%
Weighted average life of loans		6 years 2 months 12 days
Decrease from loan modification		$ 2
Commercial: | Commercial and industrial | Combination - Term Extension, Interest Rate Reduction, and Interest Forgiveness
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 2
% of Total Class	0.00%	0.00%
Weighted average life of loans		3 years 8 months 12 days
Decrease from loan modification		$ 1
Commercial: | Commercial and industrial | Combination - Term Extension, Interest Rate Reduction, and Interest Forgiveness | Maximum
Financing Receivable, Troubled Debt Restructuring [Line Items]
Weighted average interest rate of loans		11.30%
Commercial: | Commercial and industrial | Combination - Term Extension, Interest Rate Reduction, and Interest Forgiveness | Minimum
Financing Receivable, Troubled Debt Restructuring [Line Items]
Weighted average interest rate of loans		7.50%
Commercial: | Commercial real estate | Term Extension
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 28	$ 46
% of Total Class	0.20%	0.30%
Weighted average life of loans	2 years 4 months 24 days	1 year
Commercial: | Commercial real estate | Combination - Term Extension, Interest Rate Reduction, and Interest Deferrals
Financing Receivable, Troubled Debt Restructuring [Line Items]
Balance	$ 0	$ 17
% of Total Class	0.00%	0.00%
Weighted average life of loans		1 year
Decrease from loan modification		$ 1
Commercial: | Commercial real estate | Combination - Term Extension, Interest Rate Reduction, and Interest Deferrals | Maximum
Financing Receivable, Troubled Debt Restructuring [Line Items]
Weighted average interest rate of loans		8.70%
Commercial: | Commercial real estate | Combination - Term Extension, Interest Rate Reduction, and Interest Deferrals | Minimum
Financing Receivable, Troubled Debt Restructuring [Line Items]
Weighted average interest rate of loans		8.00%

XML

Loans and Leases - Performance of Loans that have been Modified in the Last 12 Months (Details) $ in Millions	Jun. 30, 2024 USD ($)
Financing Receivable, Troubled Debt Restructuring [Line Items]
Non-Accruing	$ 16
Current
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	142
30-89 Days Past Due
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	0
90+ Days Past Due
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	0
Commercial: | Commercial and industrial
Financing Receivable, Troubled Debt Restructuring [Line Items]
Non-Accruing	13
Commercial: | Commercial and industrial | Current
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	110
Commercial: | Commercial and industrial | 30-89 Days Past Due
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	0
Commercial: | Commercial and industrial | 90+ Days Past Due
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	0
Commercial: | Commercial real estate
Financing Receivable, Troubled Debt Restructuring [Line Items]
Non-Accruing	0
Commercial: | Commercial real estate | Current
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	29
Commercial: | Commercial real estate | 30-89 Days Past Due
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	0
Commercial: | Commercial real estate | 90+ Days Past Due
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	0
Consumer: | Consumer Real Estate
Financing Receivable, Troubled Debt Restructuring [Line Items]
Non-Accruing	3
Consumer: | Consumer Real Estate | Current
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	3
Consumer: | Consumer Real Estate | 30-89 Days Past Due
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	0
Consumer: | Consumer Real Estate | 90+ Days Past Due
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	0
Consumer: | Credit Card and Other
Financing Receivable, Troubled Debt Restructuring [Line Items]
Non-Accruing	0
Consumer: | Credit Card and Other | Current
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	0
Consumer: | Credit Card and Other | 30-89 Days Past Due
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	0
Consumer: | Credit Card and Other | 90+ Days Past Due
Financing Receivable, Troubled Debt Restructuring [Line Items]
Loans	$ 0

XML

Allowance for Credit Losses - Rollforward of Allowance for Credit Losses (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023	Dec. 31, 2022
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance	$ 787	$ 715	$ 773
Charge-offs	(49)	(33)	(95)	$ (54)
Recoveries	15	10
Provision for credit losses	55	50	105	100
Ending balance	821	737	821	737	$ 773
Accounting Standards Update [Extensible List]					Accounting Standards Update 2023-02	Accounting Standards Update 2022-02
Loans and leases	62,781		62,781		$ 61,292
Funded And Unfunded Loan Commitments
Allowance for Loan and Lease Losses [Roll Forward]
Ending balance	887	827	887	827
Funded commitment
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance			773	685	685
Charge-offs			(95)	(54)
Recoveries			21	15
Provision for credit losses	68	45	122	97
Ending balance					773	$ 685
Accounting Standards Update [Extensible List]						Accounting Standards Update 2022-02
Funded commitment | Accounting Standards Update 2022-02
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance				(6)	(6)
Ending balance						$ (6)
Unfunded commitment
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance	79	85	83	87	87
Provision for credit losses	(13)	5	(17)	3
Ending balance	66	90	66	90	83	87
Commercial: | Commercial, financial and industrial
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance	348	325
Charge-offs	(24)	(19)	(52)	(33)
Recoveries	12	5
Ending balance	344	326	344	326
Loans and leases	33,452		33,452		32,633
Commercial: | Commercial, financial and industrial | Paycheck Protection Plan
Allowance for Loan and Lease Losses [Roll Forward]
Loans and leases	19	44	19	44	29
Commercial: | Commercial, financial and industrial | Funded And Unfunded Loan Commitments
Allowance for Loan and Lease Losses [Roll Forward]
Ending balance	388	381	388	381
Commercial: | Commercial, financial and industrial | Funded commitment
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance			339	308	308
Charge-offs			(52)	(33)
Recoveries			14	7
Provision for credit losses	8	15	43	43
Ending balance					339	308
Commercial: | Commercial, financial and industrial | Funded commitment | Accounting Standards Update 2022-02
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance				1	1
Ending balance						1
Commercial: | Commercial, financial and industrial | Unfunded commitment
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance	49	53	49	55	55
Provision for credit losses	(5)	2	(5)	0
Ending balance	44	55	44	55	49	55
Commercial: | Commercial Real Estate
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance	181	150
Charge-offs	(19)	(8)	(32)	(10)
Recoveries	0	1
Ending balance	221	159	221	159
Loans and leases	14,669		14,669		14,216
Commercial: | Commercial Real Estate | Funded And Unfunded Loan Commitments
Allowance for Loan and Lease Losses [Roll Forward]
Ending balance	231	183	231	183
Commercial: | Commercial Real Estate | Funded commitment
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance			172	146	146
Charge-offs			(32)	(10)
Recoveries			0	1
Provision for credit losses	59	16	81	22
Ending balance					172	146
Commercial: | Commercial Real Estate | Funded commitment | Accounting Standards Update 2022-02
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance				0	0
Ending balance						0
Commercial: | Commercial Real Estate | Unfunded commitment
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance	18	21	22	22	22
Provision for credit losses	(8)	3	(12)	2
Ending balance	10	24	10	24	22	22
Commercial: | Credit Card and Other
Allowance for Loan and Lease Losses [Roll Forward]
Loans and leases	190		190		180
Consumer:
Allowance for Loan and Lease Losses [Roll Forward]
Loans and leases	13,909		13,909		13,650
Consumer: | Consumer Real Estate
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance	231	209
Charge-offs	(1)	(1)	(1)	(1)
Recoveries	2	3
Ending balance	231	221	231	221
Loans and leases	13,909		13,909		13,650
Consumer: | Consumer Real Estate | Funded And Unfunded Loan Commitments
Allowance for Loan and Lease Losses [Roll Forward]
Ending balance	243	232	243	232
Consumer: | Consumer Real Estate | Funded commitment
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance			233	200	200
Charge-offs			(1)	(1)
Recoveries			4	5
Provision for credit losses	(1)	10	(5)	24
Ending balance					233	200
Consumer: | Consumer Real Estate | Funded commitment | Accounting Standards Update 2022-02
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance				(7)	(7)
Ending balance						(7)
Consumer: | Consumer Real Estate | Unfunded commitment
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance	12	11	12	10	10
Provision for credit losses	0	0	0	1
Ending balance	12	11	12	11	12	10
Consumer: | Credit Card and Other
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance	27	31
Charge-offs	(5)	(5)	(10)	(10)
Recoveries	1	1
Ending balance	25	31	25	31
Loans and leases	751		751		793
Consumer: | Credit Card and Other | Funded And Unfunded Loan Commitments
Allowance for Loan and Lease Losses [Roll Forward]
Ending balance	25	31	25	31
Consumer: | Credit Card and Other | Funded commitment
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance			29	31	31
Charge-offs			(10)	(10)
Recoveries			3	2
Provision for credit losses	2	4	3	8
Ending balance					29	31
Consumer: | Credit Card and Other | Funded commitment | Accounting Standards Update 2022-02
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance				0	0
Ending balance						0
Consumer: | Credit Card and Other | Unfunded commitment
Allowance for Loan and Lease Losses [Roll Forward]
Beginning balance	0	0	0	0	0
Provision for credit losses	0	0	0	0
Ending balance	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0

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Allowance for Credit Losses - Gross Charge-Offs by Year of Origination (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Allowance for Loan and Lease Losses [Roll Forward]
Year one, current fiscal year charge offs			$ 4	$ 7
Year two, current fiscal year charge offs			9	5
Year three, current fiscal year charge offs			12	6
Year four, current fiscal year charge offs			20	4
Year five, current fiscal year charge offs			10	8
Prior year charge offs			34	20
Revolving loans charge offs			6	4
Total charge offs	$ 49	$ 33	95	54
Commercial: | Commercial, financial and industrial
Allowance for Loan and Lease Losses [Roll Forward]
Year one, current fiscal year charge offs			0	1
Year two, current fiscal year charge offs			9	5
Year three, current fiscal year charge offs			11	6
Year four, current fiscal year charge offs			20	4
Year five, current fiscal year charge offs			1	6
Prior year charge offs			9	10
Revolving loans charge offs			2	1
Total charge offs	24	19	52	33
Commercial: | Commercial Real Estate
Allowance for Loan and Lease Losses [Roll Forward]
Year one, current fiscal year charge offs			0	0
Year two, current fiscal year charge offs			0	0
Year three, current fiscal year charge offs			0	0
Year four, current fiscal year charge offs			0	0
Year five, current fiscal year charge offs			9	2
Prior year charge offs			23	8
Revolving loans charge offs			0	0
Total charge offs	19	8	32	10
Consumer: | Consumer Real Estate
Allowance for Loan and Lease Losses [Roll Forward]
Year one, current fiscal year charge offs			0	0
Year two, current fiscal year charge offs			0	0
Year three, current fiscal year charge offs			0	0
Year four, current fiscal year charge offs			0	0
Year five, current fiscal year charge offs			0	0
Prior year charge offs			1	1
Revolving loans charge offs			0	0
Total charge offs	1	1	1	1
Consumer: | Credit Card and Other
Allowance for Loan and Lease Losses [Roll Forward]
Year one, current fiscal year charge offs			4	6
Year two, current fiscal year charge offs			0	0
Year three, current fiscal year charge offs			1	0
Year four, current fiscal year charge offs			0	0
Year five, current fiscal year charge offs			0	0
Prior year charge offs			1	1
Revolving loans charge offs			4	3
Total charge offs	$ 5	$ 5	$ 10	$ 10

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Mortgage Banking Activity - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Accounts, Notes, Loans and Financing Receivable [Line Items]
Net loans and leases	$ 61,960		$ 61,960		$ 60,519
Mortgage banking income	10	$ 6	19	$ 11
Mortgage Banking
Accounts, Notes, Loans and Financing Receivable [Line Items]
Mortgage banking income			2	$ 2
First Horizon Bank
Accounts, Notes, Loans and Financing Receivable [Line Items]
Net loans and leases	$ 32		$ 32

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Mortgage Banking Activity - Residential Mortgage Loans (Details) - USD ($) $ in Millions	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Loans Receivable Held-for-sale, Net, Reconciliation to Cash Flow [Roll Forward]
Balance at beginning of period	$ 502
Balance at end of period	471	$ 502
Mortgage loans
Loans Receivable Held-for-sale, Net, Reconciliation to Cash Flow [Roll Forward]
Balance at beginning of period	62	44
Originations and purchases	485	692
Sales, net of gains	(436)	(674)
Balance at end of period	$ 111	$ 62

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Mortgage Banking Activity - MSR Carrying Amount and Accumulated Amortization (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Mortgage Banking [Abstract]
Gross Carrying Amount	$ 20	$ 18
Accumulated Amortization	(8)	(7)
Net Carrying Amount	$ 28	$ 25

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Goodwill and Other Intangible Assets - Schedule of Goodwill by Reportable Segment (Details) - USD ($) $ in Millions	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Goodwill [Roll Forward]
Goodwill, beginning balance	$ 1,510	$ 1,511
Additions	0	0
Divestitures	0	(1)
Goodwill, ending balance	1,510	1,510
Regional Banking
Goodwill [Roll Forward]
Goodwill, beginning balance	825	825
Additions	0	0
Divestitures	0	0
Goodwill, ending balance	825	825
Specialty Banking
Goodwill [Roll Forward]
Goodwill, beginning balance	685	686
Additions	0	0
Divestitures	0	(1)
Goodwill, ending balance	$ 685	$ 685

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Goodwill and Other Intangible Assets - Schedule of Intangible Assets and Accumulated Amortization Included in the Consolidated Statements of Condition (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Intangible Assets [Line Items]
Gross Carrying Amount	$ 427	$ 427
Accumulated Amortization	(262)	(241)
Net Carrying Value	165	186
Core deposit intangibles
Intangible Assets [Line Items]
Gross Carrying Amount	368	368
Accumulated Amortization	(227)	(208)
Net Carrying Value	141	160
Client relationships
Intangible Assets [Line Items]
Gross Carrying Amount	32	32
Accumulated Amortization	(17)	(16)
Net Carrying Value	15	16
Other
Intangible Assets [Line Items]
Gross Carrying Amount	27	27
Accumulated Amortization	(18)	(17)
Net Carrying Value	$ 9	$ 10

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Preferred Stock - Non-Cumulative Perpetual Preferred Stock (Details) - USD ($) $ in Millions				6 Months Ended
	May 01, 2026	Aug. 01, 2025	May 01, 2024	Jun. 30, 2024	Dec. 31, 2023
Class of Stock [Line Items]
Shares Outstanding (in shares)				16,750
Liquidation Amount				$ 438
Carrying Amount				$ 426	$ 520
Series B
Class of Stock [Line Items]
Annual Dividend Rate				6.625%
Shares Outstanding (in shares)				8,000
Liquidation Amount				$ 80
Carrying Amount				$ 77	77
Series B | Forecast
Class of Stock [Line Items]
Basis spread on variable rate		4.52361%
Series B | Forecast | Variable Rate Basis Spread, Percentage One
Class of Stock [Line Items]
Basis spread on variable rate		0.26161%
Series B | Forecast | Variable Rate Basis Spread, Percentage Two
Class of Stock [Line Items]
Basis spread on variable rate		4.262%
Series C
Class of Stock [Line Items]
Annual Dividend Rate				6.60%
Shares Outstanding (in shares)				5,750
Liquidation Amount				$ 58
Carrying Amount				$ 59	59
Series C | Forecast
Class of Stock [Line Items]
Basis spread on variable rate	5.18161%
Series C | Forecast | Variable Rate Basis Spread, Percentage One
Class of Stock [Line Items]
Basis spread on variable rate	0.26161%
Series C | Forecast | Variable Rate Basis Spread, Percentage Two
Class of Stock [Line Items]
Basis spread on variable rate	4.92%
Series D
Class of Stock [Line Items]
Annual Dividend Rate				6.10%
Shares Outstanding (in shares)				0
Liquidation Amount				$ 0
Carrying Amount				$ 0	94
Basis spread on variable rate			4.12061%
Series D | Variable Rate Basis Spread, Percentage One
Class of Stock [Line Items]
Basis spread on variable rate			0.26161%
Series D | Variable Rate Basis Spread, Percentage Two
Class of Stock [Line Items]
Basis spread on variable rate			3.859%
Series E
Class of Stock [Line Items]
Annual Dividend Rate				6.50%
Shares Outstanding (in shares)				1,500
Liquidation Amount				$ 150
Carrying Amount				$ 145	145
Series F
Class of Stock [Line Items]
Annual Dividend Rate				4.70%
Shares Outstanding (in shares)				1,500
Liquidation Amount				$ 150
Carrying Amount				$ 145	$ 145
Series A
Class of Stock [Line Items]
Liquidation Amount			$ 100
Carrying Amount			$ 94

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Preferred Stock - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	May 01, 2024	Dec. 31, 2023
Class of Stock [Line Items]
Liquidation Amount	$ 438		$ 438
Carrying Amount	$ 426		$ 426		$ 520
Series D preferred stock redemption		$ 494
Preferred stock, issued (in shares)	16,750		16,750		26,750
Noncontrolling interest	$ 295		$ 295		$ 295
Retained Earnings
Class of Stock [Line Items]
Series D preferred stock redemption	$ 7	$ 0	$ 7
Series A
Class of Stock [Line Items]
Liquidation Amount				$ 100
Carrying Amount				$ 94
Preferred Class A
Class of Stock [Line Items]
Preferred stock, issued (in shares)	300,000		300,000
Preferred stock, liquidation preference per share (in dollars per share)	$ 1,000		$ 1,000
Basis spread on variable rate			1.11161%
Annual Dividend Rate			3.75%
Noncontrolling interest	$ 295		$ 295		$ 295
Preferred Class A | Variable Rate Basis Spread, Percentage One
Class of Stock [Line Items]
Basis spread on variable rate			0.26161%
Preferred Class A | Variable Rate Basis Spread, Percentage Two
Class of Stock [Line Items]
Basis spread on variable rate			0.85%
Preferred Class B | FT Real Estate Securities Company, Inc.
Class of Stock [Line Items]
Preferred stock, liquidation preference per share (in dollars per share)	$ 1,000,000		$ 1,000,000
Annual Dividend Rate			9.50%
Preferred stock issuance (in shares)			50
Preferred Class B | FT Real Estate Securities Company, Inc. | Non Affiliates
Class of Stock [Line Items]
Preferred stock issuance (in shares)			47

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Components of Other Comprehensive Income (Loss) - Schedule of Changes in AOCI (Details) - USD ($) $ in Millions	3 Months Ended								6 Months Ended
	Jun. 30, 2024		Mar. 31, 2024		Jun. 30, 2023		Mar. 31, 2023		Jun. 30, 2024		Jun. 30, 2023
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance, beginning of period	$ 9,173		$ 9,291		$ 8,895		$ 8,547		$ 9,291		$ 8,547
Other comprehensive income (loss)	(10)		(83)		(151)		160		(93)		9
Balance, ending of period	8,955		9,173		8,960		8,895		8,955		8,960
Accumulated Other Comprehensive Income (Loss)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance, beginning of period	(1,271)	[1]	(1,188)	[1]	(1,208)	[2]	(1,368)	[2]	(1,188)	[1]	(1,368)	[2]
Net unrealized gains (losses)	(25)				(166)				(123)		(19)
Amounts reclassified from AOCI	15				15				30		28
Other comprehensive income (loss)	(10)	[1]	(83)	[1]	(151)	[2]	160	[2]	(93)		9
Balance, ending of period	(1,281)	[1]	(1,271)	[1]	(1,359)	[2]	(1,208)	[2]	(1,281)	[1]	(1,359)	[2]
Securities AFS
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance, beginning of period	(891)		(836)		(859)		(973)		(836)		(973)
Net unrealized gains (losses)	(10)				(105)				(65)		9
Amounts reclassified from AOCI	0				0				0		0
Other comprehensive income (loss)	(10)				(105)				(65)		9
Balance, ending of period	(901)		(891)		(964)		(859)		(901)		(964)
Cash Flow Hedges
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance, beginning of period	(110)		(80)		(83)		(127)		(80)		(127)
Net unrealized gains (losses)	(15)				(59)				(58)		(26)
Amounts reclassified from AOCI	13				13				26		24
Other comprehensive income (loss)	(2)				(46)				(32)		(2)
Balance, ending of period	(112)		(110)		(129)		(83)		(112)		(129)
Pension and Post-retirement Plans
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Balance, beginning of period	(270)		(272)		(266)		(268)		(272)		(268)
Net unrealized gains (losses)	0				(2)				0		(2)
Amounts reclassified from AOCI	2				2				4		4
Other comprehensive income (loss)	2				0				4		2
Balance, ending of period	$ (268)		$ (270)		$ (266)		$ (266)		$ (268)		$ (266)

[1] Due to the nature of the preferred stock issued by FHN and its subsidiaries, all components of other comprehensive income (loss) have been attributed solely to FHN as the controlling interest holder.

[2] Due to the nature of the preferred stock issued by FHN and its subsidiaries, all components of other comprehensive income (loss) have been attributed solely to FHN as the controlling interest holder.

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Components of Other Comprehensive Income (Loss) - Schedule of Reclassification from AOCI (Details) - USD ($) $ in Millions	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Accumulated Other Comprehensive Income (Loss) [Line Items]
Interest and fees on loans and leases	$ 975		$ 877		$ 1,927	$ 1,683
Income tax expense	56		96		113	171
Other expense	45		52		84	96
Amounts reclassified from AOCI	(204)	$ (197)	(329)	$ (255)	(401)	(585)
Reclassification out of Accumulated Other Comprehensive Income
Accumulated Other Comprehensive Income (Loss) [Line Items]
Amounts reclassified from AOCI	15		15		30	28
Reclassification out of Accumulated Other Comprehensive Income | Cash Flow Hedges
Accumulated Other Comprehensive Income (Loss) [Line Items]
Interest and fees on loans and leases	17		17		34	32
Income tax expense	(4)		(4)		(8)	(8)
Amounts reclassified from AOCI	13		13		26	24
Reclassification out of Accumulated Other Comprehensive Income | Pension and Post-retirement Plans
Accumulated Other Comprehensive Income (Loss) [Line Items]
Income tax expense	(1)		0		(2)	(1)
Other expense	3		2		6	5
Amounts reclassified from AOCI	$ 2		$ 2		$ 4	$ 4

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Earnings Per Share - Schedule of Reconciliation of Net Income to Net Income Available to Common Shareholders (Details) $ / shares in Units, $ in Millions			3 Months Ended				6 Months Ended
	Jun. 26, 2023 shares	Feb. 28, 2022 USD ($)	Jun. 30, 2024 USD ($) $ / shares shares	Mar. 31, 2024 USD ($)	Jun. 30, 2023 USD ($) $ / shares shares	Mar. 31, 2023 USD ($)	Jun. 30, 2024 USD ($) $ / shares shares	Jun. 30, 2023 USD ($) $ / shares shares
Earnings Per Share [Abstract]
Net income			$ 204	$ 197	$ 329	$ 255	$ 401	$ 585
Net income attributable to noncontrolling interest			5		4		10	9
Net income attributable to controlling interest			199		325		391	576
Preferred stock dividends			15		8		23	16
Net income available to common shareholders			184		317		368	560
Net income available to common shareholders			$ 184		$ 317		$ 368	$ 560
Weighted average common shares outstanding - basic (in shares) | shares			543,981,000		539,120,000		549,479,000	538,035,000
Effect of dilutive restricted stock, performance equity awards and options (in shares) | shares			3,112,000		3,100,000		3,060,000	4,956,000
Effect of dilutive convertible preferred stock (in shares) | shares			0		18,658,000		0	19,197,000
Weighted average common shares outstanding - diluted (in shares) | shares			547,093,000		560,878,000		552,539,000	562,188,000
Basic earnings per common share (in dollars per share) | $ / shares			$ 0.34		$ 0.59		$ 0.67	$ 1.04
Diluted earnings per common share (in dollars per share) | $ / shares			$ 0.34		$ 0.56		$ 0.67	$ 1.00
TD Transaction | Series G Convertible Preferred Stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Sale of preferred stock, net (approximately)		$ 494
Fixed rate of conversion (in shares)	4,000
Series G preferred stock conversion to common stock (in shares) | shares	19,742,776

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Earnings Per Share - Schedule of Anti-Dilutive Options and Awards (Details) - $ / shares shares in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Weighted average exercise price of stock options excluded from the calculation of diluted EPS (in dollars per share)	$ 16.48	$ 16.46	$ 16.59	$ 24.36
Employee Stock Option
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Awards excluded from the calculation of diluted EPS (in shares)	1,388	1,942	1,458	0
Other Equity Awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Awards excluded from the calculation of diluted EPS (in shares)	6,828	8,676	6,819	3,063

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Contingencies and Other Disclosures (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Loss Contingencies [Line Items]
Estimated litigation liability	$ 1,000,000
Accrued losses on loan repurchase exposure	16,000,000	$ 16,000,000
Minimum
Loss Contingencies [Line Items]
Estimated litigation liability	0
Maximum
Loss Contingencies [Line Items]
Estimated litigation liability	$ 1,000,000

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Retirement Plans - Narrative (Details) - USD ($) $ in Millions	6 Months Ended	12 Months Ended
	Jun. 30, 2024	Dec. 31, 2023
Qualified Plan | Pension Plan
Defined Benefit Plan Disclosure [Line Items]
Estimated social security benefits age	65 years
Nonqualified Plan | Supplemental Employee Retirement Plan
Defined Benefit Plan Disclosure [Line Items]
Pension plan contribution		$ 6
Defined benefit plan, expected future employer contributions, current fiscal year	$ 5

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Retirement Plans - Schedule of Components of Net Periodic Benefit Cost (Details) - Pension Plan - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Components of net periodic benefit cost
Interest cost	$ 9	$ 8	$ 17	$ 16
Expected return on plan assets	(8)	(8)	(16)	(16)
Actuarial (gain) loss	3	3	6	6
Net periodic benefit cost	$ 4	$ 3	$ 7	$ 6

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Business Segment Information - Amounts of Consolidated Revenue, Expense, Tax and Assets by Segment (Details) - USD ($) $ in Millions	3 Months Ended				6 Months Ended
	Jun. 30, 2024	Mar. 31, 2024	Jun. 30, 2023	Mar. 31, 2023	Jun. 30, 2024	Jun. 30, 2023
Disaggregation of Revenue [Line Items]
Net interest income (expense)	$ 629		$ 630		$ 1,253	$ 1,318
Provision for credit losses	55		50		105	100
Noninterest income	186		400		381	571
Noninterest expense	500		555		1,015	1,033
Income (loss) before income taxes	260		425		514	756
Income tax expense (benefit)	56		96		113	171
Net income	204	$ 197	329	$ 255	401	585
Average assets	81,721		82,304		81,482	80,582
Gain on merger termination	0		225		0	225
Regional Banking
Disaggregation of Revenue [Line Items]
Net interest income (expense)	522		585		1,054	1,146
Provision for credit losses	57		36		86	72
Noninterest income	109		106		214	210
Noninterest expense	333		313		657	626
Income (loss) before income taxes	241		342		525	658
Income tax expense (benefit)	56		80		122	154
Net income	185		262		403	504
Average assets	43,519		42,302		43,283	41,800
Gain on merger termination			0			0
Specialty Banking
Disaggregation of Revenue [Line Items]
Net interest income (expense)	158		156		310	307
Provision for credit losses	1		18		23	33
Noninterest income	64		50		137	106
Noninterest expense	103		95		207	195
Income (loss) before income taxes	118		93		217	185
Income tax expense (benefit)	29		23		53	45
Net income	89		70		164	140
Average assets	24,592		23,329		24,194	22,978
Gain on merger termination			0			0
Corporate
Disaggregation of Revenue [Line Items]
Net interest income (expense)	(51)		(111)		(111)	(135)
Provision for credit losses	(3)		(4)		(4)	(5)
Noninterest income	13		244		30	255
Noninterest expense	64		147		151	212
Income (loss) before income taxes	(99)		(10)		(228)	(87)
Income tax expense (benefit)	(29)		(7)		(62)	(28)
Net income	(70)		(3)		(166)	(59)
Average assets	13,610		16,673		14,005	15,804
Restructuring costs	3				9
Special assessment fee	$ 2				$ 12
Gain on merger termination			225			225
Corporate | Visa Shares
Disaggregation of Revenue [Line Items]
Derivative valuation adjustment			15			15
Corporate | First Horizon Foundation
Disaggregation of Revenue [Line Items]
Charitable foundation contributions			50			50
Corporate | TD Transaction
Disaggregation of Revenue [Line Items]
Merger and integration expense			30			51
Gain on merger termination			$ 225			$ 225

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Business Segment Information - Disaggregation of Revenue (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Noninterest income:
Deposit transactions and cash management	$ 44	$ 45	$ 88	$ 87
Fixed income	40	30	92	69
Brokerage, management fees and commissions	25	22	49	44
Card and digital banking fees	20	21	38	40
Other service charges and fees	14	14	27	27
Trust services and investment management	12	12	24	24
Mortgage banking income	10	6	19	11
Gain on merger termination	0	225	0	225
Securities gains (losses), net	1	0	1	1
Other income	20	25	43	43
Total noninterest income	186	400	381	571
Revenue from contract with customer	9	9
Underwriting, portfolio advisory, and other noninterest income
Noninterest income:
Revenue from contract with customer			20	19
Regional Banking
Noninterest income:
Deposit transactions and cash management	39	40	78	77
Fixed income	0	0	0	0
Brokerage, management fees and commissions	25	22	49	44
Card and digital banking fees	17	18	34	35
Other service charges and fees	6	6	12	13
Trust services and investment management	12	12	24	24
Mortgage banking income	0	0	0	0
Gain on merger termination		0		0
Securities gains (losses), net	0		0	0
Other income	10	8	17	17
Total noninterest income	109	106	214	210
Specialty Banking
Noninterest income:
Deposit transactions and cash management	3	3	6	6
Fixed income	40	31	92	70
Brokerage, management fees and commissions	0	0	0	0
Card and digital banking fees	1	1	1	1
Other service charges and fees	8	8	15	14
Trust services and investment management	0	0	0	0
Mortgage banking income	10	6	19	11
Gain on merger termination		0		0
Securities gains (losses), net	0		0	0
Other income	2	1	4	4
Total noninterest income	64	50	137	106
Corporate
Noninterest income:
Deposit transactions and cash management	2	2	4	4
Fixed income	0	(1)	0	(1)
Brokerage, management fees and commissions	0	0	0	0
Card and digital banking fees	2	2	3	4
Other service charges and fees	0	0	0	0
Trust services and investment management	0	0	0	0
Mortgage banking income	0	0	0	0
Gain on merger termination		225		225
Securities gains (losses), net	1		1	1
Other income	8	16	22	22
Total noninterest income	$ 13	$ 244	$ 30	$ 255

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Variable Interest Entities - Schedule of VIEs Consolidated by FHN (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Assets
Other assets	$ 4,162	$ 4,169
Liabilities:
Other liabilities	2,368	2,382
Rabbi Trusts used for Deferred Compensation Plans
Assets
Other assets	187	177
Liabilities:
Other liabilities	$ 163	$ 150

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Variable Interest Entities - Schedule of the Impact of Qualifying LIHTC Investments (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Low income housing tax credits
Variable Interest Entity [Line Items]
Amortization of qualifying investments	$ 15	$ 13	$ 30	$ 26
Low income housing tax credits and other tax benefits related to qualifying LIHTC investments	(17)	(14)	(33)	(28)
Other tax benefits related to qualifying LIHTC investments
Variable Interest Entity [Line Items]
Low income housing tax credits and other tax benefits related to qualifying LIHTC investments	$ (3)	$ (3)	$ (5)	$ (5)

XML

Variable Interest Entities - Schedule of VIEs Not Consolidated by FHN (Details) - USD ($)	Jun. 30, 2024	Dec. 31, 2023
Variable Interest Entity [Line Items]
Liability Recognized	$ 73,275,000,000	$ 72,370,000,000
Trading securities	1,249,000,000	1,412,000,000
Term borrowings	1,175,000,000	1,150,000,000
Securities held to maturity	1,108,000,000	1,161,000,000
Securities available for sale at fair value	7,924,000,000	8,391,000,000
On-balance sheet trust preferred securitization
Variable Interest Entity [Line Items]
Loans and leases	113,000,000	113,000,000
Trading securities	2,000,000	2,000,000
Term borrowings	88,000,000	88,000,000
Holdings of agency mortgage-backed securities
Variable Interest Entity [Line Items]
Trading securities	275,000,000	450,000,000
Securities held to maturity	1,300,000,000	1,300,000,000
Securities available for sale at fair value	6,300,000,000	6,600,000,000
Commercial loan troubled debt restructurings
Variable Interest Entity [Line Items]
Maximum loss exposure, contractual funding commitments		0
Low income housing partnerships
Variable Interest Entity [Line Items]
Maximum loss exposure, contractual funding commitments	194,000,000	223,000,000
Commercial loan modifications to borrowers experiencing financial difficulty
Variable Interest Entity [Line Items]
Maximum loss exposure, contractual funding commitments	0
Other Assets | Commercial loan troubled debt restructurings
Variable Interest Entity [Line Items]
Maximum loss exposure, current investments		129,000,000
Other Assets | Low income housing partnerships
Variable Interest Entity [Line Items]
Maximum loss exposure, current investments	378,000,000	364,000,000
Other Assets | Commercial loan modifications to borrowers experiencing financial difficulty
Variable Interest Entity [Line Items]
Maximum loss exposure, current investments	193,000,000
Low income housing partnerships
Variable Interest Entity [Line Items]
Maximum Loss Exposure	572,000,000	587,000,000
Low income housing partnerships | Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Liability Recognized	194,000,000	223,000,000
Other tax credit investments
Variable Interest Entity [Line Items]
Maximum Loss Exposure	97,000,000	79,000,000
Other tax credit investments | Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Liability Recognized	82,000,000	64,000,000
Small issuer trust preferred holdings
Variable Interest Entity [Line Items]
Maximum Loss Exposure	171,000,000	173,000,000
Small issuer trust preferred holdings | Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Liability Recognized	0	0
On-balance sheet trust preferred securitization
Variable Interest Entity [Line Items]
Maximum Loss Exposure	26,000,000	26,000,000
On-balance sheet trust preferred securitization | Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Liability Recognized	88,000,000	88,000,000
Holdings of agency mortgage-backed securities
Variable Interest Entity [Line Items]
Maximum Loss Exposure	7,823,000,000	8,402,000,000
Holdings of agency mortgage-backed securities | Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Liability Recognized	0	0
Commercial loan modifications to borrowers experiencing financial difficulty
Variable Interest Entity [Line Items]
Maximum Loss Exposure	193,000,000	129,000,000
Commercial loan modifications to borrowers experiencing financial difficulty | Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Liability Recognized	0	0
Proprietary trust preferred issuances
Variable Interest Entity [Line Items]
Maximum Loss Exposure	0	0
Proprietary trust preferred issuances | Variable Interest Entity, Not Primary Beneficiary
Variable Interest Entity [Line Items]
Liability Recognized	$ 167,000,000	$ 167,000,000

XML

Derivatives - Narrative (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023	Dec. 31, 2023
Derivative Instruments, Gain (Loss) [Line Items]
Collateral cash payables	$ 533		$ 533		$ 489
Total trading revenues	31	$ 22	75	$ 49
Hedged amount of foreign currency denominated loans	9		9		17
Additional Derivative Agreements | Derivative Instruments With Adjustable Collateral Posting Thresholds
Derivative Instruments, Gain (Loss) [Line Items]
Net fair value of derivative assets with adjustable posting thresholds	3		3		12
Net fair value of derivative liabilities with adjustable posting thresholds	227		227		188
Collateral received	80		80		95
Securities posted collateral	105		105		83
Additional Derivative Agreements | Derivative Instruments With Accelerated Termination Provisions
Derivative Instruments, Gain (Loss) [Line Items]
Net fair value of derivative assets with adjustable posting thresholds	4		4		12
Net fair value of derivative liabilities with adjustable posting thresholds	227		227		188
Collateral received	81		81		95
Securities posted collateral	105		105		83
Credit Risk Contract
Derivative Instruments, Gain (Loss) [Line Items]
Derivative asset, notional amount	368		368		351
Derivative liability, notional amount	894		894		874
Visa Class B Shares
Derivative Instruments, Gain (Loss) [Line Items]
Derivative liabilities related to sale	18		18		23
Derivative valuation adjustment					15
Counterparties
Derivative Instruments, Gain (Loss) [Line Items]
Collateral cash receivables	648		648		406
Collateral cash payables	$ 22		$ 22		$ 33

XML

Derivatives - Derivatives Associated with Fixed Income Trading Activities (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Customer interest rate contracts
Derivative Instruments, Gain (Loss) [Line Items]
Notional	$ 4,155	$ 4,067
Assets	7	22
Liabilities	230	197
Offsetting upstream interest rate contracts
Derivative Instruments, Gain (Loss) [Line Items]
Notional	4,328	4,273
Assets	165	135
Liabilities	8	23
Forwards and futures purchased
Derivative Instruments, Gain (Loss) [Line Items]
Notional	1,891	777
Assets	3	9
Liabilities	3	0
Forwards and futures sold
Derivative Instruments, Gain (Loss) [Line Items]
Notional	1,949	912
Assets	3	0
Liabilities	$ 2	$ 9

XML

Derivatives - Derivatives Associated with Interest Rate Risk Management Activities (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Customer interest rate contracts
Derivative Instruments, Gain (Loss) [Line Items]
Notional	$ 4,155	$ 4,067
Assets	7	22
Liabilities	230	197
Customer interest rate contracts | Customer Interest Rate Contracts Hedging | Hedging Instruments And Hedged Items
Derivative Instruments, Gain (Loss) [Line Items]
Notional	8,427	8,375
Assets	7	21
Liabilities	456	392
Offsetting upstream interest rate contracts
Derivative Instruments, Gain (Loss) [Line Items]
Notional	4,328	4,273
Assets	165	135
Liabilities	8	23
Offsetting upstream interest rate contracts | Customer Interest Rate Contracts Hedging | Hedging Instruments And Hedged Items
Derivative Instruments, Gain (Loss) [Line Items]
Notional	8,427	8,375
Assets	453	389
Liabilities	$ 8	$ 22

XML

Derivatives - Gains/(Losses) on Derivatives Associated with Interest Rate Risk Management Activities (Details) - Customer Interest Rate Contracts Hedging - Hedging Instruments And Hedged Items - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Customer interest rate contracts
Derivative Instruments, Gain (Loss) [Line Items]
Gains (losses) related to interest rate derivatives	$ 9	$ (130)	$ (77)	$ 31
Offsetting upstream interest rate contracts
Derivative Instruments, Gain (Loss) [Line Items]
Gains (losses) related to interest rate derivatives	$ (9)	$ 130	$ 77	$ (31)

XML

Derivatives - Derivatives Associated with Cash Flow Hedges and Mortgage Banking Hedges (Details) - Hedging Instruments And Hedged Items - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Interest Rate Contract | Cash Flow Hedge
Derivative Instruments, Gain (Loss) [Line Items]
Variability in cash flows related to debt instruments (primarily loans)	$ 5,000	$ 5,200
Interest Rate Swap | Cash Flow Hedge
Derivative Instruments, Gain (Loss) [Line Items]
Notional	5,000	5,200
Assets	0	0
Liabilities	82	32
Option contracts written | Mortgage Banking Hedges
Derivative Instruments, Gain (Loss) [Line Items]
Notional	82	55
Assets	1	1
Liabilities	0	0
Forward contracts written | Mortgage Banking Hedges
Derivative Instruments, Gain (Loss) [Line Items]
Notional	154	93
Assets	1	0
Liabilities	$ 0	$ 1

XML

Derivatives - Gains/(Losses) on Derivatives Associated with Cash Flow Hedges and Mortgage Banking Hedges (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Derivative Instruments, Gain (Loss) [Line Items]
Gain/(loss) expected to be reclassified to earnings in the next twelve months	$ (23)	$ (23)	$ (23)	$ (23)
Cash Flow Hedge | Hedging Instruments And Hedged Items
Derivative Instruments, Gain (Loss) [Line Items]
Gains (losses), cash flow hedges	(15)	(59)	(58)	(26)
Gain (loss) reclassified from AOCI into interest income	13	13	26	24
Interest Rate Swap | Cash Flow Hedge | Hedging Instruments And Hedged Items
Derivative Instruments, Gain (Loss) [Line Items]
Gains (losses), cash flow hedges	(2)	(66)	(41)	(13)
Option contracts written | Mortgage Banking Hedges | Hedging Instruments And Hedged Items
Derivative Instruments, Gain (Loss) [Line Items]
Gains (losses) on derivative instruments	1	0	0	2
Forward contracts written | Mortgage Banking Hedges | Hedging Instruments And Hedged Items
Derivative Instruments, Gain (Loss) [Line Items]
Gains (losses) on derivative instruments	$ 0	$ (2)	$ 1	$ 6

XML

Derivatives - Derivative Assets and Collateral Received (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Derivative [Line Items]
Gross amounts of recognized assets	$ 639	$ 576
Gross amounts offset in the Balance Sheets	0	0
Net amounts of assets presented in the Balance Sheets	639	576
Derivative liabilities available for offset	(82)	(79)
Collateral received	(533)	(489)
Net amount	24	8
Derivative assets not subject to master netting agreements	1	1
Interest rate derivative contracts
Derivative [Line Items]
Gross amounts of recognized assets	633	567
Gross amounts offset in the Balance Sheets	0	0
Net amounts of assets presented in the Balance Sheets	633	567
Derivative liabilities available for offset	(79)	(75)
Collateral received	(533)	(486)
Net amount	21	6
Forward contracts
Derivative [Line Items]
Gross amounts of recognized assets	6	9
Gross amounts offset in the Balance Sheets	0	0
Net amounts of assets presented in the Balance Sheets	6	9
Derivative liabilities available for offset	(3)	(4)
Collateral received	0	(3)
Net amount	$ 3	$ 2

XML

Derivatives - Derivative Liabilities and Collateral Pledged (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Derivative [Line Items]
Gross amounts of recognized liabilities	$ 789	$ 675
Gross amounts offset in the Balance Sheets	0	0
Net amounts of liabilities presented in the Balance Sheets	789	675
Derivative assets  available for offset	(82)	(79)
Collateral pledged	(193)	(169)
Net amount	514	427
Derivative liabilities not subject to master netting agreements	19	24
Interest rate derivative contracts
Derivative [Line Items]
Gross amounts of recognized liabilities	784	666
Gross amounts offset in the Balance Sheets	0	0
Net amounts of liabilities presented in the Balance Sheets	784	666
Derivative assets  available for offset	(79)	(75)
Collateral pledged	(193)	(164)
Net amount	512	427
Forward contracts
Derivative [Line Items]
Gross amounts of recognized liabilities	5	9
Gross amounts offset in the Balance Sheets	0	0
Net amounts of liabilities presented in the Balance Sheets	5	9
Derivative assets  available for offset	(3)	(4)
Collateral pledged	0	(5)
Net amount	$ 2	$ 0

XML

Master Netting and Similar Agreements—Repurchase, Reverse Repurchase, and Securities Borrowing Transactions - Securities Purchased under Agreements to Resell and Collateral Pledged by Counterparties (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Securities Purchased under Agreements to Resell [Abstract]
Gross amounts of recognized assets	$ 424	$ 519
Gross amounts offset in the Balance Sheets	0	0
Net amounts of assets presented in the Balance Sheets	424	519
Offsetting securities sold under agreements to repurchase	0	0
Securities collateral (not recognized on FHN’s Balance Sheets)	(418)	(516)
Net amount	$ 6	$ 3

XML

Master Netting and Similar Agreements—Repurchase, Reverse Repurchase, and Securities Borrowing Transactions - Securities Sold under Agreements to Repurchase and Collateral Pledged by Company (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Securities Sold under Agreements to Repurchase [Abstract]
Gross amounts of recognized liabilities	$ 1,948	$ 1,921
Gross amounts offset in the Balance Sheets	0	0
Net amounts of liabilities presented in the Balance Sheets	1,948	1,921
Offsetting securities purchased under agreements to resell	0	0
Securities/ government guaranteed loans collateral	(1,948)	(1,921)
Net amount	$ 0	$ 0

XML

Master Netting and Similar Agreements—Repurchase, Reverse Repurchase, and Securities Borrowing Transactions - Schedule of the Remaining Contractual Maturity by Collateral Type of Securities Sold under Agreements to Repurchase (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	$ 1,948	$ 1,921
Government agency issued MBS
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	1,579	1,717
Government agency issued CMO
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	326	161
Other U.S. government agencies
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	43	43
Overnight and Continuous
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	1,948	1,921
Overnight and Continuous | Government agency issued MBS
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	1,579	1,717
Overnight and Continuous | Government agency issued CMO
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	326	161
Overnight and Continuous | Other U.S. government agencies
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	43	43
Up to 30 Days
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	0	0
Up to 30 Days | Government agency issued MBS
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	0	0
Up to 30 Days | Government agency issued CMO
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	0	0
Up to 30 Days | Other U.S. government agencies
Transfer of Certain Financial Assets Accounted for as Secured Borrowings [Line Items]
Securities sold under agreements to repurchase	$ 0	$ 0

XML

Fair Value of Assets and Liabilities - Schedule of Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	$ 1,249	$ 1,412
Loans held-for-sale	117	68
Securities available for sale at fair value	7,924	8,391
Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Loans held-for-sale	117	68
Securities available for sale at fair value	7,924	8,391
Total other assets	781	713
Total assets	10,071	10,584
Total other liabilities	808	699
Total liabilities	1,231	1,208
Recurring | Deferred compensation mutual funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	107	102
Recurring | Equity, mutual funds, and other
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	34	34
Recurring | Derivatives, forwards and futures
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	6	9
Total other liabilities	5	10
Recurring | Derivatives, interest rate contracts
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	634	568
Total other liabilities	785	666
Recurring | Derivatives, other
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other liabilities	18	23
Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Loans held-for-sale	0	0
Securities available for sale at fair value	0	0
Total other assets	147	145
Total assets	147	145
Total other liabilities	5	10
Total liabilities	5	10
Level 1 | Recurring | Deferred compensation mutual funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	107	102
Level 1 | Recurring | Equity, mutual funds, and other
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	34	34
Level 1 | Recurring | Derivatives, forwards and futures
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	6	9
Total other liabilities	5	10
Level 1 | Recurring | Derivatives, interest rate contracts
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	0	0
Total other liabilities	0	0
Level 1 | Recurring | Derivatives, other
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other liabilities	0	0
Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Loans held-for-sale	102	42
Securities available for sale at fair value	7,924	8,391
Total other assets	634	568
Total assets	9,893	10,400
Total other liabilities	785	666
Total liabilities	1,208	1,175
Level 2 | Recurring | Deferred compensation mutual funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	0	0
Level 2 | Recurring | Equity, mutual funds, and other
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	0	0
Level 2 | Recurring | Derivatives, forwards and futures
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	0	0
Total other liabilities	0	0
Level 2 | Recurring | Derivatives, interest rate contracts
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	634	568
Total other liabilities	785	666
Level 2 | Recurring | Derivatives, other
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other liabilities	0	0
Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Loans held-for-sale	15	26
Securities available for sale at fair value	0	0
Total other assets	0	0
Total assets	31	39
Total other liabilities	18	23
Total liabilities	18	23
Level 3 | Recurring | Deferred compensation mutual funds
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	0	0
Level 3 | Recurring | Equity, mutual funds, and other
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	0	0
Level 3 | Recurring | Derivatives, forwards and futures
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	0	0
Total other liabilities	0	0
Level 3 | Recurring | Derivatives, interest rate contracts
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other assets	0	0
Total other liabilities	0	0
Level 3 | Recurring | Derivatives, other
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Total other liabilities	18	23
Specialty Banking | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	1,249	1,412
Total trading liabilities	423	509
Specialty Banking | Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Total trading liabilities	0	0
Specialty Banking | Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	1,233	1,399
Total trading liabilities	423	509
Specialty Banking | Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	16	13
Total trading liabilities	0	0
U.S. treasuries | Specialty Banking | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	12	3
Total trading liabilities	342	426
U.S. treasuries | Specialty Banking | Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Total trading liabilities	0	0
U.S. treasuries | Specialty Banking | Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	12	3
Total trading liabilities	342	426
U.S. treasuries | Specialty Banking | Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Total trading liabilities	0	0
Government agency issued MBS | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	4,231	4,484
Government agency issued MBS | Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	0	0
Government agency issued MBS | Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	4,231	4,484
Government agency issued MBS | Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	0	0
Government agency issued MBS | Specialty Banking | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	83	114
Total trading liabilities		1
Government agency issued MBS | Specialty Banking | Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Total trading liabilities		0
Government agency issued MBS | Specialty Banking | Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	83	114
Total trading liabilities		1
Government agency issued MBS | Specialty Banking | Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Total trading liabilities		0
Government agency issued CMO | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	2,020	2,146
Government agency issued CMO | Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	0	0
Government agency issued CMO | Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	2,020	2,146
Government agency issued CMO | Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	0	0
Government agency issued CMO | Specialty Banking | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	192	336
Government agency issued CMO | Specialty Banking | Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Government agency issued CMO | Specialty Banking | Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	192	336
Government agency issued CMO | Specialty Banking | Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Other U.S. government agencies | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	1,118	1,172
Other U.S. government agencies | Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	0	0
Other U.S. government agencies | Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	1,118	1,172
Other U.S. government agencies | Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	0	0
Other U.S. government agencies | Specialty Banking | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	116	152
Other U.S. government agencies | Specialty Banking | Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Other U.S. government agencies | Specialty Banking | Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	116	152
Other U.S. government agencies | Specialty Banking | Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
States and municipalities | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	555	589
States and municipalities | Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	0	0
States and municipalities | Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	555	589
States and municipalities | Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Securities available for sale at fair value	0	0
States and municipalities | Specialty Banking | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	31	17
States and municipalities | Specialty Banking | Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
States and municipalities | Specialty Banking | Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	31	17
States and municipalities | Specialty Banking | Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Corporate and other debt | Specialty Banking | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	799	777
Total trading liabilities	81	82
Corporate and other debt | Specialty Banking | Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Total trading liabilities	0	0
Corporate and other debt | Specialty Banking | Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	799	777
Total trading liabilities	81	82
Corporate and other debt | Specialty Banking | Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Total trading liabilities	0	0
Interest-only strips | Specialty Banking | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	16	13
Interest-only strips | Specialty Banking | Level 1 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Interest-only strips | Specialty Banking | Level 2 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	0	0
Interest-only strips | Specialty Banking | Level 3 | Recurring
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Trading securities	$ 16	$ 13

XML

Fair Value of Assets and Liabilities - Schedule of Changes in Level 3 Assets and Liabilities Measured at Fair Value (Details) - Level 3 - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Net  derivative liabilities
Beginning balance	$ (20)	$ (21)	$ (23)	$ (27)
Total net gains (losses) included in net income	0	(15)	0	(15)
Purchases	0	0	0	0
Sales	0	0	0	0
Settlements	2	2	5	8
Net transfers into (out of) Level 3	0	0	0	0
Ending balance	(18)	(34)	(18)	(34)
Net unrealized gains (losses) included in net income	0	(15)	0	(15)
Interest-only strips
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	19	28	13	25
Total net gains (losses) included in net income	(1)	(3)	(2)	(6)
Purchases	0	0	0	0
Sales	(8)	(5)	(10)	(8)
Settlements	0	0	0	0
Net transfers into (out of) Level 3	6	16	15	25
Ending balance	16	36	16	36
Net unrealized gains (losses) included in net income	0	(2)	(1)	(3)
Loans held for sale
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning balance	14	21	26	22
Total net gains (losses) included in net income	0	0	0	0
Purchases	1	1	2	2
Sales	0	0	(13)	(2)
Settlements	(1)	0	(1)	0
Net transfers into (out of) Level 3	1	0	1	0
Ending balance	15	22	15	22
Net unrealized gains (losses) included in net income	$ 0	$ 0	$ 0	$ 0

XML

Fair Value of Assets and Liabilities - Narrative (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Segment Reporting Information [Line Items]
Leased asset impairments	$ 0	$ 1,000,000	$ 0	$ 1,000,000
Fixed asset impairments	$ 0	$ 0	0	0
Level 3
Segment Reporting Information [Line Items]
Fair value, asset (liability), unrealized gain (loss), OCI			$ 0	$ 0

XML

Fair Value of Assets and Liabilities - Nonrecurring Fair Value Measurements (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale	$ 117	$ 68
Loans and leases	62,781	61,292
Non Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans and leases	308	245
OREO	4	4
Other assets		90
Level 1 | Non Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans and leases	0	0
OREO	0	0
Other assets		0
Level 2 | Non Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans and leases	0	0
OREO	0	0
Other assets		0
Level 3 | Non Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans and leases	308	245
OREO	4	4
Other assets		90
Loans held for sale—SBAs and USDA | Non Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale	327	406
Loans held for sale—SBAs and USDA | Level 1 | Non Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale	0	0
Loans held for sale—SBAs and USDA | Level 2 | Non Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale	327	406
Loans held for sale—SBAs and USDA | Level 3 | Non Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale	$ 0	$ 0

XML

Fair Value of Assets and Liabilities - Gains/(losses) on Nonrecurring Fair Value Measurements (Details) - Non Recurring - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net gains/(losses), loans and leases	$ (31)	$ (19)	$ (56)	$ (23)
Net gains/(losses), other assets	0	(1)	0	(1)
Gains (losses) on financial assets measured on non-recurring basis	(32)	(21)	(57)	(26)
SBAs
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net gains/(losses), loans held for sale - SBAs and USDA	$ (1)	$ (1)	$ (1)	$ (2)

XML

Fair Value of Assets and Liabilities - Schedule of Unobservable Inputs Utilized in Determining the Fair Value of Level 3 Recurring and Non-Recurring Measurements (Details) $ in Millions	Jun. 30, 2024 USD ($) month	Dec. 31, 2023 USD ($) month
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Securities available for sale at fair value	$ 7,924	$ 8,391
Loans held-for-sale	117	68
Derivative Liabilities, fair value	789	675
Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative Liabilities, fair value	18	23
Loans and leases, fair value	308	245
OREO, fair value	4	4
Level 3 | Minimum | Visa covered litigation resolution amount | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities, measurement input, value	$ 1,800	$ 5,700
Level 3 | Minimum | Probability of resolution scenarios | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities, measurement input	0.10	0.10
Level 3 | Minimum | Time until resolution | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities, measurement input | month	6	6
Level 3 | Minimum | Marketability adjustments for specific properties | Appraisals from comparable properties
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans and leases, measurement input	0	0
Level 3 | Minimum | Borrowing base certificates liquidation adjustment | Other collateral valuations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans and leases, measurement input	0.25	0.25
Level 3 | Minimum | Financial Statements liquidation adjustment | Other collateral valuations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans and leases, measurement input	0.50	0.50
Level 3 | Minimum | Auction appraisals marketability adjustment | Other collateral valuations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans and leases, measurement input	0	0
Level 3 | Minimum | Adjustment for value changes since appraisal | Appraisals from comparable properties
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
OREO measurement input	0	0
Level 3 | Maximum | Visa covered litigation resolution amount | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities, measurement input, value	$ 2,800	$ 6,700
Level 3 | Maximum | Probability of resolution scenarios | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities, measurement input	0.20	0.25
Level 3 | Maximum | Time until resolution | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities, measurement input | month	36	36
Level 3 | Maximum | Marketability adjustments for specific properties | Appraisals from comparable properties
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans and leases, measurement input	0.25	0.25
Level 3 | Maximum | Borrowing base certificates liquidation adjustment | Other collateral valuations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans and leases, measurement input	0.50	0.50
Level 3 | Maximum | Financial Statements liquidation adjustment | Other collateral valuations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans and leases, measurement input	1	1
Level 3 | Maximum | Auction appraisals marketability adjustment | Other collateral valuations
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans and leases, measurement input	0.10	0.10
Level 3 | Maximum | Adjustment for value changes since appraisal | Appraisals from comparable properties
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
OREO measurement input	0.10	0.10
Level 3 | Weighted Average | Visa covered litigation resolution amount | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities, measurement input, value	$ 2,500	$ 6,300
Level 3 | Weighted Average | Probability of resolution scenarios | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities, measurement input	0.18	0.18
Level 3 | Weighted Average | Time until resolution | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Derivative liabilities, measurement input | month	25	24
Level 3 | Loans Held For Sale, Residential Real Estate | Residential Real Estate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale	$ 15	$ 26
Level 3 | Loans Held For Sale, Residential Real Estate | Minimum | Prepayment speeds - First mortgage | Discounted cash flow | Loans held for sale—first mortgages
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale, measurement input	0.02	0.02
Level 3 | Loans Held For Sale, Residential Real Estate | Minimum | Foreclosure losses | Discounted cash flow | Residential Real Estate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale, measurement input	0.64	0.64
Level 3 | Loans Held For Sale, Residential Real Estate | Minimum | Loss severity trends - First mortgage | Discounted cash flow | Loans held for sale—first mortgages
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale, measurement input	0	0
Level 3 | Loans Held For Sale, Residential Real Estate | Maximum | Prepayment speeds - First mortgage | Discounted cash flow | Loans held for sale—first mortgages
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale, measurement input	0.06	0.07
Level 3 | Loans Held For Sale, Residential Real Estate | Maximum | Foreclosure losses | Discounted cash flow | Residential Real Estate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale, measurement input	0.65	0.68
Level 3 | Loans Held For Sale, Residential Real Estate | Maximum | Loss severity trends - First mortgage | Discounted cash flow | Loans held for sale—first mortgages
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale, measurement input	0.02	0.03
Level 3 | Loans Held For Sale, Residential Real Estate | Weighted Average | Prepayment speeds - First mortgage | Discounted cash flow | Loans held for sale—first mortgages
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale, measurement input	0.03	0.03
Level 3 | Loans Held For Sale, Residential Real Estate | Weighted Average | Foreclosure losses | Discounted cash flow | Residential Real Estate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale, measurement input	0.65	0.65
Level 3 | Loans Held For Sale, Residential Real Estate | Weighted Average | Loss severity trends - First mortgage | Discounted cash flow | Loans held for sale—first mortgages
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Loans held-for-sale, measurement input	0.01	0.02
Level 3 | Other Assets
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other assets		$ 90
Level 3 | Other Assets | Minimum | Marketability adjustments for specific properties | Appraisals from comparable properties
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other assets, measurement input		0
Level 3 | Other Assets | Minimum | Measurement Input, Adjustments To Current Sales Yields For Specific Properties | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other assets, measurement input		0
Level 3 | Other Assets | Maximum | Marketability adjustments for specific properties | Appraisals from comparable properties
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other assets, measurement input		0.25
Level 3 | Other Assets | Maximum | Measurement Input, Adjustments To Current Sales Yields For Specific Properties | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Other assets, measurement input		0.15
Interest-only strips | Level 3 | Trading Securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Securities available for sale at fair value	$ 16	$ 13
Interest-only strips | Level 3 | Trading Securities | Minimum | Constant prepayment rate | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt securities, available-for-sale, measurement input	0.14	0.14
Interest-only strips | Level 3 | Trading Securities | Minimum | Bond equivalent yield | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt securities, available-for-sale, measurement input	0.10	0.18
Interest-only strips | Level 3 | Trading Securities | Maximum | Constant prepayment rate | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt securities, available-for-sale, measurement input	0.20	0.15
Interest-only strips | Level 3 | Trading Securities | Maximum | Bond equivalent yield | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt securities, available-for-sale, measurement input	0.19	0.21
Interest-only strips | Level 3 | Trading Securities | Weighted Average | Constant prepayment rate | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt securities, available-for-sale, measurement input	0.15	0.14
Interest-only strips | Level 3 | Trading Securities | Weighted Average | Bond equivalent yield | Discounted cash flow
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Debt securities, available-for-sale, measurement input	0.18	0.18

XML

Fair Value of Assets and Liabilities - Schedule of Differences between the Fair Value Carrying Amount of Mortgages Held-for-sale and Aggregate Unpaid Principal Amount (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Loans held-for-sale	$ 117	$ 68
Held for sale
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Loans held-for-sale	117	68
Fair value carrying amount less aggregate unpaid principal - Total loans	(4)	(5)
Nonaccrual loans	3	2
Fair value carrying amount less aggregate unpaid principal - Nonaccrual loans	(2)	(3)
Loans 90 days or more past due and still accruing	1	1
Fair value carrying amount less aggregate unpaid principal - Loans 90 days or more past due and still accruing	0	0
Held for sale | Aggregate unpaid principal
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Loans held-for-sale	121	73
Nonaccrual loans	5	5
Loans 90 days or more past due and still accruing	$ 1	$ 1

XML

Fair Value of Assets and Liabilities - Changes in Fair Value of Assets and Liabilities which Fair Value Option Included in Current Period Earnings (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2024	Jun. 30, 2023	Jun. 30, 2024	Jun. 30, 2023
Mortgage banking noninterest income | Loans held for sale
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Changes in fair value included in net income	$ 1	$ 0	$ 1	$ 1

XML

Fair Value of Assets and Liabilities - Schedule of Book Value and Estimated Fair Value of Financial Instruments (Details) - USD ($) $ in Millions	Jun. 30, 2024	Dec. 31, 2023
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	$ 61,960	$ 60,519
Short-term financial assets:
Interest-bearing deposits with banks	1,452	1,328
Securities purchased under agreements to resell	424	519
Trading securities	1,249	1,412
Loans held for sale:	471	502
Securities available for sale at fair value	7,924	8,391
Securities held to maturity	1,297	1,323
Derivative assets	639	576
Other assets:
Total assets	82,230	81,661
Liabilities:
Trading liabilities	423	509
Short-term financial liabilities:
Securities sold under agreements to repurchase	1,948	1,921
Term borrowings:
Other long-term borrowings	1,175	1,150
Derivative liabilities	789	675
Total liabilities	73,275	72,370
Fair Value, Inputs, Level 3 | FHLB-Cincinnati Stock
Term borrowings:
Restricted investments	86	24
Fair Value, Inputs, Level 3 | FRB Stock
Term borrowings:
Restricted investments	203	203
Reported Value Measurement
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	61,960	60,519
Short-term financial assets:
Interest-bearing deposits with banks	1,452	1,328
Federal funds sold	63	200
Securities purchased under agreements to resell	424	519
Total short-term financial assets	1,939	2,047
Trading securities	1,249	1,412
Loans held for sale:	471	502
Securities available for sale at fair value	7,924	8,391
Securities held to maturity	1,297	1,323
Derivative assets	640	577
Other assets:
Tax credit investments	668	665
Deferred compensation mutual funds	107	102
Equity, mutual funds, and other	323	261
Total other assets	1,098	1,028
Total assets	76,578	75,799
Liabilities:
Defined maturity deposits	7,163	6,804
Trading liabilities	423	509
Short-term financial liabilities:
Federal funds purchased	624	302
Securities sold under agreements to repurchase	1,948	1,921
Other short-term borrowings	1,943	326
Total short-term financial liabilities	4,515	2,549
Term borrowings:
Real estate investment trust-preferred	47	47
Term borrowings—new market tax credit investment	83	65
Secured borrowings	9	3
Junior subordinated debentures	151	150
Other long-term borrowings	885	885
Total term borrowings	1,175	1,150
Derivative liabilities	808	699
Total liabilities	14,084	11,711
Reported Value Measurement | Commercial, financial and industrial
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	33,108	32,294
Reported Value Measurement | Commercial Real Estate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	14,448	14,044
Reported Value Measurement | Consumer Real Estate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	13,678	13,417
Reported Value Measurement | Credit card and other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	726	764
Reported Value Measurement | Mortgage loans (elected fair value)
Short-term financial assets:
Loans held for sale:	117	68
Reported Value Measurement | USDA & SBA loans - LOCOM
Short-term financial assets:
Loans held for sale:	327	406
Reported Value Measurement | Mortgage loans - LOCOM
Short-term financial assets:
Loans held for sale:	27	28
Estimate of Fair Value Measurement
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	60,362	58,851
Short-term financial assets:
Interest-bearing deposits with banks	1,452	1,328
Federal funds sold	63	200
Securities purchased under agreements to resell	424	519
Total short-term financial assets	1,939	2,047
Trading securities	1,249	1,412
Loans held for sale:	471	503
Securities available for sale at fair value	7,924	8,391
Securities held to maturity	1,108	1,161
Derivative assets	640	577
Other assets:
Tax credit investments	656	653
Deferred compensation mutual funds	107	102
Equity, mutual funds, and other	323	261
Total other assets	1,086	1,016
Total assets	74,779	73,958
Liabilities:
Defined maturity deposits	7,205	6,851
Trading liabilities	423	509
Short-term financial liabilities:
Federal funds purchased	624	302
Securities sold under agreements to repurchase	1,948	1,921
Other short-term borrowings	1,943	326
Total short-term financial liabilities	4,515	2,549
Term borrowings:
Real estate investment trust-preferred	47	47
Term borrowings—new market tax credit investment	78	60
Secured borrowings	9	3
Junior subordinated debentures	150	150
Other long-term borrowings	847	824
Total term borrowings	1,131	1,084
Derivative liabilities	808	699
Total liabilities	14,082	11,692
Unfunded Commitments [Abstract]
Loan commitments	1	1
Standby and other commitments	7	8
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	0	0
Short-term financial assets:
Interest-bearing deposits with banks	1,452	1,328
Federal funds sold	0	0
Securities purchased under agreements to resell	0	0
Total short-term financial assets	1,452	1,328
Trading securities	0	0
Loans held for sale:	0	0
Securities available for sale at fair value	0	0
Securities held to maturity	0	0
Derivative assets	6	9
Other assets:
Tax credit investments	0	0
Deferred compensation mutual funds	107	102
Equity, mutual funds, and other	34	34
Total other assets	141	136
Total assets	1,599	1,473
Liabilities:
Defined maturity deposits	0	0
Trading liabilities	0	0
Short-term financial liabilities:
Federal funds purchased	0	0
Securities sold under agreements to repurchase	0	0
Other short-term borrowings	0	0
Total short-term financial liabilities	0	0
Term borrowings:
Real estate investment trust-preferred	0	0
Term borrowings—new market tax credit investment	0	0
Secured borrowings	0	0
Junior subordinated debentures	0	0
Other long-term borrowings	0	0
Total term borrowings	0	0
Derivative liabilities	5	10
Total liabilities	5	10
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	0	0
Short-term financial assets:
Interest-bearing deposits with banks	0	0
Federal funds sold	63	200
Securities purchased under agreements to resell	424	519
Total short-term financial assets	487	719
Trading securities	1,233	1,399
Loans held for sale:	429	449
Securities available for sale at fair value	7,924	8,391
Securities held to maturity	1,108	1,161
Derivative assets	634	568
Other assets:
Tax credit investments	0	0
Deferred compensation mutual funds	0	0
Equity, mutual funds, and other	0	0
Total other assets	0	0
Total assets	11,815	12,687
Liabilities:
Defined maturity deposits	7,205	6,851
Trading liabilities	423	509
Short-term financial liabilities:
Federal funds purchased	624	302
Securities sold under agreements to repurchase	1,948	1,921
Other short-term borrowings	1,943	326
Total short-term financial liabilities	4,515	2,549
Term borrowings:
Real estate investment trust-preferred	0	0
Term borrowings—new market tax credit investment	0	0
Secured borrowings	0	0
Junior subordinated debentures	0	0
Other long-term borrowings	847	824
Total term borrowings	847	824
Derivative liabilities	785	666
Total liabilities	13,775	11,399
Estimate of Fair Value Measurement | Fair Value, Inputs, Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	60,362	58,851
Short-term financial assets:
Interest-bearing deposits with banks	0	0
Federal funds sold	0	0
Securities purchased under agreements to resell	0	0
Total short-term financial assets	0	0
Trading securities	16	13
Loans held for sale:	42	54
Securities available for sale at fair value	0	0
Securities held to maturity	0	0
Derivative assets	0	0
Other assets:
Tax credit investments	656	653
Deferred compensation mutual funds	0	0
Equity, mutual funds, and other	289	227
Total other assets	945	880
Total assets	61,365	59,798
Liabilities:
Defined maturity deposits	0	0
Trading liabilities	0	0
Short-term financial liabilities:
Federal funds purchased	0	0
Securities sold under agreements to repurchase	0	0
Other short-term borrowings	0	0
Total short-term financial liabilities	0	0
Term borrowings:
Real estate investment trust-preferred	47	47
Term borrowings—new market tax credit investment	78	60
Secured borrowings	9	3
Junior subordinated debentures	150	150
Other long-term borrowings	0	0
Total term borrowings	284	260
Derivative liabilities	18	23
Total liabilities	302	283
Estimate of Fair Value Measurement | Commercial, financial and industrial
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	32,427	31,673
Estimate of Fair Value Measurement | Commercial, financial and industrial | Fair Value, Inputs, Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	0	0
Estimate of Fair Value Measurement | Commercial, financial and industrial | Fair Value, Inputs, Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	0	0
Estimate of Fair Value Measurement | Commercial, financial and industrial | Fair Value, Inputs, Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	32,427	31,673
Estimate of Fair Value Measurement | Commercial Real Estate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	14,214	13,831
Estimate of Fair Value Measurement | Commercial Real Estate | Fair Value, Inputs, Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	0	0
Estimate of Fair Value Measurement | Commercial Real Estate | Fair Value, Inputs, Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	0	0
Estimate of Fair Value Measurement | Commercial Real Estate | Fair Value, Inputs, Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	14,214	13,831
Estimate of Fair Value Measurement | Consumer Real Estate
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	13,004	12,605
Estimate of Fair Value Measurement | Consumer Real Estate | Fair Value, Inputs, Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	0	0
Estimate of Fair Value Measurement | Consumer Real Estate | Fair Value, Inputs, Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	0	0
Estimate of Fair Value Measurement | Consumer Real Estate | Fair Value, Inputs, Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	13,004	12,605
Estimate of Fair Value Measurement | Credit card and other
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	717	742
Estimate of Fair Value Measurement | Credit card and other | Fair Value, Inputs, Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	0	0
Estimate of Fair Value Measurement | Credit card and other | Fair Value, Inputs, Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	0	0
Estimate of Fair Value Measurement | Credit card and other | Fair Value, Inputs, Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Net loans and leases	717	742
Estimate of Fair Value Measurement | Mortgage loans (elected fair value)
Short-term financial assets:
Loans held for sale:	117	68
Estimate of Fair Value Measurement | Mortgage loans (elected fair value) | Fair Value, Inputs, Level 1
Short-term financial assets:
Loans held for sale:	0	0
Estimate of Fair Value Measurement | Mortgage loans (elected fair value) | Fair Value, Inputs, Level 2
Short-term financial assets:
Loans held for sale:	102	42
Estimate of Fair Value Measurement | Mortgage loans (elected fair value) | Fair Value, Inputs, Level 3
Short-term financial assets:
Loans held for sale:	15	26
Estimate of Fair Value Measurement | USDA & SBA loans - LOCOM
Short-term financial assets:
Loans held for sale:	327	407
Estimate of Fair Value Measurement | USDA & SBA loans - LOCOM | Fair Value, Inputs, Level 1
Short-term financial assets:
Loans held for sale:	0	0
Estimate of Fair Value Measurement | USDA & SBA loans - LOCOM | Fair Value, Inputs, Level 2
Short-term financial assets:
Loans held for sale:	327	407
Estimate of Fair Value Measurement | USDA & SBA loans - LOCOM | Fair Value, Inputs, Level 3
Short-term financial assets:
Loans held for sale:	0	0
Estimate of Fair Value Measurement | Mortgage loans - LOCOM
Short-term financial assets:
Loans held for sale:	27	28
Estimate of Fair Value Measurement | Mortgage loans - LOCOM | Fair Value, Inputs, Level 1
Short-term financial assets:
Loans held for sale:	0	0
Estimate of Fair Value Measurement | Mortgage loans - LOCOM | Fair Value, Inputs, Level 2
Short-term financial assets:
Loans held for sale:	0	0
Estimate of Fair Value Measurement | Mortgage loans - LOCOM | Fair Value, Inputs, Level 3
Short-term financial assets:
Loans held for sale:	27	28
Contractual Amount
Unfunded Commitments [Abstract]
Loan commitments	21,990	24,579
Standby and other commitments	$ 752	$ 746