8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

Date of report (Date of earliest event reported): July 14, 2017

First Horizon National Corporation

(Exact Name of Registrant as Specified in Charter)

TN	001-15185	62-0803242
(State or other jurisdiction	(Commission	(IRS Employer
of incorporation)	File Number)	Identification No.)

165 MADISON AVENUE
MEMPHIS, TENNESSEE	38103
(Address of principal executive office)	(Zip Code)

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

(Former name or former address, if changed from last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company           o

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.  o

ITEM 2.02. Results of Operations and Financial Condition.

ITEM 7.01. Regulation FD Disclosure.

Furnished as Exhibit 99.1 is a copy of the First Horizon National Corporation (“FHN”) Financial Supplement for the quarter ended June 30, 2017, which was released today.

The foregoing information is furnished pursuant to Item 2.02, “Results of Operations and Financial Condition” and Item 7.01, “Regulation FD Disclosure.” The exhibit speaks as of the date thereof and FHN does not assume any obligation to update in the future the information therein.

Use of Non-GAAP Measures and Regulatory Measures that are not GAAP in the Exhibit

Certain measures are included in the exhibit that are “non-GAAP,” meaning (under U.S. financial reporting rules) they are not presented in accordance with generally accepted accounting principles (“GAAP”) in the U.S. and also are not codified in the 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 directors through various internal reports.

Presentation of regulatory measures, some of which follow regulatory definitions rather than GAAP, provides a meaningful base for comparability to other financial institutions subject to the same regulations as FHN. Such measures are used by the various banking regulators in reviewing the performance, stability, and capital adequacy of financial institutions they regulate. 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 the exhibit 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; risk weighted assets (“RWA”), which is a measure of total on- and off-balance sheet assets adjusted for credit and market risk, used to determine regulatory capital ratios; and pre-provision net revenue (“PPNR”), calculated by adding the provision/(provision credit) for loan losses to income before income taxes, excluding securities gains/(losses).

The non-GAAP measures presented in the exhibit include: return on average tangible common equity (“ROTCE”); tangible common equity (“TCE”) to tangible assets (“TA”); and tangible book value (“TBV”) per common share.

Reconciliations of non-GAAP to GAAP measures and presentation of the most comparable GAAP items are presented near the end (immediately before the Glossary) of the Financial Supplement.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits

The following exhibit is furnished pursuant to Items 2.02 and 7.01, is not to be considered “filed” under the Securities Exchange Act of 1934, as amended (“Exchange Act”), and shall not be incorporated by reference into any of FHN’s previous or future filings under the Securities Act of 1933, as amended, or the Exchange Act.

Exhibit #	Description
99.1	First Horizon National Corporation Financial Supplement for the quarter ended June 30, 2017.

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 hereunto duly authorized.

	First Horizon National Corporation
	(Registrant)
Date: July 14, 2017	By:	/s/ William C. Losch III
	William C. Losch III
	Executive Vice President and Chief Financial Officer

EXHIBIT INDEX

The following exhibit is furnished pursuant to Items 2.02 and 7.01, is not to be considered “filed” under the Exchange Act, and shall not be incorporated by reference into any of FHN’s previous or future filings under the Securities Act of 1933, as amended, or the Exchange Act.

Exhibit #	Description
99.1	First Horizon National Corporation Financial Supplement for the quarter ended June 30, 2017.

EX-99.1

Exhibit 99.1

SECOND QUARTER 2017

FINANCIAL SUPPLEMENT

If you need further information, please contact:

Aarti Bowman, Investor Relations

901-523-4017

aagoorha@firsthorizon.com

FHN TABLE OF CONTENTS

	Page
First Horizon National Corporation Segment Structure	3
Performance Highlights	4
Consolidated Results
Income Statement
Income Statement	6
Other Income and Other Expense	7
Balance Sheet
Period End Balance Sheet	8
Average Balance Sheet	9
Net Interest Income	10
Average Balance Sheet: Yields and Rates	11
Capital Highlights	12
Business Segment Detail
Segment Highlights	13
Regional Banking	14
Fixed Income and Corporate	15
Non-Strategic	16
Asset Quality
Asset Quality: Consolidated	17
Asset Quality: Regional Banking and Corporate	19
Asset Quality: Non-Strategic	20
Portfolio Metrics	21
Non-GAAP to GAAP Reconciliation	22
Glossary of Terms	23

Other Information

This financial supplement contains forward-looking statements involving significant risks and uncertainties. A number of important factors could cause actual results to differ materially from those in the forward-looking information. Those factors include general economic and financial market conditions, including expectations of and actual timing and amount of interest rate movements including the slope of the yield curve, competition, customer and investor responses to these conditions, ability to execute business plans, geopolitical developments, recent and future legislative and regulatory developments, natural disasters, and items mentioned in this financial supplement and in First Horizon National Corporation’s (“FHN”) most recent press release, as well as critical accounting estimates and other factors described in FHN’s recent filings with the SEC. FHN disclaims any obligation to update any such forward-looking statements or to publicly announce the result of any revisions to any of the forward-looking statements to reflect future events or developments.

Use of Non-GAAP Measures and Regulatory Measures that are not GAAP

Certain measures are included in this financial supplement that are “non-GAAP,” meaning (under U.S. financial reporting rules) they are not presented in accordance with generally accepted accounting principles (“GAAP”) in the U.S. 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.

Presentation of regulatory measures, some of which follow regulatory definitions rather than GAAP, provides a meaningful base for comparability to other financial institutions subject to the same regulations as FHN. Such measures are used by the various banking regulators in reviewing the performance, stability, and capital adequacy of financial institutions they regulate. 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 financial supplement 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; risk weighted assets (“RWA”), which is a measure of total on- and off-balance sheet assets adjusted for credit and market risk, used to determine regulatory capital ratios; and pre-provision net revenue (“PPNR”), calculated by adding the provision/(provision credit) for loan losses to income before income taxes, excluding securities gains/(losses).

The non-GAAP measures presented in this financial supplement are return on average tangible common equity (“ROTCE”), tangible common equity (“TCE”) to tangible assets (“TA”), and tangible book value (“TBV”) per common share.

Refer to the tabular reconciliation of non-GAAP to GAAP measures and presentation of the most comparable GAAP items on page 22 of this financial supplement.

FIRST HORIZON NATIONAL CORPORATION SEGMENT STRUCTURE

3

FHN PERFORMANCE HIGHLIGHTS

Summary of Second Quarter 2017 Notable Items

	Segment	Item	Income Statement	Amount	Comments
*	Non-Strategic	Mortgage repurchase liability	Noninterest expense: Repurchase and foreclosure provision	$(20.0) million	Favorable pre-tax expense reversal of repurchase and foreclosure provision as a result of the settlement of certain repurchase claims
*	Corporate	Acquisition expenses	Noninterest expense: Various	$6.4 million	Pre-tax acquisition-related expenses primarily associated with the Capital Bank Financial (“CBF”) and Coastal Securities, Inc. (“Coastal”) acquisitions
*	Corporate	Capital loss valuation allowance adjustment	Provision for income taxes	$(19.5) million	Favorable effective tax rate adjustment associated with the reversal of a capital loss deferred tax valuation allowance

Second Quarter 2017 vs. First Quarter 2017

Consolidated

• Net income available to common shareholders increased to $90.8 million, or $.38 per diluted share in second quarter from $54.0 million, or $.23 per diluted share in first quarter

• Net interest income (“NII”) increased to $200.7 million in second quarter from $189.7 million in first quarter; Net Interest Margin (“NIM”) increased to 3.07 percent in second quarter from 2.92 percent in prior quarter

• The increase in NII was due in large part to higher average balances of loans to mortgage companies and loan growth within the Regional banking other commercial portfolios, higher average balances of fixed income trading inventory, the positive impact of higher short-term market rates and an additional day in second quarter relative to the prior quarter

• NII was negatively impacted by run-off of the non-strategic loan portfolios in second quarter

• The increase in NIM was primarily due to a decrease in average excess cash held at the Fed during second quarter relative to first quarter and to a lesser extent higher short-term market rates and loan fees, somewhat offset by higher average balances of fixed income trading inventory

• Noninterest income (including securities gains) increased $10.7 million to $127.7 million in second quarter from $116.9 million in prior quarter

• The increase was largely driven by higher fixed income revenues from the Coastal acquisition and higher fees within the regional banking segment

• Noninterest expense decreased to $217.9 million in second quarter from $222.2 million in first quarter driven by a favorable expense reversal of $20.0 million related to the settlement of certain repurchase claims, somewhat offset by $6.4 million of acquisition-related expenses primarily associated with the CBF and Coastal acquisitions and a $3.2 million charitable contribution made to the First Tennessee Foundation in second quarter

• Provision for income taxes was $17.3 million on $112.5 million of pre-tax income in second quarter compared to $27.1 million on $85.4 million of pre-tax income in prior quarter

◦ The decrease in provision for income taxes was primarily the result of a favorable effective tax rate adjustment associated with the reversal of the capital loss deferred tax valuation allowance mentioned in the notable items table above

• Period-end loans increased to $20.0 billion in second quarter from $19.1 billion in prior quarter; average loans increased 2 percent to $19.2 billion in second quarter

• Period-end deposits were $22.3 billion and $23.5 billion in second and first quarter, respectively; average deposits decreased 1 percent linked quarter to $22.5 billion in second quarter

◦ The decrease in average deposits was the result of an 18 percent decline in market-indexed deposits; consumer interest and DDA increased 4 percent linked-quarter

Regional Banking

• Pre-tax income increased to $113.8 million in second quarter from $101.2 million in first quarter; pre-provision net revenue was $113.7 million and $104.3 million in second and first quarter, respectively

• Period-end loans increased to $18.5 billion in second quarter from $17.5 billion in first quarter; average loans increased 3 percent to $17.7 billion in second quarter

• The increase in period-end and average loans was primarily driven by an increase in loans to mortgage companies coupled with increases in other commercial loan portfolios

• Period-end deposits were $20.4 billion and $20.5 billion in second and first quarters, respectively; average deposits increased 2 percent to $20.1 billion

• NII increased to $202.0 million in second quarter from $193.4 million in first quarter

• The increase in NII was largely the result of higher core deposits, increases in loans to mortgage companies and other commercial loans, an additional day in second quarter relative to the prior quarter, and higher loan fees

• Provision expense was $.3 million in second quarter compared to $3.1 million in the prior quarter reflecting continued strong performance in both the commercial and consumer portfolios as both 30+ delinquencies and nonperforming loans declined as a result of favorable resolutions and payoffs

• Reserves decreased $2.8 million from first quarter, primarily within the consumer portfolio, while net charge-offs were $3.0 million in second quarter compared to $1.2 million in first quarter

• Noninterest income was $64.7 million in second quarter, up from $59.0 million in first quarter largely driven by increases in deposit fees and trust income

• The increase in deposit fees was primarily attributable to higher non-sufficient funds (“NSF”) fees in second quarter relative to the prior quarter

• Noninterest expense increased to $152.7 million in second quarter from $148.1 million in first quarter

4

FHN PERFORMANCE HIGHLIGHTS (continued)

Second Quarter 2017 vs. First Quarter 2017 (continued)

Fixed Income

• Acquired substantially all of the assets and assumed substantially all of the liabilities of Coastal Securities, Inc. early in second quarter

• Pre-tax income was $6.2 million in second quarter, up from $3.3 million in first quarter

• NII increased to $5.0 million in second quarter from $1.2 million in prior quarter

• The increase in NII was due to higher net inventory positions as a result of the Coastal acquisition

• Noninterest income increased to $55.2 million in second quarter from $50.8 million in first quarter

• Fixed income product revenue was $45.6 million in second quarter, up from $42.7 million in first quarter

• Fixed income product average daily revenue (“ADR”) was $723 thousand and $689 thousand in second and first quarter, respectively

• Other product revenue increased $1.5 million to $9.6 million in second quarter largely due to increases in fees from loan and derivative sales

• Noninterest expense was $54.0 million in second quarter compared to $48.7 million in first quarter primarily driven by an increase in variable compensation expense and higher expenses as a result of the Coastal acquisition, somewhat offset by a decrease in FICA

Corporate

• Pre-tax loss was $33.3 million in second quarter compared to pre-tax loss of $25.5 million in prior quarter

• NII was negative $15.0 million and negative $14.1 million in second and first quarter, respectively

• Estimated effective duration of the securities portfolio was 3.8 years in second quarter compared to 4.5 years in first quarter

• Noninterest income (including net securities gains) was $6.2 million in second quarter compared to $5.5 million in first quarter; the increase was largely driven by $1.1 million of BOLI gains recognized in second quarter

• Noninterest expense was $24.6 million in second quarter compared to $16.9 million in first quarter

• Increase primarily driven by $6.4 million of acquisition-related expenses primarily associated with the CBF and Coastal acquisitions and a $3.2 million charitable contribution to the First Tennessee Foundation made in second quarter, somewhat offset by $2.2 million of deferred compensation BOLI gains recognized in second quarter

Non-Strategic

• Pre-tax income increased to $25.8 million in second quarter from $6.5 million in first quarter, driven largely by a reversal of prior repurchase provisioning mentioned in the notable items table

• NII was $8.7 million in second quarter compared to $9.3 million in first quarter

• The provision credit was $2.3 million in second quarter compared to a provision credit of $4.1 million in first quarter

• The level of provision continues to reflect declining balances combined with stable performance within the legacy portfolio

• Noninterest expense decreased $21.9 million to negative $13.3 million in second quarter primarily driven by $21.7 million of reversals of repurchase and foreclosure provision as a result of the settlements/recoveries of certain repurchase claims

Asset Quality

• Allowance for loan losses decreased to $197.3 million in second quarter from $202.0 million in first quarter; the allowance to loans ratio decreased 7 bps to 99 basis points in second quarter

• The decrease in reserves was primarily driven by the consumer portfolio which decreased $3.6 million while the commercial portfolio reserves decreased $1.1 million

• Net charge-offs were $2.7 million in second quarter compared to $.9 million of net recoveries in first quarter

• Regional bank net charge-offs increased $1.8 million to $3.0 million in second quarter

• Non-strategic net recoveries decreased $1.8 million to $.3 million in second quarter

• Nonperforming loans (“NPLs”), excluding loans held-for-sale, decreased to $129.8 million in second quarter from $143.4 million in first quarter; the decrease was largely driven by the consumer real estate portfolio and a payoff within the C&I portfolio

• Nonperforming assets (“NPAs”), excluding loans held-for-sale, were $136.8 million compared to $153.7 million

• 30+ delinquencies as a percentage of total loans decreased to 27 basis points in second quarter compared to 39 basis points in first quarter; the decrease was primarily driven by a few credits within the C&I portfolio, all of which were favorably resolved during second quarter 2017

• TDRs decreased to $318.8 million in second quarter from $337.2 million in prior quarter

Taxes

• The effective tax rates for second and first quarters were 15.34 percent and 31.66 percent, respectively

• The decrease in the effective rate from first quarter was primarily related to the reversal of a capital loss deferred tax valuation allowance

• The rates also reflect the favorable effect from permanent benefits. Permanent benefits primarily consist of tax credit investments, life insurance, and tax-exempt interest

Capital and Liquidity

• Declared $.09 per common share quarterly dividend in second quarter, aggregating $21.0 million, which was paid on July 3, 2017

• Declared aggregate preferred quarterly dividend of $1.6 million in second quarter which was paid on July 10, 2017

• There were no repurchases of shares in second quarter under the current share repurchase program (unrelated to employee stock award programs); $189.7 million remains in the stock purchase authorization first announced in 2014, currently scheduled to expire January 31, 2018

• Capital ratios (regulatory capital ratios calculated under the Basel III risk-based capital rules as phased-in; current quarter is an estimate)

• Total equity to total assets (GAAP) of 9.63 percent in second quarter compared to 9.25 percent in prior quarter

• Tangible common equity to tangible assets (Non-GAAP) of 7.41 percent in second quarter compared to 7.27 percent in prior quarter

• Common Equity Tier 1 of 9.81 percent in second quarter compared to 10.20 percent in prior quarter

• Tier 1 of 10.95 percent in second quarter compared to 11.35 percent in prior quarter

• Total Capital of 11.94 percent in second quarter compared to 12.39 percent in prior quarter

• Leverage of 9.38 percent in second quarter compared to 9.31 percent in prior quarter

5

FHN CONSOLIDATED INCOME STATEMENT

Quarterly, Unaudited

																2Q17 Changes vs
(Dollars in thousands, except per share data)	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Interest income	$	235,341		$	218,811		$	219,897		$	206,972		$	197,376			8	%		19	%
Less: interest expense		34,640			29,103			24,346			21,777			21,112			19	%		64	%
Net interest income		200,701			189,708			195,551			185,195			176,264			6	%		14	%
Provision/(provision credit) for loan losses		(2,000	)		(1,000	)		—			4,000			4,000			NM			NM
Net interest income after provision for loan losses		202,701			190,708			195,551			181,195			172,264			6	%		18	%
Noninterest income:
Fixed income		55,110			50,678			51,923			71,748			77,913			9	%		(29	)%
Deposit transactions and cash management		27,858			24,565			27,504			27,221			26,991			13	%		3	%
Brokerage, management fees and commissions		12,029			11,906			11,003			10,828			10,665			1	%		13	%
Trust services and investment management		7,698			6,653			7,053			6,885			7,224			16	%		7	%
Bankcard income		5,605			5,455			6,353			6,260			6,558			3	%		(15	)%
Bank-owned life insurance		4,351			3,247			3,558			3,997			3,743			34	%		16	%
Securities gains/(losses), net		405			44			(132	)		(200	)		99			NM			NM
Other (a)		14,617			14,391			16,815			21,806			12,321			2	%		19	%
Total noninterest income		127,673			116,939			124,077			148,545			145,514			9	%		(12	)%
Adjusted gross income after provision for loan losses		330,374			307,647			319,628			329,740			317,778			7	%		4	%
Noninterest expense:
Employee compensation, incentives, and benefits		139,088			134,932			137,324			145,103			143,370			3	%		(3	)%
Repurchase and foreclosure provision (b)		(21,733	)		(238	)		(1,104	)		(218	)		(31,400	)		NM			31	%
Legal fees		3,496			5,283			6,038			4,750			5,891			(34	)%		(41	)%
Professional fees (c)		9,659			4,746			4,827			4,859			4,284			NM			NM
Occupancy		12,800			12,340			12,818			12,722			12,736			4	%		1	%
Computer software		12,285			10,799			11,909			10,400			11,226			14	%		9	%
Contract employment and outsourcing		3,255			2,958			2,696			2,443			2,497			10	%		30	%
Operations services		11,524			10,875			10,913			10,518			10,521			6	%		10	%
Equipment rentals, depreciation, and maintenance		7,036			6,351			7,959			6,085			7,182			11	%		(2	)%
FDIC premium expense		5,927			5,739			6,095			5,721			4,848			3	%		22	%
Advertising and public relation (d)		4,095			4,601			6,093			6,065			4,481			(11	)%		(9	)%
Communications and courier		4,117			3,800			3,593			3,883			3,039			8	%		35	%
Amortization of intangible assets		1,964			1,232			1,300			1,299			1,299			59	%		51	%
Other (a)		24,404			18,787			27,436			19,928			46,848			30	%		(48	)%
Total noninterest expense		217,917			222,205			237,897			233,558			226,822			(2	)%		(4	)%
Income before income taxes		112,457			85,442			81,731			96,182			90,956			32	%		24	%
Provision for income taxes (e)		17,253			27,054			24,008			28,547			30,016			(36	)%		(43	)%
Net income		95,204			58,388			57,723			67,635			60,940			63	%		56	%
Net income attributable to noncontrolling interest		2,852			2,820			2,879			2,883			2,852			1	%			*
Net income attributable to controlling interest		92,352			55,568			54,844			64,752			58,088			66	%		59	%
Preferred stock dividends		1,550			1,550			1,550			1,550			1,550				*			*
Net income available to common shareholders	$	90,802		$	54,018		$	53,294		$	63,202		$	56,538			68	%		61	%
Common Stock Data
EPS	$	0.39		$	0.23		$	0.23		$	0.27		$	0.24			70	%		63	%
Basic shares (thousands)		233,482			233,076			232,731			231,856			231,573				*		1	%
Diluted EPS	$	0.38		$	0.23		$	0.23		$	0.27		$	0.24			65	%		58	%
Diluted shares (thousands)		236,263			236,855			235,590			234,092			233,576				*		1	%
Key Ratios & Other
Return on average assets (annualized) (f)		1.32	%		0.82	%		0.80	%		0.97	%		0.91	%
Return on average common equity (“ROE”) (annualized) (f)		15.26	%		9.40	%		9.00	%		10.80	%		10.04	%
Return on average tangible common equity (“ROTCE”)(annualized) (f)(g)		17.30	%		10.33	%		9.89	%		11.90	%		11.10	%
Fee income to total revenue (f)		38.80	%		38.13	%		38.84	%		44.54	%		45.21	%
Efficiency ratio (f)		66.44	%		72.47	%		74.40	%		69.94	%		70.51	%
Full time equivalent employees		4,328			4,258			4,248			4,246			4,228

NM - Not meaningful

* Amount is less than one percent.

(a) Refer to the Other Income and Other Expense table on page 7 for additional information.

(b) Expense reversals driven by the settlements/recoveries of certain repurchase claims.

(c) 2Q17 increase largely driven by acquisition-related expenses primarily associated with the CBF and Coastal acquisitions.

(d) 4Q16 includes $1.1 million related to CRA initiatives; 3Q16 increase related to a promotional branding campaign.

(e) 2Q17 decrease primarily associated with a favorable effective tax rate adjustment associated with the reversal of a capital loss deferred tax valuation allowance.

(f) See Glossary of Terms for definitions of Key Ratios.

(g) This non-GAAP measure is reconciled to ROE (GAAP) in the Non-GAAP to GAAP reconciliation on page 22 of this financial supplement.

6

FHN OTHER INCOME AND OTHER EXPENSE

Quarterly, Unaudited

													2Q17 Changes vs.
(Thousands)	2Q17		1Q17			4Q16		3Q16		2Q16			1Q17			2Q16
Other Income
ATM and interchange fees	$	3,083	$	2,778		$	3,047	$	3,081	$	2,879			11	%		7	%
Electronic banking fees		1,306		1,323			1,301		1,398		1,381			(1	)%		(5	)%
Letter of credit fees		1,122		1,036			946		981		1,115			8	%		1	%
Mortgage banking (a)		1,268		1,261			2,820		5,524		598			1	%		NM
Deferred compensation (b)		1,491		1,827			863		1,038		795			(18	)%		88	%
Insurance commissions		592		883			680		1,262		552			(33	)%		7	%
Other service charges		3,109		2,984			3,018		3,004		2,996			4	%		4	%
Other (c)		2,646		2,299			4,140		5,518		2,005			15	%		32	%
Total	$	14,617	$	14,391		$	16,815	$	21,806	$	12,321			2	%		19	%
Other Expense
Litigation and regulatory matters	$	533	$	(292	)	$	4,684	$	260	$	26,000			NM			(98	)%
Tax credit investments		942		942			1,024		788		831				*		13	%
Travel and entertainment		3,162		2,348			3,240		2,478		2,495			35	%		27	%
Employee training and dues		1,453		1,543			1,603		1,360		1,338			(6	)%		9	%
Customer relations		1,543		1,336			1,451		1,442		1,483			15	%		4	%
Miscellaneous loan costs		699		622			628		676		565			12	%		24	%
Supplies		1,093		863			1,320		1,158		930			27	%		18	%
Foreclosed real estate		446		204			648		815		(432	)		NM			NM
Other insurance and taxes		2,443		2,390			1,939		2,625		3,014			2	%		(19	)%
Other (d)		12,090		8,831			10,899		8,326		10,624			37	%		14	%
Total	$	24,404	$	18,787		$	27,436	$	19,928	$	46,848			30	%		(48	)%

NM - Not meaningful

* Amount is less than one percent.
(a)	4Q16 includes a $1.5 million gain related to the reversal of a contingency accrual associated with prior sales of MSR; 3Q16 includes $4.4 million of gains primarily related to recoveries associated with prior legacy mortgage servicing sales.

(b) Amounts driven by market conditions and are mirrored by changes in deferred compensation expense which is included in employee compensation expense.

(c) 3Q16 includes a $1.8 million gain on the sales of properties.

(d) 2Q17 includes a $3.2 million charitable contribution to the First Tennessee Foundation; 2Q16 includes $2.5 million of negative valuation adjustments associated with derivatives related to prior sales of Visa Class B shares.

7

FHN CONSOLIDATED PERIOD-END BALANCE SHEET

Quarterly, Unaudited

																2Q17 Changes vs.
(Thousands)	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Assets:
Investment securities	$	3,959,592		$	3,953,632		$	3,957,846		$	4,041,934		$	4,023,576				*		(2	)%
Loans held-for-sale (a)		432,771			105,456			111,248			155,215			117,976			NM			NM
Loans, net of unearned income		19,989,319			19,090,074			19,589,520			19,555,787			18,589,337			5	%		8	%
Federal funds sold		34,036			31,495			50,838			27,097			40,570			8	%		(16	)%
Securities purchased under agreements to resell		657,991			835,222			613,682			802,815			881,732			(21	)%		(25	)%
Interest-bearing cash (b)		573,666			2,106,597			1,060,034			219,834			321,743			(73	)%		78	%
Trading securities		1,315,891			1,167,310			897,071			1,320,535			1,162,959			13	%		13	%
Total earning assets		26,963,266			27,289,786			26,280,239			26,123,217			25,137,893			(1	)%		7	%
Cash and due from banks		387,053			369,290			373,274			327,639			283,648			5	%		36	%
Fixed income receivables (c)		127,724			168,315			57,411			91,997			219,939			(24	)%		(42	)%
Goodwill (a)		236,335			191,371			191,371			191,371			191,307			23	%		24	%
Other intangible assets, net (a)		45,121			19,785			21,017			22,317			23,616			NM			91	%
Premises and equipment, net		292,463			290,497			289,385			279,178			279,676			1	%		5	%
Real estate acquired by foreclosure		11,901			15,144			16,237			18,945			20,053			(21	)%		(41	)%
Allowance for loan losses		(197,257	)		(201,968	)		(202,068	)		(201,557	)		(199,807	)		(2	)%		(1	)%
Derivative assets		91,653			98,120			121,654			160,736			196,989			(7	)%		(53	)%
Other assets		1,411,697			1,378,260			1,406,711			1,435,379			1,387,756			2	%		2	%
Total assets	$	29,369,956		$	29,618,600		$	28,555,231		$	28,449,222		$	27,541,070			(1	)%		7	%
Liabilities and Equity:
Deposits:
Consumer interest	$	9,429,788		$	9,367,537		$	8,943,616		$	8,577,214		$	8,494,119			1	%		11	%
Commercial interest		3,285,931			3,275,599			2,943,545			2,743,474			3,078,789			*			7	%
Market-indexed (d)		3,315,045			4,481,085			4,844,608			4,363,240			3,372,537			(26	)%		(2	)%
Total interest-bearing deposits		16,030,764			17,124,221			16,731,769			15,683,928			14,945,445			(6	)%		7	%
Noninterest-bearing deposits		6,302,585			6,355,620			5,940,594			5,890,252			5,684,732			(1	)%		11	%
Total deposits		22,333,349			23,479,841			22,672,363			21,574,180			20,630,177			(5	)%		8	%
Federal funds purchased		314,892			504,805			414,207			538,284			508,669			(38	)%		(38	)%
Securities sold under agreements to repurchase		743,684			406,354			453,053			341,998			451,129			83	%		65	%
Trading liabilities		555,793			848,190			561,848			702,226			789,540			(34	)%		(30	)%
Other short-term borrowings (e)		1,044,658			79,454			83,177			792,736			543,033			NM			92	%
Term borrowings		1,033,329			1,035,036			1,040,656			1,065,651			1,076,943				*		(4	)%
Fixed income payables (c)		28,571			21,116			21,002			68,897			90,400			35	%		(68	)%
Derivative liabilities		92,717			101,347			135,897			144,829			170,619			(9	)%		(46	)%
Other liabilities		396,075			401,997			467,944			475,839			588,636			(1	)%		(33	)%
Total liabilities		26,543,068			26,878,140			25,850,147			25,704,640			24,849,146			(1	)%		7	%
Equity:
Common stock		146,336			146,177			146,015			145,772			145,012				*		1	%
Capital surplus		1,395,797			1,391,777			1,386,636			1,376,319			1,362,528				*		2	%
Undivided profits		1,131,162			1,061,409			1,029,032			992,264			945,663			7	%		20	%
Accumulated other comprehensive loss, net		(237,462	)		(249,958	)		(247,654	)		(160,828	)		(152,334	)		(5	)%		56	%
Preferred stock		95,624			95,624			95,624			95,624			95,624				*			*
Noncontrolling interest (f)		295,431			295,431			295,431			295,431			295,431				*			*
Total equity		2,826,888			2,740,460			2,705,084			2,744,582			2,691,924			3	%		5	%
Total liabilities and equity	$	29,369,956		$	29,618,600		$	28,555,231		$	28,449,222		$	27,541,070			(1	)%		7	%

NM - Not meaningful

*Amount is less than one percent.

(a) 2Q17 increase driven by the Coastal acquisition.

(b)	Includes excess balances held at Fed; 1Q17 increase largely driven by an inflow of customer deposits; 2Q17 decrease due to loan growth and the Coastal acquisition.
(c)	Period-end balances fluctuate based on the level of pending unsettled trades.

(d) Market-indexed deposits are tied to an index not administered by FHN and are comprised of insured network deposits, correspondent banking deposits, and trust/sweep deposits.

(e)	2Q17 increase related to higher FHLB borrowings as a result of increased loan demand; 4Q16 decrease due to repayment of FHLB borrowings as a result of an inflow of deposits.
(f)	Consists of preferred stock of subsidiaries.

8

FHN CONSOLIDATED AVERAGE BALANCE SHEET

Quarterly, Unaudited

																2Q17 Changes vs.
(Thousands)	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Assets:
Earning assets:
Loans, net of unearned income:
Commercial, financial, and industrial (C&I)	$	11,830,942		$	11,381,258		$	11,987,562		$	11,281,691		$	10,451,954			4	%		13	%
Commercial real estate		2,175,733			2,176,355			2,089,314			1,997,121			1,901,592				*		14	%
Consumer real estate		4,431,591			4,491,786			4,545,646			4,601,420			4,662,172			(1	)%		(5	)%
Permanent mortgage		408,202			415,916			429,914			436,952			435,521			(2	)%		(6	)%
Credit card and other		355,123			348,123			361,311			362,166			360,874			2	%		(2	)%
Total loans, net of unearned income (a)		19,201,591			18,813,438			19,413,747			18,679,350			17,812,113			2	%		8	%
Loans held-for-sale (b)		320,698			110,726			127,484			132,434			114,859			NM			NM
Investment securities:
U.S. treasuries		100			100			100			100			100				*			*
U.S. government agencies		3,755,818			3,735,472			3,810,207			3,844,103			3,814,059			1	%		(2	)%
States and municipalities		—			4,350			4,344			4,516			5,830			NM			NM
Corporate bonds		10,000			10,000			10,000			10,000			10,000				*			*
Other		188,229			186,670			186,452			186,632			186,812			1	%		1	%
Total investment securities		3,954,147			3,936,592			4,011,103			4,045,351			4,016,801				*		(2	)%
Trading securities		1,283,212			929,545			1,283,407			1,155,776			1,269,909			38	%		1	%
Other earning assets:
Federal funds sold		36,936			17,015			19,323			28,049			20,825			NM			77	%
Securities purchased under agreements to resell		833,253			691,469			792,156			808,861			891,973			21	%		(7	)%
Interest-bearing cash (c)		970,853			2,117,498			711,485			491,164			475,881			(54	)%		NM
Total other earning assets		1,841,042			2,825,982			1,522,964			1,328,074			1,388,679			(35	)%		33	%
Total earning assets		26,600,690			26,616,283			26,358,705			25,340,985			24,602,361				*		8	%
Allowance for loan losses		(200,534	)		(202,618	)		(201,306	)		(200,654	)		(201,622	)		(1	)%		(1	)%
Cash and due from banks		350,832			367,136			334,168			320,549			310,691			(4	)%		13	%
Fixed income receivables		64,779			41,688			83,019			75,255			73,029			55	%		(11	)%
Premises and equipment, net		291,769			289,202			282,849			278,042			275,206			1	%		6	%
Derivative assets		74,974			84,419			138,451			170,546			147,561			(11	)%		(49	)%
Other assets		1,693,840			1,609,996			1,640,781			1,624,979			1,621,322			5	%		4	%
Total assets	$	28,876,350		$	28,806,106		$	28,636,667		$	27,609,702		$	26,828,548				*		8	%
Liabilities and equity:
Interest-bearing liabilities:
Interest-bearing deposits:
Consumer interest	$	9,330,990		$	9,003,550		$	8,641,507		$	8,550,172		$	8,530,477			4	%		9	%
Commercial interest		3,086,139			3,097,922			2,819,980			2,780,360			2,821,130			*	%		9	%
Market-indexed (d)		3,809,281			4,666,292			4,787,912			3,894,108			3,246,815			(18	)%		17	%
Total interest-bearing deposits		16,226,410			16,767,764			16,249,399			15,224,640			14,598,422			(3	)%		11	%
Federal funds purchased		435,854			552,820			528,266			598,666			600,381			(21	)%		(27	)%
Securities sold under agreements to repurchase		616,837			419,131			378,837			387,486			490,449			47	%		26	%
Trading liabilities		762,667			642,456			745,011			752,270			828,629			19	%		(8	)%
Other short-term borrowings (e)		221,472			80,939			243,527			252,048			184,602			NM			20	%
Term borrowings		1,034,020			1,039,719			1,064,206			1,075,039			1,072,393			(1	)%		(4	)%
Total interest-bearing liabilities		19,297,260			19,502,829			19,209,246			18,290,149			17,774,876			(1	)%		9	%
Noninterest-bearing deposits		6,280,472			6,051,510			6,039,025			5,874,857			5,654,446			4	%		11	%
Fixed income payables		36,083			22,843			63,745			44,600			30,872			58	%		17	%
Derivative liabilities		85,119			84,928			123,460			146,063			129,260				*		(34	)%
Other liabilities		399,247			421,328			454,363			535,714			583,606			(5	)%		(32	)%
Total liabilities		26,098,181			26,083,438			25,889,839			24,891,383			24,173,060				*		8	%
Equity:
Common stock		146,246			146,098			145,902			145,362			145,226				*		1	%
Capital surplus		1,392,718			1,389,062			1,380,843			1,369,708			1,367,468				*		2	%
Undivided profits		1,085,326			1,044,388			1,015,742			967,872			924,822			4	%		17	%
Accumulated other comprehensive loss, net		(237,176	)		(247,935	)		(186,714	)		(155,678	)		(173,083	)		(4	)%		37	%
Preferred stock		95,624			95,624			95,624			95,624			95,624				*			*
Noncontrolling interest (f)		295,431			295,431			295,431			295,431			295,431				*			*
Total equity		2,778,169			2,722,668			2,746,828			2,718,319			2,655,488			2	%		5	%
Total liabilities and equity	$	28,876,350		$	28,806,106		$	28,636,667		$	27,609,702		$	26,828,548				*		8	%

Certain previously reported amounts have been reclassified to agree with current presentation.

NM - Not meaningful

*Amount is less than one percent.

(a) Includes loans on nonaccrual status.

(b) 2Q17 increase driven by the Coastal acquisition.

(c)	Includes excess balances held at Fed; 1Q17 increase largely driven by an inflow of customer deposits; 2Q17 decrease due to loan growth and the Coastal acquisition.
(d)	Market-indexed deposits are tied to an index not administered by FHN and are comprised of insured network deposits, correspondent banking deposits, and trust/sweep deposits.

(e)	2Q17, 4Q16, 3Q16 and 2Q16 include higher FHLB borrowings as a result of increased loan demand.
(f)	Consists of preferred stock of subsidiaries.

9

FHN CONSOLIDATED NET INTEREST INCOME (a)

Quarterly, Unaudited

																2Q17 Changes vs.
(Thousands)	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Interest Income:
Loans, net of unearned income (b)	$	195,162		$	183,031		$	187,158		$	176,511		$	165,550			7	%		18	%
Loans held-for-sale		3,510			1,283			1,602			1,445			1,198			NM			NM
Investment securities:
U.S. government agencies		24,122			24,221			23,110			22,517			22,801				*		6	%
States and municipalities		—			101			102			102			106			NM			NM
Corporate bonds		132			131			131			131			132			1	%			*
Other		1,535			1,414			1,479			1,138			1,152			9	%		33	%
Total investment securities		25,789			25,867			24,822			23,888			24,191				*		7	%
Trading securities		9,846			6,602			8,616			7,110			8,374			49	%		18	%
Other earning assets:
Federal funds sold		146			54			52			70			57			NM			NM
Securities purchased under agreements to resell (c)		1,442			590			(186	)		169			322			NM			NM
Interest-bearing cash		2,456			4,235			1,027			604			574			(42	)%		NM
Total other earning assets		4,044			4,879			893			843			953			(17	)%		NM
Interest income	$	238,351		$	221,662		$	223,091		$	209,797		$	200,266			8	%		19	%
Interest Expense:
Interest-bearing deposits:
Consumer interest	$	5,448		$	3,852		$	2,926		$	2,871		$	3,032			41	%		80	%
Commercial interest		4,797			3,927			3,102			2,732			2,621			22	%		83	%
Market-indexed (d)		8,941			8,407			5,968			4,424			3,493			6	%		NM
Total interest-bearing deposits		19,186			16,186			11,996			10,027			9,146			19	%		NM
Federal funds purchased		1,106			1,056			731			779			762			5	%		45	%
Securities sold under agreements to repurchase		1,081			89			47			90			138			NM			NM
Trading liabilities		4,203			3,781			3,848			3,331			3,782			11	%		11	%
Other short-term borrowings		716			247			373			385			303			NM			NM
Term borrowings		8,348			7,744			7,351			7,165			6,981			8	%		20	%
Interest expense		34,640			29,103			24,346			21,777			21,112			19	%		64	%
Net interest income - tax equivalent basis		203,712			192,559			198,745			188,020			179,154			6	%		14	%
Fully taxable equivalent adjustment		(3,010	)		(2,851	)		(3,194	)		(2,825	)		(2,890	)		(6	)%		(4	)%
Net interest income	$	200,701		$	189,708		$	195,551		$	185,195		$	176,264			6	%		14	%

Certain previously reported amounts have been reclassified to agree with current presentation.

NM - Not meaningful

(a) Net interest income adjusted to a fully taxable equivalent (“FTE”) basis assuming a statutory federal income tax of 35 percent and, where applicable, state income taxes.

(b) Includes interest on loans in nonaccrual status.

(c)	4Q16 driven by negative market rates on reverse repurchase agreements.
(d)	Market-indexed deposits are tied to an index not administered by FHN and are comprised of insured network deposits, correspondent banking deposits, and trust/sweep deposits.

10

FHN CONSOLIDATED AVERAGE BALANCE SHEET: YIELDS AND RATES

Quarterly, Unaudited

	2Q17		1Q17		4Q16		3Q16		2Q16
Assets:
Earning assets (a)
Loans, net of unearned income (b)
Commercial loans	4.03	%	3.86	%	3.75	%	3.63	%	3.58	%
Consumer loans	4.21		4.13		4.06		4.08		4.08
Total loans, net of unearned income (c)	4.08		3.94		3.84		3.76		3.74
Loans held-for-sale	4.38		4.64		5.03		4.36		4.17
Investment securities:
U.S. government agencies	2.57		2.59		2.43		2.34		2.39
States and municipalities	—		9.33		9.39		9.01		7.27
Corporate bonds	5.25		5.25		5.25		5.25		5.25
Other	3.10		3.03		3.17		2.44		2.47
Total investment securities	2.61		2.63		2.48		2.36		2.41
Trading securities	3.07		2.84		2.69		2.46		2.64
Other earning assets:
Federal funds sold	1.58		1.28		1.07		0.99		1.11
Securities purchased under agreements to resell (d)	0.69		0.35		(0.09	)	0.08		0.15
Interest-bearing cash	1.02		0.81		0.57		0.49		0.48
Total other earning assets	0.88		0.70		0.23		0.25		0.28
Interest income/total earning assets	3.59	%	3.37	%	3.37	%	3.30	%	3.27	%
Liabilities:
Interest-bearing liabilities:
Interest-bearing deposits:
Consumer interest	0.23	%	0.17	%	0.13	%	0.13	%	0.14	%
Commercial interest	0.62		0.51		0.44		0.39		0.37
Market-indexed (e)	0.94		0.73		0.50		0.45		0.43
Total interest-bearing deposits	0.47		0.39		0.29		0.26		0.25
Federal funds purchased	1.02		0.77		0.55		0.52		0.51
Securities sold under agreements to repurchase	0.70		0.09		0.05		0.09		0.11
Trading liabilities	2.21		2.39		2.06		1.76		1.84
Other short-term borrowings	1.30		1.24		0.61		0.61		0.66
Term borrowings (f)	3.23		2.98		2.76		2.67		2.60
Interest expense/total interest-bearing liabilities	0.72		0.60		0.51		0.47		0.48
Net interest spread	2.87	%	2.77	%	2.86	%	2.83	%	2.79	%
Effect of interest-free sources used to fund earning assets	0.20		0.15		0.14		0.13		0.13
Net interest margin	3.07	%	2.92	%	3.00	%	2.96	%	2.92	%

Certain previously reported amounts have been reclassified to agree with current presentation.

Yields are adjusted to a FTE basis assuming a statutory federal income tax rate of 35 percent and, where applicable, state income taxes.

(a) Earning assets yields are expressed net of unearned income.

(b) Includes loan fees and cash basis interest income.

(c) Includes loans on nonaccrual status.

(d)	4Q16 driven by negative market rates on reverse repurchase agreements.
(e)	Market-indexed deposits are tied to an index not administered by FHN and are comprised of insured network deposits, correspondent banking deposits, and trust/sweep deposits.

(f) Rates are expressed net of unamortized debenture cost for term borrowings.

11

FHN CAPITAL HIGHLIGHTS

Quarterly, Unaudited

																2Q17 Changes vs.
(Dollars and shares in thousands)	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Common equity tier 1 capital (a)(b)	$	2,418,579		$	2,409,219		$	2,377,987		$	2,326,207		$	2,260,722				*		7	%
Tier 1 capital (a)(b)		2,700,459			2,680,869			2,671,871			2,615,449			2,538,876			1	%		6	%
Total capital (a)		2,943,878			2,926,292			2,926,010			2,868,437			2,788,558			1	%		6	%
Risk-weighted assets (“RWA”) (a)(b)		24,658,985			23,623,224			23,914,158			23,716,102			22,503,305			4	%		10	%
Average assets for leverage (a)(b)		28,791,925			28,805,253			28,581,251			27,481,309			26,715,209				*		8	%
Common equity tier 1 ratio (a)(b)		9.81	%		10.20	%		9.94	%		9.81	%		10.05	%
Tier 1 ratio (a)(b)		10.95	%		11.35	%		11.17	%		11.03	%		11.28	%
Total capital ratio (a)		11.94	%		12.39	%		12.24	%		12.09	%		12.39	%
Leverage ratio (a)(b)		9.38	%		9.31	%		9.35	%		9.52	%		9.50	%
Total equity to total assets		9.63	%		9.25	%		9.47	%		9.65	%		9.77	%
Tangible common equity/tangible assets (“TCE/TA”)(c)		7.41	%		7.27	%		7.42	%		7.58	%		7.63	%
Period-end shares outstanding		234,135			233,883			233,624			233,235			232,019				*		1	%
Cash dividends declared per common share	$	0.09		$	0.09		$	0.07		$	0.07		$	0.07				*		29	%
Book value per common share	$	10.40		$	10.05		$	9.90		$	10.09		$	9.92
Tangible book value per common share (c)	$	9.20		$	9.14		$	9.00		$	9.17		$	8.99
Market capitalization (millions)	$	4,078.6		$	4,326.8		$	4,674.8		$	3,552.2		$	3,197.2

Certain previously reported amounts have been reclassified to agree with current presentation.

* Amount is less than one percent.

(a) Current quarter is an estimate.

(b) See Glossary of Terms for definition.

(c) TCE/TA and Tangible book value per common share are non-GAAP measures and are reconciled to Total equity to total assets (GAAP) and to Book value per common share (GAAP), respectively, in the Non-GAAP to GAAP reconciliation on page 22 of this financial supplement.

12

FHN BUSINESS SEGMENT HIGHLIGHTS

Quarterly, Unaudited

																2Q17 Changes vs.
(Thousands)	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Regional Banking
Net interest income	$	201,997		$	193,389		$	200,717		$	190,508		$	178,318			4	%		13	%
Noninterest income		64,737			58,976			63,324			65,128			61,275			10	%		6	%
Total revenues		266,734			252,365			264,041			255,636			239,593			6	%		11	%
Provision for loan losses		260			3,098			4,692			8,544			10,883			(92	)%		(98	)%
Noninterest expense (a)		152,659			148,064			160,851			145,050			164,524			3	%		(7	)%
Income before income taxes		113,815			101,203			98,498			102,042			64,186			12	%		77	%
Provision for income taxes		41,136			36,588			35,364			37,027			22,333			12	%		84	%
Net income	$	72,679		$	64,615		$	63,134		$	65,015		$	41,853			12	%		74	%
Fixed Income
Net interest income	$	4,979		$	1,151		$	2,541		$	2,411		$	3,146			NM			58	%
Noninterest income		55,205			50,822			52,061			72,073			78,083			9	%		(29	)%
Total revenues		60,184			51,973			54,602			74,484			81,229			16	%		(26	)%
Noninterest expense		54,001			48,685			48,726			59,423			62,802			11	%		(14	)%
Income before income taxes		6,183			3,288			5,876			15,061			18,427			88	%		(66	)%
Provision for income taxes		1,946			1,024			1,875			5,518			6,785			90	%		(71	)%
Net income	$	4,237		$	2,264		$	4,001		$	9,543		$	11,642			87	%		(64	)%
Corporate
Net interest income/(expense)	$	(14,995	)	$	(14,100	)	$	(17,501	)	$	(18,193	)	$	(15,847	)		(6	)%		5	%
Noninterest income		6,218			5,476			4,670			5,134			4,909			14	%		27	%
Total revenues		(8,777	)		(8,624	)		(12,831	)		(13,059	)		(10,938	)		(2	)%		20	%
Noninterest expense (b)		24,563			16,880			14,593			14,929			15,930			46	%		54	%
Loss before income taxes		(33,340	)		(25,504	)		(27,424	)		(27,988	)		(26,868	)		(31	)%		(24	)%
Benefit for income taxes (c)		(35,711	)		(13,058	)		(15,082	)		(16,736	)		(12,744	)		NM			NM
Net income/(loss)	$	2,371		$	(12,446	)	$	(12,342	)	$	(11,252	)	$	(14,124	)		NM			NM
Non-Strategic
Net interest income	$	8,720		$	9,268		$	9,794		$	10,469		$	10,647			(6	)%		(18	)%
Noninterest income (d)		1,513			1,665			4,022			6,210			1,247			(9	)%		21	%
Total revenues		10,233			10,933			13,816			16,679			11,894			(6	)%		(14	)%
Provision/(provision credit) for loan losses		(2,260	)		(4,098	)		(4,692	)		(4,544	)		(6,883	)		45	%		67	%
Noninterest expense (e)		(13,306	)		8,576			13,727			14,156			(16,434	)		NM			19	%
Income/(loss) before income taxes		25,799			6,455			4,781			7,067			35,211			NM			(27	)%
Provision/(benefit) for income taxes		9,882			2,500			1,851			2,738			13,642			NM			(28	)%
Net income/(loss)	$	15,917		$	3,955		$	2,930		$	4,329		$	21,569			NM			(26	)%
Total Consolidated
Net interest income	$	200,701		$	189,708		$	195,551		$	185,195		$	176,264			6	%		14	%
Noninterest income		127,673			116,939			124,077			148,545			145,514			9	%		(12	)%
Total revenues		328,374			306,647			319,628			333,740			321,778			7	%		2	%
Provision/(provision credit) for loan losses		(2,000	)		(1,000	)		—			4,000			4,000			NM			NM
Noninterest expense		217,917			222,205			237,897			233,558			226,822			(2	)%		(4	)%
Income before income taxes		112,457			85,442			81,731			96,182			90,956			32	%		24	%
Provision for income taxes		17,253			27,054			24,008			28,547			30,016			(36	)%		(43	)%
Net income	$	95,204		$	58,388		$	57,723		$	67,635		$	60,940			63	%		56	%

Certain previously reported amounts have been reclassified to agree with current presentation.

NM - Not meaningful

(a)	4Q16 includes $2.7 million of loss accruals related to legal matters; 3Q16 includes a $4.3 million reversal of loss accruals related to legal matters; 2Q16 includes $22.0 million of loss accruals related to legal matters.
(b)	2Q17 includes $6.4 million of acquisition-related expenses primarily associated with the CBF and Coastal acquisitions and a $3.2 million charitable contribution to the First Tennessee Foundation.
(c)	2Q17 decrease primarily associated with a favorable effective tax rate adjustment associated with the reversal of a capital loss deferred tax valuation allowance.
(d)	4Q16 includes a $1.5 million gain related to the reversal of a contingency accrual associated with prior sales of MSR; 3Q16 includes $4.4 million of gains primarily related to recoveries associated with prior legacy mortgage servicing sales.
(e)	2Q17 includes a $21.7 million reversal of repurchase and foreclosure provision as a result of the settlements/ recoveries of certain repurchase claims; 4Q16 includes $2.0 million of loss accruals related to legal matters; 3Q16 includes $4.5 million of loss accruals related to legal matters; 2Q16 includes a $31.4 million reversal of repurchase and foreclosure provision as a result of the settlements/recoveries of certain repurchase claims, somewhat offset by $4.0 million of loss accruals related to legal matters.

13

FHN REGIONAL BANKING

Quarterly, Unaudited

																2Q17 Changes vs.
	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Income Statement (thousands)
Net interest income	$	201,997		$	193,389		$	200,717		$	190,508		$	178,318			4	%		13	%
Provision for loan losses		260			3,098			4,692			8,544			10,883			(92	)%		(98	)%
Noninterest income:
NSF / Overdraft fees (a)		8,726			6,316			9,707			10,076			8,905			38	%		(2	)%
Cash management fees		9,641			9,196			8,659			7,947			8,612			5	%		12	%
Debit card income		3,658			3,407			3,516			3,496			3,464			7	%		6	%
Other		4,424			4,327			4,291			4,215			4,466			2	%		(1	)%
Total deposit transactions and cash management		26,449			23,246			26,173			25,734			25,447			14	%		4	%
Brokerage, management fees and commissions		12,029			11,906			11,003			10,828			10,665			1	%		13	%
Trust services and investment management		7,713			6,680			7,056			6,900			7,239			15	%		7	%
Bankcard income		5,495			5,342			6,230			6,151			6,432			3	%		(15	)%
Other service charges		2,722			2,618			2,596			2,591			2,579			4	%		6	%
Miscellaneous revenue (b)(c)		10,329			9,184			10,266			12,924			8,913			12	%		16	%
Total noninterest income		64,737			58,976			63,324			65,128			61,275			10	%		6	%
Noninterest expense:
Employee compensation, incentives, and benefits		58,487			57,990			58,627			56,440			53,413			1	%		9	%
Other (d)		94,172			90,074			102,224			88,610			111,111			5	%		(15	)%
Total noninterest expense		152,659			148,064			160,851			145,050			164,524			3	%		(7	)%
Income before income taxes	$	113,815		$	101,203		$	98,498		$	102,042		$	64,186			12	%		77	%
PPNR (e)		113,689			104,301			103,190			110,586			75,069			9	%		51	%
Efficiency ratio (f)		57.32	%		58.67	%		60.92	%		56.74	%		68.67	%
Balance Sheet (millions)
Average loans	$	17,679		$	17,199		$	17,692		$	16,844		$	15,859			3	%		11	%
Average other earning assets		50			34			37			46			42			47	%		19	%
Total average earning assets		17,729			17,233			17,729			16,890			15,901			3	%		11	%
Total average deposits		20,139			19,660			19,022			18,604			18,367			2	%		10	%
Total period-end deposits		20,425			20,541			19,348			18,742			18,674			(1	)%		9	%
Total period-end assets		19,333			18,329			18,771			18,562			17,434			5	%		11	%
Net interest margin (g)		4.63	%		4.61	%		4.57	%		4.55	%		4.57	%
Net interest spread		3.62			3.57			3.52			3.46			3.44
Loan yield		3.88			3.78			3.68			3.61			3.59
Deposit average rate		0.26			0.21			0.16			0.15			0.15
Key Statistics
Financial center locations		163			162			162			162			162			1	%		1	%

Certain previously reported amounts have been reclassified to agree with current presentation.

(a)	Variability is driven by changes in consumer behavior and seasonality; 1Q17 decrease driven by seasonality and a modification of billing practices.
(b)	3Q16 includes a $1.8 million gain on the sales of properties.
(c)	2Q17 includes $386 thousand of securities gains/(losses).
(d)	4Q16 includes $2.7 million of loss accruals related to legal matters; 3Q16 includes a reversal of loss accruals related to legal matters of $4.3 million; 2Q16 includes $22.0 million of loss accruals related to legal matters.
(e)	Pre-provision net revenue is not a GAAP number but is used in regulatory stress test reporting. The presentation of PPNR in this Financial Supplement follows the regulatory definition.
(f)	Noninterest expense divided by total revenue excluding securities gains/(losses).
(g)	Net interest margin is computed using total net interest income adjusted for FTE assuming a statutory federal income tax rate of 35 percent and, where applicable, state income taxes.

14

FHN FIXED INCOME

Quarterly, Unaudited

																2Q17 Changes vs.
	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Income Statement (thousands)
Net interest income (a)	$	4,979		$	1,151		$	2,541		$	2,411		$	3,146			NM			58	%
Noninterest income:
Fixed income product revenue		45,555			42,727			43,794			59,003			69,279			7	%		(34	)%
Other (b)		9,650			8,095			8,267			13,070			8,804			19	%		10	%
Total noninterest income		55,205			50,822			52,061			72,073			78,083			9	%		(29	)%
Noninterest expense		54,001			48,685			48,726			59,423			62,802			11	%		(14	)%
Income before income taxes	$	6,183		$	3,288		$	5,876		$	15,061		$	18,427			88	%		(66	)%
Efficiency ratio (c)		89.73	%		93.67	%		89.24	%		79.78	%		77.31	%
Fixed income product average daily revenue	$	723		$	689		$	718		$	922		$	1,082			5	%		(33	)%
Balance Sheet (millions)
Average trading inventory	$	1,281		$	927		$	1,281		$	1,153		$	1,267			38	%		1	%
Average other earning assets		1,071			703			818			831			893			52	%		20	%
Total average earning assets		2,352			1,630			2,099			1,984			2,160			44	%		9	%
Total period-end assets		2,745			2,395			1,817			2,516			2,540			15	%		8	%
Net interest margin (d)		0.92	%		0.33	%		0.57	%		0.55	%		0.64	%

Certain previously reported amounts have been reclassified to agree with current presentation.

NM—Not Meaningful

(a)	2Q17 increase largely due to higher net inventory positions as a result of the Coastal acquisition.
(b)	3Q16 increase driven by higher fees from loan and derivative sales.
(c)	Noninterest expense divided by total revenue.
(d)	Net interest margin is computed using total net interest income adjusted for FTE assuming a statutory federal income tax rate of 35 percent and, where applicable, state income taxes.

FHN CORPORATE

Quarterly, Unaudited

																2Q17 Changes vs.
	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Income Statement (thousands)
Net interest income/(expense)	$	(14,995	)	$	(14,100	)	$	(17,501	)	$	(18,193	)	$	(15,847	)		(6	)%		5	%
Noninterest income excluding securities gains/(losses)		6,199			5,432			4,802			5,335			4,810			14	%		29	%
Securities gains/(losses), net		19			44			(132	)		(201	)		99			(57	)%		(81	)%
Noninterest expense (a)		24,563			16,880			14,593			14,929			15,930			46	%		54	%
Loss before income taxes	$	(33,340	)	$	(25,504	)	$	(27,424	)	$	(27,988	)	$	(26,868	)		(31	)%		(24	)%
Average Balance Sheet (millions)
Average loans	$	82		$	80		$	86		$	91		$	96			3	%		(15	)%
Total earning assets	$	4,983		$	6,122		$	4,795		$	4,617		$	4,576			(19	)%		9	%
Net interest margin (b)		(1.21	)%		(0.96	)%		(1.44	)%		(1.55	)%		(1.40	)%

Certain previously reported amounts have been reclassified to agree with current presentation.

(a)

2Q17 increase primarily driven by $6.4 million of acquisition-related expenses primarily associated with the CBF and Coastal acquisitions and a $3.2 million charitable contribution, to the First Tennessee Foundation, somewhat offset by $2.2 million of deferred compensation BOLI gains; 2Q16 includes $2.5 million of negative valuation adjustments associated with derivatives related to prior sales of Visa Class B shares.

(b)

Net interest margin is computed using total net interest income adjusted for FTE assuming a statutory federal income tax rate of 35 percent and, where applicable, state income taxes.

15

FHN NON-STRATEGIC

Quarterly, Unaudited

																2Q17 Changes vs.
	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Income Statement (thousands)
Net interest income	$	8,720		$	9,268		$	9,794		$	10,469		$	10,647			(6	)%		(18	)%
Provision/(provision credit) for loan losses		(2,260	)		(4,098	)		(4,692	)		(4,544	)		(6,883	)		45	%		67	%
Noninterest income (a)		1,513			1,665			4,022			6,210			1,247			(9	)%		21	%
Noninterest expense (b)		(13,306	)		8,576			13,727			14,156			(16,434	)		NM			19	%
Income/(loss) before income taxes	$	25,799		$	6,455		$	4,781		$	7,067		$	35,211			NM			(27	)%
Average Balance Sheet (millions)
Loans	$	1,441		$	1,535		$	1,636		$	1,744		$	1,856			(6	)%		(22	)%
Loans held-for-sale		90			93			96			100			103			(3	)%		(13	)%
Trading securities		2			2			3			3			3				*		(33	)%
Allowance for loan losses		(46	)		(48	)		(50	)		(53	)		(59	)		4	%		22	%
Other assets		34			34			37			47			46				*		(26	)%
Total assets		1,521			1,616			1,722			1,841			1,949			(6	)%		(22	)%
Net interest margin (c)		2.27	%		2.29	%		2.25	%		2.26	%		2.17	%
Efficiency ratio (d)		NM			78.44	%		99.36	%		84.87	%		NM

Certain previously reported amounts have been reclassified to agree with current presentation.

NM - Not meaningful

* Amount is less than one percent.

(a)	4Q16 includes a $1.5 million gain related to the reversal of a contingency accrual associated with prior sales of MSR; 3Q16 includes $4.4 million of gains primarily related to recoveries associated with prior legacy mortgage servicing sales.
(b)	2Q17 includes a $21.7 million reversal of repurchase and foreclosure provision as a result of the settlements/ recoveries of certain repurchase claims; 4Q16 includes $2.0 million of loss accruals related to legal matters; 3Q16 includes $4.5 million of loss accruals related to legal matters; 2Q16 includes a $31.4 million reversal of repurchase and foreclosure provision as a result of the settlements/recoveries of certain repurchase claims, somewhat offset by $4.0 million of loss accruals related to legal matters.
(c)	Net interest margin is computed using total net interest income adjusted for FTE assuming a statutory federal income tax rate of 35 percent and, where applicable, state income taxes.
(d)	Noninterest expense divided by total revenue excluding securities gains/(losses).

16

FHN ASSET QUALITY: CONSOLIDATED

Quarterly, Unaudited

																2Q17 Changes vs.
(Dollars in thousands)	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Allowance for Loan Losses Walk-Forward
Beginning reserve	$	201,968		$	202,068		$	201,557		$	199,807		$	204,034			*			(1	)%
Provision/(provision credit) for loan losses		(2,000	)		(1,000	)		—			4,000			4,000			NM			NM
Charge-offs		(9,830	)		(8,413	)		(11,369	)		(10,362	)		(18,296	)		(17	)%		46	%
Recoveries		7,119			9,313			11,880			8,112			10,069			(24	)%		(29	)%
Ending balance	$	197,257		$	201,968		$	202,068		$	201,557		$	199,807			(2	)%		(1	)%
Reserve for unfunded commitments		5,554			5,284			5,312			4,802			5,351			5	%		4	%
Total allowance for loan losses plus reserve for unfunded commitments	$	202,811		$	207,252		$	207,380		$	206,359		$	205,158			(2	)%		(1	)%
Allowance for Loan Losses
Regional Banking	$	153,208		$	155,968		$	154,082		$	151,397		$	146,351			(2	)%		5	%
Non-Strategic		44,049			46,000			47,986			50,160			53,456			(4	)%		(18	)%
Total allowance for loan losses	$	197,257		$	201,968		$	202,068		$	201,557		$	199,807			(2	)%		(1	)%
Nonperforming Assets
Regional Banking
Nonperforming loans	$	43,012		$	49,462		$	50,653		$	50,267		$	60,754			(13	)%		(29	)%
Foreclosed real estate  (a)		3,266			4,422			5,081			5,811			7,031			(26	)%		(54	)%
Total Regional Banking	$	46,278		$	53,884		$	55,734		$	56,078		$	67,785			(14	)%		(32	)%
Non-Strategic
Nonperforming loans	$	84,959		$	92,409		$	93,808		$	100,572		$	114,947			(8	)%		(26	)%
Nonperforming loans held-for-sale after fair value adjustments		7,321			7,633			7,741			7,791			8,195			(4	)%		(11	)%
Foreclosed real estate (a)		3,772			5,837			6,154			7,867			7,119			(35	)%		(47	)%
Total Non-Strategic	$	96,052		$	105,879		$	107,703		$	116,230		$	130,261			(9	)%		(26	)%
Corporate
Nonperforming loans	$	1,819		$	1,521		$	1,186		$	1,211		$	896			20	%		NM
Total nonperforming assets (a)	$	144,149		$	161,284		$	164,623		$	173,519		$	198,942			(11	)%		(28	)%
Net Charge-Offs
Regional Banking	$	3,020		$	1,211		$	2,007		$	3,499		$	7,620			NM			(60	)%
Non-Strategic		(309	)		(2,111	)		(2,518	)		(1,249	)		607			85	%		NM
Total net charge-offs/(recoveries)	$	2,711		$	(900	)	$	(511	)	$	2,250		$	8,227			NM			(67	)%
Consolidated Key Ratios (b)
30+ Delinq. % (c)		0.27	%		0.39	%		0.34	%		0.32	%		0.32	%
NPL %		0.65			0.75			0.74			0.78			0.95
NPA %		0.68			0.80			0.80			0.85			1.03
Net charge-offs %		0.06			NM			NM			0.05			0.19
Allowance / loans %		0.99			1.06			1.03			1.03			1.07
Allowance / NPL		1.52	x		1.41	x		1.39	x		1.33	x		1.13	x
Allowance / NPA		1.44	x		1.31	x		1.29	x		1.22	x		1.05	x
Allowance / net charge-offs		18.14	x		NM			NM			22.51	x		6.04	x
Other
Loans past due 90 days or more (d)	$	37,809		$	37,156		$	38,299		$	36,562		$	34,175			2	%		11	%
Guaranteed portion (d)		15,276			14,569			14,664			13,645			13,822			5	%		11	%
Period-end loans, net of unearned income (millions)		19,989			19,090			19,590			19,556			18,589			5	%		8	%

NM - Not meaningful

* Amount is less than one percent.

(a)	Excludes foreclosed real estate from government-insured mortgages.
(b)	See Glossary of Terms for definitions of Consolidated Key Ratios.
(c)	30+ Delinquency % includes all accounts delinquent more than one month and still accruing interest.
(d)	Includes loans held-for-sale.

17

FHN ASSET QUALITY: CONSOLIDATED

Quarterly, Unaudited

																2Q17 Changes vs.
	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Key Portfolio Details
C&I
Period-end loans ($ millions)	$	12,598		$	11,704		$	12,148		$	12,118		$	11,179			8	%		13	%
30+ Delinq. % (a) (b)		0.03	%		0.17	%		0.08	%		0.05	%		0.04	%
NPL %		0.20			0.26			0.27			0.25			0.27
Charge-offs % (qtr. annualized)		0.04			NM			NM			0.04			0.24
Allowance / loans %		0.73	%		0.80	%		0.74	%		0.72	%		0.72	%
Allowance / net charge-offs		18.21	x		NM			NM			17.23	x		3.21	x
Commercial Real Estate
Period-end loans ($ millions)	$	2,212		$	2,173		$	2,136		$	2,066		$	1,969			2	%		12	%
30+ Delinq. % (a)		0.01	%		0.03	%		0.01	%		0.18	%		0.15	%
NPL %		0.07			0.11			0.13			0.17			0.40
Charge-offs % (qtr. annualized)		NM			NM			0.09			NM			NM
Allowance / loans %		1.38	%		1.42	%		1.59	%		1.57	%		1.54	%
Allowance / net charge-offs		NM			NM			17.56	x		NM			NM
Consumer Real Estate
Period-end loans ($ millions)	$	4,417		$	4,457		$	4,524		$	4,578		$	4,641			(1	)%		(5	)%
30+ Delinq. % (a)		0.81	%		0.86	%		0.93	%		0.86	%		0.80	%
NPL %		1.70			1.83			1.83			1.95			2.31
Charge-offs % (qtr. annualized)		NM			NM			NM			NM			0.04
Allowance / loans %		1.04	%		1.11	%		1.11	%		1.16	%		1.27	%
Allowance / net charge-offs		NM			NM			NM			NM			29.40	x
Permanent Mortgage
Period-end loans ($ millions)	$	408		$	409		$	423		$	436		$	439			*			(7	)%
30+ Delinq. % (a)		2.57	%		2.57	%		2.36	%		2.46	%		2.21	%
NPL %		6.81			7.05			6.42			6.67			6.97
Charge-offs % (qtr. annualized)		0.35			NM			NM			0.12			NM
Allowance / loans %		4.02	%		3.88	%		3.85	%		3.80	%		4.01	%
Allowance / net charge-offs		11.52	x		NM			NM			31.11	x		NM
Credit Card and Other
Period-end loans ($ millions)	$	354		$	347		$	359		$	358		$	361			2	%		(2	)%
30+ Delinq. % (a)		0.92	%		1.00	%		1.17	%		1.04	%		1.19	%
NPL %		0.04			0.04			0.04			0.04			0.20
Charge-offs % (qtr. annualized)		2.71			3.08			3.25			2.95			2.73
Allowance / loans %		3.38	%		3.58	%		3.39	%		3.48	%		3.30	%
Allowance / net charge-offs		1.24	x		1.16	x		1.04	x		1.17	x		1.21	x

NM - Not meaningful

* Amount is less than one percent.

(a)	30+ Delinquency % includes all accounts delinquent more than one month and still accruing interest.
(b)	1Q17 increase was primarily driven by a few credits within the C&I portfolio, all of which were favorably resolved in second quarter 2017.

18

FHN ASSET QUALITY: REGIONAL BANKING

Quarterly, Unaudited

																2Q17 Changes vs.
	2Q17			1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Total Regional Banking
Period-end loans ($ millions)	$	18,529		$	17,537		$	17,935		$	17,789		$	16,703			6	%		11	%
30+ Delinq. % (a)		0.13	%		0.24	%		0.18	%		0.17	%		0.16	%
NPL %		0.23			0.28			0.28			0.28			0.36
Charge-offs % (qtr. annualized)		0.07			0.03			0.05			0.08			0.19
Allowance / loans %		0.83	%		0.89	%		0.86	%		0.85	%		0.88	%
Allowance / net charge-offs		12.65	x		31.75	x		19.30	x		10.88	x		4.78	x
Key Portfolio Details
C&I
Period-end loans ($ millions)	$	12,178		$	11,284		$	11,728		$	11,698		$	10,759			8	%		13	%
30+ Delinq. % (a) (b)		0.03	%		0.18	%		0.08	%		0.05	%		0.04	%
NPL %		0.17			0.24			0.24			0.22			0.24
Charge-offs % (qtr. annualized)		0.04			NM			NM			0.05			0.25
Allowance / loans %		0.75	%		0.81	%		0.75	%		0.73	%		0.74	%
Allowance / net charge-offs		17.85	x		NM			NM			16.76	x		3.23	x
Commercial Real Estate
Period-end loans ($ millions)	$	2,212		$	2,173		$	2,136		$	2,066		$	1,969			2	%		12	%
30+ Delinq. % (a)		0.01	%		0.03	%		0.01	%		0.18	%		0.15	%
NPL %		0.07			0.11			0.13			0.17			0.40
Charge-offs % (qtr. annualized)		NM			NM			0.11			NM			NM
Allowance / loans %		1.38	%		1.42	%		1.59	%		1.57	%		1.54	%
Allowance / net charge-offs		NM			NM			14.28	x		NM			NM
Consumer Real Estate
Period-end loans ($ millions)	$	3,695		$	3,655		$	3,643		$	3,608		$	3,577			1	%		3	%
30+ Delinq. % (a)		0.46	%		0.48	%		0.49	%		0.46	%		0.40	%
NPL %		0.54			0.55			0.52			0.57			0.73
Charge-offs % (qtr. annualized)		NM			NM			—			0.01			NM
Allowance / loans %		0.48	%		0.53	%		0.52	%		0.56	%		0.68	%
Allowance / net charge-offs		NM			NM			NM			57.14	x		NM
Credit Card, Permanent Mortgage, and Other
Period-end loans ($ millions)	$	444		$	425		$	428		$	417		$	398			4	%		12	%
30+ Delinq. % (a)		0.81	%		0.90	%		1.08	%		0.97	%		1.16	%
NPL %		0.09			0.09			0.09			0.10			0.10
Charge-offs % (qtr. annualized)		2.21			2.55			2.79			2.64			2.54
Allowance / loans %		3.13	%		3.36	%		3.09	%		3.19	%		3.07	%
Allowance / net charge-offs		1.44	x		1.33	x		1.12	x		1.23	x		1.25	x
ASSET QUALITY: CORPORATE
Permanent Mortgage
Period-end loans ($ millions)	$	63		$	67		$	71		$	79		$	85			(6	)%		(26	)%
30+ Delinq. % (a)		6.52	%		4.25	%		4.37	%		4.37	%		4.92	%
NPL %		2.90			2.25			1.66			1.54			1.06
Charge-offs % (qtr. annualized)		NM			NM			NM			NM			NM
Allowance / loans %		NM			NM			NM			NM			NM
Allowance / net charge-offs		NM			NM			NM			NM			NM

NM - Not meaningful

(a)	30+ Delinquency % includes all accounts delinquent more than one month and still accruing interest.
(b)	1Q17 increase was primarily driven by a few credits within the C&I portfolio, all of which were favorably resolved in second quarter 2017.

19

FHN ASSET QUALITY: NON-STRATEGIC

Quarterly, Unaudited

																2Q17 Changes vs.
		2Q17		1Q17			4Q16			3Q16			2Q16			1Q17			2Q16
Total Non-Strategic
Period-end loans ($ millions)	$	1,397		$	1,486		$	1,584		$	1,688		$	1,801			(6	)%		(22	)%
30+ Delinq. % (a)		1.79	%		1.89	%		1.94	%		1.76	%		1.56	%
NPL %		6.08			6.22			5.92			5.96			6.38
Charge-offs % (qtr. annualized)		NM			NM			NM			NM			0.13
Allowance / loans %		3.15	%		3.10	%		3.03	%		2.97	%		2.97	%
Allowance / net charge-offs		NM			NM			NM			NM			21.90	x
Key Portfolio Details
Commercial
Period-end loans ($ millions)	$	420		$	420		$	420		$	420		$	420				*			*
30+ Delinq. % (a)		—	%		—	%		—	%		—	%		—	%
NPL %		0.95			0.97			0.98			0.99			1.00
Charge-offs % (qtr. annualized)		NM			NM			NM			NM			—
Allowance / loans %		0.34	%		0.35	%		0.33	%		0.33	%		0.33	%
Allowance / net charge-offs		NM			NM			NM			NM			114.92	x
Consumer Real Estate
Period-end loans ($ millions)	$	722		$	802		$	881		$	970		$	1,064			(10	)%		(32	)%
30+ Delinq. % (a)		2.62	%		2.60	%		2.76	%		2.34	%		2.16	%
NPL %		7.64			7.65			7.26			7.09			7.59
Charge-offs % (qtr. annualized)		NM			NM			NM			NM			0.26
Allowance / loans %		3.90	%		3.80	%		3.56	%		3.40	%		3.27	%
Allowance / net charge-offs		NM			NM			NM			NM			12.14	x
Permanent Mortgage
Period-end loans ($ millions)	$	249		$	258		$	275		$	290		$	308			(3	)%		(19	)%
30+ Delinq. % (a)		2.38	%		2.78	%		2.29	%		2.36	%		1.66	%
NPL %		10.30			10.45			9.32			9.48			9.51
Charge-offs % (qtr. annualized)		0.56			NM			NM			0.18			NM
Allowance / loans %		5.80	%		5.45	%		5.49	%		5.36	%		5.53	%
Allowance / net charge-offs		10.13	x		NM			NM			29.16	x		NM
Other Consumer
Period-end loans ($ millions)	$	6		$	6		$	8		$	8		$	9				*		(33	)%
30+ Delinq. % (a)		1.95	%		1.84	%		1.73	%		1.62	%		1.06	%
NPL %		1.93			1.90			1.82			1.83			7.98
Charge-offs % (qtr. annualized)		NM			NM			NM			NM			1.15
Allowance / loans %		0.35	%		0.08	%		2.26	%		2.50	%		2.83	%
Allowance / net charge-offs		NM			NM			NM			NM			2.41	x

NM - Not meaningful

* Amount is less than one percent.

(a) 30+ Delinquency % includes all accounts delinquent more than one month and still accruing interest.

20

FHN: PORTFOLIO METRICS
Unaudited
C&I Portfolio: $12.6 Billion (63.0% of Total Loans) as of June 30, 2017
	% OS
General Corporate, Commercial, and Business Banking Loans		78	%
Loans to Mortgage Companies		17	%
Bank Holding Company Loans		3	%
Trust Preferred Loans		2	%

Consumer Real Estate (primarily Home Equity) Portfolio: $4.4 Billion (22.1% of Total Loans)

Origination LTV and FICO for Portfolio as of June 30, 2017	Loan-to-Value
(excludes whole loan insurance)	<=60%			>60% - <=80%			>80% - 90%			>90%
FICO score greater than or equal to 740		11	%		24	%		16	%		14	%
FICO score 720-739		1	%		4	%		4	%		3	%
FICO score 700-719		1	%		3	%		3	%		2	%
FICO score 660-699		1	%		3	%		3	%		2	%
FICO score 620-659		—	%		1	%		1	%		1	%
FICO score less than 620		—	%		1	%		—	%		1	%

Origination LTV and FICO for Portfolio - Regional Bank as of June 30, 2017	Loan-to-Value
(excludes whole loan insurance)	<=60%			>60% - <=80%			>80% - 90%			>90%
FICO score greater than or equal to 740		11	%		25	%		16	%		16	%
FICO score 720-739		1	%		4	%		3	%		3	%
FICO score 700-719		1	%		3	%		2	%		2	%
FICO score 660-699		1	%		3	%		3	%		2	%
FICO score 620-659		—	%		1	%		1	%		1	%
FICO score less than 620		—	%		—	%		—	%		1	%

Origination LTV and FICO for Portfolio - Non-Strategic as of June 30, 2017	Loan-to-Value
(excludes whole loan insurance)	<=60%			>60% - <=80%			>80% - 90%			>90%
FICO score greater than or equal to 740		7	%		19	%		15	%		5	%
FICO score 720-739		2	%		5	%		6	%		2	%
FICO score 700-719		2	%		6	%		6	%		2	%
FICO score 660-699		2	%		5	%		5	%		4	%
FICO score 620-659		—	%		1	%		2	%		1	%
FICO score less than 620		—	%		1	%		—	%		2	%

Consumer Real Estate Portfolio Detail:

		Origination Characteristics
Vintage	Balances ($B)	W/A Age (mo.)	CLTV		FICO		% TN		% 1st lien
pre-2008	$0.9	138	80	%	725		21	%	21	%
2008	0.2	109	75	%	748		73	%	50	%
2009	0.1	97	72	%	745		86	%	59	%
2010	0.1	83	78	%	754		93	%	71	%
2011	0.2	70	76	%	758		89	%	84	%
2012	0.4	60	77	%	764		89	%	92	%
2013	0.4	49	78	%	755		86	%	86	%
2014	0.4	36	82	%	757		86	%	90	%
2015	0.6	23	80	%	758		81	%	88	%
2016	0.8	11	80	%	760		84	%	90	%
2017	0.3	3	83	%	760		78	%	90	%
Total	$4.4	59	79	%	751	(a)	71	%	73	%

(a) 751 average portfolio origination FICO; 749 weighted average portfolio FICO (refreshed).

21

FHN NON-GAAP TO GAAP RECONCILIATION

Quarterly, Unaudited

(Dollars and shares in thousands, except per share data)		2Q17			1Q17			4Q16			3Q16			2Q16
Tangible Common Equity (Non-GAAP)
(A) Total equity (GAAP)	$	2,826,888		$	2,740,460		$	2,705,084		$	2,744,582		$	2,691,924
Less: Noncontrolling interest (a)		295,431			295,431			295,431			295,431			295,431
Less: Preferred stock (a)		95,624			95,624			95,624			95,624			95,624
(B) Total common equity	$	2,435,833		$	2,349,405		$	2,314,029		$	2,353,527		$	2,300,869
Less: Intangible assets (GAAP) (b)		281,456			211,156			212,388			213,688			214,923
(C) Tangible common equity (Non-GAAP)	$	2,154,377		$	2,138,249		$	2,101,641		$	2,139,839		$	2,085,946
Tangible Assets (Non-GAAP)
(D) Total assets (GAAP)	$	29,369,956		$	29,618,600		$	28,555,231		$	28,449,222		$	27,541,070
Less: Intangible assets (GAAP) (b)		281,456			211,156			212,388			213,688			214,923
(E) Tangible assets (Non-GAAP)	$	29,088,500		$	29,407,444		$	28,342,843		$	28,235,534		$	27,326,147
Average Tangible Common Equity (Non-GAAP)
(F) Average total equity (GAAP)	$	2,778,169		$	2,722,668		$	2,746,828		$	2,718,319		$	2,655,488
Less: Average noncontrolling interest (a)		295,431			295,431			295,431			295,431			295,431
Less: Average preferred stock (a)		95,624			95,624			95,624			95,624			95,624
(G) Total average common equity	$	2,387,114		$	2,331,613		$	2,355,773		$	2,327,264		$	2,264,433
Less: Average intangible assets (GAAP) (b)		281,326			211,757			213,019			214,260			215,556
(H) Average tangible common equity (Non-GAAP)	$	2,105,788		$	2,119,856		$	2,142,754		$	2,113,004		$	2,048,877
Annualized Net Income Available to Common Shareholders
(I) Net income available to common shareholders (annualized) (GAAP)	$	364,206		$	219,073		$	212,017		$	251,434		$	227,395
Period-end Shares Outstanding
(J) Period-end shares outstanding		234,135			233,883			233,624			233,235			232,019
Ratios
(I)/(G) Return on average common equity (“ROE”) (GAAP)		15.26	%		9.40	%		9.00	%		10.80	%		10.04	%
(I)/(H) Return on average tangible common equity (“ROTCE”) (Non-GAAP)		17.30	%		10.33	%		9.89	%		11.90	%		11.10	%
(A)/(D) Total equity to total assets (GAAP)		9.63	%		9.25	%		9.47	%		9.65	%		9.77	%
(C)/(E) Tangible common equity to tangible assets (“TCE/TA”) (Non-GAAP)		7.41	%		7.27	%		7.42	%		7.58	%		7.63	%
(B)/(J) Book value per common share (GAAP)	$	10.40		$	10.05		$	9.90		$	10.09		$	9.92
(C)/(J) Tangible book value per common share (Non-GAAP)	$	9.20		$	9.14		$	9.00		$	9.17		$	8.99

(a)	Included in Total equity on the Consolidated Balance Sheet.
(b)	Includes goodwill and other intangible assets, net of amortization.

22

FHN GLOSSARY OF TERMS

Average Assets for Leverage: The amount of assets a company uses to calculate the leverage ratio, which includes average total assets less disallowed portions of goodwill, other intangibles, and deferred tax assets, as well as certain other regulatory adjustments made to tier 1 capital.

Common Equity Tier 1 Ratio: Ratio consisting of common equity adjusted for certain unrealized gains/(losses) on available-for-sale securities, less disallowed portions of goodwill, other intangibles, and deferred tax assets as well as certain other regulatory deductions divided by risk-weighted assets.

Core Businesses: Management considers regional banking, fixed income, and corporate as FHN’s core businesses. Non-strategic has legacy assets and operations that are being wound down.

Fully Taxable Equivalent (“FTE”): Reflects the amount of tax-exempt income adjusted to a level that would yield the same after-tax income had that income been subject to taxation.

Market-Indexed Deposits: Deposits with pricing tied to an index not administered by FHN. For FHN these are comprised of insured network deposits, correspondent banking deposits, and trust/sweep deposits.

Risk-Weighted Assets: A regulatory risk-based calculation that takes into account the broad differences in risks among a banking organization’s assets and off-balance sheet financial instruments.

Tier 1 Capital Ratio: Ratio consisting of shareholders’ equity adjusted for certain unrealized gains/(losses) on available-for-sale securities, plus qualifying portions of noncontrolling interests, less disallowed portions of goodwill, other intangible assets, and deferred tax assets as well as certain other regulatory deductions divided by risk-weighted assets.

Troubled Debt Restructuring (“TDR”): A restructuring of debt whereby a creditor for economic or legal reasons related to the borrower’s financial difficulties grants a concession to the borrower that it would not otherwise consider. Such concession is granted in an attempt to protect as much of the creditor’s investment as possible by increasing the probability of repayment.

Key Ratios

Return on Average Assets: Ratio is annualized net income to average total assets.

Return on Average Common Equity: Ratio is annualized net income available to common shareholders to average common equity.

Return on Average Tangible Common Equity: Ratio is annualized net income available to common shareholders to average tangible common equity.

Fee Income to Total Revenue: Ratio is fee income excluding securities gains/(losses) to total revenue excluding securities gains/(losses).

Efficiency Ratio: Ratio is noninterest expense to total revenue excluding securities gains/(losses).

Leverage Ratio: Ratio is tier 1 capital to average assets for leverage.

Asset Quality - Consolidated Key Ratios

NPL %: Ratio is nonperforming loans in the loan portfolio to total period-end loans.

NPA %: Ratio is nonperforming assets related to the loan portfolio to total period-end loans plus foreclosed real estate and other assets.

Net charge-offs %: Ratio is annualized net charge-offs to total average loans.

Allowance / loans: Ratio is allowance for loan losses to total period-end loans.

Allowance / NPL: Ratio is allowance for loan losses to nonperforming loans in the loan portfolio.

Allowance / NPA: Ratio is allowance for loan losses to nonperforming assets related to the loan portfolio.

Allowance / charge-offs: Ratio is allowance for loan losses to annualized net charge-offs.

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